East Palo Alto City Council
November 1, 2022

East Palo Alto City Council November 1, 2022 Agenda Page 1 of 4

EAST PALO ALTO CITY COUNCIL

REGULAR MEETING AGENDA
November 1, 2022, 6:30 p.m.

EPA Government Center
2415 University Ave, First Floor
East Palo Alto, CA 94303
NOTICE
This meeting will be held virtually and in-person at the Council Chambers located on 2415 University Ave, First Floor East Palo Alto, CA 94303. The virtual portion of this City Council meeting will be conducted in accordance with City of East Palo Alto Resolution adopted pursuant to Assembly Bill 361.

The public may participate in the City Council Meeting via Zoom Meeting or by attending in-person in the Council Chambers at 2415 University Ave, First Floor East Palo Alto, CA 94303. Community members may provide comments by emailing [email protected], submitting a speaker card at the meeting or using the “RAISE HAND” feature when the Mayor or City Clerk call for public comment. Emailed comments should include the specific agenda item on which you are commenting.

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International numbers available: https://zoom.us/u/aMWYF4KT East Palo Alto City Council November 1, 2022 Agenda Page 2 of 4

1. CALL TO ORDER AND ROLL CALL

2. APPROVAL OF THE AGENDA
(Government Code Section 54957.7(a))

3. APPROVAL OF CONSENT CALENDAR

1. Response to San Mateo County Civil Grand Jury Report: "The Other Water Worry:

Is Your Water Provider Prepared for the Big One?”
Recommendation: Adopt a Resolution approving a response letter to the San Mateo County 2021-2022 Civil Grand Jury Report, “The Other Water Worry: Is Your Water Provider Prepared for the Big One?” and authorize the mayor to execute and transmit the letter.

2. Grand Jury Report: “A Delicate Balance between Knowledge and Power:

Government Transparency and the Public’s Right to Know” Recommendation: Staff recommends that the City Council authorize the Mayor to sign the City’s response to the San Mateo County 2021-22 civil grand jury report: ““A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know”

3. Authorize the Purchase of Two Vehicles for the Building Services Division Recommendation: Adopt a Resolution authorizing the City Manager to purchase two vehicles for the Building Services Division of the Community & Economic Development Department from Downtown Ford Sales of Sacramento California through the State of California’s Statewide Contracts for Fleet Vehicles, Contract Number 1-22-23-23-F in an amount not to exceed $58,046.36.

4. Powell & Partners, Architects Contract Amendment Number Two for the City Hall Tenant Improvements
Recommendation: Adopt a Resolution authorizing the City Manager to execute contract amendment number 2 with Powell & Partners, Architects, for the design of the City Hall Tenant Improvements Project increasing the contract amount from $118,799 to a not-toexceed amount of $163,844, and appropriating $45,045 from the General Fund Reserve for the additional costs.

5. Designation of CalOES Authorized Agents for All Past, Open, and Future Disasters Declared Up to Three Years from the Date of Approval
Recommendation: 1. Designate the City Manager, Finance Director, and Public Works Director as authorized agents of the City of East Palo Alto to execute agreements and sign documents for and on behalf of City to obtain federal financial assistance for all past, open, and future disasters declared up to three (3) years following the date of approval.

2. Authorize three members of the City Council present at this meeting, to sign the CalOES Form 130.

East Palo Alto City Council November 1, 2022 Agenda Page 3 of 4

6. A Proclamation of The City of East Palo Alto Honoring Ana Pulido for Her Service to The Community

7. Proclamation of the City of East Palo Alto honoring all Veterans on Veteran’s Day and those who work to help them with needed services

8. A Proclamation of The City of East Palo Alto Honoring Dorothy Romes for Her Service to The Community and In Celebration of Her 80th Birthday

9. AB 361 Authority for Virtual Meetings
Recommendation: Adopt a resolution making the AB 361 findings necessary to continue virtual public meetings for the City Council and City Advisory Bodies for the month of November 2022.

4. CLOSED SESSION - NONE

5. PUBLIC COMMENT
Members of the public wishing to address the City Council on items not listed on the agenda may do so under this item. Each speaker is limited to two minutes. The Mayor has the discretion to adjust speaking times. In accordance with State Law, no action or discussion may take place on any item not appearing on the posted agenda. The Council may respond to statements made or questions asked or may request Staff to report back at a future meeting concerning the matter.

The exceptions under which the City Council may discuss and/or take ac tion on items not appearing on the agenda are contained in Government Code Section 54954.2(b)(1)(2)(3).

6. INFORMATIONAL REPORTS - NONE

7. SPECIAL PRESENTATIONS- NONE

8. PUBLIC HEARINGS

1. Woodland Park Euclid Improvements
Recommendation: 1. Adopt a Resolution approving the General Plan Amendment (GP19-001) establishing the Neighborhood Center Overlay Land Use Designation;

2. Introduce Ordinances enacting the Development Code and Zoning Map amendments (ZC19-002) establishing the Neighborhood Center Overlay District;

3. Adopt a resolution:
- Approving the Design Review Permit (DR 19-028), Conditional Use Permit (CUP22-003), and Tentative Parcel Map (TTM19-001) based on the findings, requirements and conditions of approval which are Attachments to the resolutions and incorporated by reference;
- Approving the Relocation Plan dated September 2022; and - Authorizing the City Manager to execute a Notice of Special Restrictions applying the City's Rent Stabilization Ordinance to 160 new/replacement units in a form approved by the City Attorney.

4. Introduce an Ordinance approving the Proposed Development Agreement for the Woodland Park Euclid Improvements Project

9. POLICY AND ACTION

1. Approval of Agreements for Anti-Displacement Services Recommendation: Adopt a resolution:

1. Authorizing the City Manager to enter into two two-year agreements for antidisplacement services, in a form approved by the City Attorney, with Community Legal East Palo Alto City Council November 1, 2022 Agenda Page 4 of 4 Services in East Palo Alto (CLSEPA) and Nuestra Casa for an amount not to exceed $426,788 ($213,394 each year) and with Youth United for Community Action (YUCA) for an amount not to exceed $133,196 ($66,598 each year); and;

2. Appropriating a total amount not exceeding $280,000 in FY 2022-23 to cover the first year of the two-year agreements for anti-displacement services by allocating $116,000 from the Rent Stabilization Program Fund for eviction defense services to be provided by CLSEPA; and $164,000 from the General Fund (Measure O) for other services to be provided by CLSEPA, Nuestra Casa, and YUCA. Funds for the second year of the agreements will be included in the FY2023-24 Rent Stabilization Program and General Fund budgets.

10. COUNCIL REPORTS

11. ADJOURNMENT
This AGENDA is posted in accordance with Government Code Section 54954.2(a) This Notice of Availability of Public Records: All public records relating to an open session item which are not exempt fr om d isclo su re pursuant to the Public Records Act, that are distributed to the majority of the City Council will be available for public inspection at th e Ci ty Clerk’s Office, 2415 University Avenue, East Palo Alto, CA at the same time that the public records are distributed or made available to th e City Council. Such documents may also be available on the East Palo Alto website www.cityofepa.org subject to staff’s ability to p ost the documents prior to the meeting. Information may be obtained by calling (650) 853-3100.

The City Council meeting packet may be reviewed by the public in the Library or the City Clerk's Office. Any writings or documents pert aining t o an open session item provided to a majority of the City Council less than 72 hours prior to the meeting, shall be made available for public inspection at the front counter at the City Clerk's Office, 2ND Floor, City Hall, 2415 University Avenue, East Palo Alto, California 94303 during normal bus iness hours .

Information distributed to the Council at the Council meeting becomes part of the public record. A copy of written material, pictures, et c. s hould be provided for this purpose.

East Palo Alto City Council Chambers is ADA compliant. Requests for disability related modifications or accommodations, aids or s ervices may be made by a person with a disability to the City Clerk's office at (650) 853-3127 no less than 72 hours prior to the meeting as required by Section 202 of the Americans with Disabilities Act of 1990 and the federal rules and regulations adopted in implementation thereof.

DECLARATION OF POSTING
This Notice is posted in accordance with Government Code §54954.2(a) or § 54956. Members of the public can view electronic agendas and staff reports by accessing the City website. Under penalty of perjury, this Agenda was posted to the public at le ast 7 2 hours prior to the meeting.

POSTED: October 28, 2022
ATTEST:

James Colin
City Clerk
Future Meetings:

Meeting Date Time
Study Session November 8, 2022 Cancelled
RegularMeeting November 15, 2022 6:30 p.m.

RegularMeeting December 6, 2022 6:30 p.m.

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Glen March, Senior Engineer
Humza Javed, Public Works Director
SUBJECT: Response to San Mateo County Civil Grand Jury Report: "The Other Water Worry: Is Your Water Provider Prepared for the Big One?” Recommendation
Adopt a Resolution approving a response letter to the San Mateo County 2021-2022 Civil Grand Jury Report, “The Other Water Worry: Is Your Water Provider Prepared for the Big One?” and authorize the mayor to execute and transmit the letter.

Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 1: Enhance Public Safety and Emergency Preparedness Priority No. 4: Improve Public Facilities and Infrastructure Priority No. 6: Create a Healthy and Safe Community
Background
The California Penal Code provides for the formation of civil grand juries and their powers and duties. With respect to public agencies, grand juries are authorized to “Investigate and report upon the operations, accounts and records of the officers, departments, functions, and the method or systems of performing the duties of any such city or joint powers agency and make such recommendations as it may deem proper and fit.” (California Penal Code § 925(a)) A grand jury is an independent judicial body, composed of 19 citizens, that acts as an “arm of the court,” as authorized by the State Constitution, to be a voice of the people and conscience of the community.

On August 5, 2022, the San Mateo County 2021-2022 Civil Grand Jury (Grand Jury) issued a report titled “The Other Water Worry: Is Your Water Provider Prepared for the Big One?” (Report). The Report can be found at the following URL: Emergency Water.pdf

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(sanmateocourt.org).

The United States Environmental Protection Agency (EPA) is responsible for implementing the America’s Water Infrastructure Act of 2018 (AWIA). AWIA requires water providers serving more the 3,300 to develop a Risk and Resiliency Assessment (RRA) that addresses risks from both natural hazards and malevolent actors for water system infrastructure and operations.

AWIA also requires water providers to develop an Emergency Response Plan (ERP) that includes plans, procedures, and strategies to prepare for and respond to threats identified in the RRA.

The City of East Palo Alto prepared a RRA and ERP in 2021 per AWIA requirements.

Within 90 days after the Grand Jury submits a report regarding the operations of any public agency, California Penal Code § 933(c) provides the “governing body of the public agency shall comment to the presiding judge of the Superior Court on the findings and recommendations pertaining to matters under the control of the governing body…”. The proposed response for the City of East Palo Alto is included as Attachment B. The City is required to submit a response to the Report no later than 90 days after the Report was issued, that is, by November 3, 2022.

The Grand Jury selected and investigated 12 of the 16 major water providers in San Mateo County. The Grand Jury requested that 11 of the 12 water providers respond to the Report.

The Grand Jury reviewed documents and conducted interviews with representatives of each of the 11 water providers.

The Report focus was to determine if water providers were prepared for a disruption to the Hetch Hetchy water supply for a period of 72 hours. This scenario was not addressed in the City’s ERP. The City is working with Veolia North America, Inc. (Veolia) to include this scenario in Veolia’s ERP. Staff is unaware of any prior requirement that this scenario be a part of the Veolia’s ERP.

The Grand Jury specifically reviewed the following items:
· Does the water provider perform emergency preparedness exercises consistent with their emergency response plan (ERP)?
· Does the water provider perform an analysis and document an after-action report consistent with their ERP?
· Does the water provider have sufficient water storage to provide emergency water for a period of at least three days?
· Does the water provider have sufficient fuel storage to provide emergency fuel for a period of at least three days?
Emergency Preparedness Exercises and After-Action Reports All the water providers investigated had ERPs. Only seven (7) of the 12 ERPs included provisions for emergency readiness exercises.

The Grand Jury was unable to determine if any of the 12 water providers conducted an emergency preparedness exercise described in their ERP. No water provider was able to present an After-Action Report related to its ERP requirements.

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Water Storage
Only seven (7) of the water providers provided data that showed they had sufficient water storage for a period of at least three days.

Fuel Storage
Only seven (7) of the water providers had a three-day back-up fuel supply to operate emergency generators to run the water system during an emergency.

Analysis
The Report presents five findings and makes five recommendations. The first four findings and recommendations are directed towards water providers and the fifth is directed towards San Mateo County Department of Emergency Management.

Staff reviewed and prepared a response letter as instructed by the report. The proposed responses to the report can be found below and the proposed response letter is included in Attachment B. With the Council’s authorization, the mayor will execute and transmit the City’s response to the Grand Jury by November 4, 2022, as required by statute.

San Mateo County Civil Grand Jury Findings with Proposed City’s Response:

The City is instructed to respond specifically to Findings F1, F2, and F3, F4 in the report. For each finding the City must state whether the City agrees with the finding or disagrees wholly or partially with the finding.

F1. The water provider was unable to demonstrate that it conducts the emergency exercise specified by its ERP, which may comprise its ability to supply water following a catastrophic interruption in water distribution service.

City of East Palo Alto: The City agrees with this finding.

F2. The water service provider was not able to produce documentation analyzing past exercises to test readiness and improve their performance, which may compromise its ability to supply water following a catastrophic interruption in water distribution service.

City of East Palo Alto: The City agrees with this finding.

F3. The water provider does not have three days of emergency water storage, which may comprise its ability to supply water following a catastrophic interruption in water distribution service.

City of East Palo Alto: The City agrees with this finding.

F4. The water provider does not have three days of emergency fuel storage, which may comprise its ability to supply water following a catastrophic interruption in water distribution services.

City of East Palo Alto: The City disagrees with this finding.

Since the Grand Jury’s investigation, the City determined there is adequate fuel storage

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for at least three days.

The City has only one facility that requires fuel storage to operate a standby generator, the “Gloria Way Well” and treatment system. The facility has an above ground storage tank that holds 516 gallons of diesel fuel and a Kohler Model 100REOZJF standby generator. The standby generator operating at 75% load uses 6.6 gallons per hour or 475 gallons over three days, which is adequate to operate the emergency generator for a period of at least three days.

San Mateo County Civil Grand Jury Recommendations with Proposed City’s Response:

The City is instructed to respond specifically to Recommendations R1, R2, R3, and R4 in the report. For each recommendation the City must respond to the recommendations.

R1. The Grand Jury recommends that, by March 31, 2023, the water provider perform emergency preparedness exercises consistent with its emergency response plan.

City of East Palo Alto: This recommendation has not yet been implemented but will be implemented by the deadline of March 31, 2023.

The City’s water operator, Veolia North America, Inc., (Veolia) will update its emergency response plan to identify the necessary actions to address its ability to supply water following a catastrophic interruption in water distribution service for at least three days.

The City, Veolia, and the Menlo Park Fire Protection District (Menlo Park Fire) will conduct a joint emergency preparedness exercise.

R2. The Grand Jury recommends that, by March 31, 2023, the water provider perform an analysis and document an After-Action Report consistent with the emergency response plan.

City of East Palo Alto: This recommendation has not yet been implemented but will be implemented by the deadline of March 31, 2023.

The City, Veolia, and Menlo Park Fire will perform an analysis of the exercise and prepare an after-action report.

R3. The Grand Jury recommends that, by March 31, 2023, the water provider develop plans to increase water storage sufficient to provide emergency water for a period of at least three days.

City of East Palo Alto: This recommendation has not yet been implemented but will be implemented by the deadline of March 31, 2023.

The average daily water usage is 1.5 million gallons per day or 4.6 million gallons over three days.

On October 4, 2022, the City Council adopted a resolution approving and adopting the 2022 Water System Master Plan. As part of the plan, the City identified two water storage projects, the “Pad D” tank at the corner of E. Bayshore Road and Clarke Avenue and a second storage tank at 375 Donohoe Street. The two planned storage tanks have a combined capacity of 1.65 MG.

The “Pad D” water storage tank has been constructed by a developer and will be

3.1 Packet Pg. 8
conveyed to the City in the future. The City is also working with the developers of the Ravenswood Business to construct and/or fund additional water storage facilities.

The City will develop a single plan to increase water storage sufficient to provide emergency water for a period of at least three days.

R4. The Grand Jury recommends that, by March 2023, the water provider develop plans to increase the emergency fuel storage sufficient to provide to provide emergency fuel for a period of at least three days.

City of East Palo Alto: Not applicable. Refer to City’s response to Finding F4.

Fiscal Impact
There is no fiscal impact associated with this action.

Public Notice
The public was provided notice of this agenda item by posting the City Council agenda on the City’s official bulletin board outside City Hall and making the agenda and report available on the City’s website.

Environmental
The action being considered does not constitute a “Project” within the meaning of the California Environmental Quality Act (CEQA), pursuant to CEQA Guideline section 15378 (b)(5), in that it is a government administrative activity that will not result in direct or indirect changes in the environment.

Attachments
A. Resolution Grand Jury Response Letter - Water
B. Grand Jury Response Letter - Water

3.1 Packet Pg. 9
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO

AUTHORIZING THE MAYOR TO SIGN AND SUBMIT THE RESPONSE LETTER TO THE SAN MATEO COUNTY 2021-2022 CIVIL GRAND JURY REPORT “THE OTHER WATER WORRY: IS YOUR WATER PROVIDER PREPARED FOR THE BIG ONE?”
WHEREAS, on August 5, 2022, the San Mateo County 2021-2022 Civil Grand Jury issued a report titled “The Other Water Worry: Is Your Water Provider Prepared for the Big One?” (Report) to the presiding judge of the San Mateo County Superior Court; and WHEREAS, the City of East Palo Alto (“City”), like other water providers in San Mateo County, is required to submit a response to the findings and recommendations in the Report; and WHEREAS, the Report investigated sixteen water provides in San Mateo to determine if each water provider was prepared to supply water to customers in the event of a major catastrophic seismic event; and
WHEREAS, the City has prepared a response letter to the San Mateo County 2021-2022 Civil Grand Jury Report.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO HEREBY authorizes the Mayor to sign the City’s response letter to the San Mateo County 2021-2022 Civil Grand Jury Report: “The Other Water Worry: Is Your Water Provider Prepared For The Big One?” and to submit the response letter to the presiding judge of the San Mateo County Superior Court.

PASSED AND ADOPTED this 1ST of November 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_______________________________
Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:
_________________________ _______________________________ James Colin, City Clerk Valerie J. Armento, Interim City Attorney

3.1.a
Packet Pg. 10
Attachment: Resolution Grand Jury Response Letter - Water (2457 : Grand Jury Response Letter) November 1, 2022
The Honorable Judge Leland Davis, III
Presiding Judge
Superior Court of California, County of San Mateo
400 County Center, 2nd Floor
Redwood City, CA 94063
Dear Honorable Judge Davis
Thank you for the opportunity to review and comment on the San Mateo County Civil Grand Jury Report titled “The Other Water Worry: Is Your Water Provider Prepared for the Big One?” issued on August 5, 2022 (“Report”). The City Council of the City of East Palo Alto (City) approved the following response to the Report at its November 1, 2022 meeting.

The City’s Responses to the Required Findings:

The Report required the City to respond to Findings F1, F2, F3, and F4, as shown on page 19 of the Report.

F1. The water provider was unable to demonstrate that it conducts the emergency exercise specified by its ERP, which may comprise its ability to supply water following a catastrophic interruption in water distribution service.

City of East Palo Alto: The City agrees with this finding.

F2. The water service provider was not able to produce documentation analyzing past exercises to test readiness and improve their performance, which may compromise its ability to supply water following a catastrophic interruption in water distribution service.

City of East Palo Alto: The City agrees with this finding.

F3. The water provider does not have three days of emergency water storage, which may comprise its ability to supply water following a catastrophic interruption in water distribution service.

City of East Palo Alto: The City agrees with this finding.

3.1.b
Packet Pg. 11
Attachment: Grand Jury Response Letter - Water (2457 : Grand Jury Response Letter) F4. The water provider does not have three days of emergency fuel storage, which may comprise its ability to supply water following a catastrophic interruption in water distribution services.

City of East Palo Alto: The City disagrees with this finding.

Since the Grand Jury’s investigation, the City determined there is adequate fuel storage for at least three days.

The City has only one facility that requires fuel storage to operate a standby generator, the “Gloria Way Well” and treatment system. The facility has an above ground storage tank that holds 516 gallons of diesel fuel and a Kohler Model 100REOZJF standby generator. The standby generator operating at 75% load, uses 6.6 gallons per hour or 475 gallons over three days, which is adequate to operate the emergency generator for a period of at least three days.

The City’s Responses to Required Recommendations:

The Report required the City of East Palo to respond to Recommendations R1, R2, R3, and R4, as shown on page 19 of the Report.

R1. The Grand Jury recommends that, by March 31, 2023, the water provider perform emergency preparedness exercises consistent with its emergency response plan.

City of East Palo Alto: This recommendation has not yet been implemented but will be implemented by the deadline of March 31, 2023.

The City’s water operator, Veolia North America, Inc., (Veolia) will update its emergency response plan to identify the necessary actions to address its ability to supply water following a catastrophic interruption in water distribution service for at least three days. The City, Veolia, and the Menlo Park Fire Protection District (Menlo Park Fire) will conduct a joint emergency preparedness exercise.

R2. The Grand Jury recommends that, by March 31, 2023, the water provider perform an analysis and document an After-Action Report consistent with the emergency response plan.

City of East Palo Alto: This recommendation has not yet been implemented but will be implemented by the deadline of March 31, 2023.

The City, Veolia, and Menlo Park Fire will perform an analysis of the exercise and prepare an after-action report.

3.1.b
Packet Pg. 12
Attachment: Grand Jury Response Letter - Water (2457 : Grand Jury Response Letter) R3. The Grand Jury recommends that, by March 31, 2023, the water provider develop plans to increase water storage sufficient to provide emergency water for a period of at least three days.

City of East Palo Alto: This recommendation has not yet been implemented but will be implemented by the deadline of March 31, 2023.

The average daily water usage is 1.5 million gallons per day or 4.6 million gallons over three days.

On October 4, 2022, the City Council adopted a resolution approving and adopting the 2022 Water System Master Plan. As part of the plan, the City identified two water storage projects, the “Pad D” tank at the corner of E.

Bayshore Road and Clarke Avenue and a second storage tank at 375 Donohoe Street. The two planned storage tanks have a combined capacity of 1.65 MG.

The “Pad D” water storage tank has been constructed by a developer and will be conveyed to the City in the future. The City is also working with the developers of the Ravenswood Business to construct and/or fund additional water storage facilities.

The City will develop a single plan to increase water storage sufficient to provide emergency water for a period of at least three days.

R4. The Grand Jury recommends that, by March 2023, the water provider develop plans to increase the emergency fuel storage sufficient to provide to provide emergency fuel for a period of at least three days.

City of East Palo Alto: Not applicable. Refer to City’s response to Finding F4.

On behalf of the City Council of the City of East Palo Alto, I would like to thank you for the opportunity to review and comment on the above referenced Grand Jury Report.

Sincerely,
Ruben Abrica, Mayor
City of East Palo Alto

3.1.b
Packet Pg. 13
Attachment: Grand Jury Response Letter - Water (2457 : Grand Jury Response Letter)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: James Colin, City Clerk
SUBJECT: Grand Jury Report: “A Delicate Balance between Knowledge and Power:

Government Transparency and the Public’s Right to Know” Recommendation
Staff recommends that the City Council authorize the Mayor to sign the City’s response to the San Mateo County 2021-22 civil grand jury report: ““A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know” Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 1: Enhance Public Safety and Emergency Preparedness Priority No. 4: Improve Public Facilities and Infrastructure Background
The San Mateo County civil grand jury is an independent investigative body composed of 19 citizens who conduct fact-finding efforts and issue written reports containing specific recommendations to improve local government operations.

The 2021-22 San Mateo County civil grand jury selected the following issue for exploration: “A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know” The civil grand jury’s work resulted in the report “A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know” which is provided in Attachment 1.

On August 9, 2022, the Interim City Manager received a letter from the San Mateo civil grand jury requesting a response by November 9, 2022.

Analysis
Please see Attachment 2, which shall serve as the City’s official response to the San Mateo

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County civil grand jury report.

Fiscal Impact
There are no fiscal impacts associated with this report.

Public Notice
The public was provided notice by making the agenda and report available on the City’s website and on a bulletin board located at City Hall: 2415 University Avenue, East Palo Alto.

Environmental
The action being considered does not constitute a “Project” within the meaning of the California Environmental Quality Act (CEQA), pursuant to CEQA Guideline section 15378 (b)(5), in that it is a government administrative activity that will not result in direct or indirect changes in the environment.

Attachments
A. Grand Jury Request Letter
B. Grand Jury Letter PRA
C. Resolution Grand Jury

3.2 Packet Pg. 15
2021-22 San Mateo County Civil Grand Jury 1
A Delicate Balance between Knowledge and Power:

Government Transparency and the Public’s Right to Know
Release Date: August 9, 2022
Issue Summary Background Discussion Findings Recommendations Request for Responses Methodology Bibliography Appendices Responses ISSUE
The California Public Records Act requires that inspection or disclosure of governmental records be available to the public upon request. How do the cities in San Mateo County meet the requirements of this Act?

SUMMARY
The California Public Records Act (PRA) is an essential tool for the public to find out what their government agencies are doing. It’s one of the freedom of information laws enacted in every state in the Union to ensure that the public can witness the actions of their governments. The PRA’s purpose is to promote government transparency in California.

Fifteen years ago, the 2006-2007 San Mateo County Civil Grand Jury’s report, “Electronic Communication Among City Officials: A Valuable Tool in Need of Careful Guidance,” addressed the rise in local governments’ use of electronic forms of communication between elected and appointed officials.
1 As it observed, these valuable and efficient tools can quickly disseminate information, and they can constitute public documents subject to public disclosure.

Reviewing that Grand Jury’s report alerted the 2021-2022 San Mateo County Civil Grand Jury to the potential that cities may be facing increased complexity and potential burdens in the processing of requests for public records.

The Grand Jury sought to understand how San Mateo County’s 20 cities respond to PRA requests, including:
 Cities’ policies and procedures for handling requests;  The types of records requests they receive;
 The training of key employees, elected officials, and appointed officials about PRArelated matters; and  How legal changes may impact cities with regard to fulfilling PRA requests.

1 2006-2007 San Mateo County Civil Grand Jury, Electronic Communication among City Officials: A Valuable Tool in Need of Careful Guidance
https://sanmateocourt.org/documents/grand_jury/2006/ElectronicCommunicationfinal.pdf, retrieved June 9, 2022.

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Packet Pg. 16
Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 2
While the PRA does not require cities to adopt a formal policy, the Grand Jury sought to identify the cities that have written policy or procedure documents and the methods cities use to process the public’s requests. It also wanted to learn how key staff keep up to date with changes in PRA law. Failing to comply with these laws can subject a city to litigation and, more importantly, lead to erosion of the public’s trust.

The Grand Jury recommends that city councils of the subject cities should:

1. Consider directing staff to create a written PRA procedures document for circulation to all relevant staff.

2. Consider directing staff to perform a cost/benefit analysis regarding the purchase of commercially available public records request software.

3. Consider directing staff to place information about how to access public records on the home page of their official website.

4. Consider directing staff to create a submittable online PRA request form.

5. Consider directing staff to review and consider adopting a records management practice analogous to the City of San Mateo’s “Records Cleanup Day.”

BACKGROUND
Two centuries ago, James Madison wrote these words:
“A popular Government, without popular information, or the means of acquiring it, is but a Prologue to a Farce or a Tragedy; or perhaps both. Knowledge will forever govern ignorance: And a people who mean to be their own Governors, must arm themselves with the power which knowledge gives.”2
He further asserted, “Knowledge [is] the only Guardian of true liberty.”3 John Moss, a California member of the U.S. House of Representatives, used Madison’s quote to generate support for a bill he was introducing in Congress. In 1967, after a 12-year struggle, he was finally successful in passing the Federal Freedom of Information Act (FOIA). It served as the model for California’s similar Public Records Act enacted one year later.

The California Public Records Act was signed into law by Governor Ronald Reagan in 1968 and acknowledges one simple concept – that secrecy is contrary to a democratic system of “government of the people, by the people, and for the people”. Specifically, the PRA declares

2 Letter from James Madison to W.T. Barry (August 4, 1822), in The Writings of James Madison (Gaillard Hunt ed.).
3 Letter from James Madison to George Thomson (June 30, 1825) (on file with The James Madison Papers at The Library of Congress).

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that “access to information concerning the conduct of the people’s business is a fundamental and necessary right of every person in this state”.4
Every state has some form of freedom of information law that governs public access to state and local government documents.5 In addition, every state has some form of a “Sunshine Law” or “Open Meetings” law that requires public access to meetings of public legislative bodies.

California’s Ralph M. Brown Act is such a Sunshine Law.6 Passed in 1953, it guarantees the public’s right to attend and participate in meetings of local legislative bodies. The PRA and the Brown Act are California’s primary laws intended to promote government transparency.

What are Public Records?
The PRA defines the term “public records” as any “writing containing information relating to the conduct of the public’s business that is prepared, owned, used, or retained by a state or local agency regardless of physical form or characteristics.”7 Thus, a “writing” is not simply a handwritten or printed document; writings include an ever-broadening range of communications including audio and video recordings, emails, photos, drawings, computer data, and more.8 The agencies that hold these public records, and are subject to the PRA, include every county, city, town, school district, special district, police and fire department, commission, and board in California.9 Certain private entities that carry out public functions using funding from a local agency may also be subject to the PRA. The PRA applies to nearly every public agency one can imagine except for the Legislature and the courts.10
A public record refers to information that has been recorded or maintained by a public agency.

Typical examples of records that the public might request include:
 Property records,
 Building permits,
 Business registrations
 Employee compensation information
 Financial documents
 Code enforcement records
 Public works documents, and
 Police records.

4 California Government Code, Section 6250 (2021).
5 FOIA Advocates, State Public Records Laws. http://www.foiadvocates.com/records.html Retrieved May 11, 2022 6 CA Govt Code § 54950 et seq.
7 CA Govt Code § 6252(e).
8 CA Govt Code § 6252(g).
9 CA Govt Code § 6252(f). Excluded from the definition of state agency are those agencies provided for in article IV (except section 20(k)) and article VI of the Cal. Constitution. 10 The Legislature has its own sunshine law, Gov. Code, § 1070. Most court records are disclosable under a number of legal decisions and the First Amendment of the U.S. Constitution.

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Merely addressing a question to a local agency official or employee is not sufficient to constitute a public records request under the PRA. “What time do the lights go off at the neighborhood park?” Or “Why are there so many potholes on my street?” are not public records requests.

However, a request to see the contract for the vendor who installed the lights or paved the street would be a public records request.

The Form of PRA Request
The PRA ensures that all persons must receive equal access to public records. “Persons” can be corporations, partnerships, homeowners’ associations, and the media.11 Simply put, every person has the right to inspect public records, and no one type of person has a greater right of access to public records than any other person.12
Because the intent of the law is to enable easy access to public records, it is expansive in the available ways requests may be made. The request can be made in writing or orally, by physical or electronic means, remotely or in person. Persons making a PRA request are not required to explain the reason for the request.13
Public records are to be open for inspection during office hours at the local agency. To preserve the orderly function of their offices, agencies may establish reasonable policies for the inspection and copying of records. If the request asks for copies of documents, the agency is required to respond within ten days to determine whether they have disclosable records in their possession and to notify the person making the request of that determination. The agency must then make the records “promptly” available.14
An agency may extend the normal ten-day requirement for responding whether it has any disclosable documents for up to 14 additional days under certain circumstances.15 For example, if the agency needs to search through and collect a voluminous number of records or to consult with another agency with an interest in the requested records, such an extension is available.

The agency is required to assist the requester who is having difficulty making a focused and effective PRA request.16 And while the request may be burdensome, that burden alone is not sufficient to justify noncompliance. However, the agency is also not required to perform a “needle in a haystack” search for records.17 Additionally, a PRA request only applies to records that exist at the time of the request, not for records to be created in the future.

11 CA Govt Code § 6252(c); Connell v. Superior Court (Intersource, Inc.) (1997) 56 Cal.App.4th 601. 12 CA Govt Code § 6252.5; Los Angeles Unified School Dist. v. Superior Court (2007) 151 Cal.App.4th 759; Dixon v. Superior Court (2009) 170 Cal.App.4th 1271, 1279.
13 CA Govt Code § 6250; California. Constitution, Article. I, Section 3. 14 CA Govt Code § 6253(c).
15 CA Govt Code § 6253(c)(1-4).
16 CA Govt Code § 6253.1.
17 Cal. First Amend Coalition v. Superior Court (1998) 67 Cal. App. 4 th 159, 166.

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Widespread Use of Electronic Communications
The public’s business increasingly relies on electronic communications. Email, social media postings, video and audio recordings, and the use of personal devices have created enormous volumes of public records for cities. In a case with broad consequences related to PRA requests, City of San Jose v. Superior Court of Santa Clara County (2017), the California Supreme Court ruled that communications carried out using a personal account or device were disclosable if the communication was related to the conduct of public business.18 For example, such a PRA request might be for all communications between city officials and a vendor that was granted a city-awarded contract. The search for responsive records could include reviewing all the emails, voice mails, and texts between the parties for relevant material, including on officials’ personal devices. This can be problematic since this communication, especially if voluminous, could require attorneys to determine what might be non-disclosable for reasons of privacy or privilege. In Getz v County of El Dorado (2021), a California appeals court ruled that El Dorado County’s unsubstantiated claim that a PRA request was overly broad and burdensome was not a valid reason for denial of records. The court explained that establishing that a request is overly burdensome requires more than the vague prospect of having to review lots of records. The County was ultimately compelled to produce over 40,000 email records.19 Law Enforcement Records
In recent years the most publicized form of an electronic record has been police body-cam footage. Landmark legislation has broadened PRA access to law enforcement records, including a limited subset of these audio and video recordings. On January 1, 2019, SB 1421 became law.

Called the Peace Officers: Release of Records bill, it requires law enforcement agencies to make records (including body-cam footage) related to certain serious officer use of force incidents, sexual assault, and acts of dishonesty available under the PRA.20 Police unions have filed multiple challenges to the law asserting concerns about officers’ privacy, retroactivity of the law, and the cost of producing records.21 These challenges have been consistently denied by courts.22 And in January 2022, SB 16, became effective. This new law now requires additional police disciplinary records, involving allegations of discrimination, unlawful arrest, and cover-ups of excessive force by fellow officers, to be made available under the PRA. 23 18 Latham & Watkins, Client Alert Commentary, https://www.lw.com/thoughtLeadership/california-supreme-courtgovernment-communications-on-private-accounts-are-public, retrieved May 11, 2022. 19 Getz v. The Superior Court, 72 Cal.App.5th 637, 287 Cal. Rptr. 3d 722 (Cal. Ct. App. 2021) https://law.justia.com/cases/california/court-of-appeal/2021/c091337.html, retrieved June 1, 2022. 20 CA Penal Code § 832.7 and § 832.8.
21 Voice of San Diego, A Brief History of Police Challenges. https://voiceofsandiego.org/2019/06/10/brief-historyof-police-challenges-and-losses-sb-1421/, retrieved March 18, 2022. 22 JD Supra, Another SB1421 Decision Against Law Enforcement. https://www.jdsupra.com/legalnews/another-sb1421-decision-against-law-45114/, retrieved March 18, 2022. 23 BBK Attorneys at Law, SB 16 Compliance Expanded Public Access. https://www.bbklaw.com/NewsEvents/Insights/2021/Legal-Alerts/12/SB-16-Compliance-Expanded-Public-Access-to-Law-Enf, retrieved March 18, 2022.

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Methods of Handling Requests
The PRA does not mandate any specific method for agency handling of records requests. Some local agencies simply monitor the process manually using an internally created document. Many other agencies now use commercially available software that links to information on their public websites. Often marketed to city clerks through professional organizations, such as the City Clerks Association of California, these software applications offer solutions to manage large portions of the PRA request process.

These applications can:
 Manage intake of requests through a public portal;
 Provide an automated response of receipt to the person making a request;  Alert agency staff to deadlines;
 Promote coordination across departments;
 Gather records and track their production to person making a request;  Provide tools to redact information; and
 Display and store responsive records.

The software enables anyone making a PRA request to see the status of their request through a portal. It also enables cities to make both the request and the records responsive to the request visible to the public.

Fees
An agency may charge a fee for costs of complying with the PRA, but only for the direct costs of making copies of responsive records – typically a nominal fee per page of paper copies. Since today most records are produced and delivered to the requester electronically, many responsive records are cost-free to the requesting party.

In National Lawyers Guild v. City of Hayward (2019), the California Supreme Court held that an effort by the city to charge $3,000 for labor related to redacting requested bodycam footage was not permissible as a “data extraction” cost.24 With this decision, the Court reaffirmed that local agencies may not charge for ancillary costs such as the labor required to retrieve documents or the inspection and handling of files.25
Voter-approved Propositions Affecting the PRA
In 2004, voters overwhelmingly passed Proposition 59, the “Public Records, Open Meetings Legislative Constitutional Amendment.” It essentially adds a “sunshine” amendment to the Declaration of Rights section of the California Constitution (similar to the U.S. Constitution’s

24 Reporters Committee, National Lawyers Guild v City of Hayward. https://www.rcfp.org/briefscomments/national-lawyers-guild-v-hayward-california-supreme-court, retrieved June 14, 2022. 25 BBK Attorneys at Law, California Public Records Act Update. https://www.bbklaw.com/news-events/insights/2021/legal-alerts/01/california-public-records-act-update, retrieved March 16, 2022.

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Bill of Rights) stating, “The people have the right of access to information concerning the conduct of the people’s business, and, therefore, the meetings of public bodies and the writings of public officials and agencies shall be open to public scrutiny.”26 Proposition 42, the “Public Records. Open Meetings. State Reimbursement to Local Agencies.

Legislative Constitutional Amendment” was approved by voters in 2014. It was the result of a dispute over a controversial bill that would stop local governments from being required to follow key provisions of the PRA. The State legislature had considered the bill to be a budget move, since at that time it was required to reimburse local governments for complying with some aspects of records requests. The backlash over the signing of this bill caused the legislature to rescind it and put the matter before the voters as a constitutional amendment. When it passed, by a 62% yes vote, it required local governments to comply with the PRA without being reimbursed by the State for the cost of public access to records.”27 The full financial burden of compliance with the PRA now falls entirely on local governments.

Exemptions
While the PRA states that “the people” have the right to know what their government is doing, clearly circumstances arise where a balance must be achieved between the public interest and individual privacy rights. The PRA contains at least 76 express exemptions, for matters as diverse as library circulation records, copyright protected building plans, and medical and personnel records.
28 In some instances a public document may not be considered exempt but may contain private information such as social security numbers and home addresses. Those specific portions will be redacted before release to the public.

Government Code section 6254 specifies a large number of exemptions under the PRA. Several of the more notable exemptions are listed below:
 Records Not in Existence
The agency is under no obligation to create records where none exist; agencies are not required to provide records that may be produced in the future relevant to the original request.  Disclosure of records exempted by Federal or other State law Records shielded from disclosure by existing state or federal law, such as individual health records, are not accessible using the PRA.
 Public Interest Test and Deliberative Process Privilege Agencies may withhold certain records if they can demonstrate that the public interest served by not disclosing the record clearly outweighs the public interest served by its disclosure.

26 Cal. Const., Art I, § 3, subd. (b)(1)
27 Cal. Const., Art. I, § 3, subd. (b)(7)
28 CA Govt Code § 6254

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 Preliminary Drafts
Preliminary drafts, notes, or memos not normally preserved in the course of business are exempt.
 Attorney Client Communications
Confidential communications between lawyers and clients, and attorney work product, are exempt from disclosure.
 Pending Litigation
Records pertaining to pending litigation or claims to which a public agency is a party until the litigation or claim has been finally adjudicated or otherwise settled.  Personal Information
This exemption is intended to protect the confidentiality of personnel, medical or other similar files which would constitute an unwarranted invasion of personal privacy.  Trade Secrets
Businesses engaged in public contracts are not required to disclose their trade secrets in response to a PRA request.

Recourse When Responsive Documents Are Not Produced
If a local agency has unlawfully refused to disclose a public record, a person may ask a judge to enforce their rights under the PRA. This enforcement is primarily through a special, expedited civil judicial process.29 The PRA provides specific relief in the form of court costs and attorneys’ fees when an agency unlawfully denies access or copies of public records.

Conversely, a local agency cannot bring an action for relief to determine its obligation to disclose records.30 That would require the person requesting documents to defend a civil action and discourage them from requesting records in the first place. It would frustrate the central purpose of the act and the constitutional amendments specifically designed to provide access to information.

The PRA is an indispensable tool for the responsible exercise of democracy in California.

Government transparency, accountability and effectiveness depend on how our local agencies handle the information they create and are entrusted with maintaining. A changing legal framework, the ubiquity of electronic records, new communications technologies and the treatment of their related records, and the public’s demonstrated desire for “open government” present significant challenges to the efficient handling of PRA requests for the cities in our county.

29 CA Govt Code § 6258 and 6259.
30 Filarsky v. Superior Court (2002) 28 Cal.4th 419, 426.

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DISCUSSION
As stated above, the PRA applies to all of the public agencies in San Mateo County. To narrow the focus of our investigation, the Grand Jury opted to concentrate on the 20 cities, including their police and other departments, and the committees and commissions formed by those cities.

Survey Respondents
The Grand Jury began by sending a survey to the 20 city managers in the County (a copy of the survey appears in Appendix A). It asked six questions related to the processing of public records requests, policies and procedures used, and the PRA training of staff and officials. In most cases (13 of 20) the responses came from city clerks who are responsible for maintaining a city’s public records. Some of the clerks perform multiple roles for their cities, reflected in some cases (15%) by an additional job title. The following graphic illustrates the various job titles of survey respondents.

In two cities, the city clerk position is determined by public election; in the remainder of the cities, clerks are appointed by the city manager. Our investigation found that the city clerk is typically the official primarily responsible for the acknowledging receipt of a PRA request, tracking it through the city’s internal processes, and delivering correspondence and responsive records to the person submitting the request.31
The Grand Jury conducted follow-up interviews with representatives of all 20 cities, confirming their survey responses and gathering additional information. We asked the cities to provide written documentation of their PRA policies and procedures, if any exist. Fourteen cities replied that they had existing policies or procedures and supplied them to the Grand Jury. We also conducted in-depth interviews with five selected cities.32 These cities were chosen to give us a cross section sample based on city population, method of tracking, and volume of requests. The

31 In one city, the city attorney assumed most of this role, but even there the city clerk was involved in the process. 32 Belmont, Daly City, San Bruno, San Mateo, and South San Francisco

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Grand Jury notes that respondents from all 20 cities were entirely cooperative and knowledgeable about their city’s PRA request procedures.

Documentation of PRA Policies and Procedures
The PRA does not require local agencies to create policies or documentation of how they receive, route, track, and fulfill records requests. When the Grand Jury asked respondents and interviewees to provide documentation describing how they handled PRA requests, we learned that six cities had no such documentation.33 In some cases, the documentation received from the remaining 14 cities was simply a description of the PRA’s requirements (perhaps supplied to staff for training for information). The Grand Jury also received documents such as the city’s internal procedures, as well as some that were formal policies signed and dated by the city manager. In interviews, all respondents could describe their processes.

The documentation received and reviewed by the Grand Jury varied widely. Atherton’s document is a colorful presentation defining the PRA and describing what is and isn’t a public record.

33 Grand Jury survey (December 2021) Belmont, Daly City, Half Moon Bay, Hillsborough, Menlo Park, and Woodside.

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It generally outlines city staff’s role in responding to a request. In contrast, Redwood City’s document is an administrative policy detailing the purpose and scope of how they respond to PRA requests. It notes specific types of records such as political reform act records and requests for electronic communications. It also specifies that the document will be reviewed every two years. Copies of the PRA documentation provided by Atherton and Redwood City can be found in Appendix B.

The Grand Jury noted that some cities relied on an individual staff member (city clerk or city attorney) to respond to records requests. In the event of illness, vacation, resignation or other interruption of service, no documentation exists to guide replacement personnel.

Written PRA policies or procedures provided to the Grand Jury typically covered subjects such as:
 The purpose of the PRA;
 Resources for PRA training;
 The steps in processing a request; and
 Specific staff responsibilities.

Website Portals
The Grand Jury found that while cities do receive PRA requests in various ways - submitted inperson at city offices, by telephone, and postal mail - they are most frequently submitted via email. We found that 16 of the 20 city websites included a portal containing a submittable form for the filing of a PRA request and four cities had no such form.34 Every city website somewhere provides instructions on how to make a PRA request. Some have links to those instructions on the home page, but most require steps to navigate to it. In some cases, the Grand Jury found broken links indicating inconsistencies in the level of maintenance of the PRA related pages. Some city websites simply instruct the public to send a public records request to the city clerk and provide contact information including an email address, a phone number, or a physical address at which to file.

34 Belmont, Brisbane, Hillsborough, and Portola Valley.

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Example of Easy and Accessible PRA-Information on a City Website The website for the City of South San Francisco provides easily accessible information regarding PRA requests. The home page includes a “Public Records Request” link.

Clicking on the link brings up a page full of useful titles including how to make a request, the city’s PRA policy, who can make a request, and tips to expedite requests.

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Clicking on “Public Records Request” takes the user to a third-party public records web application where they can search by request reference number, track the status of a previous request, view a public archive, and submit a new request.

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Tracking a Public Records Request
Since the PRA mandates specific deadlines for public agencies to respond to a public records request, the ability to track submissions is vital in order to ensure legal compliance. 35 All cities
informed the Grand Jury that they track PRA requests, utilizing a variety of methods to do so.

Regardless of the specific method used by a city, the workflow is generally as follows.

Ten cities, which were generally smaller and field fewer requests, reported that they track PRA requests manually using an Excel spreadsheet or similar internal document.36 These documents

35 CA Govt Code § 6253(c).
36 Atherton, Brisbane, Burlingame, Colma, Daly City, East Palo Alto, Hillsborough, Portola Valley, San Bruno, and Woodside as of May 16, 2022.

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require manual data entry and maintenance by staff. For example, see San Bruno’s spreadsheet at Appendix C. While these cities indicated general satisfaction with their current methods of tracking, one city was actively seeking proposals from commercial software vendors and others were considering doing so. Appendix D shows such a vendor’s proposal.

The ten other cities, including most of the larger ones, use third-party software that automates the handling of PRA requests.37 These cities use one of two software applications.38 In interviews, staff generally expressed satisfaction with both products, citing their effectiveness and efficiency. Pricing of these applications will vary based on the configuration and storage options selected. One city indicated a desire to purchase software but cited the city’s budget constraints.

Another city noted that the cost was prohibitive for a city of their size and volume of requests.

Volume of Requests
Thirteen cities reported receiving more than 100 PRA requests in the past year. Two cities reported receiving fewer than 50 requests, while one city indicated that it received more than 1,600 requests for records. Another city noted a 500% increase from the previous year. All cities reported significant increases in the volume of requests received since the outset of the Covid pandemic.

Subjects of Requested Records
All 20 cities reported that the majority of the PRA requests they received were for routine records such as property-related documents, police records, public works documents, and business registrations. For example, in San Mateo, the City Clerk’s office recorded 1,695 PRA requests in the fiscal year ended June 30, 2021. The largest percentage (46%) were directed to the Community Development Department and typically asked for property records of some kind, including planning applications, building permits, blueprints, inspections, and code violations.

Requests for police records (35%) were the next most frequently requested type of record. The clerk’s office noted that the police department directly receives substantially more requests than come to the clerk through their PRA request software.

Time-Consuming Requests
The Grand Jury learned that a relatively small number of records requests are disproportionately time-consuming to fulfill. In particular, requests for communications records may fall into this category. The request may require a broad search of all relevant communications created and stored on electronic devices, including employees’ cell phones and laptops. Recently, Portola Valley received what was characterized as a “massive” PRA request for “all town communications regarding the housing element since July 1, 2021, including communications among elected officials, staff, consultants or members of the committee, like emails and text

37 Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Carlos, San Mateo, and South San Francisco as of May 16, 2022.
38 GovQA, If You Have a Public Records Problem. https://www.govqa.com/solutions/public-records-software/ Retrieved May 16, 2022, and NextRequest, The All-In-One Open Records Request Platform. https://www.nextrequest.com/, retrieved May 16, 2022.

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messages, including on personal devices.”39 The request was the result of a potential change to the town’s zoning laws to allow for more dense housing in one residential neighborhood.

Several cities reported to the Grand Jury that on rare occasions a disgruntled citizen or exemployee has intentionally crafted a detailed records request intending to be time-consuming and annoying for the city. One respondent reported that the search and review of electronics communications in response to one request took months to complete, due to the number of responsive records and the broad search of multiple devices.

Training
State law does not mandate training for those implementing its provisions. City clerks often attend training through annual City Clerks Association of California conferences and other professional associations.

Half of the cities interviewed by the Grand Jury mandate formal PRA training for their key employees. Others offer training but do not mandate it, while some cities have no formal arrangements for PRA training at all.40 Training, if offered, is conducted by the city attorney. In

39 Angela Swartz, “‘Massive’ public records request escalates battle over Portola Valley's housing element,” Almanac, March 21, 2022.
https://www.almanacnews.com/news/2022/03/21/massive-public-records-request-escalates-battle-over-portolavalleys-housing-element, retrieved June 9, 2022. 40 Burlingame, Portola Valley, and Woodside.

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our investigation, respondents agreed that formal training for key city employees would make the handling of records requests more efficient and consistent.

Twelve cities informed the Grand Jury that they provide PRA training for their appointed and elected officials. This training is also typically provided by the city attorney, sometimes with the assistance of the city clerk. Eight cities reported that they do not offer specific PRA training to such officials, but some noted that their training in Brown Act compliance includes PRA training content.41
While the PRA does not include criminal penalties for noncompliance with its provisions, civil actions, as described earlier, may be filed and cities can be liable for court costs and attorneys’ fees.

Increasing Efficiency in Records Request Processing
Some cities have demonstrated how commonly requested records can be made available to the public without formal PRA requests.

Making public records available online is a convenient and efficient mechanism for both the requester and the municipality. Cities generally do this for many common records, such as meeting agendas for public meetings (which are legally required to be posted publicly).42 At the time of this investigation, some cities, such as San Carlos, also posted many records online.

Using the search term “public records” on the San Carlos city website brings up “Records

41BBK, Attorneys at Law, Summary of the Major Provisions and Requirements of the Ralph M. Brown Act. https://www.bbklaw.com/bbk/media/library/pdf/major-provisions-and-requirements-of-the-brown-act.pdf, retrieved June 9, 2022.
42 CA Govt Code § 54954.2.

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Available Online for Your Easy Access,” which connects to records such as budgets, building permits, and public works documents.

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The Half Moon Bay website offered a “Document Center” containing more than 2,000 city documents going back a decade.

Several cities noted that they often receive requests for the same records repeatedly. For example, this can occur when a sought-after property is offered for sale and brokers, architects, attorneys, and potential buyers are doing their due diligence. Cities using commercially provided software applications, or that post public records as do San Carlos and Half Moon Bay, can reduce the number of such duplicative PRA requests.

Records Management
Proper records management policies and practices facilitate effective compliance with the PRA.

Having better control of these records makes their timely and appropriate production more accurate and efficient. All cities in the County reported having records retention schedules that determine what documents must be retained and for how long. For example, in South San Francisco, leases for city owned properties must be kept in hard copy for the current year plus two-years. Board and commission resolutions must be kept permanently (a copy of the records retention schedule for South San Francisco is at Appendix E).

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The City of San Mateo reported a unique method for encouraging city staff in one element of the effective management of public records. There, the city clerk held a “Records Clean Up Day” (related materials are contained in Appendix F). During this event employees are tasked with:
 Reducing the number of duplicate records;
 Preparing records for off-site storage;
 Imaging and indexing electronic records; and
 Identifying electronic records eligible for destruction.

The retention life cycle of various records determined how different categories of documents are handled. The program was designed to create an enjoyable environment around these tedious tasks by employing a food truck, encouraging casual dress, creating contests with prizes, and printing T-shirts commemorating the day. The program included an on-site shred truck, and the city attorney was available for consultation.

In an email to the Grand Jury, a city staffer wrote, “In addition to elevating the employee understanding that these public records are an asset of the city (just like the vac truck, fleet, and streets) …we have a duty to manage and maintain them well; reinforce the policy and procedures we have adopted; and let’s face it, maintaining records can become back burner in the flurry of day-to-day needs and requests. Setting aside time to honor the need, accomplish an objective and then celebrate it – keeps it more in the forefront of the mind and honors the importance of the public’s records.” 43

43 Grand Jury correspondence April 26, 2022.

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Law Enforcement Records
Some cities reported receiving significant numbers of requests for police records. All such requests were forwarded directly to city police departments or the County Sheriff’s Office (for those cities contracting for police services).44 Law enforcement agencies typically employ a records manager tasked with responding to public records requests. In some cities the disposition of these requests was reported back to the city clerk for inclusion in their tracking systems; in others, the city clerk had no knowledge of the status of a police records request. The Grand Jury did not investigate how these requests for law enforcement records were handled in compliance with the PRA. It is of note that most law enforcement records are exempted from the Public Records Act pursuant to Government Code Section 6254(f).

FINDINGS
F1. The city has no written documentation of its PRA policy and internal procedures, making it more likely that requests could be handled inconsistently.

F2. The city uses a commercially available software application that includes a web portal enabling the public to easily request records and track their disposition.

F3. Information about how to access public records requires multiple clicks to find on the city’s website, which hinders the public’s access to public records.

F4. The City of San Mateo implements a Records Cleanup Day with the purpose of increasing employee understanding of the need to effectively maintain public records, thereby improving PRA request responsiveness.

F5. The city has no PRA request form online, making public access to public records less efficient.

RECOMMENDATIONS
R1. The city council should direct city staff to consider and report back by June 30, 2023, on the creation of a written PRA policy or procedures document for circulation to all relevant staff.

R2. The city council should direct city staff to consider performing a cost/benefit analysis and report back by September 1, 2023, on the purchase of commercially available public records request software.

R3. By June 30, 2023, the city council should consider directing city staff to place information about how to access public records on the home page of the city’s official website.

R4. By June 30, 2023, the city council should direct city staff to review and consider adopting a records management practice analogous to the City of San Mateo’s “Records Cleanup Day.”
R5. By June 30, 2023, the city council should direct city staff to create, on the city clerk’s page of its website, a submittable PRA request form.

44 Contracting cities are Half Moon Bay, Millbrae, San Carlos, Woodside, and Portola Valley.

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 22

REQUEST FOR RESPONSES
Pursuant to Penal Code Section 933.05, the Grand Jury requests responses from the selected city and town councils as follows (x):

City F1 F2 F3 F4 F5 R1 R2 R3 R4 R5
Atherton x x x x x
Belmont x x x x x x x x
Brisbane x x x x x x
Burlingame x x
Colma x x
Daly City x x x x
East Palo Alto x x
Foster City x x
Half Moon Bay x x x x x
Hillsborough x x x x x x x
Menlo Park x x x x x
Millbrae x x
Pacifica x x
Portola Valley x x x x x x
Redwood City x x x
San Bruno x x x x x
San Carlos x x
San Mateo x x
South San Francisco x x
Woodside x x x x x
The governing bodies indicated above should be aware that the comment or response of the governing body must be conducted subject to the notice, agenda, and open meeting requirements of the Brown Act.

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 23

RESPONSE REQUIREMENTS
California Penal Code Section 933.05, provides (emphasis added):
(a) For purposes of subdivision (b) of Section 933, as to each grand jury finding, the responding person or entity shall report one of the following:
(1) The respondent agrees with the finding.
(2) The respondent disagrees wholly or partially with the finding; in which case the response shall specify the portion of the finding that is disputed and shall include an explanation of the reasons therefor.
(b) For purposes of subdivision (b) of Section 933, as to each grand jury recommendation, the responding person or entity shall report one of the following actions:
(1) The recommendation has been implemented, with a summary regarding the implemented action.
(2) The recommendation has not yet been implemented, but will be implemented in the future, with a timeframe for implementation.
(3) The recommendation requires further analysis, with an explanation and the scope and parameters of an analysis or study, and a timeframe for the matter to be prepared for discussion by the officer or head of the agency or department being investigated or reviewed, including the governing body of the public agency when applicable. This timeframe shall not exceed six months from the date of publication of the grand jury report.
(4) The recommendation will not be implemented because it is not warranted or is not reasonable, with an explanation therefor.

METHODOLOGY
Through examination of surveys, interviews, the documentation provided by the cities, a demonstration of third-party software, and a site visit, the Grand Jury studied how cities respond to public records requests, and how they keep up with changes in the law.

Survey
 The Grand Jury developed an online survey consisting of six questions and a request for copies of their PRA policies and procedures.
 The survey was sent to all 20 city managers in the County and various respondents completed the survey.
 We then followed up with a brief phone interview to confirm the responses received from those completing the survey, and to request written policy and procedures documents and records retention policies.

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 24
Documents
The Grand Jury reviewed:
 Policy and procedure documents from all cities that indicated having them.  Records retention policies from several cities.
 Proposals and contracts for third-party software received from various vendors  Marketing material of third-party software vendors
 Research on best practices in records management
Site Tour
 GJ conducted a site visit to the San Bruno City Attorney’s office.  San Mateo conducted a virtual demonstration of their third-party software.

Interviews
 The Grand Jury conducted further interviews with city attorneys, city clerks and city managers based on those with written policies or procedures documents, training of key employees and elected and appointed officials (advisory bodies), number of public records requests received per year, and those with an elected city clerk.

Web Sites
 The official websites of the 20 cities in the County were reviewed to assess the ease in locating information relating to public records, the methods of submission of a public records request, as well as users’ direct access to commonly requested public records.

BIBLIOGRAPHY
 League of California Cities (Revised April 2017). The People’s Business: A Guide to the California Records Act. Sacramento, CA.
 League of California Cities. “Open and Public V: A Guide to the Ralph M. Brown Act.” Accessed May 24, 2022. https://www.calcities.org/docs/default-source/cityattorneys/open-public-v-revised-2016.pdf?sfvrsn=995414c9_3.  Best Best & Krieger. “The Engineering of Public Records Processing.” December 2021 Accessed May 24, 2022. https://www.calcities.org/docs/default-source/city-clerks-newlaw-and-elections-seminar---session-materials/the-engineering-of-public-recordsprocessing.pdf.  Californians Aware (2004). Top 10 Points to Remember about Exemptions from the California Public Records Act. Carmichael, CA.
 GovQA. “Best Practices for Fulfilling Public Records Requests.” Accessed May 11, 2022. www.GovQA.com-best-practices-fulfilling-public-records-requests.

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 25
 NextRequest. “Current Issues Affecting Public Records Request Management.” https://www.nextrequest.com/blog/current-issues-affecting-public-records-requestmanagement, accessed May 11, 2022.  Stephan A. Barber. “The California Public Records Act: The Public’s Right of Access to governmental Information.” 7 Pac.L.J. (1976). Accessed May 24, 2022. https://scholarlycommons.pacific.edu/cgi/viewcontent.cgi?article=2423&context=mlr  California Government Code – GOV Title 1, Division 7, Chapter 3.5, Sections 6250 - 6276.50 Inspection of Public Records.
 Ballotpedia. “Transparency Checklist”. https://ballotpedia.org/Transparency_checklist.

Accessed June 7, 2022

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 26

LIST OF APPENDICES
Appendix A – The Grand Jury Survey Results
Appendix B – PRA Policies and Procedures: Atherton and Redwood City Appendix C – San Bruno PRA Request Log
Appendix D – GovQA Proposal for Services
Appendix E – South San Francisco Retention Schedule
Appendix F – City of San Mateo’s Clean-Up Day Staff Plan and Flyer

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 27

APPENDIX A
The Grand Jury Survey Results

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 28

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 29

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 30

APPENDIX B
PRA Policies and Procedures: Atherton and Redwood City
Atherton: https://www.sanmateocourt.org/documents/grand_jury/2021/Appendix B - PRA PAP Atherton.pdf
Redwood City: https://www.sanmateocourt.org/documents/grand_jury/2021/Appendix B - PRA PAP Redwood City.pdf

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 31

APPENDIX C
San Bruno PRA Request Log
(sample page with requester names removed)

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 32

APPENDIX D
GovQA Proposal for Services

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 33

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 34

APPENDIX E
South San Francisco Records Retention Schedule 2016
https://www.sanmateocourt.org/documents/grand_jury/2021/Appendix E - SSF Retention Schedule 2016.pdf

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 35

APPENDIX F
City of San Mateo’s Clean-Up Day Staff Plan and Flyer

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) 2021-22 San Mateo County Civil Grand Jury 36

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Attachment: Grand Jury Request Letter (2465 : PRA Grand Jury Report) November 2, 2022
Honorable Amarra A. Lee
Judge ofthe Superior Court
c/o Jenarda Dubois
Hallof Justice
400 County Center, 8th Floor
RedwoodCity, CA94063-1655
RE: Civil GrandJuryReport: “A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know”
DearJudge Lee:

The City Council of the City of East Palo Alto (City) voted at its public meeting on November 1 , 2022, to authorize thisresponse to San Mateo County’s civil grandjury 2021-2022 report “A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know”

RESPONSES TO FINDINGS
F1. The city has no written documentation of its PRA policy and internal procedures, making it more likely that requests could be handled inconsistently.

City Response: The City of East Palo Alto disagrees with this finding. The City has implemented a PRA policy that is adhered to by the appropriate departments.

F2. The city uses a commercially available software application that includes a web portal enabling the public to easily request records and track their disposition.

City Response: The City of East Palo Alto agrees with this finding. The City has integrated a ticketing system that residents can access directly through the City website to submit Public Records Requests online.

F3. Information about how to access public records requires multiple clicks to find on the city’s website, which hinders the public’s access to public records.

City Response: The City of East Palo Alto agrees with this finding.

F4. The City of San Mateo implements a Records Cleanup Day with the purpose of increasing employee understanding of the need to effectively maintain public records, thereby improving PRA request responsiveness.

City Response: The City of East Palo Alto acknowledges this finding.

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Attachment: Grand Jury Letter PRA (2465 : PRA Grand Jury Report) F5. The city has no PRA request form online, making public access to public records less efficient.

City Response: The City has integrated a ticketing system that residents can access directly through the City website to submit Public Records Requests online.

RESPONSES TO RECOMMENDATIONS
R1. The city council should direct city staff to consider and report back by June 30, 2023, on the creation of a written PRA policy or procedures document for circulation to all relevant staff.

City Response: This recommendation is unnecessary. The City of East Palo Alto currently has a PRA policy in place.

R2. The city council should direct city staff to consider performing a cost/benefit analysis and report back by September 1, 2023, on the purchase of commercially available public records request software.

City Response: Will be completed by September 1, 2023.

R3. By June 30, 2023, the city council should consider directing city staff to place information about how to access public records on the home page of the city’s official website.

City Response: This recommendation is unnecessary. The City of East Palo Alto currently has a place where staff can review submitted PRA requests on our City website.

R4. By June 30, 2023, the city council should direct city staff to review and consider adopting a records management practice analogous to the City of San Mateo’s “Records Cleanup Day.” City Response: The City currently has a retention policy that dictates how to manage records. The City will begin to work with staff to scan, retain, and destroy records according to said retention policy.

R5. By June 30, 2023, the city council should direct city staff to create, on the city clerk’s page of its website, a submittable PRA request form.

City Response: This recommendation is unnecessary. The City of East Palo Alto currently has a submittable PRA request for on its website.

Sincerely,
______________________
Ruben Abrica
Mayor
City of East Palo Alto

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Attachment: Grand Jury Letter PRA (2465 : PRA Grand Jury Report) RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF EAST PALO ALTO

AUTHORIZING THE MAYOR TO FILE A RESPONSE TO THE SAN MATEO CIVIL GRAND JURY REPORT ENTITLED, “A DELICATE BALANCE BETWEEN KNOWLEDGE AND POWER: GOVERNMENT TRANSPARENCY AND THE PUBLIC’S RIGHT TO KNOW.” WHEREAS, pursuant to California Penal Code section 933, a public agency that receives a Grand Jury Report addressing aspects of the public agency's operations, must respond to the Report's findings and recommendations contained in the Report in writing within ninety days to the Presiding Judge of the San Mateo County Superior Court: and WHEREAS, the City Council has received and reviewed the San Mateo County Grand Jury Report, dated August 9, 2022, entitled “A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know.”; and
WHEREAS, the City Council has reviewed and considered its response to the Grand Jury, which is Attachment 3 of the Staff Report related to this Resolution.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO hereby authorizes the Mayor to sign and transmit to the Presiding Judge of the Superior Court of San Mateo County, on behalf of the City of East Palo Alto, a response to the San Mateo County Civil Grand Jury’s report, dated August 9, 2022, entitled “A Delicate Balance between Knowledge and Power: Government Transparency and the Public’s Right to Know.”
PASSED AND ADOPTED this 1st day of November 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_____________________________________________
Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, City Clerk Valerie J. Armento, Interim City Attorney

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Attachment: Resolution Grand Jury (2465 : PRA Grand Jury Report)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Jessica Caballero, Management Analyst II
Romeo Herrera, Chief Building Official
SUBJECT: Authorize the Purchase of Two Vehicles for the Building Services Division Recommendation
Adopt a Resolution authorizing the City Manager to purchase two vehicles for the Building Services Division of the Community & Economic Development Department from Downtown Ford Sales of Sacramento California through the State of California’s Statewide Contracts for Fleet Vehicles, Contract Number 1-22-23-23-F in an amount not to exceed $58,046.36.

Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 2: Enhance Economic Vitality
Priority No. 3: Increase Organizational Effectiveness and Efficiency Background
On June 7, 2022, the City Council, via Resolution No. 77-2022, adopted the Fiscal Year 2022- 23 Budget. Through the annual budget process, the Building Services Division received budget authority of $60,000 for the procurement of City vehicles.

Analysis
While the City did not bid this contract directly, the City is accessing a State bid contract; these contracts are established through a competitive bid process by the State and result in competitive bids because of volume. The State’s contracts provide fleet vehicles at contracted pricing to the State of California and local governmental agencies in accordance with the requirements of Contracts # 1-22-23-23 A - I (Attachment 2). The State of California Department of General Services has established a standing purchase contract with Downtown Ford in Sacramento California for Light Trucks, Vans, and Utility Vehicles. Through the State’s contract, staff has received quotes totaling $58,046.36 for the two vehicles (Attachment 3).

3.3 Packet Pg. 55
Staff is requesting authorization to rely on the State’s bid process to procure two 2023 Ford Escape utility vehicles for the Building Services Division.

The Building Services Division is responsible for a variety of services which require the daily operation of dependable and efficient vehicles for building inspections and enforcement of state and local regulatory laws within City limits. Currently, the Building Services Division has three vehicles. The Division is requesting authorization to purchase two additional vehicles to ensure each field inspector and the Chief Building Official (CBO) have an assigned vehicle to perform field inspections and other duties outside of the office. Utility vehicles offer the additional space (seats and cargo space), practicality, safety, and fuel efficiency the Division needs to meet the demands of the daily operations. Presently, field inspectors are required to carry a duffle bag with safety equipment when they go in and out of the field because they do not have dedicated vehicles. The additional space the utility vehicles offer will allow field inspectors to more easily carry the required equipment needed to perform inspections.

As a safety deterrent mechanism, the Division has requested limo tint on the vehicles to make it more difficult to look inside the vehicles for the equipment being stored. The Division has requested remote start as an efficiency tool to turn the vehicle on and allow the motor to warmup as the field inspectors make their way to the vehicle. The vehicles meet federal standards where they automatically shut off if the inspector does not make their way into the vehicle within the allotted time. Without this tool, the inspector would have to wait in the vehicle as the engine warms up to the proper temperature before taking off. Utility vehicles will reduce “downtime” for City services and minimize repair costs.

The purpose of the all-wheel drive is because the vehicles are considered safer during inclement weather. The all-wheel drive is a required addition to the vehicle as a safety item for when the roads become wet and slippery. This addition helps drivers maneuver the streets safely. All-wheel drive vehicles can also offer better traction when driven onto dirt or gravel surfaces which are commonly encountered at construction sites.

Fiscal Impact
The cost of the two vehicles in the amount of $58,046.36 is a General Fund expenditure that was included in the Division’s FY2022-23 budget adopted by the City Council.

Public Notice
The public was provided notice by making the agenda and report available on the City’s website and on a bulletin board located at City Hall: 2415 University Avenue, East Palo Alto.

Environmental
The action being considered does not constitute a “Project” within the meaning of the California Environmental Quality Act (CEQA), pursuant to CEQA Guideline section 15378 (b)(5), in that it is a government administrative activity that will not result in direct or indirect changes in the environment.

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Attachments
A. Resolution
B. State of California Statewide Contract
C. Vehicle Quotes

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1 of 1
RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO

AUTHORIZING THE CITY MANAGER TO PURCHASE TWO VEHICLES FROM DOWNTOWN FORD SALES FOR THE BUILDING SERVICES DIVISION IN AN AMOUNT NOT TO EXCEED $58,046.36 WHEREAS, the Building Services Division is responsible for a variety of services and tasks including but not limited to building inspections and enforcement of state and local regulatory laws within City limits which require the daily operation of dependable vehicles; and WHEREAS, the vehicles will reduce “downtime” for City services and minimize repair costs; and
WHEREAS, the State of California Department of General Services has established a standing purchase contract with Downtown Ford Sales in Sacramento, California for light trucks, vans, and utility vehicles and the City is using the state contract (Contracts #1-22-23-23 A – I) providing fleet vehicles at pricing to the State of California and local governmental agencies; and

WHEREAS, the cost of the vehicles is a General Fund expenditure that was included in the Building Services Division’s FY2022-23 budget adopted by the City Council.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO HEREBY authorizes the City Manager to purchase two vehicles for the Building Services Division of the Community & Economic Development Department from Downtown Ford Sales of Sacramento, California in an amount not to exceed Fifty-Eight Thousand Forty-Six Dollars and Thirty-Six Cents ($58,046.36).

PASSED AND ADOPTED this 1st of November 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, City Clerk Valerie J. Armento, Interim City Attorney

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Attachment: Resolution (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division) Department of General Services
Procurement Division
707 Third Street, 2nd Floor
West Sacramento, CA 95605-2811
State of California

STATEWIDE CONTRACT
USER INSTRUCTIONS Al changes to most recent Supplement are in bold red italic. Additons are enclosed in asterisks, *and deletions areenclosed in brackets, [].

MANDATORY
*Supplement 3*
ISSUE AND EFFECTIVE DATE: *09/19/2022*
CONTRACT NUMBER: 1-22-23-23 A through I
DESCRIPTION: Fleet Vehicles – Vans & SUVs
CONTRACTOR(S): Lithia Nissan of Fresno (1-22-23-23A)
Ocean Honda (1-22-23-23B)
Freeway Toyota (1-22-23-23C)
Winner Chevrolet (1-22-23-23D)
Elk Grove Auto (1-22-23-23E)
Downtown Ford (1-22-23-23F)
Watsonville Fleet Group (1-22-23-23G)
US Fleet Source (1-22-23-23H)
CA Car Group (1-22-23-23I)
CONTRACT TERM: 05/01/2022 through 04/30/2025
STATE CONTRACT ADMINISTRATOR: Contracts 1-22-23-23A-H
Eugene Shemereko
279-946-8028
[email protected]
Contract 1-22-23-23I
Robb Parkison
279-946-8302
[email protected]
The contract user instructions, products, and pricing are included herein. All purchase documents issued under this contract incorporate the contract terms and applicable California General Provisions:

Non-IT General Provisions (rev 11/19/2021) (https://www.dgs.ca.gov/- /media/199A6A32E4DE4BECAFF4EFA7194350CD.ashx)
Cal eProcure link: www.caleprocure.ca.gov

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Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 2 *09/19/2022*
User Instructions
All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks; deletions are enclosed in brackets.

SUMMARY OF CHANGES
Supplement
Number Description/Articles Supplement
Date
*3* ➢ *Attachment A – Contract Pricing –
Supplement 2 has been replaced with
Attachment A – Contract Pricing –
Supplement 3
➢ Contact Information for Downtown Ford
has been updated*
*09/19/2022*
2 ➢ Attachment A – Contract Pricing –
Supplemetn 1 has been replaced with
Attachment A – Contract Pricing –
Supplement 2
08/16/2022
1 ➢ Attachment A – Contract Pricing has been
replaced with Attachment A – Contract
Pricing – Supplement 1
➢ Attachment D – Vehicle Specifications has
been added
➢ Article 25 – Payments, language has been
modified
05/26/2022
N/A Original Contract Posted 05/01/2022
All other terms and conditions remain the same.

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Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 3 *09/19/2022*
User Instructions

TABLE OF CONTENTS

1. SCOPE.....................................................................................................................................5

2. CONTRACT USAGE/RULES..................................................................................................5

3. DGS ADMINISTRATIVE FEES...............................ERROR! BOOKMARK NOT DEFINED.

4. SB/DVBE OFF-RAMP PROVISION........................ERROR! BOOKMARK NOT DEFINED.

5. PROBLEM RESOLUTION/SUPPLIER PERFORMANCE.......ERROR! BOOKMARK NOT DEFINED.

6. CONTRACT ITEMS.................................................ERROR! BOOKMARK NOT DEFINED.

7. SPECIFICATIONS...................................................ERROR! BOOKMARK NOT DEFINED.

8. CUSTOMER SERVICE...........................................ERROR! BOOKMARK NOT DEFINED.

9. PRODUCT SUBSTITUTIONS.................................................................................................9

10. PURCHASE EXECUTION.......................................ERROR! BOOKMARK NOT DEFINED.

11. MINIMUM ORDER...................................................ERROR! BOOKMARK NOT DEFINED.

12. ORDERING PROCEDURE.....................................ERROR! BOOKMARK NOT DEFINED.

13. ORDER ACCEPTANCE..........................................ERROR! BOOKMARK NOT DEFINED.

14. ORDER ACKNOWLEDMENT.................................ERROR! BOOKMARK NOT DEFINED.

15. DELAYED PRODUCTION REMEDY......................ERROR! BOOKMARK NOT DEFINED.

16. DISCONTINUED VEHICLE REMEDY....................ERROR! BOOKMARK NOT DEFINED.

17. DELIVERY PROCEDURES....................................ERROR! BOOKMARK NOT DEFINED.

18. INSPECTION AND ACCEPTANCE........................ERROR! BOOKMARK NOT DEFINED.

19. EMERGENCY/EXPEDITED ORDERS...................ERROR! BOOKMARK NOT DEFINED.

20. FREE ON BOARD (F.O.B.) DESTINATION...........ERROR! BOOKMARK NOT DEFINED.

21. SHIPPED ORDERS.................................................ERROR! BOOKMARK NOT DEFINED.

22. CONTRACT ADMINISTRATION ............................ERROR! BOOKMARK NOT DEFINED.

23. RESTOCKING FEES.............................................................................................................18

24. INVOICING...............................................................ERROR! BOOKMARK NOT DEFINED.

25. PAYMENT................................................................ERROR! BOOKMARK NOT DEFINED.

26. CALIFORNIA SELLER’S PERMIT..........................ERROR! BOOKMARK NOT DEFINED.

27. WARRANTY...........................................................................................................................19

28. REPAIR PARTS.......................................................ERROR! BOOKMARK NOT DEFINED.

29. MAINTENANCE PLAN ............................................ERROR! BOOKMARK NOT DEFINED.

30. RECYCLED CONTENT...........................................ERROR! BOOKMARK NOT DEFINED.

31. SB/DVBE PARTICIPATION ....................................ERROR! BOOKMARK NOT DEFINED.

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Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 4 *09/19/2022*
User Instructions

32. STATE AND LOCAL GOVERNMENT EMPLOYEE PRICING*.......ERROR! BOOKMARK NOT DEFINED.

33. ATTACHMENTS......................................................ERROR! BOOKMARK NOT DEFINED.

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Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 5 *09/19/2022*
User Instructions

1. SCOPE
The State’s contracts provide Fleet Vehicles - Vans & SUVs at contracted pricing to the State of California and local governmental agencies in accordance with the requirements of Contract # 1-22-23-23 A - I. The contractors shall supply the entire portfolio of products as identified in the contract and will be the primary point of contact for data collection, reporting, and distribution of Fleet Vehicles - Vans & SUVs to the State.

The contract term is for three (3) years with an option to extend the contract for two (2) additional one (1) year periods or portion thereof. The terms, conditions, and prices for the contract extension option shall be by mutual agreement between the contractor and the State. If a mutual agreement cannot be met the contract may be terminated at the end of the current contract term.

2. CONTRACT USAGE/RULES
A. State Departments
• The use of this contract is mandatory for State of California departments. State Departments may purchase any vehicle that is awarded to each line item. This contract does not include ranking.
• State departments must adhere to all applicable State laws, regulations, policies, best practices, and purchasing authority requirements, e.g. California Codes, Code of Regulations, State Administrative Manual, Management Memos, and State Contracting Manual Volume 2 and SCM-F as applicable. • Prior to placing orders against this contract, State departments must have been granted non-IT purchasing authority by the Department of General Services, Procurement Division (DGS-PD) for the use of this statewide contract. State departments that have not been granted purchasing authority by DGS-PD for the use of the State’s statewide contracts may contact DGS-PD’s Purchasing Authority Management Section by e-mail at [email protected].
• Departments must have a Department of General Services (DGS) agency billing code prior to placing orders against this contract. Ordering departments may contact their Purchasing Authority contact or their department’s fiscal office to obtain this information.

B. Local Governmental Agencies
• Local governmental agency use of this contract is optional. • Local government agencies are defined as “any city, county, city and county, district or other governmental body or corporation”, per Public Contract Code Chapter 2, Section 10298 (b), empowered to expend public funds for the acquisition of products; this includes the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges. While the State makes this contract available to local governmental agencies, each local

3.3.b
Packet Pg. 63
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 6 *09/19/2022*
User Instructions
governmental agency should determine whether this contract is consistent with its procurement policies and regulations.
• Local governmental agencies shall have the same rights and privileges as the State under the terms of this contract. Any agencies desiring to participate shall be required to adhere to the same responsibilities as do State agencies and have no authority to amend, modify or change any condition of the contract. • A DGS issued billing code is not required for local governmental agencies to place orders against this contract.

C. Unless otherwise specified within this document, the term “ordering agencies” will refer to all State departments and/or local governmental agencies eligible to utilize this contract. Ordering and/or usage instructions exclusive to State departments or local governmental agencies shall be identified within each article.

3. DGS ADMINISTRATIVE FEES
A. State Departments
The DGS will bill each State department an administrative fee for use of this statewide contract. The administrative fee should NOT be included in the order total, nor remitted before an invoice is received from DGS.

Current fees are available online in the Price Book & Directory of Services (https://www.dgs.ca.gov/OFS/Price-Book) (go to Price Book Download and click on Purchasing under Procurement Division).

B. Local Governmental Agencies
For all local government agency transactions issued against the contract, the Contractor is required to remit the DGS-PD an Incentive Fee of an amount equal to

1.25% of the total purchase order amount excluding taxes and freight. This Incentive Fee shall not be included in the agency’s purchase price, nor invoiced or charged to the purchasing entity. All prices quoted to local governmental agency customers shall reflect State contract pricing, including any and all applicable discounts, and shall include no other add-on fees.

4. SB/DVBE OFF-RAMP PROVISION
There is no SB/DVBE off ramp associated with this contract.

5. PROBLEM RESOLUTION/SUPPLIER PERFORMANCE
Ordering agencies and/or Contractor shall inform the State Contract Administrator of any technical or contractual difficulties encountered during contract performance in a timely manner. This includes and is not limited to informal disputes, supplier performance, outstanding deliveries, etc. The ordering agency should include all relevant information and/or documentation (e.g., purchase documents).

3.3.b
Packet Pg. 64
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 7 *09/19/2022*
User Instructions

6. CONTRACT ITEMS
Contract vehicles and pricing are listed on Attachment A, Contract Pricing. All prices listed shall be fixed as the maximum cost for the contract period unless a price increase is granted.

Each line item description on Attachment A, Contract Pricing, provides a description of the minimum requirements that each vehicle in that line item has met or exceeded.

A Maintenance Plan is offered on all light duty vehicles less than 8500 lbs Gross Vehicle Weight Rating (GVWR). Maintenance Plan pricing is listed on Attachment A, Contract Pricing. The purchase of the Maintenance Plan is optional. See Article 29, Maintenance Plan for more detailed information.

Price Increases
Price increases may be requested with each model year change and will be posted on a quarterly basis.

Quarterly Increases shall be processed on the following calendar days:
• July 1st
• October 1st
• January 1st
• April 1st
Contractors are requested to price protect the contracted price for the duration between the price increase request and the time the increase is processed. If the Contractor is unable to honor the price protection, the Contractor’s vehicle(s) will be unavailable for ordering until the price increases have been evaluated and approved.

Multiple Award
Some line items may have multiple vehicles awarded with different make and models available. State Departments may choose any vehicle identified in the subject line item.

There is no vehicle ranking associated with this contract.

Sales Tax
The sales tax rate applied should be based on the rate of the “Bill To” address listed on the Purchase Order.

Options
All factory options shall be available and priced at Contractor cost plus up to 10% for an addition or Contractor cost minus up to 10% for a deletion in accordance with the manufacturer’s current model year price list. Types of equipment changes which might be made include, but are not limited, to the following:

3.3.b
Packet Pg. 65
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 8 *09/19/2022*
User Instructions
• Add trailer tow package
• Add Bluetooth
• Add parking sensors
• Delete pick up box (bed)
In no case shall options be included or deleted in such a manner as to cause the vehicle to conflict with any other line item on any other vehicle contract.

The Contractor shall provide ordering agencies a copy of the current model year factory price sheet with requested options, within ten calendar days of request.

Third-party upfitting (e.g utility body) may be requested by ordering agencies, however, this service is non-mandatory. When applicable, third-party upfits shall be subject to the same pricing provisions as factory options.

Note: Vehicles with added or deleted options MUST continue to meet the appropriate minimum specification.

Tire Fee
Purchase orders MUST include the State mandated $1.75 per tire fee.

Document Processing Charge
In accordance with the California Vehicle Code Section 4456.5, a Contractor may charge the ordering agency a document processing charge for the preparation and processing of documents, disclosures, titling, registration, and information security obligations imposed by state and federal law. The document processing charge shall not exceed $85 per vehicle purchased.

A Contractor may charge the ordering agency an electronic filing fee, which does not exceed the actual amount the Contractor is charged by a first-line service provider. The electronic filing fee shall not exceed $30 per vehicle purchased.

7. SPECIFICATIONS
All products must conform to the attached State of California Bid Specification Number 2310- 4181 dated 08/16/2021 (Attachment B).

Vehicle color shall be a solar reflective color (white, silver metallic, or gold metallic) per SAM Section 3620.1 (exceptions are listed in the same manual section).

8. CUSTOMER SERVICE
The Contractor shall provide office and personnel resources for responding to inquiries, including telephone and email coverage weekdays during the hours of 8:00 a.m. - 5:00 p.m., PT.

3.3.b
Packet Pg. 66
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 9 *09/19/2022*
User Instructions
The customer service unit shall be staffed with individuals that:
• Are trained in the requirements of this contract
• Have the authority to take administrative action to correct problems that may occur The Contractor’s customer service unit shall respond to all customer inquiries within two (2) business days of initial contact.

Dealer Contract # Contact Phone Email
Lithia Nissan
of Fresno
1-22-23-
23A
Pat Ireland
(559)
707-
5735
[email protected]
Ocean
Honda
1-22-23-
23B
Pat Ireland
(559)
707-
5735
[email protected]
Freeway
Toyota of
Hanford
1-22-23-
23C
Pat Ireland
(559)
707-
5735
[email protected]
Winner
Chevrolet
1-22-23-
23D
Jerry
Powers
(916)
426-
5752
[email protected]
Elk Grove
Auto
1-22-23-
23E
Jerry
Powers
(916)
426-
5752
[email protected]
Downtown
Ford Sales
1-22-23-
23F
Sandra
Scott
(916)
442-
9631
*[email protected]*
Watsonville
Fleet Group
1-22-23-
23G
Yesenia
Covarrubias
(626)
457-
5590
[email protected]
US Fleet
Source
1-22-23-
23H
Lisa Molino
(626)
344-
4285
[email protected]
CA Car
Group 1-22-23-23I Richard M. Slad
(925)
560-
4465
[email protected]
Note: Ordering agencies are encouraged to have one point of contact for inquiries, quotes, and orders whenever possible. Multiple calls and emails from various requestors for the same information can slow customer service response times.

9. PRODUCT SUBSTITUTIONS

3.3.b
Packet Pg. 67
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 10 *09/19/2022*
User Instructions
Under no circumstance is the Contractor permitted to make substitutions with noncontract/unauthorized vehicles without approval of the DGS Contract Administrator (CA).

10. PURCHASE EXECUTION
A. State Departments
1) Std. 65 Purchase Documents
State departments not transacting in FI$CAL must use the Purchasing Authority Purchase Order (Std. 65) for purchase execution. An electronic version of the Std. 65 is available at the Office of State Publishing web site:
https://www.dgsapps.dgs.ca.gov/osp/StatewideFormsWeb/Forms.aspx (select Standard Forms).

All Purchasing Authority Purchase Orders (Std. 65) must contain the following:
• Agency Order Number (Purchase Order Number)
• Ordering Agency Name
• Agency Billing Code
• Purchasing Authority Number
• Leveraged Procurement Number (Contract Number)
• Supplier Information (Contact Name, Address, Phone Number, Fax Number, E-mail)
• Line Item number
• Quantity
• Unit of Measure
• Commodity Code Number
• Product Description
• Unit Price
• Extension Price
• Office of Fleet and Asset Management (OFAM) Approval Stamp (State departments only)
2) FI$CAL Purchase Documents
State departments transacting in FI$CAL will follow the FI$CAL procurement and contracting procedures.
3) Blanket Orders
The use of blanket orders against this statewide contract is not allowed.

B. Local Governmental Agencies
Local governmental agencies may use their own purchase document for purchase execution. The purchase documents must include the same data elements as listed above (Exception: Purchasing Authority Number is used by State departments only).

3.3.b
Packet Pg. 68
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 11 *09/19/2022*
User Instructions

11. MINIMUM ORDER
The minimum order shall be one (1) vehicle.

12. ORDERING PROCEDURE
A. Ordering Methods:

Ordering agencies are to submit appropriate purchase documents directly to the contractor(s) via one of the following ordering methods:
• U.S. Mail
• Facsimile
• Email
The contractor’s Order Placement Information is as follows:

ORDER PLACEMENT INFORMATION
Contract #
1-22-23-
23A
U.S. Mail:

Lithia Nissan of Fresno
5590 N Blackstone Ave
Fresno, CA 93710
Attn: Pat Ireland
Facsimile:
(559) 961-
4601
Email:
[email protected]
Contract #
1-22-23-
23B
U.S. Mail:

Ocean Honda
3801 Soquel Dr
Soquel, CA 95073
Attn: Pat Ireland
Facsimile:
(559) 961-
4601
Email:
[email protected]
Contract #
1-22-23-
23C
U.S. Mail:

Freeway Toyota
1835 Glendale Avenue
Hanford, CA 93230
Attn: Pat Ireland
Facsimile:
(559) 961-
4601
Email:
[email protected]
Contract #
1-22-23-
23D
U.S. Mail:

Winner Chevrolet
8575 Laguna Grove
Drive
Elk Grove, CA 95757
Attn: Jerry Powers
Facsimile:
(916) 421-
0149
Email:
[email protected]
Contract #
1-22-23-
23E
U.S. Mail:

Elk Grove Auto Group
8575 Laguna Grove
Drive
Elk Grove, CA 95757
Facsimile:
(916) 421-
0149
Email:
[email protected]

3.3.b
Packet Pg. 69
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 12 *09/19/2022*
User Instructions
Attn: Jerry Powers
Contract #
1-22-23-
23F
U.S. Mail:

Downtown Ford Sales
525 N 16th St
Sacramento, CA 95811
Attn: Sandra Scott
Facsimile:
(916) 491-
3138
Email:
*[email protected]*

ORDER PLACEMENT INFORMATION
Contract #
1-22-23-23G
U.S. Mail:

Watsonville Fleet Group
1601 W. Main Street
Alhambra, CA 91801
Attn: Yesenia
Covarrubias
Facsimile:
(626) 457-5593
Email:
[email protected]
Contract #
1-22-23-23H
U.S. Mail:

US Fleet Source
979 S. Village Oaks Drive
Covina, Ca 91724
Facsimile:
(626) 228-3077
Email: [email protected]
Contract #
1-22-23-23I
U.S. Mail:

CA Car Group
4200 John Monego Ct
Dublin, CA 94568
Attn: Richard M. Slade
Facsimile:

N/A
Email:

[email protected]
When using any of the ordering methods specified above, all State departments must conform to proper State procedures.

13. ORDER ACCEPTANCE
The Contractor shall accept orders from any State department or local governmental agency. The Contractor shall not accept purchase documents for this contract that:
• Are incomplete;
• Are submitted without OFAM approval stamp
• Contain non-contract items; or
• Contain non-contract terms and conditions.

The Contractor must not refuse to accept orders from any State department or local governmental agency for any other reason without written authorization from the CA.

14. ORDER ACKNOWLEDMENT
The Contractor will provide the ordering agencies with an order receipt acknowledgment via e-mail/facsimile within ten (10) calendar days after receipt of an order. The acknowledgement will include:

3.3.b
Packet Pg. 70
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 13 *09/19/2022*
User Instructions
• Ordering Agency Name
• Agency Order Number (Purchase Order Number)
• Description of Goods
• Vehicle Model Year
• Total Cost
• Date order is placed with manufacturer
• Anticipated Delivery Date
• Delayed Production Notification (if applicable)
• Discontinued Vehicle Notification (if applicable)
Contractor shall notify the ordering agency of any delays in production or delays in orders being accepted by the manufacturer for any period of time. Contractor shall provide estimated production start date and delivery date.

15. DELAYED PRODUCTION REMEDY
Upon receipt of order acknowledgment identifying a delay in production or orders not being accepted by the manufacturer, the ordering agencies shall have the following options:
• Request back order; or
• Cancel the item from the order with no penalty

16. DISCONTINUED VEHICLE REMEDY
Upon receipt of order acknowledgment identifying discontinued items, the ordering agencies shall have the following options:
• Amend purchase document to reflect DGS approved replacement vehicle; or • Cancel the item from the order
Under no circumstance is the Contractor permitted to make substitutions with noncontract/unauthorized vehicles without approval of the DGS CA.

17. DELIVERY PROCEDURES
Pre-Delivery Checklist
Prior to delivery, each vehicle shall be completely inspected, serviced, and detailed by the delivering Contractor and/or the manufacturer’s pre-delivery service center. A copy of the pre-delivery checklist shall be completed for each vehicle, signed by a representative of the organization performing the inspection/service, and delivered with the vehicle.

Delivery:

Delivery shall be within one hundred and fifty (150) days after receipt of order unless there is a delay in production/order acceptance from the manufacturer when changing from one model year to the next. Contractor shall notify the ordering agency of such delay per Article 14, Order Acknowledgement.

3.3.b
Packet Pg. 71
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 14 *09/19/2022*
User Instructions
Orders requiring customized work by a 3rd party supplier may exceed the delivery period requirement. Contractor shall notify ordering agency of extended delivery period per Article 14, Order Acknowledgement.

Caravan or drive-away method of delivery from the factory to a Contractor is not acceptable unless agreed upon by the ordering agency.

Drop ship deliveries shall not be made without prior State inspection. All vehicles shall be delivered with no less than five (5) gallons of fuel in the tank.

Unless pre-arranged between the Contractor and the ordering agency, vehicles delivered with more than 50 miles on the odometer may be charged fifty (50) cents per mile in excess of 50 miles. This charge may be reflected on the invoice as a deduction from the order price. Vehicles with more than five hundred (500) miles on the odometer may not be accepted.
**Cab and Chassis trucks may require driving from an out-of-state factory and may exceed the five hundred (500) mile or less expectation. The Contractor shall notify the ordering Department at the time of purchase order execution.

When feasible, Contractor is requested to make deliveries in metropolitan areas during off-peak hours. Off-peak hours are Monday through Friday, 10:00 AM to 4:00 PM PST.

Documents
The following documents shall be delivered to the receiving agency with the vehicle:
• Completed and signed pre-delivery service checklist, including the order number and Vehicle Identification Number (VIN)
• “Line Set Tickets” or “Window (Monroney) Sticker” showing all options installed • One (1) copy of the warranty, including applicable certificates, cards, etc. • One (1) copy of the owner’s manual.

18. INSPECTION AND ACCEPTANCE
Vehicles ordered for State use will be inspected by a State inspector at the Contractor’s place of business or as otherwise agreed to by the Contractor and ordering agency.

Inspection will commence within five (5) working days of notification that a vehicle is ready for inspection. Inspection will include:
• Specification Compliance
• Workmanship
• Appearance
• Proper Operation of all Equipment and Systems
• Presence of all Applicable Documents

3.3.b
Packet Pg. 72
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 15 *09/19/2022*
User Instructions
In the event deficiencies are detected, the vehicle will be rejected and the Contractor will be required to make the necessary repairs, adjustments or replacements. Payment and/or the commencement of a discount period (if applicable) will not begin until the defects are corrected and the vehicle is re-inspected and accepted.

Completion of inspection or acceptance by the State inspector shall in no way release the Contractor from satisfying the requirements of the contract, specifications, and warranty.

Deviations from the specified requirements that are detected by the inspection shall be corrected by the Contractor in an expeditious manner at no expense to the ordering agency.

Inspection by local agencies will be at the Contractor’s place of business or as otherwise agreed to by the Contractor and local agency.

19. EMERGENCY/EXPEDITED ORDERS
Not Applicable.

20. FREE ON BOARD (F.O.B.) DESTINATION
Contractors shall deliver vehicles to State or local agencies located in Sacramento County at no additional cost for delivery. If the Purchase Order indicates delivery outside Sacramento County, the Contractor and agency may negotiate delivery costs. If delivery is subject to an additional delivery charge, it shall be shown as a separate item on the purchase order and invoice.

State departments requesting delivery outside of Sacramento County must contact the Transportation Management Unit for freight rate comparisons to confirm appropriate pricing if the Contractor is delivering the vehicle.

Responsibility and liability for loss or damage for all orders shall remain with the Contractor until final inspection and acceptance, when all responsibility shall pass to the ordering agency, except the responsibility for latent defects, fraud, and the warranty obligations.

21. SHIPPED ORDERS
All shipments shall be in accordance with the General Provisions, Article 12 entitled “Packing and Shipment”.

22. CONTRACT ADMINISTRATION
The State and the Contractors have assigned Contract Administrators as the single points of contact for problem resolution and related contract issues.

State Contact
Information
DGS/PD Contract Administrator
(Contracts 1-22-23-23A-H)
DGS/PD Contract Administrator
(Contract 1-22-23-23I)
Contact Name: Eugene Shemereko Robb Parkison
Telephone: (279) 946-8028 (279) 946-8302

3.3.b
Packet Pg. 73
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 16 *09/19/2022*
User Instructions
State Contact
Information
DGS/PD Contract Administrator
(Contracts 1-22-23-23A-H)
DGS/PD Contract Administrator
(Contract 1-22-23-23I)
Facsimile: (916) 375-4613 (916) 375-4613
Email: [email protected] [email protected] Address: DGS/Procurement Division
Attn: Eugene Shemereko
707 Third Street, 2nd Floor, MS 201
West Sacramento, CA 95605
DGS/Procurement Division
Attn: Robb Parkison
707 Third Street, 2nd Floor, MS 201
West Sacramento, CA 95605
Dealer
Contact
Information
Lithia Nissan of Fresno
Contract # 1-22-23-23A
Ocean Honda
Contract # 1-22-23-23B
Contact
Name:

Pat Ireland Pat Ireland
Telephone: (559) 707-5735 (559) 707-5735
Facsimile: (559) 961-4601 (559) 961-4601
Email: [email protected] [email protected] Address: Lithia Nissan of Fresno
5590 N Blackstone Ave
Fresno, CA 93710
Ocean Honda
3801 Soquel Dr
Soquel, CA 95073
Dealer
Contact
Information
Freeway Toyota of Hanford
Contract # 1-18-23-23C
Winner Chevrolet
Contract # 1-18-23-23D
Contact
Name:

Pat Ireland Jerry Powers
Telephone: (559) 707-5735 (916) 426-5752
Facsimile: (559) 961-4601 (916) 421-0149
Email: [email protected] [email protected]
Address: Freeway Toyota
1835 Glendale Avenue
Hanford, CA 93230
Winner Chevrolet
8575 Laguna Grove Drive
Elk Grove, CA 95757

3.3.b
Packet Pg. 74
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 17 *09/19/2022*
User Instructions
Dealer
Contact
Information
Elk Grove Auto Group
Contract # 1-22-23-23E
Downtown Ford Sales
Contract # 1-22-23-23F
Contact
Name:

Jerry Powers Sandra Scott
Telephone: (916) 426-5752 (916) 442-9631
Facsimile: (916) 421-0149 (916) 491-3138
Email: [email protected] *sandrascott@downtownfordsacramento. com*
Address: Elk Grove Auto Group
8575 Laguna Grove Dr
Elk Grove, CA 95757
Downtown Ford Sales
525 N 16th St
Sacramento, CA 95811
Dealer
Contact
Information
Watsonville Fleet Group
Contract # 1-22-23-23G
US Fleet Source
Contract # 1-22-23-23H
Contact
Name:

Yesenia Covarrubias Lisa Molino
Telephone: (626) 457-5590 (626) 344-4285
Facsimile: (626) 457-5593 (626) 416-3064
Email: [email protected] [email protected] Address: Watsonville Fleet Group
1601 W. Main Street
Alhambra, CA 91801
US Fleet Source
979 S. Village Oaks Drive
Covina, Ca 91724
Dealer
Contact
Information
CA Car Group
Contract # 1-22-23-23I
Contact
Name:

Richard M. Slade
Telephone: (925) 560-4465
Facsimile: N/A
Email: [email protected]
Address: CA Car Group
4200 John Monego Ct
Dublin, CA 94568

3.3.b
Packet Pg. 75
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 18 *09/19/2022*
User Instructions

23. RESTOCKING FEES
The Contractor may impose a restocking fee to the ordering agency on orders cancelled after the order has been placed with the manufacturer: The Contractor shall notify the ordering agency of the order placement per Article 14, Order Acknowledgment.

Re-stocking fees can be no greater than ten percent (10%) of the value of the vehicle being restocked.

24. INVOICING
Ordering agencies may require separate invoicing, as specified by each ordering organization. Invoices will contain the following information:
• Contractor’s name, address and telephone number
• Leveraged Procurement Number (Contract Number)
• Agency Order Number (Purchase Order Number)
• Item and commodity code number
• Quantity purchased
• Contract price and extension
• State sales and/or use tax
• Prompt payment discounts/cash discounts, if applicable • Totals for each order

25. PAYMENT
A. Terms
Payment terms for contracts 1-22-23-23 A – G include a $500 per vehicle discount for payment made within twenty (20) days. Contracts 1-22-23-23 H & I offer no discount.

The cash discount time is defined by the State as beginning only after the vehicle has been inspected, delivered, and accepted by the receiving agency, or from the date a correct invoice is received in the office specified on the Purchase Order, whichever is later.

Payment is deemed to be made, for the purpose of earning the discount, one (1) working day after the date on the State warrant or check. Typically, acceptance will be accomplished within twenty (20) business hours after a vehicle is delivered.

Payment will be made in accordance with the provisions of the California Prompt Payment Act, Government Code Section 927, et seq. Unless expressly exempted by statute, the Act requires State departments to pay properly submitted, undisputed invoices not more than forty-five (45) days after the date of acceptance of goods, performance of services, or receipt of an undisputed invoice, whichever is later.

B. CAL-Card Use

3.3.b
Packet Pg. 76
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 19 *09/19/2022*
User Instructions
Use of the CAL-Card for payment of invoices is not allowed under this statewide contract.

C. Payee Data Record
Each State accounting office must have a copy of the Payee Data Record (Std. 204) in order to process payments. State departments should forward a copy of the Std. 204 to their accounting office(s). Without the Std. 204, payment may be unnecessarily delayed. State departments may contact the Contractor for copies of the Payee Data Record.

D. State Financial Marketplace
The State reserves the right to select the form of payment for all procurements, be it either an outright purchase with payment rendered directly by the State, or a financing/lease-purchase or operating lease via the State Financial Marketplace (GS $Mart and/or Lease $Mart). If payment is via the financial marketplace, the Contractor will invoice the State and the State will approve the invoice and the selected Lender/Lessor for all product listed on the State's procurement document will pay the Contractor on behalf of the State.

26. CALIFORNIA SELLER’S PERMIT
The California seller permit number for the Contractor is listed below. State departments can verify that permits are currently valid at the following website: www.cdtfa.ca.gov.

State departments must adhere to the file documentation required identified in the State Contracting Manual Volume 2 and Volume 3 and SCM-F.

Contractor Name Seller Permit #
Lithia Nissan of Fresno 97163762
Ocean Honda 101-652579
Freeway Toyota 102-659756
Winner Chevrolet 100-208309
Elk Grove Auto Group 100-197237
Downtown Ford Sales 28600344
Watsonville Fleet Group 245364864
101-135239
US Fleet Source 103-097044
CA Car Group 100-214737

27. WARRANTY
The manufacturer’s standard new vehicle warranty shall apply to all vehicles purchased from these contracts. All warranties shall be factory authorized. The warranty shall be honored by all franchised dealers of the vehicle within the State of California. The

3.3.b
Packet Pg. 77
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 20 *09/19/2022*
User Instructions
Warranty term for the vehicles offered under these contracts shall meet the following (as applicable):
• Bumper to bumper warranty shall cover not less than 3 years/36,000 miles, no charge for parts and labor.
• Power train warranty for light duty vehicles weighing 8500 lbs. GVWR or less shall cover not less than 5 years/100,000 miles, no charge for parts and labor. • Power train warranty for vehicles over 8500 lbs. GVWR shall cover not less than 5 years/60,000 miles, no charge for parts and labor.

The State’s established preventative maintenance procedures and practices shall be acceptable to the manufacturer/contractor in lieu of the manufacturer’s prescribed procedures which may form a part of the warranty.

All emission-related components shall be warranted in compliance with California Air Resources Board and Federal requirements. Contractor cannot offer independent insurance or statements indicating self insurance. If an additional extended warranty is purchased, a warranty certificate, warranty card, or a statement indicating the extended warranty has been recorded with the manufacturer shall be furnished with each vehicle delivered.

Normal wear items such as tires, belts, hoses, headlamps, light bulbs, brake linings, brake discs/drums, etc. are excluded from warranty coverage. All other items not subject to normal wear or gross operator neglect and abuse, such as window, seat, or wiper motors, chassis electrical switches (door, trunk lid), paint, hinges, locks, etc., shall be covered.

The State reserves the right to use re-refined lubrication oils, where available, in lieu of virgin equivalent oils. The re-refined oils used by the State will meet all API and SAE standards and specifications as set forth by the vehicle manufacturer. The use of said oils shall in no way void or degrade the original manufacturer’s standard warranty.

The State reserves the right to use recycled content antifreeze/coolant, where available, in lieu of virgin equivalent antifreeze/coolant when servicing its vehicles. The recycled content antifreeze/coolant used by the State will meet all ATSM standards and specifications as set forth by the vehicle manufacturer.

28. REPAIR PARTS
The manufacture of the awarded vehicle(s) should maintain an adequate stock of all regular and special parts to meet the continuing service and repair parts needs of the State without undue delay.

A special system shall be set up for expediting the procurement of back-order items needed to repair an inoperative vehicle including a system to air freight parts at factory

3.3.b
Packet Pg. 78
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 21 *09/19/2022*
User Instructions
expense when parts are not in stock in California parts depots. Parts must be available within three (3) working days after telephone notification.

Vehicles with new technology emerging into the industry (e.g., fuel cell vehicles) may require more than (3) working days for the availability of certain parts. Contractor must notify the State Contract Administrator and ordering agency when this occurs and provide the estimated date of availability.

29. MAINTENANCE PLAN
A maintenance plan is available for light duty vehicles under 8500 lbs. GVWR. The purchase of a maintenance plan is optional. The maintenance plan covers all regularly scheduled service for a minimum of five (5) years/75,000 miles. The maintenance shall include at a minimum all manufacturer recommended services such as, but not limited to:
• Oil changes;
• Filter changes;
• Fluid changes;
• Lubrications;
• Tire rotations;
• Equipment and safety inspections
The Maintenance Plan is not required to cover wear items such as brake pads/shoes, wiper blades, etc.

Purchase of the Maintenance Plan is non-mandatory for State departments.

The Maintenance Plan is not applicable to vehicles over 8,500 lbs. GVWR.

30. RECYCLED CONTENT
State departments are required to report purchases in many product categories. The Postconsumer-Content Certification Form (CIWMB 74) for the Contractor(s) is attached (Attachment C).

31. SB/DVBE PARTICIPATION
There is no Small Business (SB) or Disabled Veteran Business Enterprise (DVBE) participation for this contract.

32. STATE AND LOCAL GOVERNMENT EMPLOYEE PRICING
In the interest of expanding the California marketplace for Zero Emission Vehicles (ZEV), some Contractors have offered a discount to any interested State of California or local government employee when purchasing a ZEV for personal use. A list of participating Dealers and vehicles can be found at: https://www.dgs.ca.gov/PD/Resources/Page3.3.b Packet Pg. 79
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 A-I
Contract User Instructions, *Supplement 3*
Contract 1-22-23-23 A-I Page 22 *09/19/2022*
User Instructions
Content/Procurement-Division-Resources-List-Folder/State-of-California-Green-FleetEmployee-Pricing-Program

33. ATTACHMENTS
Attachment A – Contract Pricing *Supplement 3*
Attachment B – Specification 2310-4181, revised 08/16/2021 Attachment C – Postconsumer Content Certification Workbook Attachment D – Vehicle Specifications

3.3.b
Packet Pg. 80
Attachment: State of California Statewide Contract (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division) DOWNTOWN FORD SALES S061522 254
525 NORTH 16TH STREET rev 6/16/22
SACRAMENTO CA 95811
916-442-6931 FAX: 916-491-3138
QUOTE
Name Date 6/16/2022
Address Order No. QUOTATION
City State Zip Rep SANDRA SCOTT
Phone FOB SACRAMENTO
Qty Unit Price TOTAL
1 $24,805.00 $24,805.00
1 $175.00 $175.00
1 $512.00 $512.00
1 $253.00 $253.00
1 $499.00 $499.00
1 $85.00 $85.00
SubTotal $26,329.00
Delivery $250.00
Cash Taxes SAN MATEO $2,435.43
Check CA Tire Tax $8.75
Credit Card TOTAL $29,023.18
Name
CC #
Expires

CITY OF EAST PALO ALTO

JANET NUNEZ

VIA FAX

REMOTE START

REVERSE SENSING SYSTEM

LIMO TINT
SIGNATURE________________________________DATE_________
Description
2023 FORD ESCAPE SUV ALL WHEEL DRIVE
STATE OF CALIFORNIA 1-22-23-23F
CLIN 1
Office Use Only
sales tax 9.25%

ALL WEATHER FLOOR MATS
$500 DISCOUNT WITH PAYMENT IN 20 DAYS

DOC FEE
Payment Details
Customer

3.3.c
Packet Pg. 81
Attachment: Vehicle Quotes (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division) DOWNTOWN FORD SALES S061522 254
525 NORTH 16TH STREET rev 6/16/22
SACRAMENTO CA 95811
916-442-6931 FAX: 916-491-3138
QUOTE
Name Date 6/16/2022
Address Order No. QUOTATION
City State Zip Rep SANDRA SCOTT
Phone FOB SACRAMENTO
Qty Unit Price TOTAL
1 $24,805.00 $24,805.00
1 $175.00 $175.00
1 $512.00 $512.00
1 $253.00 $253.00
1 $499.00 $499.00
1 $85.00 $85.00
SubTotal $26,329.00
Delivery $250.00
Cash Taxes SAN MATEO $2,435.43
Check CA Tire Tax $8.75
Credit Card TOTAL $29,023.18
Name
CC #
Expires

CITY OF EAST PALO ALTO

JANET NUNEZ

VIA FAX

REMOTE START

REVERSE SENSING SYSTEM

LIMO TINT
SIGNATURE________________________________DATE_________
Description
2023 FORD ESCAPE SUV ALL WHEEL DRIVE
STATE OF CALIFORNIA 1-22-23-23F
CLIN 1
Office Use Only
sales tax 9.25%

ALL WEATHER FLOOR MATS
$500 DISCOUNT WITH PAYMENT IN 20 DAYS

DOC FEE
Payment Details
Customer

3.3.c
Packet Pg. 82
Attachment: Vehicle Quotes (2456 : Authorize the Purchase of Two Vehicles for the Building Services Division)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Humza Javed, Public Works Director
SUBJECT: Powell & Partners, Architects Contract Amendment Number Two for the City Hall Tenant Improvements
Recommendation
Adopt a Resolution authorizing the City Manager to execute contract amendment number 2 with Powell & Partners, Architects, for the design of the City Hall Tenant Improvements Project increasing the contract amount from $118,799 to a not-to-exceed amount of $163,844, and appropriating $45,045 from the General Fund Reserve for the additional costs.

Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 1: Enhance Public Safety and Emergency Preparedness Priority No. 3: Increase Organizational Effectiveness and Efficiency Priority No. 4: Improve Public Facilities and Infrastructure Background
On November 8, 2018, the City Council adopted Resolution 5051 authorizing the City Manager to enter into a contract with Powell & Partners Architects (Architect) for the design of the City Hall Tenant Improvements project. The project included improvements to the East Palo Alto former police evidence room (currently utilized by Human Resources and IT), and the City Council Chambers, located within the County of San Mateo building leased by the City, at 2415 University Avenue, East Palo Alto, CA.

The purpose of the Tenant Improvements (TIs) in the former evidence room is to transform it into additional functional office space for other City operations. The total “Evidence Room” space is approximately 2,230 sq. ft. The Evidence Room needs to be redesigned to accommodate two additional closed offices, open cubicle space, a conference room, and storage space for city records.

The purpose of the Tenant Improvements (TI’s) in the Council Chambers, which consists of the

3.4 Packet Pg. 83
Council room and the Community room, is to redesign the Council podium setup to meet American with Disabilities Act public access requirements (ADA), to modify the sitting arrangement of the Council, and staff with the objective of improving and facilitating communication between staff and the Council, the Council and meeting attendees, and improving the audiovisual presentation experience of those in the Council Chambers as well as others watching the live streaming of the meeting. The total space in the Council Chambers is 3,100 square feet.

Analysis
On July 20, 2021, the City Council adopted Resolution No. 95-2021 approving the plans, specifications, and estimates for the City Hall Tenant Improvements Project.

The original approved plans are available on the City website at the following link. <https://www.cityofepa.org/publicworks/page/city-hall-tenant-improvement-project> During the 2022 capital budget process, the City Council directed staff to proceed with improvements at the former police evidence room only and put on hold the improvements at the Council Chambers. During this time, $350,000 was set aside for the improvements at the former police evidence room. $650,000 for improvements at the Council Chambers were put on hold in the “future” category.

Because the plans, specifications and estimates (PS&E) package was prepared for improvements at both rooms, namely, the former police evidence room and the council chambers, the Architect needs to re-package the PS&E for improvements at the police evidence room only. Additional structural, mechanical, plumbing, and electrical scope is necessary to repackage the PS&E.

The original contract with the Architect is for $118,799. The contract will be modified to a notto-exceed amount of $163,844.

Fiscal Impact
City Staff has negotiated the proposal to $40,950. An additional 10% contingency in the amount of $4,095 is requested for a total budget request of $45,045 from the General Fund Reserve.

Public Notice
The public was provided notice of this agenda item by posting the City Council agenda on the City’s official bulletin board outside City Hall and making the agenda and report available at the City’s website and at the San Mateo Co. Library located at 2415 University Avenue, East Palo Alto.

Environmental
The action being considered does not constitute a “Project” within the meaning of the California Environmental Quality Act (CEQA), pursuant to CEQA Guideline section 15378 (b)(5), in that it is a government administrative activity that will not result in direct or indirect changes in the environment.

3.4 Packet Pg. 84
Attachments
A. Resolution
B. Cost proposal

3.4 Packet Pg. 85
1 of 1
RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO

AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTACT AMENDMENT WITH POWELL &

PARTNERS, ARCHITECTS FOR THE DESIGN OF THE CITY HALL TENANT IMPROVEMENTS PROJECT INCREASING THE CONTRACT AMOUNT FROM $118,799 TO $163,844 AND APPROPRIATING $45,045 FROM THE GENERAL FUND RESERVE FOR THE ADDITIONAL COSTS WHEREAS, on November 8, 2018, the City Council adopted Resolution No. 5051 authorizing the City Manager to enter into a contract with Powell & Partners Architects for the design of the City Hall Tenant Improvements Project (“Project”) to provide additional space to accommodate staff at City Hall by improving the former police evidence room as well as provide improvements to the City Council chambers; and
WHEREAS, on July 20, 2021, the City Council adopted Resolution No. 95-2021 approving the plans, specifications, and estimates for the City Hall Tenant Improvements Project, but during the 2022 capital budget process, the City Council directed staff to proceed with improvements at the police evidence room only and defer improvements to the city council chambers; and WHEREAS, a contract amendment with Powell & Partners, Architects is necessary in order to repackage the project to construct improvements at the former police evidence room only and additional funds in the amount of $45,045 are required and available in the general fund reserve.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO HEREBY authorizes the City Manager to:
1) Execute a contract amendment with Powell & Partners Architects for the design of the City Hall Tenant Improvements Project increasing the contract amount from $118,799 to $163,844, and appropriating $45,045 from the general fund reserve for the additional costs; and 2) Extend the contract term to December 31, 2023, and allow administrative approval of one additional time extension of six months as needed.

PASSED AND ADOPTED this 1st day of November 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, City Clerk Valerie J. Armento, Interim City Attorney

3.4.a
Packet Pg. 86
Attachment: Resolution (2460 : Powell & Partners, Architects Contract Amendment Number Two for the City Hall Tenant Improvements) 311 Oak Street #331
OAKLAND, CA 94607
PHONE: (510) 912-8386
870 MARKET STREET, SUITE 757
SAN FRANCISCO, CA 94102
PHONE: (415) 233-8306
[email protected]
October 3, 2022
Humza Javed, City Engineer
City of East Palo Alto
1960 Tate Street
East Palo Alto, CA 94303
RE: EPA City Council Chambers and Police Evidence Room – Separate the Offices from the Council Chambers to bid out the Offices.

Dear Humza,
I am pleased to provide a fee proposal to provide Architectural and Engineering Services to separate our completed construction documents into bid documents just for the offices and add a new door between the Council Chambers and the Offices, located where the Police Evidence room was located. Listed below are the different Engineering disciplines:
 Structural Engineering – Structus = $7,800.00
 Mechanical / Plumbing – H& M = $2,500.00
 Electrical Engineering – Zeiger = $4, 200.00
 AV Acoustical Eng. - Charles H. Salter = $4,500.00
 Architect- PPA = $21,950.00
Our team will have to remobilize to organize the re-start of this project. We also have to provide the following services which include the following:
 Confirm any new program changes to the spaces and document them.  Research current code requirements and update documents per code changes  Coordinate these changes amongst the team.
 Document these changes in the construction set.
 Meet with building and planning departments to confirm that team is meeting all recent changes in the code.
 Obtain building and Planning department approval.
 Bid the documents
 Assist in Construction Administration.

Therefore, our total fees are $40,950 (Forty Thousand Nine Hundred Fifty Dollars) Note: This proposal does not include the following:
 The project scope will be submitted to the building department as one package and will be constructed within a limited period.

3.4.b
Packet Pg. 87
Attachment: Cost proposal (2460 : Powell & Partners, Architects Contract Amendment Number Two for the City Hall Tenant Improvements) 311 Oak Street #331
OAKLAND, CA 94607
PHONE: (510) 912-8386
870 MARKET STREET, SUITE 757
SAN FRANCISCO, CA 94102
PHONE: (415) 233-8306
[email protected]
 Asbestos and/or Hazard Material investigation and design removal is not part of our scope.
 A soils report and survey are available for design purposes and if not, there is a need for these items
 Preliminary Cost estimates are per gross square foot cost only  Changes and modifications of the drawings at no fault of the Architect will be an additional service
 Meetings beyond the scope outlined above in the Scope of work.

Sincerely East Palo Alto City Engineer
Powell and Partners Architects Humza Javed

_______________________
Fred Powell, FAIA/NOMA

3.4.b
Packet Pg. 88
Attachment: Cost proposal (2460 : Powell & Partners, Architects Contract Amendment Number Two for the City Hall Tenant Improvements)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Glen March, Senior Engineer
Humza Javed, Public Works Director
SUBJECT: Designation of CalOES Authorized Agents for All Past, Open, and Future Disasters Declared Up to Three Years from the Date of Approval Recommendation

1. Designate the City Manager, Finance Director, and Public Works Director as authorized agents of the City of East Palo Alto to execute agreements and sign documents for and on behalf of City to obtain federal financial assistance for all past, open, and future disasters declared up to three (3) years following the date of approval.

2. Authorize three members of the City Council present at this meeting, to sign the CalOES Form 130.

Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 1: Enhance Public Safety and Emergency Preparedness Priority No. 2: Enhance Economic Vitality
Priority No. 4: Improve Public Facilities and Infrastructure Priority No. 6: Create a Healthy and Safe Community
Background
Occasionally, the City of East Palo Alto (City) seeks federal assistance from the Federal Emergency Management Agency (FEMA) and the State of California Governor’s Office of Emergency Services (CalOES). CalOES requires the City to designate three (3) authorized agents to execute agreements and sign documents for all past, open, and future disasters declared up to three years from the date of approval. The primary role of the authorized agents is to perform required work, such as signing forms and/or invoices, to obtain reimbursement from FEMA/CalOES grants.

3.5 Packet Pg. 89
Analysis
On July 17, 2022, the City Council adopted Resolution No. 95-2022 which designated the City Manager, Deputy City Manager, and Finance Director as Authorized Agents specifically for the COVID-19 disaster. Because the resolution appears to address a single specific disaster, CalOES rejected using the previously authorized agents for the Strategy to Advance Flood Protection, Ecosystems, and Recreation along the San Francisco Bay (SAFER Bay) Project.

Staff worked with CalOES staff to create a more generic resolution (universal resolution) for all past, open, and future disasters declared, regardless of the disaster declared. Staff proposes that the City Council designate the City Manager, Finance Director, and Public Works Director as authorized agents for all past, open, and future disasters declared up to three (3) following the date of approval.

Designating authorized agents at this time is required to secure reimbursement from the Federal Emergency Management Agency (FEMA) Hazard Mitigation Grant Program (HMGP) grant (Grant) for work on the SAFER Bay Project.

The City is the recipient of a Grant, in the amount of $4,649,240 for planning, obtaining environment clearance, and preparing the preliminary design (Work) of the City segments of the SAFER Bay Project. The San Francisquito Creek Joint Powers Authority (SFJPA) will implement the Work. The City and the SFCJPA will work together to obtain reimbursement for the Work.

Fiscal Impact
There is no immediate financial impact associated with approving the resolution. Approval of the resolution is required for the City to obtain reimbursement of disaster costs from FEMA and the State for all past, open, and future disasters declared up to three years from the date of approval.

Public Notice
The public was provided notice of this agenda item by posting the City Council agenda on the City's official bulletin board outside City Hal and making the agenda and report available at the City's website and at the San Mateo Co. Library located at 2415 University Avenue, East Palo Alto.

Environmental
The action being considered does not constitute a “Project” within the meaning of the California Environmental Quality Act (CEQA), pursuant to CEQA Guideline section 15378 (b)(5), in that it is a government administrative activity that will not result in direct or indirect changes in the environment.

Attachments
A. Resolution
B. CalOES Form 130

3.5 Packet Pg. 90
Resolution No. XX-2022
RESOLUTION NO. XX – 2022

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO
DESIGNATION OF THE STATE OF CALIFORNIA GOVERNOR’S OFFICE OF EMERGENCY

SERVICES AUTHORIZED AGENTS FOR ALL PAST, OPEN, AND FUTURE DISASTERS

DECLARED UP TO THREE YEARS FROM THE DATE OF APPROVAL
WHEREAS, the City of East Palo Alto (City) seeks federal financial assistance from the State of California Governor’s Office of Emergency Services (CalOES); and WHEREAS, CalOES requires the City to designate three authorized agents to execute agreements and sign documents, including the attached CalOES Form 130; for and on behalf of the City; and
WHEREAS, CalOES requires that three members of the City Council present at this meeting, sign the attached CalOES Form 130; and
WHEREAS, the City wishes to adopt a universal resolution for all past, open, and future disasters declared up to three (3) years following the date of approval.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO HEREBY:

1. Designates the City Manager, Finance Director, and Public Works Director as authorized agents of the City of East Palo Alto to execute agreements and sign documents for and on behalf of City to obtain federal financial assistance for all past, open, and future disasters declared up to three (3) years following the date of approval.

2. Authorizes three members of the City Council present at this meeting, to sign the CalOES Form 130.

PASSED AND ADOPTED this 1st day of November 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, City Clerk Valerie J. Armento, Interim City Attorney

3.5.a
Packet Pg. 91
Attachment: Resolution (2458 : City's CalOES Authorized Agents)

STATE OF CALIFORNIA
GOVERNOR’S OFFICE OF EMERGENCY SERVICES Cal OES ID No:

Cal OES 130

DESIGNATION OF APPLICANT'S AGENT RESOLUTION FOR

NON-STATE AGENCIES

BE IT RESOLVED BY THE OF THE
(Governing Body) (Name of Applicant)

THAT , OR
(Title of Authorized Agent)
, OR
(Title of Authorized Agent)
(Title of Authorized Agent)
is hereby authorized to execute for and on behalf of the , (Name of Applicant)
a public entity established under the laws of the State of California, this application and to file it with the California Governor’s Office of Emergency Services for the purpose of obtaining federal financial assistance for any existing or future grant program, including, but not limited to any of the following:
- Federally declared Disaster (DR), Fire Mitigation Assistance Grant (FMAG), California State Only Disaster (CDAA), Immediate Services Program (ISP), Hazard Mitigation Grant Program (HMGP), Building Resilient Infrastructure and Communities (BRIC), Legislative Pre-Disaster Mitigation Program (LPDM), under - Public Law 93-288 as amended by the Robert T. Stafford Disaster Relief and Emergency Assistance Act of 1988, and/or state financial assistance under the California Disaster Assistance Act.
- Flood Mitigation Assistance Program (FMA), under Section 1366 of the National Flood Insurance Act of 1968.
- National Earthquake Hazards Reduction Program (NEHRP) 42 U.S. Code 7704 (b) ((2) (A) (ix) and 42 U.S. Code 7704 (b) (2) (B) National Earthquake Hazards Reduction Program, and also The Consolidated Appropriations Act, 2018, Div. F, Department of Homeland Security Appropriations Act, 2018, Pub. L. No. 115-141 - California Early Earthquake Warning (CEEW) under CA Gov Code – Gov, Title 2, Div. 1, Chapter 7, Article 5, Sections 8587.8, 8587.11, 8587.12 That the , a public entity established under the
(Name of Applicant)
laws of the State of California, hereby authorizes its agent(s) to provide to the Governor’s Office of Emergency Services for all matters pertaining to such state disaster assistance the assurances and agreements required.

Cal OES 130 (Rev 3/9/22)

3.5.b
Packet Pg. 92
Attachment: CalOES Form 130 (2458 : City's CalOES Authorized Agents)

STATE OF CALIFORNIA
Cal OES 130 (Rev 3/9/22)
GOVERNOR’S OFFICE OF EMERGENCY SERVICES
Cal OES 130
Please check the appropriate box below
This is a universal resolution and is effective for all open and future disasters/grants declared up to three (3) years following the date of approval.

This is a disaster/grant specific resolution and is effective for only disaster/grant number(s):

Passed and approved this __day of , 20
(Name and Title of Governing Body Representative)
(Name and Title of Governing Body Representative)
(Name and Title of Governing Body Representative)

CERTIFICATION
I, , duly appointed and of
(Name) (Title)
, do hereby certify that the above is a true and
(Name of Applicant)
correct copy of a resolution passed and approved by the (Governing Body)
of the on the day of , 20 .
(Name of Applicant)
(Signature) (Title)
(Page 2 of 2)

3.5.b
Packet Pg. 93
Attachment: CalOES Form 130 (2458 : City's CalOES Authorized Agents)

STATE OF CALIFORNIA
Cal OES 130 (Rev 3/9/22)
GOVERNOR’S OFFICE OF EMERGENCY SERVICES
Cal OES 130 - Instructions
Cal OES Form 130 Instructions
A Designation of Applicant’s Agent Resolution for Non-State Agencies is required of all Applicants to be eligible to receive funding. A new resolution must be submitted if a previously submitted resolution is older than three (3) years from the last date of approval, is invalid, or has not been submitted.

When completing the Cal OES Form 130, Applicants should fill in the blanks on pages 1 and 2. The blanks are to be filled in as follows:

Resolution Section:

Governing Body: This is the group responsible for appointing and approving the Authorized Agents.

Examples include: Board of Directors, City Council, Board of Supervisors, Board of Education, etc.

Name of Applicant: The public entity established under the laws of the State of California.

Examples include: School District, Office of Education, City, County or Non-profit agency that has applied for the grant, such as: City of San Diego, Sacramento County, Burbank Unified School District, Napa County Office of Education, University Southern California.

Authorized Agent: These are the individuals that are authorized by the Governing Body to engage with the Federal Emergency Management Agency and the California Governor’s Office of Emergency Services regarding grants for which they have applied.

There are two ways of completing this section:

1. Titles Only: The titles of the Authorized Agents should be entered here, not their names. This allows the document to remain valid if an Authorized Agent leaves the position and is replaced by another individual. If “Titles Only” is the chosen method, this document must be accompanied by either a cover letter naming the Authorized Agents by name and title, or the Cal OES AA Names document.

The supporting document can be completed by any authorized person within the Agency (e.g., administrative assistant, the Authorized Agent, secretary to the Director). It does not require the Governing Body’s signature.

2. Names and Titles: If the Governing Body so chooses, the names and titles of the Authorized Agents would be listed. A new Cal OES Form 130 will be required if any of the Authorized Agents are replaced, leave the position listed on the document, or their title changes.
(Page 1 of 2)

3.5.b
Packet Pg. 94
Attachment: CalOES Form 130 (2458 : City's CalOES Authorized Agents)

STATE OF CALIFORNIA
Cal OES 130 (Rev 3/9/22)
GOVERNOR’S OFFICE OF EMERGENCY SERVICES
Cal OES 130 - Instructions
Checking Universal or Disaster-Specific Box: A Universal resolution is effective for all past disasters and for those declared up to three (3) years following the date of approval. Upon expiration it is no longer effective for new disasters, but it remains in effect for disasters declared prior to expiration. It remains effective until the disaster goes through closeout unless it is superseded by a newer resolution.

Governing Body Representative: These are the names and titles of the approving Board Members.

Examples include: Chairman of the Board, Director, Superintendent, etc. The names and titles cannot be one of the designated Authorized Agents. A minimum of three (3) approving board members must be listed. If less than three are present, meeting minutes must be attached in order to verify a quorum was met.

Certification Section:

Name and Title: This is the individual in attendance who recorded the creation and approval of this resolution.

Examples include: City Clerk, Secretary to the Board of Directors, County Clerk, etc. This person cannot be one of the designated Authorized Agents or Approving Board Member. If a person holds two positions (such as City Manager and Secretary to the Board) and the City Manager is to be listed as an Authorized Agent, then that person could sign the document as Secretary to the Board (not City Manager) to eliminate “Self-Certification.” (Page 2 of 2)

3.5.b
Packet Pg. 95
Attachment: CalOES Form 130 (2458 : City's CalOES Authorized Agents)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: James Colin, City Clerk
SUBJECT: A Proclamation of The City of East Palo Alto Honoring Ana Pulido for Her Service to The Community
Recommendation
Present the proclamation.

Attachments
A. Proclamation

3.6 Packet Pg. 96

A PROCLAMATION OF THE CITY OF EAST PALO ALTO

HONORING ANA MARIA PULIDO FOR HER

YEARS OF SERVICE TO THE COMMUNITY
WHEREAS, Ana Maria Pulido served faithfully for 20 years by the community of East Palo Alto by, in part, serving on the Ravenswood City School District Board of Trustees, additionally serving as a Board Member of Nuestra Casa and Bay Area Association of Latino Elected and Appointed Officials; and
WHEREAS, Ms. Pulido was awarded both the Exemplary public sector service award and the Young emerging leadership award; and
WHEREAS, while serving on the Ravenswood City School District Board of Trustee she led effortsto secure millions of dollars from non-profit foundations, led Bond and Parcel tax measures to further secure other desperately needed funds; and WHEREAS, those financial efforts were sued to support science, technology, math and engineering initiatives, improved early literacy, music programs, increased preschool opportunities and developed a district-wide community/schools safety net for all students, retain high quality teachers, reduce class size and improve school facilities; and WHEREAS, Ms. Pulido has dedicated nearly 20 years of service to community and faithbased organizations that continuously work on improving the lives of youth, homeless, previously incarcerated, undocumented, and disabled persons as well as those struggling with mental health and various addictions.

NOW THEREFORE BE IT RESOLVED, that I, Ruben Abrica, Mayor of East Palo Alto, along with the City Council of East Palo Alto do hereby honor and celebrate Ana Pulido for her years of service to the community and wish her success in her future endeavors.

Dated: November 1, 2022
Ruben Abrica, Mayor

3.6.a
Packet Pg. 97
Attachment: Proclamation (2464 : Ana Pulido Proclamation)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: James Colin, City Clerk
James Colin, City Clerk
SUBJECT: Veterans Day Proclamation
Recommendation
Accept the proclamation.

The City Council will present a proclamation honoring all military veterans on Veterans Day November 11, 2022.

Attachments
A. Placeholder

3.7 Packet Pg. 98

3.7.a
Packet Pg. 99
Attachment: Placeholder (2466 : Veterans Day Proclamation)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: James Colin, City Clerk
SUBJECT: A Proclamation of The City of East Palo Alto Honoring Dorothy Romes for Her Service to The Community and In Celebration of Her 80th Birthday Recommendation
Present the proclamation.

Attachments
A. Proclamation

3.8 Packet Pg. 100

A PROCLAMATION OF THE CITY OF EAST PALO ALTO

HONORING DOROTHY ROMES FOR HER SERVICE TO THE
COMMUNITY AND IN CELEBRATION OF HER 80TH BIRTHDAY
WHEREAS, Dorothy Romes was born in 1932 in England Arkansas to Jess and Magnolia Burns Walker and later the family relocated to Little Rock Arkansas where she attended high school and was head Majorette of the Dunbar Marching Band, and WHEREAS, with her husband Rubin Romes Junior they moved to Chicago Illinois where she worked at Cook County Hospital as a Nurse for several years, also starting the Team Council and Girls Scouts in her neighborhood, and
WHEREAS, after they moved to the East Palo Alto area, she began her Community Activist work at Belle Haven school in Menlo Park and throughout San Mateo County working for the Education Nutrition Extension Program where students from Ravenswood High School mentored students during the week at her home, and
WHEREAS, Dorothy also worked for the Resource Center in East Palo Alto, at the Veterans hospital in Menlo Park and served on the Board of Directors of Charles Drew Medical Center, and, as a community activist, she also worked on Incorporation to make East Palo Alto a City, and
WHEREAS, Dorothy has always been a loving and giving person and is a grandmother of twenty-two, great grandmother of twenty two and great-great grandmother of twelve and has family in Arkansas, Los Angeles, Mississippi and Chicago.

NOW THEREFORE BE IT RESOLVED, that I, Ruben Abrica, Mayor of East Palo Alto, along with the City Council of East Palo Alto do hereby honor and celebrate Dorothy Romes on her 80th Birthday and extend best wishes for many more happy years.

Dated: November 1, 2022
Ruben Abrica, Mayor

3.8.a
Packet Pg. 101 Attachment: Proclamation (2463 : Dorothy Romes Proclamation)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Valerie J. Armento, Interim City Attorney
BY: Valerie J. Armento, Interim City Attorney
SUBJECT: AB 361 Authority for Virtual Meetings
Recommendation
Adopt a resolution making the AB 361 findings necessary to continue virtual public meetings for the City Council and City Advisory Bodies for the month of November 2022.

Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 3: Increase Organizational Effectiveness and Efficiency Priority No. 6: Create a Healthy and Safe Community
Background
The California Brown Act has long-established requirements for local agencies to use teleconferencing to conduct meetings. It provides that if the local agency elects to use teleconferencing to conduct a public meeting, then it must identify each teleconference location in the public notice and agenda, and post agendas at all teleconference locations. All teleconference locations must be publicly accessible and there must be an opportunity for public comment at each teleconference location. Additionally, a quorum of the members of the legislative body must participate from locations physically within the jurisdictional boundaries of the agency.

In March 2020, Governor Newsom issued Executive Order N-29-20 authorizing exemptions to these Brown Act teleconferencing requirements. These requirements were suspended during the COVID-19 pandemic to promote social distancing and to facilitate remote work and meetings. Executive Order N-08-21 extended the previous order until September 30, 2021.

On September 16, 2021, the Governor signed AB 361 into law to allow the continued use of virtual public meetings during a declared state of emergency when certain conditions are met.

AB 361 took effect immediately as an urgency statute.

3.9 Packet Pg. 102
Analysis
AB 361 exempts local agencies from complying with the following teleconferencing requirements of the Brown Act:
· Ensuring that each teleconference location is physically accessible to the public; · Maintaining quorum with members physically within the jurisdiction; and · Providing an opportunity for public comment at each teleconference location.

The AB 361 exemptions only apply during a declared state of emergency - as defined under the California Emergency Services Act - and one of the following circumstances must apply:

1. State or local officials have imposed or recommended measures to promote social distancing.

2. The legislative body is meeting to determine whether, as a result of the emergency, meeting in person would present imminent risks to the health or safety of attendees.

3. The legislative body has determined that, as a result of the emergency, meeting in person presents imminent risks to the health or safety of attendees.

Under AB 361, when a local agency elects to hold a virtual meeting because the applicable criteria are met, an alternate set of requirements apply:
· No Action During Disruptions - Where there is a disruption in the public broadcast of the call-in or internet-based meeting service, the local agency must cease and take no further action on agenda items until public access is restored. · Public Comment Rights - A local agency is prohibited from requiring public comments to be submitted in advance of the meeting and cannot close the comment period or opportunity to register online until the timed public comment period has elapsed.

Lastly, at least every 30 days during the proclaimed state of emergency, the local agency acting under the teleconference exemptions must make findings about whether the circumstances explained above still apply. Therefore, to continue holding virtual meetings, the City Council must find that it reconsidered the circumstances of the state of emergency and that one of the following circumstances exist: “(I) the emergency continues to directly impact the ability of members to safely meet in person,” or “(ii) state or local officials continue to impose or recommend measures to propose social distancing.” Today’s action would allow the City Council and City advisory bodies to continue meeting virtually during the month of November 2022. The teleconferencing exemptions authorized by AB 361 sunset on January 1, 2024.

Fiscal Impact
None
Public Notice
The public was provided notice of this agenda item by posting the City Council agenda on the City’s official bulletin board outside City Hall and making the agenda and report available at the City’s website and at the San Mateo County Library located at 2415 University Avenue, East Palo Alto.

3.9 Packet Pg. 103
Attachments
A. Resolution

3.9 Packet Pg. 104
Resolution No. XX-2022 1 of 2
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO
ADOPTING THE AB 361 FINDINGS NECESSARY TO CONTINUE VIRTUAL

PUBLIC MEETINGS FOR THE CITY COUNCIL AND CITY ADVISORY BODIES DURING THE COVID-19 STATE OF EMERGENCY
WHEREAS, on January 31, 2020, the United States Department of Public Health and Human Services Secretary declared a public health emergency for the novel disease named “coronavirus disease 2019” or “COVID-19" by the World Health Organization and the Centers for Disease Control and Prevention ("CDC”) reiterates that COVID-19 is a serious public health threat based on current information; and
WHEREAS, on March 3, 2020, the San Mateo County Health Officer declared a local health emergency throughout San Mateo County and the County Manager, serving as the County Director of Emergency Services, proclaimed a local emergency throughout San Mateo County related to the novel coronavirus and on March 10, 2020, the San Mateo County Board of Supervisors ratified and extended the declaration and proclamation and this state of emergency remains in effect; and WHEREAS, on March 4, 2020, the Governor of California declared a State of Emergency due to the outbreak and spread of COVID-19, and the State of Emergency is still in effect; and WHEREAS, on March 17, 2020, the East Palo Alto City Council (“City Council”) proclaimed a local emergency due to COVID-19 and the local emergency is still in effect; and WHEREAS, in March 2020, the Governor’s Executive Order N-29-20 suspended Brown Act requirements related to teleconferencing during the COVID-19 pandemic provided that notice, accessibility, and other requirements were met, and the public was allowed to observe and address the legislative body at the meeting, and subsequently adopted Executive Order N-08-21 extending the previous order until September 30, 2021 and on September 16, 2021, the Governor signed into law AB 361 to allow the continued use of virtual public meetings during a declared state of emergency without conforming to the Brown Act teleconferencing rules during a declared state of emergency if certain findings were made; and
WHEREAS, since March 2020, the City Council and the City’s boards, commissions, and committees (“City Advisory Bodies”) have conducted their meetings virtually, as authorized by the Executive Order and since October 2021, the City Council has adopted resolutions, on a monthly basis, making the required AB 361 findings to continue virtual public meetings for the City Council and City advisory bodies; and
WHEREAS, throughout the world over 6.5 million people have succumbed to the coronavirus, which has morphed into several variants of concern, including Delta and Omicron; and WHEREAS, as of late October 2022, San Mateo County continues to have new reported cases weekly and a positivity rate of over 5%; reported cases do not include all at-home positive tests, so concerns remain regarding the return to regular in-person operations; and

3.9.a
Packet Pg. 105 Attachment: Resolution (2462 : AB 361 Authority for Virtual Meetings) Resolution No. XX-2022 2 of 2
WHEREAS, given the heightened risks of new omicron variants of COVID-19 in the community, holding indoor meetings with all members of the City Council, staff, and the public in attendance would pose an unnecessary and immediate health and safety risk to the attendees, even though the City has begun hybrid meetings.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO HEREBY:

1. Adopts the recitals set forth herein as findings of fact;

2. Incorporates by this reference prior City Council resolutions making the AB 361 findings necessary to continue virtual public meetings for the City Council and City Advisory Bodies during the COVID-19 State of Emergency;

3. Determines that, after having reconsidered the circumstances of the state of emergency, finds that the emergency continues to directly impact the ability of members to safely meet in person; and

4. Suspends the Brown Act teleconferencing rules in accordance with AB 361, and based on the findings and determinations herein, thereby authorizing the use of virtual meetings of the City Council and City Advisory Bodies, during the month of November 2022.

PASSED AND ADOPTED this 1st day of November 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, Acting City Clerk Valerie J. Armento, Interim City Attorney

3.9.a
Packet Pg. 106 Attachment: Resolution (2462 : AB 361 Authority for Virtual Meetings)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: November 1, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Kelly Beggs, Consultant Planner
Hansom Hom, Deputy Manager, Special Projects
Elena Lee, Planning Manager
SUBJECT: Woodland Park Euclid Improvements
Recommendation

1. Adopt a Resolution approving the General Plan Amendment (GP19-001) establishing the Neighborhood Center Overlay Land Use Designation;

2. Introduce Ordinances enacting the Development Code and Zoning Map amendments (ZC19-002) establishing the Neighborhood Center Overlay District;

3. Adopt a resolution:
- Approving the Design Review Permit (DR 19-028), Conditional Use Permit (CUP22- 003), and Tentative Parcel Map (TTM19-001) based on the findings, requirements and conditions of approval which are Attachments to the resolutions and incorporated by reference;
- Approving the Relocation Plan dated September 2022; and - Authorizing the City Manager to execute a Notice of Special Restrictions applying the City's Rent Stabilization Ordinance to 160 new/replacement units in a form approved by the City Attorney.

4. Introduce an Ordinance approving the Proposed Development Agreement for the Woodland Park Euclid Improvements Project
Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 2: Enhance Economic Vitality
Priority No. 4: Improve Public Facilities and Infrastructure Priority No. 6: Create a Healthy and Safe Community

8.1 Packet Pg. 107
Background
City Council reviewed the Woodland Park Euclid Improvements project at the September 6, 2022, September 20, 2022, and October 4, 2022 City Council meetings. On September 6, Council received staff’s presentation, the applicant’s presentation, heard public comment, and deliberated, but ultimately continued the item to the September 20, 2022 meeting, at which time it closed the public hearing. The item was continued to the October 4, 2022 City Council meeting, at which staff responses to questions raised were presented. Council adopted a resolution certifying the project’s Final Environmental Impact Report, adopting the Mitigation Monitoring and Reporting Program, and adopting a Statement of Overriding Considerations at the October 4th meeting, but continued the item to the November 1, 2022 meeting to allow for revisions to the Development Code Amendment and to add additional oversight and reporting requirements over the Relocation Plan. The recordings of the meetings, staff reports, and associated attachments can be accessed here:
− September 6, 2022 Council Meeting:
<http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1818> − September 20, 2022 Council Meeting:
<http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1819> − October 4, 2022 Council Meeting:
<http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1821> The staff reports for the September 6, 2022, September 20, 2022, and October 4, 2022 meetings are included as Attachments B, C, and D; the analysis below supplements those reports and provides further information about Development Code revisions, additional Conditions of Approval, and Relocation Plan oversight discussed by Council at the October 4th meeting. Changes are summarized in the Errata Sheet, Attachment A.

Analysis
Development Code Amendment Revisions
Per Council’s direction, the Development Code Amendment that establishes the Neighborhood Center Overlay district has been revised to narrow the properties that could apply for a rezoning to the NCO zone at some time in the future. The revised area includes the area within the Westside Area Plan zoned R-HD-5 or R-UHD bounded by West Bayshore Road, Euclid Avenue, O’Connor Street, and Manhattan Avenue and those parcels within the Westside Area Plan with frontage on Euclid Avenue, as shown below.

8.1 Packet Pg. 108
Relocation Plan
Staff received comments on the Relocation Plan from Council at the October 4th Hearing and also received public comments from tenants relayed by Councilmembers. The applicant has submitted a response letter to tenant comments on the Relocation Plan, which is included as Attachment W.

Relocation Plan Timeline
Council asked that the Relocation Plan be revised to include specific start dates for the implementation timeline (Relocation Plan page 28-29). Staff also received public comments indicating some tenants do not wish to remain in their units for a significant amount of time after approval of the Project and Relocation Plan. The applicant is willing to move tenants into their temporary units at any time. For this reason, staff recommends a condition of approval which would require the applicant to re-advertise the Optional Tenant-Requested Move (OTRM) Program and allow tenants to participate in this program until Notice of Termination of Tenancy is sent. When the Notice of Termination of Tenancy is sent, tenants will still have the option to move into a temporary unit owned by the applicant or a temporary unit of their own choosing, and to return to a right of return unit. In addition, they will have the option to receive a relocation payment after receipt of the Notice of Termination of Tenancy.

Public comment also included a request for a 3-month period for tenants to choose their temporary units and a 3-month period to move. All tenants will have one year after receipt of

8.1 Packet Pg. 109
the Notice of Termination of Tenancy to finalize their move. While the plan currently asks that tenants make their decisions about their relocation options within one month of receipt of the Tenant Choice and Replacement Apartment Notice form, tenants failing to make their choice within that time period will not be penalized and will continue to have opportunities to make their choice until closer to the actual move date. Additionally, the applicant has committed that tenants will receive a minimum of at least 90 days’ notice before the tenant is required to move. This language will be inserted on Page 28 of the Relocation Plan and is included in the Errata (Attachment A).

Relocation Plan Eligibility
Council asked that the Relocation Plan be revised to indicate the number of households eligible for benefits. The errata sheet states the number of households currently eligible for relocation benefits (those who are participating in the OTRM Program and those households currently residing at the project site, as well as the 8 additional households who will be offered a right of return unit).

The number of households is subject to change after approval of the Relocation Plan, since there currently is no precise date on which the Notice of Termination of Tenancy will be sent, and tenants who move out of their units without participating in the OTRM Program would not have access to other relocation benefits.

To address the underlying concern about attrition at the project site, staff has added two conditions of approval which require:
− Notice of project and relocation plan approval within 1 week of project approval, which will re-advertise the early optional tenant-requested move; and − Inclusion of a waiver of relocation rights, with information regarding temporary replacement housing and right of return housing as well as relocation payment amount, with any move out documentation for households which elect to leave without utilizing relocation benefits (via the applicant’s early tenant requested move program) prior to termination of tenancy notification.

Relocation Plan Oversight Board
In response to public comment at the September 20, 2022 public hearing, Council asked staff to establish an independent entity to oversee the implementation of the Relocation Plan. Staff recommends that the Rent Stabilization Board serve as the oversight body for the Relocation Plan, since the units involved are subject to the Rent Stabilization Ordinance. The Rent Stabilization Ordinance also includes procedures for petitions and hearings, and these procedures could be used should a tenant have a complaint regarding Relocation Plan implementation.
− The Relocation Plan includes notifications to Rent Stabilization Program (RSP) staff regarding Changes in Tenancy to temporary replacement units and to right of return units, as well as acceptance of relocation payments. Staff also suggests additional conditions of approval which would require:
− Transmittal of copies of all Relocation Plan communications to and from tenants to be sent to RSP staff;
− The addition of RSP contact information to all communication forms in the event of a complaint;
− Bi-monthly reporting of Relocation Plan status by the applicant to RSP staff on a form

8.1 Packet Pg. 110
approved by the Rent Stabilization Board, including which households have selected which relocation options, which remain undecided, and any households that left without utilizing benefits; and
− Submittal of information to RSP staff as requested, but at least bimonthly for first eight months of Relocation Plan implementation and quarterly thereafter, to provide informational updates to the Rent Stabilization Board on implementation of the Relocation Plan.
− The applicant to notify all affected households of each Rent Stabilization Board meeting which includes the Relocation Plan as an agenda item.

Other Issues
Other items requested by tenants have been addressed in the Errata sheet (Attachment A).

Additional issues are as follows:
− Temporary Unit Location: Tenants request temporary units on the west side of University Avenue. The Applicant believes that this is feasible and agrees to accommodate this request provided that a vacancy exists. − Garage Storage: Tenants with enclosed garages asked for private storage areas if no such area exists in their temporary or right of return units. The applicant agrees to provide this amenity on a case-by-case basis for those who request it. − Parking: Tenants expressed concern about being charged additional fees for parking at right of return units. Tenants are guaranteed the same number of parking spaces they have in their lease and would not be charged additional fees for parking. It is possible that the applicant will unbundle the parking cost from the rent as part of the TDM Plan, so that the parking charge is separate, but the overall out-of-pocket amount paid by the tenant would remain the same. For example, if someone’s rent is currently $1,000/month and parking costs $50/month, the rent could be reduced to $950 and the $50 parking fee charged separately. This allows people to opt out of a parking space should they not have a vehicle.
− Notification: Tenants have expressed concern that they may miss deadlines if notices are mailed or hand delivered. The applicant agrees to ask a head of household sign a receipt of any notices or Relocation Plan documentation, although no one can be forced to sign. The applicant also agrees to provide a copy of the Relocation Plan in English and Spanish to all eligible households.

Additional Conditions of Approval
To respond to questions and concerns raised by Councilmembers, staff is recommending incorporating the following additional Conditions of Approval into the project approval (CUP 22- 003, DR 19-028, TTM19-001).

Council reviewed the following Conditions of Approval at the October 4, 2022 Hearing:

1. The applicant shall offer a $2,000 anti-displacement incentive in the form of a rent rebate or home goods voucher to households that move into right of return units.

2. Prior to Building Permit issuance, the applicant shall contribute $150,000 to the City to be used as a rent relief fund.

3. Prior to Building Permit issuance, the applicant shall dedicate the land adjacent to the San Francisquito Creek (APN 063-471-020) along Woodland Avenue between Euclid Avenue and University Avenue to the City to serve as a public park and contribute

8.1 Packet Pg. 111
$15,000 to the City for design services. The applicant shall provide a Phase I Environmental Site Assessment prior to land dedication, verifying that the project site is appropriate for park-use.

4. The applicant shall maintain the park at the project site in perpetuity.

5. Prior to issuance of certificate of occupancy, the applicant shall make a $25,000 financial contribution to the City to support the creation of a future residential parking permit program or to fund a future TMA.

6. The applicant shall participate in Commute.org’s Certified Development Program as part of the project’s TDM plan.

7. The applicant shall partner with the City to construct a sidewalk and street lighting as required by the City from the project site along West Bayshore Road to the Water Tank site at 375 Donahoe Street. The applicant shall include sidewalk improvements with the off-site improvement plans, which are required to be submitted with building permits.

The developer’s portion of the improvement costs shall be a maximum $125,000.

8. The applicant shall install publicly accessible electric vehicle (EV) chargers within the project’s parking garage or another publicly accessible location agreed upon by the City.

The applicant shall install a minimum of four level-2 chargers and minimum of one level 3-charger.

9. The applicant shall install accessible drinking water fountains within the project site.

Council further discussed a possible condition of approval requiring a five percent increase over any in-lieu fee payment to incentivize the construction of units rather than use of the inlieu fee. This requirement is being incorporated into the Development Agreement to avoid conflicts between Conditions of Approval and Development Agreement provisions. See below for further discussion.

In addition, to address Council’s comments on Relocation Plan implementation, staff is recommending the following conditions of approval.

10.The applicant shall provide information on Relocation Plan implementation to the Rent Stabilization Board on a bi-monthly basis so the Rent Stabilization Board can oversee implementation of the Relocation Plan. Tenants may report any grievances with Plan Implementation to the Rent Stabilization Program staff so the issue may be presented to the Rent Stabilization Board for review and resolution. It is anticipated that the Rent Stabilization Board will hold bimonthly meetings on Relocation Plan implementation for the first 8 months of implementation.

11.The applicant shall provide written notification in both English and Spanish to all affected households of each Rent Stabilization Board meeting which includes the Relocation Plan as an agenda item at least 72 hours prior to the meeting.

12.During implementation of the Relocation Plan, the applicant shall provide copies of all forms sent to and received by tenants to the Rent Stabilization Program staff within one week of mailing/hand delivery or receipt.

13.During implementation of the Relocation Plan, the applicant shall provide Rent Stabilization Program staff with a bimonthly report, in a form approved by the Rent Stabilization Board, including, but not limited to, on-site occupancy (through demolition), how households have chosen to participate in the Relocation Plan (e.g. temporary apartment in Woodland Park, temporary apartment elsewhere, or relocation payment), which households remain undecided, and which households (if any) have left without utilizing relocation benefits.

14.Within one week of project approval, the applicant shall send notice of project and

8.1 Packet Pg. 112
relocation plan approval to all households at the project site and those participating in the Optional Tenant-Requested Move (OTRM) program. This notice shall readvertise the OTRM program for any households who wish to move to temporary units on a faster timetable. A copy of this notice shall be sent to Rent Stabilization Program staff.

15.The applicant shall resubmit the Relocation Plan to staff incorporating all errata changes for staff’s approval within 30 days of approval of the Plan.

16.Within three weeks of staff’s approval of the finalized Relocation Plan, the applicant shall send a copy of the Relocation Plan to all eligible households in both English and Spanish.

17.The applicant shall provide a waiver with all move out documentation for tenants who move out without participating in the OTRM program prior to being sent the notice of termination of tenancy. The waiver shall include an acknowledgement that by moving out prior to receiving notice of termination of tenancy, the tenant relinquishes rights to relocation benefits, including relocation payments, temporary replacement apartments, and right of return units. A copy of this form shall be provided to Rent Stabilization Program Staff.

Development Agreement Revisions
One revision is suggested to the Development Agreement (DA) to address issues raised by Council. Per Council’s direction, staff has added a requirement in the errata sheet that the applicant pay an additional 5% over the total in-lieu fee required if less than 89 units are constructed within the offsite affordable housing project.

Penalty for Permanent Restriction of Safety Net Units
As the DA is currently structured, if building permits for the offsite affordable housing project are not issued prior to the end of the DA’s term, the affordability restriction on the safety net units (existing units owned by the applicant in East Palo Alto) would become permanent to fulfill the project’s affordable housing requirement. Council discussed a preference to see the off-site affordable housing project constructed and expressed the need for a stronger incentive for ensuring this outcome. Staff attempted to negotiate some deterrents (such as sale of the offsite affordable housing project land to the City) with the developer, but the developer believes any deterrent will impact financing and potentially kill the project. Eden Housing, the applicant’s affordable housing partner, is a reputable housing developer with a strong track record.

Attachments
A. Errata
B. October 4, 2022 City Council Staff Report
C. September 20, 2022 City Council Staff Report
D. September 6, 2022 Staff Report
E. General Plan Amendment Resolution
F. Development Code Amendment Ordinance
G. Zoning Map Amendment Ordinance
H. Resolution Approving Project, Required Findings, and Conditions of Approval I. Ordinance Approving Development Agreement (with Development Agreement) J. Architectural Plans (Click Link Here)
K. TDM Plan and Parking Analysis

8.1 Packet Pg. 113
L. Relocation Plan
M. Affordable Housing Alternative Compliance Milestones N. Fiscal Impact Analysis
O. Community Impact Report
P. Community Involvement Strategy
Q. General Plan Consistency Analysis
R. Planning Commission Resolution
S. Planning Commission Meeting Public Comments
T. City Council Meeting Public Comments
U. Aggregated Tenant Move Information
V. Applicant Community Benefit Response Letter
W. Applicant Relocation Plan Comment Response Letter

8.1 Packet Pg. 114
Attachment A: Errata
Attachment H: Resolution Approving Project, Required Findings, and Conditions of Approval
The following conditions of approval shall be added:

1. The applicant shall offer a $2,000 anti-displacement incentive in the form of a rent rebate or home goods voucher to households that move into right of return units.

2. Prior to Building Permit issuance, the applicant shall contribute $150,000 to the City to be used as a rent relief fund.

3. Prior to Building Permit issuance, the applicant shall dedicate the land adjacent to the San Francisquito Creek (APN 063-471-020) along Woodland Avenue between Euclid Avenue and University Avenue to the City to serve as a public park and contribute $15,000 to the City for design services. The applicant shall provide a Phase I Environmental Site Assessment prior to land dedication verifying that the project site is appropriate for park-use.

4. The applicant shall maintain the 9,300 square foot park at the project site in perpetuity.

5. Prior to issuance of certificate of occupancy, the applicant shall make a $25,000 financial contribution to the City to support the creation of a future residential parking permit program or to fund a future TMA.

6. The applicant shall participate in Commute.org’s Certified Development Program as part of the project’s TDM plan.

7. The applicant shall partner with the City to construct a sidewalk and street lighting as required by the City from the project site along West Bayshore Road to the Water Tank site at 375 Donahoe Street. The applicant shall include sidewalk improvements with the off-site improvement plans, which are required to be submitted with building permits. The developer’s portion of the improvement costs shall be a maximum $125,000.

8. The applicant shall install publicly accessible electric vehicle (EV) chargers within the project’s parking garage or another publicly accessible location agreed upon by the City. If located in the public right of way, the applicant will have a maximum contribution of $50,000. The applicant shall install a minimum of four level-2 chargers and minimum of one level 3-charger.

9. The applicant shall install accessible drinking water fountains within the project park.

10.The applicant shall provide information on Relocation Plan implementation to the Rent Stabilization Board on a bi-monthly basis so the Rent Stabilization Board can oversee implementation of the Relocation Plan. Tenants may report any grievances with Plan Implementation to the Rent Stabilization Program staff so the issue may be presented to the Rent Stabilization Board for review and resolution. It is anticipated that the Rent Stabilization Board will hold bimonthly meetings on Relocation Plan implementation for the first 8 months of implementation.

8.1.a
Packet Pg. 115 Attachment: Errata (2461 : Woodland Park Euclid Improvements)

11.The applicant shall provide written notification in both English and Spanish to all affected households of each Rent Stabilization Board meeting which includes the Relocation Plan as an agenda item at least 72 hours prior to the meeting.

12.During implementation of the Relocation Plan, the applicant shall provide copies of all forms sent to and received by tenants to the Rent Stabilization Program staff within one week of mailing/hand delivery or receipt.

13.During implementation of the Relocation Plan, the applicant shall provide Rent Stabilization Program staff with a bimonthly report, in a form approved by the Rent Stabilization Board, including, but not limited to, on-site occupancy (through demolition), how households have chosen to participate in the Relocation Plan (e.g. temporary apartment in Woodland Park, temporary apartment elsewhere, or relocation payment), which households remain undecided, and which households (if any) have left without utilizing relocation benefits.

14.Within one week of project approval, the applicant shall send notice of project and relocation plan approval to all households at the project site and those participating in the Optional Tenant-Requested Move (OTRM) program. This notice shall readvertise the OTRM program for any households who wish to move to temporary units on a faster timetable. Copy of this notice shall be sent to Rent Stabilization Program staff.

15.The applicant shall resubmit the Relocation Plan to staff incorporating all errata changes for staff’s approval within 30 days of approval of the Plan.

16.Within three weeks of staff’s approval of the finalized Relocation Plan, the applicant shall send a copy of the Relocation Plan to all eligible households in both English and Spanish.

17.The applicant shall provide a waiver with all move out documentation for tenants who move out without participating in the OTRM program prior to being sent the notice of termination of tenancy. The waiver shall include an acknowledgement that by moving out prior to receiving notice of termination of tenancy, the tenant relinquishes rights to relocation benefits, including relocation payments, temporary replacement apartments, and right of return units. A copy of this form shall be provided to Rent Stabilization Program Staff.

Attachment I: Ordinance Approving Development Agreement (with Development Agreement)
Section 4.5.2(d) of the Development Agreement shall be revised as follows (additional language shown in underline):
“The Parties anticipate that, based on the anticipated estimated size of an OffSite AH Parcel, the AH Developer would construct approximately between 70-89 Off-Site AH Units thereon. If the AH Developer’s planning application for the OffSite AH Units is for fewer than 20% of the Net New Units (the “Minimum Off-Site AH Units”), then Developer shall be required to pay to the City upon issuance of building permits for dwelling units in the Project, with respect to each Minimum Off-Site AH Unit not then constructed, an in-lieu fee in the amount of the inclusionary housing in-lieu fee amount in effect at the time of issuance of the

8.1.a
Packet Pg. 116 Attachment: Errata (2461 : Woodland Park Euclid Improvements) first building permit for the Project, based on the Guidelines Calculation (the “AH In-Lieu Fee”), plus an additional five percent (5%) of the AH In-Lieu Fee for each of the Minimum Off-Site AH Units not constructed. If the AH Developer has not submitted planning applications for the Off-Site AH Units before issuance of the first building permit for the Project because of the occurrence of one or more of the types o” events described within the definition of Permitted Delay in Section

1.1.25 (together, “AH Force Majeure”), Developer shall pay the AH In-Lieu Fee at the time such planning applications are submitted but in no event later than the issuance of the first Certificate of Occupancy for the Project. For avoidance of doubt, the AH In-Lieu Fee is intended to cover the difference between the number of Off-Site AH Units actually constructed on the Off-Site AH Parcel and the number of AH Units that would otherwise be required under the City AH Regulations to meet the requirement for 20% On-Site AH Units. The total amount of AH In-Lieu Fees payable under this Section 4.5.2(d) shall be adjusted to reflect any variance in the number of AH Units actually constructed on the OffSite AH Parcel at the time that building permits are issued for the Off-Site AH Units and also to reflect any Safety Net Units (defined in Section 4.5.3) that remain occupied by households ineligible to occupy an Off-Site AH Unit. Any adjustment to the AH In-Lieu Fees will be further adjusted once a Safety Net Unit tenant ineligible for an Off-Site AH Unit vacates the Safety Net Unit or their income exceeds that specified in Section 4.5.3(i).”
Attachment L: Relocation Plan

1. Page 8: The following text shall be inserted at the end of the first paragraph on the page: “As of approval of this Relocation Plan, 93 households are eligible for Relocation Benefits under this plan, including 58 households within the Euclid Improvements Area, 27 households who have relocated to their Replacement Apartment early as part of the Optional Tenant Requested Move program, and 8 households which left between the date Woodland Park announced the Euclid Improvements (December 2018) and date Woodland Park sent the final, signed relocation commitments to all affected households (October 2019).”

2. Page 20: The following text shall be inserted after the heading “2.) Rent Level”:
“Tenants who use their garage for storage will be offered alternative storage space with both their Replacement Apartment and Right of Return Apartment.”

3. Page 26: After heading E, the following text shall be inserted: “Upon handdelivery, the individual shall also request signature from head of household of receipt of the communication. The recipient of the written communications may refuse to provide signature.”

4. Page 28: The following shall be inserted at the end of the first paragraph on page 28: “Tenants will have a minimum of 90 days after receiving the Tenant Choice and Replacement Apartment Notice to select their Replacement Apartment and move out of their existing units.”

8.1.a
Packet Pg. 117 Attachment: Errata (2461 : Woodland Park Euclid Improvements)

5. Page 32: A Notice of Relocation Plan Approval (without Notice of Termination of Tenancy attachment) and Optional Tenant Requested Move Reminder to be inserted after Page 32 of the Relocation Plan.

6. The following Rent Stabilization Program staff contact information shall be added to all tenant communications:

If you would like to file a formal complaint regarding the implementation of the Relocation Plan to be heard at a Rent Stabilization Board Hearing, please contact the City’s Rent Stabilization Program Staff:

East Palo Alto Rent Stabilization Program:
2415 University Avenue, 2nd Floor
East Palo Alto, CA 94303
650-853-3157
650-853-3114
[email protected]

8.1.a
Packet Pg. 118 Attachment: Errata (2461 : Woodland Park Euclid Improvements)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: October 4, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Kelly Beggs, Consultant Planner
Elena Lee, Planning Manager
Hansom Hom, Deputy Manager, Special Projects
SUBJECT: Woodland Park Euclid Improvements
Recommendation

1. Adopt a resolution:
- Certifying that the Final Environmental Impact Report (FEIR) has been done in compliance with the California Environmental Quality Act (CEQA); - Adopting a Mitigation, Monitoring and Reporting Plan pursuant to Public Resources Code 21000 and the CEQA Guidelines (California Code of Regulations, Title 14, Section 15000);
- Adopting a Statement of Overriding Considerations;
- Directing the Community and Economic Development Director to File a Notice of Determination within five working days of adoption pursuant to Section 15075 of the CEQA Guidelines

2. Adopt a Resolution approving the General Plan Amendment (GP19-001) establishing the Neighborhood Center Overlay Land Use Designation;

3. Introduce Ordinances enacting the Development Code and Zoning Map amendments (ZC19-002) establishing the Neighborhood Center Overlay District;

4. Adopt a resolution:
- Approving the Design Review Permit (DR 19-028), Conditional Use Permit (CUP22- 003), and Tentative Parcel Map (TTM19-001) based on the findings, requirements and conditions of approval which are Attachments to the resolutions and incorporated by reference;
- Approving the Relocation Plan dated September 2022; and - Authorizing the City Manager to execute a Notice of Special Restrictions applying the City's Rent Stabilization Ordinance to 160 new/replacement units in a form approved by the City Attorney.

8.1.b
Packet Pg. 119 Attachment: October 4, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements)

5. Introduce an Ordinance approving the Proposed Development Agreement for the Woodland Park Euclid Improvements Project
Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 2: Enhance Economic Vitality
Priority No. 4: Improve Public Facilities and Infrastructure Priority No. 6: Create a Healthy and Safe Community
Background
City Council reviewed the Woodland Park Euclid Improvements project at the September 6, 2022, and September 20, 2022 City Council meetings. On September 6, Council received staff’s presentation, the applicant’s presentation, heard public comment, and deliberated, but ultimately continued the item, including a limited public hearing, to the September 20, 2022 City Council meeting, at which time staff responses to questions raised on September 6 were presented. The recordings of the meetings, staff reports, and associated attachments can be accessed here:
• September 6, 2022 Council Meeting:
<http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1818> • September 20, 2022 Council Meeting:
<http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1819> The staff reports for the September 6, 2022 and September 20, 2022 meetings are included as Attachments A and B; the analysis below supplements those reports and provides further information about the Relocation Plan implementation and possible additional Conditions of Approval discussed by Council at the September 20th meeting.

Analysis
Relocation Plan Implementation
Council and members of the public discussed the public outreach surrounding the Relocation Plan. In addition to the outreach that has been conducted to date, the Relocation Plan requires additional outreach throughout implementation, including additional resident meetings to promote education and understanding of the relocation program, multiple community meetings to be held both on weekdays and weekends, and a staffed information booth on multiple weekend days. Additional meetings will be held related to each phase, which also will include weekday and weekend meetings and an informational booth. The Final Relocation Commitments will be provided to all households in English and Spanish following Council’s decision on the Plan. The applicant has contracted with Autotemp to develop and implement the relocation plan.

Additional Conditions of Approval
City Council asked staff to work with the applicant to respond to additional community benefits suggested at the September 20, 2022 meeting. The original community benefits proposed

8.1.b
Packet Pg. 120 Attachment: October 4, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) included:
• New public park
• Community Function Space
• Bus Stop Improvements
• Water tank and infrastructure Improvements
• Storm Drainage Improvements
• Dedication of Roadway
The original community benefits proposal has an estimated value of approximately $7.3 million after deducting the proposed fee credits. Additional community benefits suggested by Councilmember Romero (with edits by staff to provide specificity), estimated costs, and the applicant’s response or modification are outlined below for Council’s consideration. The applicant’s response letter is also included as Attachment W.

Additional Community
Benefit
Est. Cost Applicant Response/
Modification
Modified
Est.

Cost
1 The applicant shall offer a
$4,000 anti-displacement
incentive in the form of a rent
rebate or home goods
voucher to households who
move into right of return units.
$279,000
($3,000
increase * 93
potential
households)
The applicant has
proposed a $2,000
anti-displacement
incentive in the form of
a rent rebate or home
goods voucher to
households that move
into right of return
units.
$93,000
($1,000
increase * 93
potential
households)
2 The applicant shall contribute
$750,000 to a rent relief fund.
$750,000 The applicant has
proposed that the
future $480,000 -
$800,000 per year
payment of gross
receipts taxes be
placed in a special rent
relief fund, consistent
with the Gross
Receipts Tax
ordinance.
$0
3 The applicant shall contribute
$500,000 to fund the
Woodland watermain and
Intertie project between the
City of East Palo Alto and the
City of Palo Alto. If the funds
are requested prior to the
issuance of the building
permit, the funds shall be
provided as an interest-free
loan for 20 years, to be
forgiven upon building permit
issuance.
$450,000 The applicant has
responded that they
are unable to provide
the capital for the Palo
Alto water intertie in
addition to the cost of
the new water tank.

Staff Comment: While
the applicant has
offered the option of
eliminating the water
tank to provide the
intertie contribution,
$0

8.1.b
Packet Pg. 121 Attachment: October 4, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) Additional Community
Benefit
Est. Cost Applicant Response/
Modification
Modified
Est.

Cost
Staff Comment: Public works
staff has noted that $450,000
is sufficient to cover the cost
of the Emergency Intertie
Project (The original request
was for $500,000).
this substitution will not
provide adequate fire
water pressure to the
project site. The water
intertie project would
be in addition to the
water tank and is not a
substitute for the water
tank.
4 Prior to Building Permit
Issuance, the applicant shall
dedicate the land adjacent to
the San Francisquito Creek
(APN 063-471-020) along
Woodland Avenue between
Euclid Avenue and University
Avenue to the City to serve as
a public park and contribute
$15,000 for design services.

Staff Comment: Staff has
added a $15,000 contribution
in addition to the land
dedication to assist the City
with designing the park.
$115,000 –
$365,000
($100,000-
$350,000
(land value)
+ $15,000
(design))
The applicant has
agreed to contribute
the land on Woodland
Ave (between
University Ave and
Euclid Ave) to support
the SFCJPA creek
project’s neighborhood
improvements at
Building Permit
Issuance.

Staff Comment: Staff
also requests that the
applicant fund and
implement project
design, outreach and
improvements in
coordination with San
Francisquito Creek
Joint Powers Authority.
$100,000 -
$350,000
(land value)
5 The applicant shall maintain
the park at the project site in
perpetuity.
-- The applicant agrees
and this is included in
the Development
Agreement.
--
6 The applicant shall make a
financial contribution to
support the creation of a
future residential parking
permit program or fund a
future TMA.

Staff Comment: Staff
estimates that hiring a
consultant to conduct
outreach and develop a
residential parking permit
program will be approximately
$200,000.
$200,000 The applicant has
agreed to pay $25,000
to contribute to the
establishment of a
residential parking
permit program, for
which they would seek
a fee credit against the
Transportation Impact
Fee.
$0
7 The applicant shall obtain
certification of participation
with Commute.org.
-- The TDM plan
proposes “certified
participation in
--

8.1.b
Packet Pg. 122 Attachment: October 4, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) Additional Community
Benefit
Est. Cost Applicant Response/
Modification
Modified
Est.

Cost
Commute.org, or
equivalent program
such as a TMA.”
8 The applicant shall construct
a sidewalk from the project
site along West Bayshore
Road to the Water Tank site
at 375 Donahoe Street.

Staff Comment: To
implement this request, the
applicant would be required to
conduct a survey and submit
sidewalk improvement plans
with the project’s offsite
improvement plans. The
sidewalk network along West
Bayshore Road is
fragmented, but an
approximately 1,000-foot
segment does not have
sidewalks. The applicant
would also be required to
provide lighting where the City
identifies deficiencies.
$250,000 The applicant has
proposed to provide
some funding for
improved sidewalks
near the project area
as determined by the
Public Works
department, if credited
against the
Transportation Impact
Fee.
$0
9 The applicant shall install
public electric vehicle (EV)
chargers along Euclid
Avenue. The applicant shall
install a minimum of four
level-2 chargers and minimum
of one level 3-charger.
$100,000 The applicant has
agreed either to
provide publicly
accessible EV
chargers within the
project’s off-street
parking garage or to
coordinate with Public
Works to provide onstreet EV charging at a
maximum cost of
$50,000 so long as it is
considered a specific
streetscape or frontage
improvement above
City standards that
could be credited
against the
Transportation Impact
Fee.
$0
10 The applicant shall install
(drinking) water fountains
within the project site
$10,000 The applicant has
agreed to install water
fountains within the
property.
$10,000
11 The applicant shall pay an
additional 5% over the total
$0-
$246,050*
The applicant has
indicated that they
$0

8.1.b
Packet Pg. 123 Attachment: October 4, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) Additional Community
Benefit
Est. Cost Applicant Response/
Modification
Modified
Est.

Cost
in-lieu fee required by the
Development Agreement
(Ordinance No_____).
cannot pay an
increased in-lieu fee.

Total: $2,154,000 -
$2,765,050
$203,000 -
$453,000
* In lieu fee additional sum is based on the range of units that may be constructed at the offsite Affordable Housing Project (70-89 units, minimum of 70 units must be constructed and for any units less than 89 constructed, in-lieu fee must be paid).

As described above, in several instances, the applicant is proposing to construct an improvement or contribute funding (such as the sidewalk improvements, Residential Parking Permit Program funding, or on-street EV chargers) if they receive a credit against the Transportation Impact Fee. These proposals are estimated to have no value, as the project is obligated to pay Impact Fees, and Impact Fees do not qualify as community benefits. Should Council accept the fee credit proposals, funding that would usually be directed into the Capital Improvement Program would be diverted towards the specific improvements associated with the Woodland Park Euclid Improvements project.

Attachments
A. September 20, 2022 Staff Report
B. September 6, 2022 Staff Report
C. CEQA Resolution, Findings of Fact and Statement of Overriding Considerations, Mitigation, Monitoring, and Reporting Program
D. Draft EIR
E. Final EIR
F. General Plan Amendment Resolution
G. Development Code Amendment Ordinance
H. Zoning Map Amendment Ordinance
I. Resolution Approving Project, Required Findings, and Conditions of Approval J. Ordinance Approving Development Agreement (with Development Agreement) K. Architectural Plans (click link here)
L. TDM Plan and Parking Analysis
M. Relocation Plan
N. Affordable Housing Alternative Compliance Milestones O. Fiscal Impact Analysis
P. Community Impact Report
Q. Community Involvement Strategy
R. General Plan Consistency Analysis
S. Planning Commission Resolution
T. Planning Commission Meeting Public Comments
U. City Council Meeting Public Comments
V. Aggregated Tenant Move Information
W. Applicant Response Letter to 9/20 Council Discussion

8.1.b
Packet Pg. 124 Attachment: October 4, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: September 20, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Kelly Beggs, Consultant Planner
Elena Lee, Planning Manager
Hansom Hom, Deputy Manager, Special Projects
SUBJECT: Woodland Park Euclid Improvements
Recommendation

1. Adopt a resolution:
- Certifying that the Final Environmental Impact Report (FEIR) has been done in compliance with the California Environmental Quality Act (CEQA); - Adopting a Mitigation, Monitoring and Reporting Plan pursuant to Public Resources Code 21000 and the CEQA Guidelines (California Code of Regulations, Title 14, Section 15000);
- Adopting a Statement of Overriding Considerations;
- Directing the Community and Economic Development Director to File a Notice of Determination within five working days of adoption pursuant to Section 15075 of the CEQA Guidelines

2. Adopt a Resolution approving the General Plan Amendment (GP19-001) establishing the Neighborhood Center Overlay Land Use Designation;

3. Introduce Ordinances enacting the Development Code and Zoning Map amendments (ZC19-002) establishing the Neighborhood Center Overlay District;

4. Adopt a resolution:
- Approving the Design Review Permit (DR 19-028), Conditional Use Permit (CUP22- 003), and Tentative Parcel Map (TTM19-001) based on the findings, requirements and conditions of approval which are Attachments to the resolutions and incorporated by

8.1.c
Packet Pg. 125 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) reference;
- Approving the Relocation Plan dated September 2022; and - Authorizing the City Manager to execute a Notice of Special Restrictions applying the City's Rent Stabilization Ordinance to 160 new/replacement units in a form approved by the City Attorney.

5. Introduce an Ordinance approving the Proposed Development Agreement for the Woodland Park Euclid Improvements Project
Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 2: Enhance Economic Vitality
Priority No. 4: Improve Public Facilities and Infrastructure Priority No. 6: Create a Healthy and Safe Community
Background
City Council reviewed the Woodland Park Euclid Improvements project at the September 6, 2022 City Council Meeting. Council received staff’s presentation, the applicant’s presentation, heard public comment, and deliberated, but ultimately continued the item, including a limited public hearing, to the September 20, 2022 City Council Meeting. The recording of the meeting and staff report and associated attachments can be accessed here:
http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1818 The staff report for the September 6, 2022 meeting also is included as Attachment A, and the analysis below supplements that report and responds to unresolved issues and questions from the September 6th meeting.

Analysis
NCO Zoning District
Consistency with the Westside Area Plan and General Plan Council asked staff how the implementation of the Neighborhood Center Overlay (NCO) District is consistent with the General Plan and the Westside Area Plan. The increased height and intensity of development allowed under the NCO District requires an amendment to the General Plan and accompanying amendments to the Development Code and Zoning Map.

However, Westside Area Plan Goal W-5 and other policies acknowledge that increases in height and intensity over existing zoning may be considered for future developments if certain requirements are met. Goal W-5 states, “The long-term development of new buildings and a new street network to improve housing opportunities and improve quality of life. Intent: To establish a long-term process and framework for future development, to establish clear prerequisites and parameters for any future increases in density and height on the Westside over what is currently allowed in zoning, and to ensure that the community’s vision for the Westside is maintained in the long term” (emphasis added).

8.1.c
Packet Pg. 126 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) The only mechanism by which a project can increase residential density and associated development standards over existing zoning is the amendment of an existing zoning district, rezoning to a higher intensity zoning district, or rezoning to a new zoning district (unless the applicant uses the State Density Bonus, which limits the City’s discretion and allows a certain number of concessions over development standards depending upon the amount of affordable housing provided). Associated amendments to the General Plan and/or General Plan Land Use Map also are required for consistency. Because the Westside Area Plan clearly sets forth a process and requirements for increases in intensity, the amendments to increase intensity are not inconsistent with the Westside Area Plan. The Westside Area Plan does not set forth a maximum allowable increase in intensity over existing zoning and only sets height maximums for certain areas of the Westside (Westside Area Plan Policy 5.14), which do not include the project site.

The Westside Area Plan does require new developments to provide community benefits. For example, Guiding Policy 11, states “Ensure that new development pays its fair share. New development on the Westside should be required to provide community benefits for Westside and East Palo Alto residents via the leveraging of the Westside’s assets for the maximum benefit of the community.” Policies 5.3 and 5.4 require that developments requesting increases in intensity support the development of new parks, open spaces, infrastructure, and community facilities. The project’s community benefit package includes these benefits through provision of a publicly accessible park, inclusion of a community room, and upgrades to City infrastructure including a new water tank, pump house, and storm drain upgrades.

NCO District Applicability and Required Determinations
Council expressed concern about future development projects requesting application of the NCO District. Staff responded by explaining that any future rezoning could only occur through additional legislative actions for Development Code and Zoning Map amendments in addition to other approvals and processes for major development projects, including preliminary applications required by East Palo Alto Municipal Code Chapter 18.82.030, which are reviewed by Council. In addition, in any instance of perceived conflict between the Development Code and the General Plan, the General Plan policies prevail.

To address the concerns about future NCO requests, staff has strengthened the Development Code’s integration with the General Plan, including the following changes:
• Staff added
language directly
stating that the NCO
Zone may only be
applied to the area
designated by
General Plan Figure
11-12 as eligible for
increases in
intensity on a
project-by-project
basis (shown in
blue)
• Staff added
language restricting

8.1.c
Packet Pg. 127 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) the application of the NCO district to parcels that do not adjoin low density or medium density residential zones and parcels that are not located near the San Francisquito Creek.

Additionally, in response to Council’s request, staff has strengthened the requirement for income-restricted affordable housing to require consistency with the City’s Inclusionary Housing ordinance within the required determinations of the Development Code Amendment.

Development Agreement
Gross Receipts Tax Applicability
Council asked if the Development Agreement would exempt the project from paying a gross receipts tax that is before the electorate in November. Staff determined that if the tax is approved by the voters, the tax will apply to the proposed project. The definition of “Impact Fee” in the Development Agreement explicitly excludes taxes and assessments (Section

4.3.3). The “Freeze Period” in the Development Agreement, which freezes the amount of fees to what is existing when the freeze begins, only applies to Impact Fees.

Preference for Woodland Park Residents at Offsite Affordable Housing Project Language has been added to Section 4.5.3 of the Development Agreement to include a preference for households which, as a result of the Project, were required or elected to move to alternative housing and which are beneficiaries of the Relocation Plan. If such a household desires to reside in the offsite affordable housing, they would have to meet eligibility requirements for tenancy.

Increase the Affordable Housing Requirement
Council discussed increasing the affordable housing obligation from the alternative compliance proposal of 20% of net new units plus rent stabilized units (89 units, minimum 70 off site new units with additional in-lieu fee payment and 160 rent stabilized units on site) to a 25% net new unit requirement, of which any excess in required over constructed units could be met by an inlieu fee payment. The objective is to further incentivize the construction of more units in the offsite affordable housing project or provide the City with additional funds for affordable housing development elsewhere. The developer indicated in conversations with staff that the approximately $5.7 million difference between a 20% and 25% obligation (if met by in-lieu fee payment) would not be financially feasible for the project.

Relocation Plan
Moving Assistance Payments
Council asked if the moving assistance payments would be provided both for move out when a household moves out of an existing unit at Woodland Park and move in when that household returns to their right of return unit. Page 48 and 61 of the Relocation Plan offer the moving assistance options at both move out of existing units and move into a right of return unit.

Relocation Payment Amounts
Council asked how relocation payment amounts would be calculated for members of an extended family that live together in one household. The Ellis Act Ordinance (EPAMC Chapter

14.08) sets forth payment amounts and procedures for relocation payments.

Per EPAMC Section 14.08.060(A)(1), “Each tenant of any residential rental unit who is required to move as a result of the owner's withdrawal of the accommodation from rent or

8.1.c
Packet Pg. 128 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) lease shall be entitled to a relocation payment from the owner. Only adults and emancipated minors occupying the rental unit at the time of service on the tenants of the notice of intent to withdraw the units from rent or lease shall be entitled to a relocation payment.” The Ordinance defines Tenant as a renter, tenant, subtenant, lessee, or sublessee of a rental unit, or successor to a renter's interest, or any group of tenants, subtenants, lessees or sublessees of any rental unit, or any other person entitled to the use or occupancy of such rental unit and includes a former tenant displaced by the withdrawal of an accommodation from rent or lease.

Pursuant to Section 14.08.060(A)(1) each adult member of a household would be entitled to a relocation payment regardless of how many adult members of the household reside in the unit, as long as such adult household member is entitled to use and occupy the rental unit. Whether each adult member of a household is entitled to use and occupy the rental unit will depend upon application of the Rent Stabilization Ordinance which provides that it is not a lease violation for certain relatives to move in with a tenant.

Section 14.08.060 (A)(2) provides that certain qualified tenants are entitled to relocation payments. Qualified Tenants include a person less than 18 years of age who is a dependent.

Qualified Tenants are entitled to additional modified relocation payments, so children under the age of 18 would be eligible for a relocation payment as a Qualified Tenant. The amount for Qualified Tenants is approximately $3,300. Other Qualified Tenants are those who are lowincome, disabled, elderly and terminally ill, as defined in Section 14.08.030.

Resident Census
Council asked the status of a resident census requested at a previous Council Study Session.

Staff updated the table below, which shows prior and current occupancy at the Woodland Park Euclid Improvements Area. This table was presented at the February 15, 2022, City Council meeting. As described by the applicant, after the decision to undertake the proposed project was made, units that became vacant were not marketed for rent again, and thus, occupancy has fallen at the project site since 2017. In response to concerns of displacement from Council, the applicant added a right of return option for eight households who moved away from the Euclid Improvements area between project announcement (December 2018) and the date Woodland Park sent the final, signed relocation commitments to all affected households (October 2019).

Table 1: Woodland Park Euclid Improvements Area Occupancy Statistics Total
Households
Occupancy
%
Occupancy History of Units within Euclid
Improvements Area
2016 150 94%
2017 147 92%
December 2018 115 72%
January 2022 Occupancy Breakdown
January 2022: Occupied Units within Euclid
Improvements Area or within Relocation Apartments
87 54%
within Improvements Area 61 38%
within Relocation Apartment as part of Tenant
Requested Move (TRM)
26 --

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Packet Pg. 129 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) Total
Households
Occupancy
%
Occupancy History of Units within Euclid
Improvements Area
January 2022: Households No Longer Residing
within the Euclid Improvements Area or Relocation
Apartments
28 --
TRM Households that left Relocation Apartments in
2020
3 --
Households that have left Improvements Area since
Dec. 2018
25 --
September 2022 Occupancy Breakdown
September 2022: Occupied Units within Euclid
Improvements Area or within Relocation Apartments
85 53%
within Improvements Area 58 36%
within Relocation Apartment as part of TRM 27
September 2022: Households No Longer Residing
within the Euclid Improvements Area or Relocation
Apartments
30 TRM Households that left Relocation Apartments in
2020
3 Households that have left Improvements Area since
Dec. 2018
27 Since the February 2022 meeting, two households have left the Euclid Improvements Area, and one household has participated in the optional tenant move program. Eighty-five households are currently eligible for relocation benefits as current tenants, and eight households which left between the date Woodland Park announced the Euclid Improvements (December 2018) and date Woodland Park sent the final, signed relocation commitments to all affected households (October 2019) are eligible for Right of Return units.

The applicant shared tabulated results from a survey that tenants fill out at move-out that provides tenants’ reasons for leaving the Euclid Improvements Area. This aggregated data was included in the packet for the February 2022 meeting on the Relocation Plan and is included here as Attachment U. The applicant is only able to share tabulated data because of privacy and confidentiality concerns, especially as information shared with the City is subject to California Public Records Act requests. The aggregated data indicates that of the households that moved out of the Euclid Improvement Area since the applicant acquired the property, the most common reasons for leaving were:
• Relocate City / State (12%)
• Moved to Another Community (12%)
• Job Transfer or Job Loss (12%)
• Bought or rented home/condo (7%)
• Closer to work/school (7%)
All aggregated data is available in Attachment U.

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Packet Pg. 130 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements) TDM Plan
Council asked staff several questions regarding the Transportation Demand Management (TDM) Plan. In response, staff has worked with the applicant to eliminate the erroneous reference to affordable housing as a TDM measure given that the project’s income restricted affordable housing will be located off-site. Council also asked why the developer gets such a high number of points (6.5 points) for unbundling parking. The point amount is set by the Residential TDM Program Guidelines, Exhibit A of the TDM Program Guidelines, adopted by Council on June 1, 2021. Unbundled parking is assigned a high point allotment due to efficacy of the measure. Council is able to require additional TDM measures at its discretion. The applicant also is required to participate in a TMA (if formed) by Condition of Approval 17.

Attachments
A. September 6, 2022 Staff Report
B. CEQA Resolution, Findings of Fact and Statement of Overriding Considerations, Mitigation, Monitoring, and Reporting Program
C. Draft EIR
D. Final EIR
E. General Plan Amendment Resolution
F. Development Code Amendment Ordinance
G. Zoning Map Amendment Ordinance
H. Resolution Approving Project, Required Findings, and Conditions of Approval I. Ordinance Approving Development Agreement (with Development Agreement) J. Architectural Plans (click link here)
K. TDM Plan and Parking Demand Analysis
L. Relocation Plan
M. Affordable Housing Alternative Compliance Milestones N. Fiscal Impact Analysis
O. Community Impact Report
P. Community Involvement Strategy
Q. General Plan Consistency Analysis
R. Planning Commission Resolution
S. Planning Commission Meeting Public Comments
T. City Council Meeting Public Comments
U. Aggregated Tenant Move Information

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Packet Pg. 131 Attachment: September 20, 2022 City Council Staff Report (2461 : Woodland Park Euclid Improvements)

EAST PALO ALTO

CITY COUNCIL

STAFF REPORT
DATE: September 6, 2022
TO: Honorable Mayor and Members of the City Council
VIA: Patrick Heisinger, Interim City Manager
BY: Kelly Beggs, Consultant Planner
Elena Lee, Planning Manager
SUBJECT: Woodland Park Euclid Improvements
Recommendation

1. Adopt a resolution:
- Certifying that the Final Environmental Impact Report (FEIR) has been done in compliance with the California Environmental Quality Act (CEQA); - Adopting a Mitigation, Monitoring and Reporting Plan pursuant to Public Resources Code 21000 and the CEQAGuidelines (California Code of Regulations, Title 14, Section 15000);
- Adopting a Statement of Overriding Considerations;
- Directing the Community and Economic Development Director to File a Notice of Determination within five working days of adoption pursuant to Section 15075 of the CEQA Guidelines

2. Adopt a Resolution approving the General Plan Amendment (GP19-001) establishing the Neighborhood Center Overlay Land Use Designation;

3. Introduce Ordinances enacting the Development Code and Zoning Map amendments (ZC19-002) establishing the Neighborhood Center Overlay District;

4. Adopt a resolution:
- Approving the Design Review Permit (DR 19-028), Conditional Use Permit (CUP22- 003), and Tentative Parcel Map (TTM19-001) based on the findings, requirements and conditions of approval which are Attachments to the resolutions and incorporated by reference;
- Approving the Relocation Plan dated September 2022; and - Authorizing the City Manager to execute a Notice of Special Restrictions applying the City's Rent Stabilization Ordinance to 160 new/replacement units in a form approved

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Packet Pg. 132 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) by the City Attorney.

5. Introduce an Ordinance approving the Proposed Development Agreement for the Woodland Park Euclid Improvements Project
Alignment with City Council Strategic Plan
This recommendation is primarily aligned with:

Priority No. 2: Enhance Economic Vitality
Priority No. 4: Improve Public Facilities and Infrastructure Priority No. 6: Create a Healthy and Safe Community
Proposal and Project Detail
The Applicant is seeking City approval of the following Project, as described in Table 1:

TABLE 1: PROJECT DATA
Project Element Detail/Description
Applicant / Owner Woodland Park Communities/Sand Hill Property Company (“Applicant,” “Developer”)
Location 2001 Manhattan Avenue and 375 Donahoe Street
(“Site”, “Property”)
Assessor’s Parcel Numbers (APN) Mixed-Use Development Site: Avenue/063-281-020, - 030, -040, -100, -110; 063-282-010, -020, -030, -040, - 050, -060, -070, -080 and -090
Water Tank Site: 375 Donahoe Street/ 063-148-110, -
120, -130
Size of Site 3.92 acres
Existing Use Multi-family residential
General Plan Designation High Density Residential and Urban Residential Existing Zoning R-HD-5; R-UHD
Surrounding Zoning C-O, R-HD-5, C-N and R-UHD
Special Designation None
Requested Entitlements
• General Plan Amendment
• Development Code and Zoning Map Amendment
• Design Review Permit
• Conditional Use Permit for Demolition of
Affordable Units
• Certification of an Environmental Impact Report
• Adoption of CEQA Findings and Statement of
Overriding Considerations
• Tentative Map
• Development Agreement
Number of Stories / Height Bldg. 1: 9 – 13 stories/ 88-135 feet Bldg. 2: 13 stories/ 135 feet
Bldg. 3: 5 stories/ 55 feet
Residential Units 605 units
Number of Parking Spaces 625 spaces
Number of Bicycle Parking Spaces 324 long-term; 45 short-term Developer Seeking Deviations from Yes, increases in height and residential density;

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Packet Pg. 133 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) TABLE 1: PROJECT DATA
Project Element Detail/Description
Existing Requirements? decreases in setbacks and required off-street parking Background
In January 2019, Woodland Park Communities/Sand Hill Property Company (“Applicant”) submitted a Planning pre-application for the Project. Following the preapplication review process, the Applicant formally submitted a Planning application in September 2019. Since 2020, the City Council and Planning Commission have held multiple Study Sessions regarding different aspects of the Project (e.g. infrastructure, affordable housing, urban design), as described below:
• May 6, 2019: Planning Commission Pre-application Study Session http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1227 • February 25, 2020: City Council Study Session
http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1068 • September 10, 2020: City Council Study Session on Inclusionary Housing Plan http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1316 • October 6, 2020: City Council Study Session on Inclusionary Housing Plan http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1284 • November 19, 2020: City Council Study Session on Infrastructure http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1340 • February 23, 2021: City Council Study Session on Inclusionary Housing Plan and Fiscal Impact Report
http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1357 • June 22, 2021: City Council Study Session on Inclusionary Housing Plan http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1403 • July 26, 2021: Planning Commission Draft EIR Public Hearing http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1369 • October 5, 2021: City Council Study Session on Inclusionary Housing Plan http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1427 • November 30, 2021: City Council Study Session on Tenant Relocation Plan http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1458 • February 15, 2022: City Council Study Session on Tenant Relocation Plan http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1488 • June 27, 2022: Planning Commission Policy and Action Discussion http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1832 • July 25, 2022: Planning Commission Public Hearing on Project http://eastpaloalto.iqm2.com/Citizens/Detail_Meeting.aspx?ID=1855 The project details, including the Draft EIR (DEIR), Final EIR (FEIR), and Fiscal Impact Analysis are available at the project website:
https://www.cityofepa.org/planning/project/woodland-park-euclid-improvements-generalplan-amendment-zoning-amendment-and Pursuant to East Palo Alto Municipal Code (EPAMC) Section 18.82.020, the Planning Commission made a recommendation to City Council for certification of the FEIR and

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Packet Pg. 134 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) approval of the legislative actions for the project, consisting of General Plan Amendment, Development Code Text/Zoning Map Amendments, and Development Agreement. According to EPAMC Section 18.86.060, if an application usually subject to determination by the Planning Commission is filed concurrently with a discretionary land use application that requires Council approval, the decision over all entitlements is made by the higher authority, the City Council. Therefore, the City Council is also the approval authority for the Design Review, Conditional Use Permit, and Tentative Map applications for the project.

Planning Commission and City Council authority over this project’s various aspects is shown below.

TABLE 2: Authority over Entitlement
Approval
Planning
Commission
City Council
Quasi-Judicial Permits and Actions
Conditional Use Permit Recommend Decide
Design Review Recommend Decide
EIR Recommend Certify
CEQA Findings and Statement of Overriding
Consideration
Recommend Adopt
Tentative Map Recommend Decide
Legislative Actions
Development Agreement Recommend Decide
Development Code Text/Zoning Map
Amendment
Recommend Decide
General Plan Text/Map Amendments Recommend Decide
Plans and Reports
Tenant Relocation Plan (WSAP Policy 5.5 and

5.10)
Informational Decide
Community Impact Report (WSAP Policy 5.5) Informational Decide Fiscal Impact Analysis Informational Informational
Existing Conditions
The subject properties consist of 15 buildings with a total of 161 existing residential units. The majority of the existing buildings are approximately 50 years old, with a few structures that are up to 100 years old. Existing structures range from one to four stories in height and have a simple architectural style. The buildings are part of the larger Woodland Park community, which consists of mostly of multiple-family residential uses in an established residential neighborhood. Surrounding land uses are also primarily residential, with some local serving neighborhood commercial, as described in Table 3 below. The Four Seasons Hotel/University Circle complex, a mix of office and hotel uses, is located immediately to the southeast.

TABLE 3: Existing Uses Surrounding the Project Site
Direction General Plan Designation Zoning District Existing Use North
High Density Residential R-HD-5 2- and 3- story multiple-family residential
US 101
South High Density Residential R-HD-5 2-story multiple-family residential

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Packet Pg. 135 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) TABLE 3: Existing Uses Surrounding the Project Site
Direction General Plan Designation Zoning District Existing Use Neighborhood Commercial C-N Laundromat, Grocery store
East Office C-O Four Seasons Hotel
University Circle Office Complex
West High Density Residential R-HD-5 3-story multiple-family residential Urban Residential R-UHD 2-story multiple-family residential Project Description
Proposed Buildings
As proposed, the project would merge 14 individual parcels into two parcels on both sides of Euclid Avenue. The existing individual buildings on these parcels would be demolished and three new buildings would be constructed, as shown in the figure below.

The project would be divided into two main sections on both sides of Euclid Avenue.

The south side of Euclid would contain most of the development, including residential structures with a lobby/common area, central parking garage, community space/neighborhood serving retail and open space/park area.

BLDG 2
BLDG 3
BLDG 1

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Packet Pg. 136 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) Building 1 ranges in height from nine levels with a height of approximately 85 feet to 13 levels with a height of 120 feet to roof level (130 feet to parapet). This building wraps around the central parking garage on three sides and includes ground floor retail and community function space along the O’Connor Street frontage. Building 1 connects to Building 2 with elevated walkways at Levels 3 through 9. Building 2 is 13 levels in height and approximately 120 feet at the roof level and 135 feet to top of parapet. North of Euclid Avenue is Building 3, a single residential building with a lobby area and community garden space. This building is five levels and approximately 55 feet in height.

Access, Circulation and Parking
The project would maintain the local circulation network without altering existing routes or traffic flow. A 625-space central parking garage would be located in the center of the project with main garage access off Manhattan Avenue, resulting in fewer driveway access points along local roads. 52 on-street parking spaces would be provided on Manhattan and Euclid avenues to optimize and increase street parking. Drop off zones are provided near building entrances. Pedestrian access would be provided through common plaza areas and perimeter sidewalks enhanced with landscaping.

Existing sidewalks would be maintained on both sides of the street and additional improvements would be constructed to improve pedestrian facilities adjacent to the project. These improvements include constructing high visibility crosswalks along Euclid Avenue at O’Connor Street and O’Keefe Street and bulb-outs for the north leg of the intersection of Euclid Avenue and O’Connor Street. The project would provide a highvisibility crosswalk with appropriate traffic calming measures at the intersection of O'Connor Street and Manhattan Avenue to connect the project to the University Circle complex, to facilitate greater neighborhood connection and to provide a convenient path for nearby residents to access the future University Avenue pedestrian and bike overpass. The project would also include bicycle parking for residents, employees, and customers.

Landscaping, Open Space, and Tree Protection and Removal The project is proposing a combination of Common Open Space, Private Open Space and Publicly Accessible Open Space. Common Open Space is shared area for the use of residents and guests, while Private Open Space includes enclosed areas adjoining individual units reserved for the exclusive private use of residents (such as balconies, decks, porches, etc.). The project will provide 13,807 square feet of private open space and 47,233 square feet of common open space. In addition, a 9,300 square-foot park would be located at the southwest corner of the project site, which would be publicly accessible, but owned, operated, and maintained by the applicant. The applicant will dedicate a public access easement over the park to the City or enter into a license agreement to provide public access.

Landscaping within the site plan and along perimeter streets would consist of trees, groundcovers, perennials, and shrubs. Tree species include white ash, marina strawberry, blue oak, red push pistache, kindred spirit oak and ironwood. 40 existing trees would be preserved on the project site, and 26 trees are proposed for removal, 21 of which are protected. Protected trees proposed for removal fall within proposed building footprint and infrastructure improvement areas. 42 new trees are proposed to be planted as part of the project’s landscaping plan. New trees would be 24” box size

8.1.d
Packet Pg. 137 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) specimens.

Tree removal was analyzed in the Environmental Impact Report. The threshold for protected trees and replacement tree standards would remain the same under the City’s new Tree Protection Ordinance, which takes effect October 1, 2022.

Water Storage Tank
The City has sufficient water supply to serve the project, however, a 1.5-million-gallon steel water storage tank located at 375 Donohoe Street would be constructed concurrent with the project to improve fire flow and pressure to the project, as well as the extended City system. The tank and related infrastructure and points of connection would be funded and constructed by the applicant. This tank and related pump infrastructure would tie into the existing water system to service the project and improve water system performance City-wide as a public benefit. Connections for service to the project currently exist within public rights of way and would be upgraded as necessary to service the project’s demands. Several new points of connection will be required to existing infrastructure in Euclid Avenue, Manhattan Avenue, O’Connor Street and West Bayshore Road. Construction would include installation of a 14-inch water main from the tank site, continuing within Donohoe Street and West Bayshore Road, ultimately connecting to upsized 12-inch mains that surround the project site. The project would install 1,090 linear feet of new or upsized 14-inch pipe, and 1,700 feet of upsized 12- inch pipe.

Applicant Community Outreach Meetings
The applicant implemented a robust community outreach plan, including a website and newsletter to regularly communicate with residents and the public. The applicant held 32 community meetings, information booths, and small group listening sessions prior to submittal of the proposed project application as well as five additional community meetings and information sessions following application submission. The applicant also has a community newsletter and a separate project website (nodisplacement.com) which allows the community to view project updates, including a video update shared during the pandemic and a recorded Zoom community meeting, and the project team’s contact information for comments, questions, and suggestions. Community feedback focused on displacement prevention, relocation, housing stability, parking/mobility, safety, community change, neighborhood beautification, project amenities, public open space, and street design.

June 27, 2022 Planning Commission Policy and Action Meeting Staff gave a presentation on the Project as a Policy and Action Item at the June 27, 2022 Planning Commission Meeting to provide the Commission with a preview of the project and learn what information would be helpful to Commissioners moving towards a decision-making meeting. The Commission discussed the following topics:
• Water Tank. The Commission asked the Applicant and staff to post public notice signage at the water tank site and to provide more information and graphics depicting the 1.5-million-gallon tank. The Applicant posted signage at the site for subsequent meetings. Updated site plans and renderings are included with the revised plans.

Notices were mailed to all residents and property owners within 600 feet of the water tank site for subsequent meetings. Staff clarified at the meeting that the water tank will not connect to the aquifer. The tank would be 90 feet in diameter and would be 32 feet in height. Mitigation Measure AES-2.2 requires landscape screening of the water tank

8.1.d
Packet Pg. 138 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) with native, taller species or trees to provide a visually appealing screen as viewed from the roadway and surrounding land uses after construction, as well as construction screening.
• Relocation Benefits. The Commission asked who was eligible for relocation benefits and what would occur if a tenant with a growing family needed a larger unit. o Eligibility. Three groups of tenants are eligible to move into a right of return unit after the Project has been constructed:
 Existing tenants who have participated in the Applicant’s early move program. These tenants have chosen to move out of the Euclid Improvements area early to other units in the Woodland Park Community.  Existing tenants who have not moved out of the Euclid Improvements area.
 Tenants who moved out of the Euclid Improvements area between the date Woodland Park announced the Euclid Improvements (December 2018) and date Woodland Park sent the final, signed relocation commitments to all affected households (October 2019). There are 8 households in this situation, and the extension of the right of return apartment to those households has been made in response to Council’s requests and to protect against the possibility that a household that vacated due to incomplete information would be prevented from long-term residency in East Palo Alto.
o Unit size. Units are required to be comparable in size in terms of square footage and in the number of bedrooms. While the applicant indicated a willingness to work with tenants if a larger unit was needed, those units would not be guaranteed at a below-market rent.
• Height and intensity of proposed development. The Commission discussed the buildings’ height and intensity and its impact on the existing neighborhood character.

The Applicant responded noting that the taller buildings are intentionally located closer to US 101 and the University Circle campus and that the tallest building is equal in height to the Four Seasons Hotel. The smaller five-story building is located to provide a transition in height down to the surrounding residential area.

July 25, 2022 Planning Commission Public Hearing
The Planning Commission adopted a resolution (Attachment R) recommending approval of the project and its entitlements at the July 25, 2022, Public Hearing (Ayes: 4; Noes: 2; Absent: 1; Abstain: 1). The Commission discussed the following topics:
• Parking and Traffic. The Commission discussed parking and traffic as major areas of concern. The Applicant’s Transportation Demand Management (TDM) Plan will be subject to Condition of Approval 29, which requires approval prior to building permit issuance. As described below, the Applicant’s TDM Plan includes reduced parking as a TDM measure (1.1 spaces per residential unit), and the Applicant’s parking study showed that the proposed parking supply will meet residential parking demand even before implementation of other TDM measures. In addition, the project will make a fair share contribution to intersection improvements that would improve the intersection operations to an acceptable Level of Service (LOS) function or otherwise improve preproject conditions. The Commission was also concerned about the potential loss of onstreet parking. The commission also discussed a permit parking program to better regulate street parking.
• Construction Impacts. The Commission discussed construction impacts to the

8.1.d
Packet Pg. 139 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) neighborhood, especially focusing on air quality and asthma, as well as other public health outcomes. The project’s operational and construction impacts on Air Quality were analyzed under the project’s EIR and were found to be less than significant with mitigation. The project’s Mitigation, Monitoring, and Reporting Program includes measures and conditions of approval requiring management of construction dust, construction equipment requirements to lessen air pollution, and noise control measures. These measures have been included as Conditions of Approval.

Public comments were made at the hearing regarding the following topics:
• Water tank information availability and safety
• Parking issues in neighborhood
• Support for additional housing with expansion of rent controlled units and incomerestricted affordable units • Support for project’s transportation and climate benefits and lower parking ratio than County average
• Ensuring strong labor standards and apprenticeships
• Tenant comments supporting project approval due to new/improved housing units, employment for the community, and aesthetic improvements Written public comments submitted prior to or during the Planning Commission meeting are included as Attachment Q.

Analysis
General Plan and Development Code Amendments
The project includes an amendment to the Development Code and General Plan to create a Neighborhood Center Overlay (NCO) designation to increase density and building heights beyond the currently allowed standards in the High Density Residential (HDR) and Urban Residential (UR) land use designations for the Project site. Amendments to the Development Code and General Plan are provided in full in Attachments D and E. The NCO Zone would be available to projects in the Westside Area on a project-by-project basis. Any application for a zone change requires approval by City Council and consistency with the Westside Area Plan prerequisites and policies described below.

The NCO designation would support development of higher density housing and encourage mid-rise and high-rise residential development with neighborhood-serving commercial and community uses at the ground floor. Permitted uses would be the same as those in the R-HD and R-UHD zoning districts, with the addition of neighborhood service uses at the ground floor as a permitted use rather than a conditionally permitted use.

Table 4 provides a comparison of the existing zoning districts to the proposed overlay zone, as well as the proposed project’s development standards.

TABLE 4: Existing and Proposed Zoning Comparison
Development
Standard R-HD-5 R-UHD
Applicant’s
Proposed
NCO Zone
Proposed
Project
Staff
Recommended
Changes to
NCO Zone
Maximum
Density 44 du/acre 86 du/acre 180 du/acre 175 du/acre 175 du/acre

8.1.d
Packet Pg. 140 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) TABLE 4: Existing and Proposed Zoning Comparison
Development
Standard R-HD-5 R-UHD
Applicant’s
Proposed
NCO Zone
Proposed
Project
Staff
Recommended
Changes to
NCO Zone
Setbacks
Front 15 feet 20 feet 5 feet 9-12 feet
Side/Street
Side
10 feet/15
feet
10 feet/15
feet 5 feet 10-85 feet
Rear 20 feet 20 feet 5 feet 10-20 feet 10 feet
Rear
Adjoining
R-LD or RMD
Zone
N/A (Does not
adjoin R-LD or
R-MD)
20 feet
Height
5 stories or
50 feet,
whichever
is greater
7 stories or
75 feet,
whichever is
greater
15 stories or
135 feet,
whichever is
greater
Bldg. 1: 9-13
stories/ 88-130
feet
Bldg. 2: 13
stories/ 135
feet
Bldg. 3: 5
stories/ 55 feet
13 stories or
140 feet,
whichever is
greater
Common/
Private Open
Space
150 sf/unit 100 sf/unit 100 sf/unit 100 sf/unit
Parking
1 space per studio unit

1.5 spaces per 1-bedroom
unit

1.8 spaces per 2-bedroom
unit
2 spaces per 3 to 4-
bedroom unit
1 space per
unit
1 space per
unit
Per Chapter

18.30 unless
modified by a
TDM plan, as
set forth in
Section

18.30.100, or
Conditional Use
Permit
As shown in the last column of Table 4 above, staff made several modifications to the applicant’s proposed amendments within the General Plan and Development Code Amendments to reduce intensity and increase context-sensitivity for future development applications seeking the NCO Zone. Those changes include:
• Reducing the maximum residential density from 180 dwelling units per acre to 175 dwelling units per acre;
• Increasing the rear setback to 10 feet;
• Adding an increased rear setback requirement of 20 feet for projects with rear yards adjacent to residential low density or medium density zones; • Reducing the height limit as measured in stories from 15 to 13 stories; and • Requiring that future projects either comply with the Development Code’s existing offstreet parking requirements or request parking reductions through TDM Plan modifications to requirements or through Conditional Use Permits.

Even with those changes, the proposed NCO Zone would increase intensity of development on the project site compared to existing regulations. The Westside Area

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Packet Pg. 141 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) Plan sets forth a process and requirements for projects that request increases in intensity above existing general plan and zoning regulations, as described below.

Westside Area Plan Consistency with Policies for Increasing Intensity The Westside Area Plan (WSAP) provides prerequisites and a process for new developments that increase intensity over allowed zoning in Policies 5.2-5.5. Further general plan consistency analysis is included in Attachment P.

WSAP Policy 5.2
WSAP Policy 5.2 states development projects proposing increases in intensity “must undergo a rigorous public process and meet the anti-displacement goals of this Chapter and all other applicable City policies and regulations.” The project has undergone a rigorous public process to date with over 12 public meetings, in addition to applicant-led community outreach prior to entitlement hearings. The tenant relocation plan and right of return for existing tenants meet the WSAP’s anti-displacement goals.

WSAP Policy 5.3
WSAP Policy 5.3 sets forth the following prerequisites:
• Prevents displacement of existing residents.

The project would provide right of return units as well as temporary units for all existing residents at consistent sizes and rents. The applicant will provide an anti-displacement incentive in the form of a rent rebate for all tenants who move into their right of return units.
• Provides for some income-restricted affordable housing.

The project would provide income-restricted affordable housing for households earning 35 to 60 percent of area median income (AMI) at an offsite location and provide an inlieu fee payment for any units constructed less than 89 units. • Preserves “right of return” for existing residents.

The project would preserve right of return for existing residents consistent with the requirements of the Westside Area Plan.
• Maintains the City’s rent stabilization program.

The project would construct 160 rent-controlled units, replacing demolished rentcontrolled units on a one-for-one basis. (There are 161 units proposed for demolition on the project site, one of which is a single-family home not subject to rent control.) • Includes new parks and open spaces or contributes to the provision of new parks and open spaces if it is a single project.

The project includes a new publicly accessible 9,300-square foot park. • Improves streets and infrastructure or contributes to the provision of new streets and infrastructure if it is a single project.

The project includes a water tank to improve fire flow and pressure to the project as well as the extended City system. The final details, materials, and design of the tank would be subject to future approval by the City. Street landscaping improvements and bus shelter improvements also are included.
• Improves the fiscal health of the City.

A fiscal impact analysis showed the project would have a positive net impact on the City of East Palo Alto’s General Fund, resulting in an estimated $1,109,000 in annual General Fund revenues in excess of the estimated annual General Fund expenditures. • Beautifies the area.

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Packet Pg. 142 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) The project would add street trees, renovate streets to add additional parking spaces, replace aging structures with new high-quality buildings, and add parks and open space, consistent with the Westside Area Plan.

WSAP Policy 5.4
WSAP Policy 5.4 Sets forth the development process for increased intensities as follows:
• For areas on the north side of University Avenue or south of Clark Avenue to San Francisquito Creek, proposed increases in intensity over the currently allowed zoning intensity may be approved on a project-by-project basis. These projects shall be required to meet the policies set forth in this document in addition to any other city policies and shall be required to enter into a development agreement and/or pay fees to support the development of new parks, open spaces, infrastructure and community facilities necessary to support a higher level of development on the Westside.

The project is located on the north side of University Avenue and is in the “project-byproject” basis category, as listed on WSAP Figure 11-12 below. The proposed NCO zoning district would be applied for on a project-by-project basis, and any new development seeking to apply this zone to a site would be required to meet the requirements of the Westside Area Plan and other City policies and receive City Council approval. An analysis of the project’s consistency with the General Plan is presented in Attachment P.

WSAP Policy 5.5
WSAP Policy 5.5 sets forth the following application requirements for projects requesting increased intensities. These requirements have also been incorporated into the proposed

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Packet Pg. 143 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) Development Code Amendment as required findings in the NCO Zone:
• Proposed general plan and zoning for each parcel, including uses, building heights, and maximum development intensities.

The general plan designation and zoning for each parcel would be the current designation or district with the NCO suffix to indicate the NCO overlay zone which has a maximum building height of 13 stories or 140 feet.
• Development program that identifies parcel-by-parcel information on existing and proposed uses.

Sheet A100 of the project plans (Attachment I) includes parcel by parcel information on existing uses and sheet A101 identifies proposed uses.
• Affordable housing plan, including the amount, levels of affordability and location of each housing unit.

The project’s affordable housing plan is included in Section 4.5 of the Development Agreement. The project will meet the City’s Inclusionary Housing ordinance through provision off-site affordable housing and alternative compliance, as described below, and 160 units will be rent controlled at the project site. • Relocation plan for existing tenants that incorporates policies 5.10, 5.11, and 5.12 of this chapter.

The project includes a tenant relocation plan that addresses policies 5.10, 5.11, and

5.12 of the Westside Area Plan by providing existing tenants with the right of return to a unit of the same size and affordability, providing temporary housing, and providing moving and relocation services at no cost to the tenant. The application also includes a housing and neighborhood amenities, consistent with policy 5.12. • Fiscal impact analysis for the City
The fiscal impact analysis is included in Attachment M and described below. • Description and analysis of how the City’s rent stabilization program may be continued in the future, including sources of funding.

The Rent Stabilization Program is funded by annual registration fees paid on a per-unit basis on each rent-stabilized unit in the City. The project would replace every rentcontrolled unit on a one-for-one basis to ensure the ongoing viability of the Rent Stabilization Program and sustain the Rent Stabilization Program’s funding at its existing level. By maintaining the scope of the program and its funding source, the Euclid Improvements proposal would help sustain the program. • Park and open space plan, including the number, acres and locations of new parks and open spaces (or contribution to parks and open spaces for singleparcel projects).

The project will provide a new 9,300 square foot publicly accessible park. • A water supply assessment with guarantees of long-term water availability and new sources of water.

The applicant provided a water supply assessment, and long-term water availability was also evaluated in the Environmental Impact Report. The EIR found that the project would have sufficient supplies through all water years. The off-site water tank would improve water system storage and fire flow.
• Infrastructure improvement plan, including detailed information on all infrastructure and utilities (or contribution to Westside infrastructure improvements).

The project includes upgrades to storm drain lines, a new 1.5-million-gallon water tank, streetscape, sidewalks, and bike and pedestrian infrastructure. Plan sheets C.2 and C.4 include details on these improvements.

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Packet Pg. 144 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) • Street network plan, including proposed street cross sections.

No new streets are proposed as part of the project.
• Community Impact Report that details how the project applicant will satisfy the prerequisites for increases in intensity or change in use in Policy 5.3.

The applicant’s community impact report is included as Attachment N. As described above, the project meets the prerequisites for increases in intensity or changes in use. • Community involvement strategy.

The applicant’s community involvement strategy is included as Attachment O and includes bilingual community engagement around relocation commitments and project design since 2017.
• Any additional information and level of detail requested by the City to ensure that the proposed project meets the vision of the community.

Site Design and Architectural Standards
The project has been designed to comply with the proposed NCO development standards as well as with the existing Site Design and Architectural Standards for Multiple-Family Residential Zones, set forth by EPAMC Section 18.10.040(D), as described below. Please see Attachment I for a copy of the architectural drawings submitted for the Project.

The main entries to the multiple-family development are clearly delineated and identifiable and are easily accessible for pedestrians from the public street. Individual entries to townhouse units are accessible from the street or enclosed corridors are provided for units on upper levels. Parking is consolidated into one garage to minimize driveways conflicting with pedestrian circulation and optimize on street parking. The building is designed to wrap the parking garage, which minimizes the visual impact of the project’s parking area. Driveways and drive aisles meet or exceed the minimum width required by EPAMC Section 18.30.090, and circulation is provided for both vehicles and pedestrians throughout the site. The Project also provides a combination of private and common usable open space.

The greater height and density of the development is oriented towards the University Circle Complex and US 101, with the smaller scale Building 3 transitioning into the neighborhood’s existing development. The architectural design features contrasts in building sizes and shapes. The taller high-rise structures of Building 2 have a more modern appearance with smoother textures, more steel and glass, cement board, lighter colors, and more vertical design elements. The lower-height residential buildings incorporate warmer, darker colors and richer textures including textured concrete with vine cover, vertical wood siding, brick veneers and painted perforated metal screening.

The facades are articulated, with recesses for courtyards, and blank walls are avoided along public rights-of-way. The roof design is compatible with the building’s modern style, and roof-mounted mechanical equipment is screened from view from public rightsof-way and adjacent properties by materials architecturally compatible with the structure they serve.

The landscaping plans include planting 42 24-inch box replacement trees and complete re-landscaping of the project site’s frontage on Manhattan Avenue, Euclid Avenue, O’Connor Street, and West Bayshore Road.

Tentative Parcel Map

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Packet Pg. 145 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) The application for the proposed project includes a Tentative Parcel Map, which would merge the nine parcels on the east side of Euclid Avenue into one parcel and the five parcels on the west side of Euclid Avenue into a second parcel. The Tentative Parcel Map would dedicate additional right of way to the City that was previously under private ownership, since under current conditions parcel lines for some parcels extent to street centerlines along O’Connor Street and Euclid Avenue.

Parking Analysis
Per EPAMC Section 18.30.100, off-street parking requirements can be modified by a project’s TDM Plan. The applicant provided an analysis of parking demand with the TDM plan (Attachment J), which found the amount of parking provided (625 spaces) exceeds parking demand (592 spaces) from the residential portion of the proposed project and the non-residential parking demand would be satisfied by on-street parking.

The City’s consultant has peer reviewed and verified this study.

Utility Service and Improvements
Fire Water Pressure
As described above, the project includes the construction of a 1.5-million-gallon water tank and pump station to serve both the project site and to improve water system performance City-wide as a public benefit. As shown on Sheet WT-001 of Attachment I, the water tank would be approximately 90 feet in diameter and 32 feet in height. As required by Mitigation Measure AES-2.2, the tank is required to be screened both during construction and operation. The operational screening must be a combination of fencing and vegetation to soften and screen the appearance of the water tank and related improvements, with native, taller species or trees to provide a visually appealing screen as viewed from the roadway and surrounding land uses.

The final tank design, materials, and landscape screening will be subject to future approval by the City and Menlo Park Fire as set forth in Conditions of Approval 25 and 69.

Sanitary Sewer
The East Palo Alto Sanitary District (EPASD) stated the sanitary sewer conveyance system (e.g., sanitary sewer pipes and pump stations) downstream of the project site does not have capacity to handle flows from additional development. The applicant will be required to obtain all required permits including a Will Serve letter from the EPASD prior to the issuance of a building permit. As described below, EIR Mitigation Measure UTIL-3.1 requires that the project make a fair share contribution for construction of physical sewer line improvements (pipe upgrades) immediately downstream of the project, provide fair share funding toward system wide sanitary sewer system improvements, or a reasonable combination of both to adequately serve the site’s sanitary sewer demand.

Affordable Housing and Tenant Relocation Benefits
Affordable Housing
The project will provide both 160 on-site rent-controlled units, as well as up to 89 off-site income restricted units to comply with the City’s Inclusionary Housing Ordinance through alternative compliance, as described by EPAMC Section 18.37.080. For alternative compliance options, the inclusionary housing requirement is increased from 20% to 25% of net new units (111.25 units for this project). However, section 18.37.080(D) states that a developer may propose a different alternative compliance option, which the approval body may approve if the alternative compliance will provide greater public benefit than would provision of the inclusionary units on-site. The Development Agreement Ordinance (Attachment H) includes this required finding, which can be made due to the preservation of on-site rent-controlled units

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Packet Pg. 146 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) and the provision of off-site income-restricted units.

The applicant’s proposal includes construction of 70 to 89 affordable housing units (89 units is 20% of the 444 net new units) by an affordable housing developer at an off-site location. The Applicant will donate the land for the Off-Site Affordable Units to an affordable housing developer and provide gap financing. A per unit in-lieu fee payment would be made to the City if less than 89 affordable housing units are constructed at the off-site location. The project would replace the site’s existing rent-controlled units on a one-for-one basis, including a total of 160 rent-controlled units in the proposed project. Some of the rent-controlled units would serve as right of return units for existing tenants (see discussion below).

The Applicant proposes the combination of rent-controlled units on site, which would provide housing security for new and existing tenants, in addition to off-site affordable units to meet the required finding of achieving a greater public benefit than on-site inclusionary housing, as described by EPAMC 18.27.080. The Development Agreement (see Section 4.5) includes both the Affordable Housing Plan and the Inclusionary Housing Plan.

Tenant Relocation Plan
The Applicant’s Relocation Plan was reviewed by City Council at its November 30, 2021, and February 15, 2022, meetings; it was revised according to City Council feedback. The resolution approving the project (Attachment G) includes Council approval of the Relocation Plan.

Per the Applicant’s Plan (Attachment K), all current tenants will have three options:

1. Remain at Woodland Park in a Temporary Apartment with Right of Return. The applicant will provide another unit in the neighborhood for the tenant, and the tenant will have the right to return to a newly constructed unit at the project site.

2. Move Elsewhere with Right of Return. The tenant may find temporary housing independently and retain the right to return to a newly constructed unit at the project site.

3. Move Elsewhere, Waive Right of Return, and Receive Relocation Payment. The tenant can choose to waive the right of return and receive a relocation payment. Tenants who select this option will still have access to the moving assistance options described below.

Rent levels, off-street parking spaces, and number of bedrooms would be consistent among Existing Apartments, Temporary Apartments, and Right of Return Apartments provided by the applicant.1 Temporary Apartments would be located within one mile of Existing Apartments.

Tenants will have three choices regarding moving options:

1. Woodland Park will pay for and arrange moves within East Palo Alto. The services of a licensed mover will be provided at no cost. The licensed mover will be insured and will use its own boxes to pack and move all of the tenant’s belongings.

2. Tenant can arrange for and pay a mover. Woodland Park will reimburse the tenant’s actual moving costs up to the amount of $3,303.61 when the tenant provides receipts for the moving expense. (Amount subject to CPI increase.)
1 Existing Apartment: one of the 160 existing rent-controlled apartments within the Euclid Improvements Area; Temporary Apartment: interim existing apartment in move in condition within one mile of the Euclid Improvements Area; Right of Return Apartment:
newly constructed rent-stabilized unit within the new development project at the Euclid Improvements Area

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Packet Pg. 147 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements)

3. Tenants may move themselves and receive a moving assistance payment of $1,982.16. (Subject to CPI increase.)
In addition to City requirements and in response to Council feedback, the applicant will:
• Provide a $1,000 anti-displacement incentive in the form of a rent rebate or housing goods voucher for tenants who move into to Right of Return units; and • Offer Right of Return units to tenants who moved out of the Euclid Improvements area between the date Woodland Park announced the Euclid Improvements (December 2018) and date Woodland Park sent the final, signed relocation commitments to all affected households (October 2019) to ensure that no displacement occurred due to a lack of awareness of relocation benefits.

Economic Impact
Upfront Obligations Associated with Development of the Project The Project will be required to pay all related Development Impact Fees, as shown in Table 5. Many of these Fees are paid directly to the City of East Palo Alto, but there are other impact fees that are paid directly to other taxing entities. Impact Fees for other taxing entities are not included in Table 5 below and include School Impact Fees and Sanitary District Impact Fees. School impact fees are estimated to be over $1.5 million for the proposed project. The East Palo Alto Sanitary District (EPASD) is in the process of adopting new impact fees as of the writing of this report, which are estimated at over $7 million for the proposed project based on a fee set forth in an EPASD staff report published for the August 30, 2022 board meeting.

TABLE 5: Estimated Development Impact Fees and In-lieu Fees for the Project Fee Category Estimated Fee
Inclusionary Housing In-lieu Feea $3,626,000
Parks/Trails $1,446,106
Public Facilities $2,536,118
Storm Drainage $311,417
Water Capacity Fee $2,539,494
Transportation Impact Fee $938,926
Intersection Improvement Fair Share Contribution $159,613 Total Local Impact Fees $11,557,674
a. Based on assumption that off-site affordable housing project will include 75 units Additionally, the Applicant will apply for fee credits, which would reduce the fee amounts by providing physical improvements, as permitted by the Municipal Code, as follows:
• a credit against the water capacity fee and public facility fee for the water tank and pump station
• a credit against the storm drainage fee for the cost of storm drainage infrastructure improvements to reduce storm water impacts and discharge rates • a credit against transportation impact fee for specific streetscape or frontage improvements, including on-street parking that increases the number of on-street stalls beyond what would be provided with parallel parking, bike lanes, and other transportation infrastructure, above City standards
• a credit against parks and trails fees for the cost of constructing the Park Space

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Packet Pg. 148 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) The credit amounts will be determined closer to Building Permit issuance.

Annual Obligations and Fiscal Impact Analysis
The Fiscal Impact Analysis (see Attachment M), prepared by the Applicant’s consultant Economics and Planning Systems (EPS) and peer-reviewed by the City’s consultant Keyser Marston Associates, concludes the proposed Project is projected to have a positive net impact on the City of East Palo Alto’s General Fund, resulting in an estimated $ 1,109,000 in annual General Fund revenues in excess of the estimated annual General Fund expenditures required for the City to provide services to the project. This analysis included the offsite affordable housing project component.

Development Agreement and Community Benefits
The application for the proposed project includes a Development Agreement. The Development Agreement process is regulated by EPAMC Chapter 18.108. A Development Agreement is a voluntary contract between a local jurisdiction and property owner that details obligations of both parties, specifies standards and conditions that will govern development of property, locks in current City land use regulations for a set time, and can be used to negotiate community benefits. The proposed Development Agreement is for a term of seven years with automatic extension of five years if the applicant submits a complete application for a building permit within the seven-year term; it also outlines the project’s Community Benefits.

Community Benefits are added value a developer provides to the City beyond what is required by City codes, policies, regulations and the master fee schedule. Westside Area Plan Policy 5.4 specifically requires applicants requesting increases in intensity to enter into a development agreement and/or pay fees to support the development of new parks, open spaces, infrastructure and community facilities necessary to support a higher level of development on the Westside.

The Applicant proposes material and beneficial Community Benefits discussed in Table 6 below that are incorporated into the Development Agreement. As described above, the Applicant intends to apply for credits to impact fees for some items that are considered community benefits. The last column in Table 6 describes the interaction between the fee credit and community benefit.

TABLE 6: Proposed Community Benefits
Item Description Fee Credit Relationship
New public
park
The applicant will provide a new 9,300 square
foot park, which will be available for use by the
public free of charge in perpetuity between 8:00
a.m. and sunset. The applicant will be
responsible for maintenance of the park, and
the public’s right to access the park will be
formalized through the dedication of a public
access easement or execution of a license
agreement.

Fee credit: The cost of
constructing the Park Space
will be credited against the
Project’s required parks and
trails development impact
fees.

Community Benefit: Public
access easement (or license)
over the Park Space, as well
as the Developer's obligation
to maintain the Park Space

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Packet Pg. 149 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) TABLE 6: Proposed Community Benefits
Item Description Fee Credit Relationship
Community
Function
Space
The applicant will pay for, construct, and
maintain an approximately 2,500 square-foot
Community Function Space as a multi-use
space appropriate for City functions or events,
and for community groups to use for meetings,
events, educational purposes, cultural
celebrations, and similar gatherings. The
Community Function Space shall be built out to
include finished flooring, drop down or open
concept ceilings, bathroom for the exclusive
use of guests of the community room, audio
and visual equipment, furniture, fixtures and
equipment, and other features appropriate for
the purpose of the space. The Community
Function Space will be available for use by the
community and City between the hours of 8am
and 10pm free of charge and community users
will have priority status to reserve the space
over building tenants when reservations are
made more than 10 days in advance of the use
of the community room.

None
Bus Stop
Improvements
Applicant will build a high-quality bus shelter,
including wind and rain screening and transit
schedule information, on O’Connor Street near
Euclid Ave. It is intended to be served by
SamTrans routes 81, 280, and 281 and
Ravenswood City School District school buses.

None
Water tank
and
infrastructure
Applicant will construct a 1.5 million gallon
water tank and pump system, in coordination
with City of East Palo Alto Public Works and
Menlo Fire District, to improve the overall water
conveyance, supply, and pressure in the
neighborhood. The tank, pump system and the
land will be transferred to the City.

Fee credit: A portion of this
new infrastructure will be
credited against the water
capacity fees and public
facilities fees
Community Benefit: The
cost incurred by the
Developer in excess of the
required water capacity fees
and public facilities fees are
considered a community
benefit
Storm
Drainage
Improvements
Applicant will build storm drainage
infrastructure improvements in the Projectadjacent street segments of Euclid Ave., O’Connor Street, Manhattan Ave, and/or West
Bayshore Ave consistent with the existing City
of East Palo Alto Storm Drain Master Plan to
reduce storm water impacts and discharge
rates, up to a maximum cost of $500,000
Fee credit: A portion of the
cost of constructing the storm
drainage improvements will
be credited against storm
drainage fees
Community Benefit: The
remaining value of the
improvement will be a
community benefit.

Dedication of
Roadway
Applicant will dedicate approximately 20,350
square feet (roughly ½ acre) of land to the City
of East Palo Alto, along the entire frontage of
O’Connor Street between Manhattan Ave and
None

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Packet Pg. 150 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) TABLE 6: Proposed Community Benefits
Item Description Fee Credit Relationship
Euclid Ave, and a portion of the frontage of
Euclid Ave between O’Connor Street and West
Bayshore Road. This includes existing
roadway, sidewalk, and building-related open
space.

As described above, the Development Agreement is functioning as the Affordable and Inclusionary Housing Agreement for this project and includes specific requirements related to the development of the off-site affordable housing project (see Section 4.5).

The Development Agreement sets forth the following:
• Affordability levels: Sets the affordability levels for the off-site units (25% of such units available to and rented at rents affordable to 35% AMI households; 50% of such units available to and rented at rents affordable to Very Low Income Households up to 50% AMI; and 25% of such units available to and rented at rents affordable to Low Income Households (up to 60% AMI)). • Number of units: Sets forth the number of units (70-89) to be constructed on the off-site parcel and payment of the in-lieu fee to account for any units not constructed.
• Timing: The planning application for the off-site units must be submitted to the City prior to issuance of building permits for the principal Project, and building permits for the off-site units are required to be pulled at or before the City's issuance of the first Certificate of Occupancy for the principal Project, or:
o Safety Net Units: If building permits have not been pulled for the off-site affordable units at the time of first Certificate of Occupancy for the principal Project, the Applicant is required to place affordability restrictions on existing vacant units in the developer's portfolio until the off-site affordable project is constructed. Households occupying these units would be transferred to the off-site affordable project after construction is complete.

For further information on the requirements associated with the safety net units, see Attachment L.

Required Findings
The Applicant is requesting a General Plan Amendment, Development Code Amendment, Design Review, Conditional Use Permit, and Tentative Map for the construction of a new mixed-use residential development. The required findings for each of these entitlements are noted below, and expanded analysis is presented in Attachment G.

Findings for General Plan Amendments (EPAMC Sec. 18.114.060(A)) • The amendment is internally consistent with all other provisions of the General Plan. • The proposed amendment will not be detrimental to the public interest, health, safety, convenience or welfare of the City.
• The affected site is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle access, and public services and utilities and is served by highways and streets adequate in width and improvement to carry the kind and quantity of traffic the proposed

8.1.d
Packet Pg. 151 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) use would likely generate, to ensure that the proposed use(s) and/or development will not endanger, jeopardize, or otherwise constitute a hazard to the property or improvements in the vicinity in which the property is located.

Findings for Development Code and Zoning Map Amendments (EPAMC Sec. 18.114.060(B)) • The proposed amendment is consistent with the General Plan and any applicable specific plan.
• The proposed amendment will not be detrimental to the public interest, health, safety, convenience or welfare of the City.
• The proposed amendment is internally consistent with other applicable provisions of the Development Code.
• The affected site is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle access, and public services and utilities and is served by highways and streets adequate in width and improvement to carry the kind and quantity of traffic the proposed use would likely generate, to ensure that the proposed use(s) and/or development will not endanger, jeopardize, or otherwise constitute a hazard to the property or improvements in the vicinity in which the property is located.

Neighborhood Center Overlay District Findings (EPAMC Sec. 18.11.050) (Proposed Development Code Amendment)
• The project does not displace existing residents.
• The project provides for some income-restricted affordable housing. • The project preserves “right of return” for existing residents if demolition of existing residential units is proposed.
• The project maintains the City’s rent stabilization program, where applicable. • The project contributes to the provision of new parks and open spaces. • The project contributes to the provision of new streets and infrastructure. • The project improves the fiscal health of the City.
• The project enhances the area for residents.

Design Review Findings (EPAMC Sec. 18.86.050(C))
• The proposed development is consistent with the General Plan and any applicable specific plan and is in compliance with all applicable provisions of the Development Code and all other City ordinances and regulations.
• The proposed development is to be constructed on a suitable site, adequate in shape, size, topography, and other circumstances to accommodate the proposed development. • The proposed development complies with the applicable standards of review. • The proposed development is designed and arranged to provide adequate consideration to ensure the public health, safety, and general welfare, and to prevent adverse effects on neighboring property.

Conditional Use Permit Findings for the demolition of Affordable Dwelling Units (EPAMC Sec.

18.88.060(A))
• The proposed use is consistent with the General Plan and any applicable specific plan. • The proposed use is allowed within the subject zone and complies with all other applicable provisions of the Development Code and the Municipal Code. • The design, location, size, and operating characteristics of the proposed use are compatible with the allowed uses in the vicinity, as detailed in the General Plan or any

8.1.d
Packet Pg. 152 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) applicable Specific Plan.
• Operation of the use at the location proposed would not be detrimental to the harmonious and orderly growth of the City, or endanger, jeopardize, or otherwise constitute a hazard to the public convenience, health, interest, safety, or general welfare of persons residing or working in the neighborhood of the proposed use. • The subject site is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle (e.g., fire and medical) access and public services and utilities; and served by highways and streets adequate in width and improvement to carry the kind and quantity of traffic the proposed use would likely generate.

Additional Findings for the demolition of Affordable Dwelling Units (EPAMC 18.48.220):
• The proposal will not be materially detrimental to the public interest of the affected neighborhood and the City.
• The proposal is consistent with the City's General Plan policies, Development Code requirements, and all other City rules and regulations. • Whether the project is necessary to permit construction of special needs facilities such as, but not limited to: childcare centers and affordable housing developments that serve the greater good of the entire community.

Tentative Map Findings (EPAMC Sec. 18.52.060)
• The proposed map, subdivision design, and improvements are consistent with the General Plan, any applicable specific plan, and this Article. • The site is physically suitable for the type and proposed density of development; • The design of the subdivision and the proposed improvements are not likely to cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat.
• The design of the subdivision or type of improvements is not likely to cause serious public health or safety problems.
• The design of the subdivision or the type of improvements will not conflict with easements acquired by the public at large for access through or use of, property within the proposed subdivision.
o This finding may also be made if the Review Authority finds that alternate easements for access or use will be provided, and that they will be substantially equivalent to ones previously acquired by the public.
o This finding shall apply only to easements of record, or to easements established by judgment of a court of competent jurisdiction, and no authority is hereby granted to the Review Authority to determine that the public at large has acquired easements of access through or use of property within the proposed subdivision. • The discharge of sewage from the proposed subdivision into the community sewer system will not result in violation of existing requirements specified by the California Regional Water Quality Control Board.
• The design of the subdivision provides, to the extent feasible, passive or natural heating and cooling opportunities.
• The proposed subdivision, its design, density, and type of development and improvements conforms to the regulations of the Development Code and the regulations of any public agency having jurisdiction by law.

Development Agreement Findings (18.108.030(D))
• The development agreement is in the best interests of the City.

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Packet Pg. 153 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) • The development agreement is consistent with the purpose, intent, goals, policies, programs, and land use designations of the General Plan, any applicable specific plan, and the Development Code.
• The development agreement will promote the public convenience, health, interest, safety and general welfare of the City.
• The project will be compatible with the uses authorized in, and the regulations prescribed for, the zone in which the real property is located. • The project will not adversely affect the orderly development of property or the preservation of property values.
• The project will further important Citywide goals and policies that have been officially recognized by the Council.
• The project will provide the City with important, tangible benefits beyond those that may be required by the City through project conditions of approval.

Environmental Review
The City of East Palo Alto is the lead agency for all California Environmental Quality Act (CEQA) activities and is responsible for preparation of all studies/documents associated with environmental review of the Project.

The City published the Notice of Preparation for an EIR for the Project on April 22, 2020, and a Scoping Meeting was held before the Planning Commission on May 18, 2020. On July 1, 2021, the City issued a Notice of Availability of the Draft Environmental Impact Report (DEIR). Publication of the Notice of Availability began a forty-five (45) day public review period, which was extended to a 75-day review period, concluding September 15, 2021. During this period, a Planning Commission hearing to solicit comments on the DEIR was held on July 26, 2021 and the DEIR was available for review and comment to the community, local, State, federal agencies, and interested organizations.

A copy of the DEIR is available at:
https://www.cityofepa.org/sites/default/files/fileattachments/planning/project/19555/wood land_park_euclid_improvements_deir_june_2021.pdf
CEQA Guidelines Appendix G sets forth a set of questions to answer to evaluate impacts to environmental resource areas. The DEIR found that all impacts would be mitigated to a lessthan-significant level with implementation of the recommended mitigation measures, with the exception of Aesthetics and Utilities and Service Systems, which would remain significant and unavoidable impacts. Mitigation measures were still applied to these topics to reduce the impacts as much as possible, as required by CEQA.

Resource areas requiring mitigation measures to reduce impacts to less-than-significant include Air Quality, Biological Resources, Cultural Resources and Tribal Cultural Resources, Geology and Soils, Noise, Transportation, Greenhouse Gas Emissions, and Hazards and Hazardous Materials, as shown in Table 7 below. Resource areas listed as less-thansignificant or no impact do not require mitigation. Resource areas requiring mitigation are further described below.

TABLE 7: Resource Area Impact Summary
Less-than-Significant or No
Impact
Less-than-Significant
Impact with Mitigation
Significant and
Unavoidable Impact

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Packet Pg. 154 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) TABLE 7: Resource Area Impact Summary
Less-than-Significant or No
Impact
Less-than-Significant
Impact with Mitigation
Significant and
Unavoidable Impact
Agricultural and Forestry
Resources Air Quality Aesthetics
Energy Biological Resources Utilities And Service
Systems
Hydrology and Water Quality Cultural Resources and Tribal Cultural Resources
Land Use Geology and Soils
Mineral Resources Noise
Population and Housing Transportation
Public Services Greenhouse Gas Emissions
Recreation Hazards and Hazardous
Materials
Wildfire
Significant and Unavoidable Impacts:

Aesthetics
The EIR determined there would be a significant unavoidable impact for aesthetics. As described above, the project is proposing a new General Plan land use and zoning overlay (Neighborhood Center Residential Overlay, or NCO). This change in zoning would allow a substantial increase in density compared to the existing R-HD-5 (Multi Family High Density) and R-UHD (Multiple Family Urban High Density Residential) zoning, tripling the allowable density and nearly doubling the maximum building height. While the General Plan includes policies regarding design and development and the Municipal Code includes guidance on development, including required findings for approvals for design review, this project would introduce a new zoning and General Plan designation allowing a denser development very different than what currently is permitted and existing surrounding uses. The DEIR concluded that, even with design measures to improve the appearance of the project, the change in zoning allowing a larger building, by itself, would unavoidably modify the physical appearance and character of the immediate area. For this reason, the project would cause a significant unavoidable aesthetic impact.

Utilities and Service Systems
The second significant unavoidable impact is for utilities and service systems, specifically for sewer capacity. The DEIR conservatively uses the wastewater generation rates that are used by East Palo Alto Sanitary District (240 gallons per day per residence). There is ongoing discussion if such rates, which reflect more of a suburban land use pattern, are applicable to the denser apartment project constructed with low flow water fixtures. Using this conservative generation rate used in the Sanitary District’s modeling, the DEIR concluded the addition of the project’s flows to the system has the potential to stress the sewer system’s capacity. While the project applicant will be required to pay its fair share funding towards sanitary sewer systems improvements as a mitigation measure, the overall improvement will be implemented by the Sanitary Sewer District and not as part of this project. As such, until these improvements are constructed, the project’s effects on the existing system would be considered significant and unavoidable.

Less than Significant Impacts with Mitigation:

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Packet Pg. 155 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) Air Quality
The project would implement mitigation measures to avoid impacts to air quality relating to construction dust and emissions from construction equipment. Construction activities, particularly during site preparation and grading, would temporarily generate fugitive dust. The Bay Area Air Quality Management District (BAAQMD) CEQA Air Quality Guidelines consider these impacts to be less than significant if best management practices, such as watering exposed surfaces, covering loose materials in haul trucks, and limiting vehicle speeds on unpaved surfaces, are implemented to reduce the emissions. A condition of approval would be implemented consistent with recommendations in the BAAQMD CEQA Guidelines for providing best management practices to control construction emissions and would reduce onsite fugitive dust emissions sufficiently to result in a less than significant impact. Construction equipment and associated heavy-duty truck traffic generates diesel exhaust, a known Toxic Air Contaminant. Construction exhaust emissions pose health risks for sensitive receptors such as surrounding residents, and without implementation of mitigation measures, the project would exceed BAAQMD thresholds. A mitigation measure would be implemented requiring the applicant to use modernized equipment with engines that significantly reduce emissions of particulate matter (PM) and nitrogen oxides (NOx), which would reduce the impacts to sensitive receptors during project construction to less than significant.

Biological Resources
The project would implement a mitigation measure to avoid impacts to nesting migratory birds and reduce the potential for avian collision with the proposed office building. The mitigation measure includes conducting construction outside of nesting season or conducting nesting bird surveys, implementing buffer zones around active nests, and reporting results of surveys and required buffer zones prior to tree removal. With incorporation of these measures, the project would result in a less than significant impact to nesting birds.

Cultural Resources
Ground disturbing activities associated with project construction could disturb previously unrecorded archaeological resources or human remains due to ground disturbance associated with construction activities. Mitigation measures will be implemented to avoid or reduce impacts to due to inadvertent discovery of archaeological resources archaeological resources and/or human remains that may be present on the site, which includes work stoppage and tribal consultation if resources are discovered. These measures would reduce potential impacts to unrecorded archaeological resources at the site by identifying them prior to construction and developing alternative project designs, or treatment plans to avoid or minimize impacts to resources.

Geology and Soils
While the preliminary geotechnical report determined the project site to be geotechnically and geologically feasible for future development, the project site would still be subject to risks associated with local soils. A mitigation measure requiring a construction level geotechnical evaluation will be required and all standards and recommended engineering measures to mitigate for liquefaction, expansive soils and other local soil constraints must be incorporated into the project.

There are no major or unique paleontological resources known to exist in the city, and the likelihood of encountering unique paleontological resources is low. However, development of the project could result in the discovery and disturbance of previously unknown or undiscovered paleontological resources. To reduce this potential impact to unique

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Packet Pg. 156 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) paleontological resources to a less-than-significant level, a mitigation measure is included in case a paleontological resource is encountered during grading or excavation that requires stopping construction activities within 50 feet of the find and avoiding the resource or implementing a data recovery plan.

Greenhouse Gas Emissions
Unmitigated emissions from the development of up to 605 dwelling units and retail uses would potentially exceed the BAAQMD GHG threshold. Implementation of a mitigation measure would be required to reduce GHG emissions below BAAQMD GHG threshold. The mitigation measure requires the project Applicant to prepare a Commute Trip Reduction (CTR)/Transportation Demand Management (TDM) plan to minimize vehicle trips and mobile emissions. TDM plan requirements include consultation with the local transit service provider on the need to provide infrastructure to connect the project with transit services and a TDM plan including, but not limited to, the following measures is required: ride-matching assistance, preferential carpool parking, flexible work schedules for carpools, half-time transportation coordinators, providing a web site or message board for coordinating rides, designating adequate passenger loading and unloading and waiting areas for ride-sharing vehicles, and including bicycle end of trip facilities.

Hazards and Hazardous Waste
During construction activities, such as demolition of the existing structures, there is a potential for asbestos from asbestos containing material areas and lead-based paint from painted surfaces to be exposed. However, the proposed project would be required to comply with all applicable regulations during construction, as required by the DTSC and California OES and to implement two mitigation measures, which require preparation and submittal of an Asbestos Operation and Management Plan and a Lead Based Paint and PCB Operation and Management Plan.

Noise
Noise from project construction and noise from project operation would be reduced to a less than significant impact with implementation of a mitigation measure requiring the following:
maintain and tune all proposed equipment in accordance with the manufacturer’s recommendations to minimize noise emission, fit all equipment with properly operating mufflers, air intake silencers, and engine shrouds, post a sign with a contact name and telephone number to respond in the event of a noise complaint, place stationary construction equipment and material delivery in loading and unloading areas as far as practicable from the residences, limit unnecessary engine idling, use smart back-up alarms or switch off back-up alarms and replace with human spotters, use low-noise emission equipment, limit use of public address systems, and minimize grade surface irregularities on construction sites.

Transportation and Circulation
The proposed driveway access to the parking garage on Manhattan Avenue may have limited sight distance for exiting vehicles onto Manhattan Avenue, resulting in a potential site design hazard from vehicles approaching from Bayshore Road. Implementation of a mitigation measure that the project applicant install traffic calming measures at the Bayshore Road/Manhattan Avenue location to reduce traffic speeds and improve the safety of driveway movements is required. Such measures could include advisory speeds signs, advanced warning signage along Manhattan Avenue and Bayshore Road, roadway bulbouts, raised dots, parking restrictions or other physical improvements.

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Packet Pg. 157 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) Final EIR
Following the conclusion of the public comment period, the City of East Palo Alto prepared a Final EIR in accordance with Section 15132 of the CEQA Guidelines. The Final EIR was published on July 15, 2022.

A copy of the FEIR is available at:
https://www.cityofepa.org/sites/default/files/fileattachments/planning/project/19369/eucli d_feir_mmrp.pdf
Fifteen (15) public comment letters were received from individuals and agencies during the Draft EIR’s 75-day public review period, including the State Water Board, East Palo Alto Sanitation District, and Palo Alto Park Mutual Water Company. The comments centered on the following topics:
• Water storage tank use and impacts
• Sanitary District capacity
• Water supply
• Neighborhood infrastructure
• Proposed height
• Proposed density and intensity of use
• Parking demand and supply
• Entitlement and construction timing and duration
• Public Art
• Gentrification
• Traffic
• Water tank aesthetics
• Parks and open space
• Tenant relocation
• Refuse service and odor
• Geotechnical report
The Planning Commission also provided comments on the Draft EIR at the July 26, 2021 public meeting. Commissioners asked questions regarding population and housing impact thresholds, alternatives, the water tank’s height, purpose, and land ownership, sanitary system connections, traffic, and tree preservation.

All comments were responded to in the Final EIR (see Attachment C) and clarifying text revisions were made where necessary.

CEQA Findings of Fact and Statement of Overriding Considerations When there are unmitigated significant and unavoidable environmental impacts associated with a project, the California Environmental Quality Act requires the decision-making agency to balance the economic, legal, social, technological, or other benefits of a proposed project against its unavoidable environmental impacts when determining whether to approve the project. If the specific economic, legal, social, technological, or other benefits of a proposed project outweigh the unavoidable adverse environmental effects, the adverse environmental effects may be considered acceptable. The City is required to state the specific reasons to support its action based on the final environmental impact report or other information in the record in a document is called a “Statement of Overriding Considerations” which is included in Attachment A. The City finds that the mitigation measures proposed to reduce significant impacts related to aesthetics and utilities and service systems cannot guarantee reduction of

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Packet Pg. 158 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) the impacts to a less-than-significant level. However, the City of East Palo Alto concludes that the project’s relative benefits outweigh its residual environmental effects for the following reasons:
• Consistency with Overall Vision of the General Plan and Westside Area Plan • Improved Housing Stock
• Economic Benefits to the City of East Palo Alto
• Affordable Housing and Community Benefits
MMRP
The MMRP identifies 15 mitigation measures and one standard condition related to Air Quality, Biological Resources, Cultural Resources, Geology and Soils, Greenhouse Gas Emissions, Hazards and Hazardous Materials, Noise, and Transportation. Implementation of the MMRP will be monitored by City staff to ensure the potential impacts of the implementation of the Project is reduced in accordance with CEQA.

Traffic Analysis
With the passage of SB 743, effective July 1, 2020, amending CEQA’s evaluation of transportation impacts and the Guidelines implementing SB 743, a project’s effects on intersection function (referred to as level of service or LOS) is no longer considered an impact on the environment. However, the City of East Palo Alto has General Plan policies that address LOS as a planning or growth management matter, separate from the CEQA process.

In the event a deficient LOS condition is identified, the City has discretion whether to require a project to address the deficiency by implementing roadway or other transportation improvements in order to restore or improve the LOS.

Traffic conditions at 22 intersections in the project area were evaluated using LOS and compared to the City of East Palo Alto and the City of Menlo Park LOS standards. Of the 22 study intersections, nine currently operate with LOS deficiencies, and the project would have an adverse effect on the following six intersections during one or both peak hours under “existing plus project” conditions:
• University Avenue/Donohoe Street
• University Avenue/SB US-101 Ramps
• University Avenue/Woodland Avenue
• Woodland Avenue/University Circle
• Donohoe Street/NB US-101 On-Ramp
• Woodland Avenue/University Circle
The following recommended roadway improvements would improve the intersections to an acceptable LOS or otherwise improve pre-project conditions:
• University Avenue/Donohoe Street: Widen Donohoe Street to 4 through lanes in each direction. In addition, it is recommended that an exclusive southbound right-turn lane be constructed. (Recommended as part of the University Plaza Phase II Project) • University Avenue/Woodland Avenue: Construct a third eastbound left-turn lane and reconfigure westbound approach to consist of one left-turn, one through, and one rightturn lane. • Donohoe Street/NB US-101 On-Ramp: Signalize intersection (Recommended as part of the University Plaza Phase II Project)
• Donohoe Street/NB US-101 Off-Ramp: Widen Donohoe Street to 4 through lanes in

8.1.d
Packet Pg. 159 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) each direction (Recommended as part of the University Plaza Phase II Project) The University Circle Phase II project will construct the third eastbound left-turn lane identified in the second bullet point above. The proposed improvement to widen Donohoe Street to 4 lanes in each direction would assist in relieving congestion along Donohoe Street and nearby intersections along University Avenue and Woodland Avenue. The applicant will be required to contribute funding to planned improvements being implemented at the Donohoe Street/Euclid Avenue intersection and the US 101 Northbound on-ramp as part of the University Plaza Phase II development, as well as City-planned improvements at Donohoe Street and University Avenue and at the US 101 northbound off ramp, based on a fair share formula based on the number of trips added by the project (see estimate above).

Transportation Demand Management Plan
On June 1, 2021, City Council adopted a resolution to repeal former Chapter 10.32 of the East Palo Alto Municipal Code and enact a new Chapter 10.32 establishing a transportation demand management (TDM) program. The new TDM provisions require residential developments approved after January 1, 2022, to achieve a forty percent (40%) reduction from baseline conditions in average daily trips and to submit a TDM plan that demonstrates how the project will achieve a 40 percent reduction in average daily trips. The proposed project would be subject to the new TDM requirements, and the Applicant’s proposed TDM plan is provided for review as Attachment J, and Condition of Approval 29 requires the applicant to receive approval of the TDM Plan from the City’s TDM Coordinator prior to issuance of building permits. The City has recently entered into contract with a TDM Program Coordinator. The City’s TDM Program Coordinator will review the TDM plan for compliance with the ordinance and program guidelines.

Public Comment
As of the writing of this report, four comment letters have been received and are included as Attachment S. The letters received express support for project approval due to its contribution towards increasing regional housing supply, improving affordable housing, spurring economic growth, promoting energy-efficient and environmental design and mobility options. Any other public comments received after publication of this report will be forwarded to the City Council upon receipt.

Next Steps
Should City Council choose to proceed with the recommended actions, the Ordinances approving the Development Agreement, amending the Development Code, and amending the Zoning Map will return to Council for a second reading at a following City Council Meeting.

Public Notice
Notice of the public hearing was mailed to property owners and occupants within 600- foot radius of the project site on August 26, 2022. A legal ad was placed in the local newspaper and published on August 26, 2022. The public was provided notice of this agenda on the City’s official bulletin board outside City Hall, and the agenda and report were made available on the City’s website. The project website was updated with meeting information.

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Packet Pg. 160 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) In addition, notices were also mailed to state, local and regional agencies, and posted at the project site. Active non-profits and religious institutions in the Westside area and other interested parties were also mailed or emailed the meeting notice and Final EIR.

The applicant also conducted further public outreach and noticing, including a mailing to the Westside neighborhood.

Attachments
A. CEQA Resolution, Findings of Fact and Statement of Overriding Considerations, Mitigation, Monitoring, and Reporting Program
B. Draft EIR
C. Final EIR
D. General Plan Amendment Resolution
E. Development Code Amendment Ordinance
F. Zoning Map Amendment Ordinance
G. Resolution Approving Project, Required Findings, and Conditions of Approval H. Ordinance Approving Development Agreement (with Development Agreement) I. Architectural Plans (click link here)
J. TDM Plan and Parking Analysis
K. Relocation Plan
L. Affordable Housing Alternative Compliance Milestones M. Fiscal Impact Analysis
N. Community Impact Report
O. Community Involvement Strategy
P. General Plan Consistency Analysis
Q. Planning Commission Meeting Public Comments
R. Planning Commission Resolution
S. City Council Meeting Public Comments

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Packet Pg. 161 Attachment: September 6, 2022 Staff Report (2461 : Woodland Park Euclid Improvements) RESOLUTION NO. ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO AMENDING THE EAST PALO ALTO VISTA 2035 GENERAL PLAN

TO ADD THE NEIGHBORHOOD CENTER OVERLAY LAND USE

DESIGNATION AND TO APPLY THE OVERLAY DISTRICT TO CERTAIN

PROPERTIES
WHEREAS, the Planning Commission of the City East Palo Alto considered adoption of an amendment to the General Plan to add the land use designation of Neighborhood Center Overlay (NCO) to provide for higher density residential development and to allow neighborhood service uses; and WHEREAS, the Planning Commission considered adoption of an amendment to the General Plan to specifically add the Neighborhood Center Overlay designation to existing land use designations for certain properties currently designated as High Density Residential and Urban Residential bounded by O’Connor Street, Euclid Ave, Manhattan Ave, and West Bayshore Road; and High Density Residential and Urban Residential properties fronting Euclid Avenue between O’Connor Street and East O’Keefe Street; and WHEREAS, the provisions of Government Code section 65350, et. seq. regarding amendment to the General Plan have been complied with; and WHEREAS, the City Council of the City of East Palo Alto has considered the recommendation of the Planning Commission concerning amending the General Plan;

NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO THAT IT HEREBY:

1. Adds the Neighborhood Center Overlay land use designation, as set forth in Exhibit “A,” to the East Palo Alto Vista 2035 General Plan, and

2. Revises the land use designations to High Density Residential – Neighborhood Center Overlay and Urban Residential – Neighborhood Center Overlay for the project sites described in Exhibit “B”.

BE IT FURTHER RESOLVED THAT this resolution shall take effect upon the effective date of Ordinance No. ____________ amending Title 18 of the East Palo Alto Municipal Code and Ordinance No. _________ rezoning the designated properties. In the event such ordinances do not become effective, this resolution shall be void and of no legal effect.

BE IT FURTHER RESOLVED THAT the environmental effects of the Neighborhood Center Overlay land use designation were analyzed for the project sites described in Exhibit "B" in the Environmental Impact Report (EIR) (SCH#2020040270) and Mitigation Monitoring and Reporting Plan, which were certified and approved by the City on October 4, 2022. Future applications for General Plan land use designation changes to the High Density Residential – Neighborhood Center Overlay or Urban Residential – Neighborhood Center Overlay are not reasonably foreseeable and therefore would be required to complete additional environmental review.

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Packet Pg. 162 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements) ADOPTED on this _____ day of _______ 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

SIGNED:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:
____________________
James Colin
City Clerk
_____________________________
Valerie J. Armento
Interim City Attorney

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Packet Pg. 163 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements)

EXHIBIT A
City of East Palo Alto General Plan 2035, Chapter 4 Land Use and Urban Design, Land Use Designations, is amended to include the Neighborhood Center Overlay as follows:

Neighborhood Center Overlay (NCO)
Description: This overlay designation is intended to support the development of housing at increased intensities with ancillary neighborhood-serving retail uses in limited locations in the City and is consistent with Figure 11-12 of the Westside Area Plan and with Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5. This designation is intended to be applied on a project-by-project basis and may only be combined with High Density Residential and Urban Residential land use designations. Mid-rise and high-rise residential development is encouraged, ideally supported by high-frequency public transit and located within walking distance of neighborhood services and amenities.

Parking structures shall be designed so that they do not face the primary public streets.

Allowed Land Uses: High-density multiple-family dwellings, such as rental apartments, condominiums, and single room occupancy (SRO) developments with neighborhoodserving retail and other uses such as day care centers and public facilities may be allowed if they are compatible and serve the needs of residents living in higher density residences.

Density/Intensity: 86.1 - 175 units/acre, or 250 to 525 persons/acre.

Maximum height of 13 stories and 135 feet.

Table 4-2 of the East Palo General Plan shall be amended to read as follows (added text shown in underline):

Table 4-2: Land Use Classification System
Major
Classes
Maximum
Density /
FAR
Land Use Designation and Summary
Description
Maximum Building Height
(see zoning code for further
restrictions and standards)

RESIDENTIAL
0 – 12 du/a Low Density Residential (R-LD).

Single-family dwellings, with 2nd units
allowed on some parcels.

Maximum height of 2 stories
and 26 feet.
12 – 22 du/a Medium Density Residential (R-MD).

A range of multi-family residential uses
including second units, single-family,
duplex, triplex, quadplex, rowhouses,
courtyard buildings and small-scale
multi-family buildings.

Maximum height of 3 stories
and
36 feet.
22 – 43 du/a High Density Residential (R-HD). A
range of multi-family housing types
ranging from townhomes to multi-family
apartments at moderate to high
densities.

Maximum height of 5 stories
and
60 feet.
43 – 86 du/a Urban Residential (R-UHD). Highdensity multi-family dwellings (apartments, condos, and SROs).

Maximum height of 7 stories
and
75 feet.
86 – 175 du/a Neighborhood Center Overlay
(NCO). Very high-density multi-family
dwellings (apartments, condos, and
Maximum height of 13 stories
and 140 feet.

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Packet Pg. 164 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements) SROs) and neighborhood-serving
retail.

COMMERCIAL
Up to 22 du/a;

1.0 FAR
Neighborhood Commercial (NC).

Local-serving retail, services and
related uses.

Maximum of 3 floors or 36
feet.

Up to 2.0 FAR General Commercial (GC). Regional
retail, office, and service-oriented
business activities serving a
community-wide population or broader
market.

Maximum of 3 stories and
75 feet.

Up to 3.0 FAR Office (OC). Single-tenant or multitenant offices that include professional, legal, medical, financial,
corporate and general business
offices.

Maximum of 8 stories or
100 feet, whichever is
greater.

MIXED USE
Up to 22 du/a;

1.0 FAR
Mixed Use Low (MUL). Low-density
mixed-use.

Maximum of 3 stories and 36
feet.

Up to 65 du/a;

1.75 FAR
Mixed Use Corridor (MUC). Multi-story
mixed-use buildings.

Maximum 5 stories or 60 feet.

Up to 86 du/a;

2.5 FAR
Mixed Use High (MUH). Multi-story
mixed-use buildings at a larger scale
than MUC.

Maximum of 8 stories or 100
feet, whichever is greater.

INDUSTRIAL
Up to 1.0 FAR General Industrial (I-G). Industrial
(storage and manufacturing), and R&D
(lab/medical).

Maximum of 3 stories or 30
feet.

Ranges from

0.75 to 3.0
FAR
Industrial Buffer (I-B). High-quality
office buildings, along with a limited
range of manufacturing and repair
businesses.

Maximum of 8 stories or 100
feet. Maximum height within
200 feet of University Village
area is 3
stories above grade.

COMMUNITY
Determined
during
approval
Parks/Recreation/Conservation
(PRC). Public recreational uses,
including park and open space.
n/a
N/A Resource Management (RM).

Preservation of sensitive open space
lands in a natural condition.
n/a
N/A
Public/Institutional (PI). Education,
city buildings, fire/police stations, &
other uses.
n/a

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Packet Pg. 165 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements)

EXHIBIT B
The City of East Palo Alto General Plan 2035 Land Use Designations Figures (Figures 4-2 and 4-2C) are hereby amended to change the Land Use Designation from “High Density Residential (R-HD)” to “High Density Residential – Neighborhood Center Overlay (R-HD-NCO)” and from “Urban Residential (R-UHD)” to “Urban Residential – Neighborhood Center Overlay (R-UHD-NCO)” on an approximately 3.92-gross-acre site bounded by Manhattan Avenue, West Bayshore Road, and O’Connor Street and bisected by Euclid Avenue, as set forth in Table B-1 and as depicted in Figure 4-2 and Figure 4-2C.

Table B-1: Amended General Plan Land Use Designation by Parcel Number Assessor’s
Parcel No.

Existing Land Use Designation Amended Land Use Designation 063-282-010 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay ((R-HD(NCO))
063-282-020 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-282-030 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-282-040 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-282-050 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-282-060 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-282-070 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-282-080 Urban Residential (R-UHD) Urban Residential (Neighborhood Center Overlay) (R-UHD(NCO))
063-282-090 Urban Residential (R-UHD) Urban Residential (Neighborhood Center Overlay) (R-UHD(NCO))
063-281-020 Urban Residential (R-UHD) Urban Residential (Neighborhood Center Overlay) (R-UHD(NCO))
063-281-030 Urban Residential (R-UHD) Urban Residential (Neighborhood Center Overlay) (R-UHD(NCO))
063-281-040 Urban Residential (R-UHD) Urban Residential (Neighborhood Center Overlay) (R-UHD(NCO))
063-281-100 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))
063-281-110 High Density Residential (R-HD) High Density Residential (Neighborhood Center Overlay) (R-HD(NCO))

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Packet Pg. 166 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements) Figure 4-2: General Plan Land Use Designations shall be amended as follows:

Neighborhood Center
Overlay

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Packet Pg. 167 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements) Figure 4-2C: General Plan Land Use Designations, Southwest shall be amended as follows:

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Packet Pg. 168 Attachment: General Plan Amendment Resolution (2461 : Woodland Park Euclid Improvements) ORDINANCE NO. ___

AN ORDINANCE OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO
ADOPTING DEVELOPMENT CODE TEXT AMENDMENT (ZC19-002) AMENDING TITLE 18 (ZONING) OF THE EAST PALO ALTO MUNICIPAL CODE TO ADD THE

NEIGHBORHOOD CENTER OVERLAY DISTRICT
WHEREAS, Section 18.114 of the City of East Palo Alto Development Code allows for amendments to the Development Code and provides procedures for processing such amendments;

WHEREAS, Section 18.114.060 of the City of East Palo Alto Development Code sets forth findings for Development Code amendments;
WHEREAS, the Planning Commission concurrently reviewed a General Plan, the Development Code amendment and a Zoning Map amendment at a duly noticed public hearing on July 25, 2022; and
WHEREAS, the Planning Commission found that the Development Code amendment met the required findings, and recommended the City Council adopt the amendment; and
WHEREAS, the City Council at a duly noticed public hearing on September 6, 2022 and continued the hearing to September 20, 2022, and after considering the matter further at the October 4, 2022 and November 1, 2022 City Council Meetings, found that the Development Code amendment met the required findings, and approved the proposed amendment on November 1, 2022.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO DOES ORDAIN AS FOLLOWS:

SECTION 1. CHAPTER 18.11 ADDED
Chapter 18.11 is hereby added to the East Palo Alto Municipal Code to read:

Chapter 18.11 -- OVERLAY ZONES
Sections:

18.11.010 – Purpose and Intent.

A. The purpose of an overlay zoning district is to allow the City to establish special land use regulations, standards, or procedures in areas with unique land use, site planning, building design, or environmental resource issues. An overlay zoning district also

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Packet Pg. 169 Attachment: Development Code Amendment Ordinance (2461 : Woodland Park Euclid Improvements) is an appropriate mechanism to implement long-term goals and land use requirements for a specific property or location and is intended to be applied only where special circumstances justify the modification of base zoning district regulations to achieve specific land use and design objectives. Overlay zoning districts are established through rezoning and only in conjunction with base zoning districts. Except as modified by the overlay zoning district, the provisions of the applicable base-zoning district apply to all development within the boundary of the designated area. If regulations conflict, the applicable overlay zoning district regulations shall prevail.

B. Whenever an overlay district is established, any subsequent change to the basezoning district shall not be construed to alter the overlay district. Projects must meet general plan requirements for increases in intensity. An intent to alter the overlay district on a given property requires an application.

18.11.020 – Neighborhood Center Overlay (NCO) Zone.

A. The Neighborhood Center Overlay (NCO) Zone provides for additional residential density in the Multiple-Family High Density Residential Zone (subzone R-HD-5) and the Multiple-Family Urban High Density Residential Zones (R-UHD), as well as ground floor neighborhood service uses to serve the needs of residents living in the higher density dwellings. This zone implements the NCO land use designation in the General Plan.

B. The NCO Zone shall apply to properties identified on the zoning map by the symbol “NCO” within parentheses, following the R-HD-5 or R-UHD designation. The development standards established by this chapter shall apply in lieu of the comparable standards established for the underlying R-HD-5 or R-UHD zone.

C. The NCO Zone may only be applied to properties in the Westside Area designated as eligible for increases in intensity on a “project-by-project basis” as set forth by Westside Area Plan Policy 5.4 and Figure 11-12.

D. The NCO Zone may only be applied to properties within the Westside Area Plan zoned R-HD-5 or R-UHD bounded by West Bayshore Road, Euclid Avenue, O’Connor Street, and Manhattan Avenue and properties within the Westside Area Plan zoned R-HD-5 or RUHD with frontage on Euclid Avenue. The NCO Zone may not be applied to properties that adjoin parcels zoned R-LD or R-MD.

E. The NCO Zone may not be applied to any parcels with frontage within 100 feet of the centerline of San Francisquito Creek.

18.11.030 – Land Use Regulations and Allowable Uses
A. Permitted uses. Neighborhood services uses no greater than 5,000 square feet in size shall be permitted in addition to the land uses permitted and conditionally permitted in

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Packet Pg. 170 Attachment: Development Code Amendment Ordinance (2461 : Woodland Park Euclid Improvements) the underlying R-HD-5 or R-UHD zoning district shown in Section 18.10.020, Table 2-1.

B. Additional Regulations. Regulations applicable to the underlying R-HD-5 or RUHD zone that are not in conflict with the provisions of this chapter shall apply. Provisions elsewhere in the Development Code also may apply.

C. Permit Processing. All permit processing procedures, as applicable, set forth in Article 7 of the Development Code are required.

18.11.040 – Development Standards
For properties within the NCO Zone, the requirements set forth in Section 18.10.030, Table 2-2 for the R-HD-5 and R-UHD zones, as applicable, shall apply except as amended by the NCO Zone standards set forth in Table 2-2.1 below.

Table 2-2.1
Development Standards for NCO Zone
Development Feature
(minimum unless otherwise indicated) NCO
Density 175 du/acre (maximum)
Setbacks
Front 5 ft.

Corner vision triangle 12 ft.

Side/Street Side 5 ft.

Rear 10 ft.

Height 13 stories or 140 feet, whichever is
greater1
Open Space2
Common Open Space 50 sq. ft.

Private Open Space
Ground Floor Units 50 sq. ft.

Upper Floor Units 50 sq. ft
Parking Chapter 18.303
Notes:

1. Height regulations related to mechanical screening and equipment from Municipal Code Section 18.22.030 and 18.22.040 shall apply.

2. Common Open Space and Private Open Space may be aggregated without limitation

3. Municipal Code Section 18.30.080(B) shall not apply in the NCO overlay for any project with an approved Parking Study and Transportation Demand Management (TDM) Plan submitted pursuant to Municipal Code Section 18.32 that utilizes unbundled parking as a TDM measure.

18.11.050 – Required Determinations

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Packet Pg. 171 Attachment: Development Code Amendment Ordinance (2461 : Woodland Park Euclid Improvements) Prior to the Planning Commission recommending approval of any NCO district application and prior to the City Council approving an ordinance designating and regulating any NCO district, all of the following findings must be made with respect to the proposal, in addition to findings required by Chapter 18.114:

A. The project does not displace existing residents.

B. The project provides income-restricted affordable housing consistent with City’s Inclusionary Housing Ordinance (Chapter 18.37 of the East Palo Alto Municipal Code).

C. The project preserves “right of return” for existing residents if demolition of existing residential units is proposed.

D. The project maintains the City’s rent stabilization program, where applicable.

E. The project contributes to the provision of new parks and open spaces.

F. The project contributes to the provision of new streets and infrastructure.

G. The project improves the fiscal health of the City.

H. The project enhances the area for residents.

SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT.

The environmental effects of the Woodland Park Euclid Improvements Project and its associated zone change were analyzed in the Environmental Impact Report (EIR) (SCH# 2020040270) and Mitigation, Monitoring, and Reporting Program, which were certified and approved by the City on October 4, 2022. Future applications for zone changes to the NCO Zone are not reasonably foreseeable and therefore would be required to complete additional environmental review.

SECTION 3. SEVERABILITY.

If any section, subsection, sentence, clause, phrase or word of this Ordinance is for any reason held to be invalid by a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed and adopted this Ordinance, and each and all provisions hereof, irrespective of the fact that one or more provisions may be declared invalid.

SECTION 4. EFFECTIVE DATE.

This Ordinance shall take effect and be in full force thirty (30) days after the date of its adoption.

SECTION 5. PUBLICATION.

The City Clerk is hereby directed to cause publication of this Ordinance as required by Government Code Section 36933.

INTRODUCED at a regular City Council meeting held November 1, 2022, and

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Packet Pg. 172 Attachment: Development Code Amendment Ordinance (2461 : Woodland Park Euclid Improvements) PASSED AND ADOPTED at a regular City Council meeting held on ________, 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

SIGNED:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, City Clerk Valerie J. Armento, Interim City Attorney

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Packet Pg. 173 Attachment: Development Code Amendment Ordinance (2461 : Woodland Park Euclid Improvements) ORDINANCE NO. ___

AN ORDINANCE OF THE CITY COUNCIL

OF THE CITY OF EAST PALO ALTO
ADOPTING ZONING MAP AMENDMENT (ZC19-002) AMENDING THE ZONING MAP

OF THE EAST PALO ALTO TO REZONE CERTAIN PROPERTIES TO

NEIGHBORHOOD CENTER OVERLAY DISTRICT
WHEREAS, Section 18.114 of the City of East Palo Alto Development Code allows for amendments to the Zoning Map and provides procedures for processing such amendments;

WHEREAS, Section 18.114.060 of the City of East Palo Alto Development Code sets forth findings for Zoning Map amendments;
WHEREAS, the Planning Commission concurrently reviewed a General Plan, a Development Code amendment and the Zoning Map amendment at a duly noticed public hearing on July 25, 2022; and
WHEREAS, the Planning Commission found that the Zoning Map amendment met the required findings, and recommended the City Council adopt the amendment; and WHEREAS, the City Council held a duly-noticed public hearing on September 6, 2022 and continued the hearing to September 20, 2022, and after considering the matter further at the October 4, 2022 and November 1, 2022 City Council Meetings, found that the Development Code, Zoning Map and General Plan Amendments met the required findings, and approved the proposed amendments on November 1, 2022.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EAST PALO ALTO DOES ORDAIN AS FOLLOWS:

SECTION 1. ZONING MAP AMENDMENT
The City of East Palo Alto Zoning Map is hereby amended to rezone the following parcels with the Neighborhood Center Overlay (NCO) overlay designation, as shown in Table 1 and Figure 1 below:

Table 1: Zoning Map Amendment by Accessor’s Parcel Number Assessor’s Parcel No. Existing Zoning Amended Zoning
063-282-010 R-HD-5 R-HD-5 (NCO)
063-282-020 R-HD-5 R-HD-5 (NCO)
063-282-030 R-HD-5 R-HD-5 (NCO)
063-282-040 R-HD-5 R-HD-5 (NCO)
063-282-050 R-HD-5 R-HD-5 (NCO)

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Packet Pg. 174 Attachment: Zoning Map Amendment Ordinance (2461 : Woodland Park Euclid Improvements) 063-282-060 R-HD-5 R-HD-5 (NCO)
063-282-070 R-HD-5 R-HD-5 (NCO)
063-282-080 R-UHD R-UHD (NCO)
063-282-090 R-UHD R-UHD (NCO)
063-281-020 R-UHD R-UHD (NCO)
063-281-030 R-UHD R-UHD (NCO)
063-281-040 R-UHD R-UHD (NCO)
063-281-100 R-HD-5 R-HD-5 (NCO)
063-281-110 R-HD-5 R-HD-5 (NCO)

Figure 1: Zoning Map Amendment
SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT.

The environmental effects of the Woodland Park Euclid Improvements Project and its associated zone change were analyzed in the Environmental Impact Report (EIR) (SCH# 2020040270) and Mitigation, Monitoring, and Reporting Program, which were certified and NCO

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Packet Pg. 175 Attachment: Zoning Map Amendment Ordinance (2461 : Woodland Park Euclid Improvements) approved by the City on October 4, 2022. Future applications for zone changes to the NCO Zone are not reasonably foreseeable and therefore would be required to complete additional environmental review.

SECTION 3. SEVERABILITY.

If any section, subsection, sentence, clause, phrase or word of this Ordinance is for any reason held to be invalid by a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed and adopted this Ordinance, and each and all provisions hereof, irrespective of the fact that one or more provisions may be declared invalid.

SECTION 4. EFFECTIVE DATE.

This Ordinance shall take effect and be in full force thirty (30) days after the date of its adoption.

SECTION 5. PUBLICATION.

The City Clerk is hereby directed to cause publication of this Ordinance as required by Government Code Section 36933.

INTRODUCED at a regular City Council meeting held November 1, 2022, and PASSED AND ADOPTED at a regular City Council meeting held on ________, 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

SIGNED:

Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin, City Clerk Valerie J. Armento, Interim City Attorney

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Packet Pg. 176 Attachment: Zoning Map Amendment Ordinance (2461 : Woodland Park Euclid Improvements) RESOLUTION NO. CC 2022-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EAST PALO

ALTO APPROVING A DESIGN REVIEW PERMIT, CONDITIONAL USE

PERMIT, TENTATIVE PARCEL MAP, AND RELOCATION PLAN FOR A MIXED-USE PROJECT AT 2001 MANHATTAN AVENUE
(WOODLAND PARK EUCLID IMPROVEMENTS).

WHEREAS, the application for General Plan Amendment (GP19-001) and Development Code and Zoning Map amendments (ZC19-002), Design Review Permit (DR 19-028), Conditional Use Permit (CUP22-003), Tentative Parcel Map (TTM19- 001), and Development Agreement submitted by Woodland Park Communities/Sand Hill Property Company (“Sand Hill”) pertains to an approximately 3.92-acre project site generally located at 2001 Manhattan Avenue, East Palo Alto, CA; and WHEREAS, Sand Hill proposes construction of a mixed-use residential project containing approximately 605 residential units within three buildings ranging in height from 5 to 13 stories with approximately 605 parking spaces in a structured garage and approximately 2,500 square feet of community function space and 2,215 square feet of neighborhood-serving retail space; and
WHEREAS, a Final Environmental Impact Report (FEIR) was prepared in accordance with Section 15132 of the California Environmental Quality Act (CEQA) Guidelines and the City Council reviewed the FEIR and the comments received during the public review period along with a Statement of Overriding Considerations prepared in accordance with CEQA Guidelines Section 15093, and certified the FEIR and adopted the Statement of Overriding Considerations on October 4, 2022; and WHEREAS, the proposed General Plan, Zoning Text Amendment and Zoning Map Revision are consistent with the General Plan’s Westside Area Plan Policies 5.2 through 5.5, which set forth requirements and procedures for new developments proposing increased intensity; and
WHEREAS, the ordinances approving the Zoning Text Amendment and Zoning Map Revision are being presented to City Council concurrently; and WHEREAS, the project is consistent with the development standards and permitted uses in the City’s Municipal Code and the proposed Development Code Amendment; and
WHEREAS, Section 65864 et. seq. of the California Government Code and Chapter 18.108 of the East Palo Alto Municipal Code authorize the City to enter into a Development Agreement with any person having a legal or equitable interest in real property for the development of that property; and

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Packet Pg. 177 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) WHEREAS, the ordinance approving a Development Agreement is being presented to City Council concurrently;
WHEREAS, on July 25, 2022, the Planning Commission held a duly noticed public hearing on the General Plan and Development Code Amendments, Zoning Map Amendments, Design Review and Conditional Use Permits, Tentative Parcel Map, Development Agreement, and Environmental Impact Report (EIR), and other project entitlements (“Project”) and recommended the City Council approve the project by Resolution No. ; and
WHEREAS, the City Council held a duly-noticed public hearing on September 6, 2022, continued the hearing to September 20, 2022, and considered the matter further at the October 4, 2022 and November 1, 2022 City Council Meetings;

NOW, THEREFORE, BE IT RESOLVED THAT THE EAST PALO
ALTO CITY COUNCIL hereby:

1. Approves the Design Review Permit (DR 19-028), Conditional Use Permit (CUP22-003), and Tentative Parcel Map (TTM19-001), based on the findings, requirements and conditions of approval (Attachment A) incorporated by reference; and

2. Approves the Relocation Plan dated September 2022; and

3. Authorizes the City Manager to execute a Notice of Special Restrictions applying the City's Rent Stabilization Ordinance to 160 new/replacement units at the project site in a form approved by the City Attorney.

BE IT FURTHER RESOLVED THAT this resolution shall take effect upon the effective date of Resolution No. __________ amending the General Plan and Ordinance No. ____________ amending Title 18 of the East Palo Alto Municipal Code and Ordinance No. ___________ rezoning the designated properties. In the event such ordinances do not become effective, this resolution shall be void and of no legal effect; and
ADOPTED on this _______ day of ________ 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

SIGNED:

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Packet Pg. 178 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:

James Colin
City Clerk
Valerie J. Armento
Interim City Attorney

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Packet Pg. 179 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) ATTACHMENT A: FINDINGS, REQUIREMENTS AND CONDITIONS OF

APPROVAL

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Packet Pg. 180 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements)

CITY OF EAST PALO ALTO PLANNING DIVISION
1960 TATE STREET CITY OF EAST PALO ALTO, CA 94303

FINDINGS OF FACT
Required Findings for Approval
The Review Authority may approve, conditionally approve, or deny the General Plan Amendment, Development Code and Zoning Map Amendment, Conditional Use Permit, Site Plan and Design Review, Tentative Map, and Development Agreement applications only after first making all of the following findings.

Findings for General Plan Amendments (EPAMC Sec. 18.114.060(A)) The amendment is internally consistent with all other provisions of the General Plan; This finding can be made because the amendment and Neighborhood Center Overlay designation implements Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5, which set forth a process and requirements for projects requesting increases in intensity. The Neighborhood Center Overlay (NCO) designation would be used to increase intensity of development sites on a project-by-project basis, in designated areas as shown on Figure 11-12 of the Westside Area Plan. The amendment is internally consistent with all other provisions of the General Plan.

The proposed amendment will not be detrimental to the public interest, health, safety, convenience or welfare of the City; and
This finding can be made because the project site would be the only site with the NCO land use designation and the effects to public health and safety associated with the increase in intensity of the proposed amendment has been evaluated in an EIR, which has identified mitigation measures and sets forth a Mitigation Monitoring and Reporting Program. These measures are incorporated to avoid potential environmental effects, including those that relate to public health and safety. Future application of the NCO land use designation to additional properties would require amendments to the General Plan to add the NCO land use designation to those additional properties, which would require additional evaluation under CEQA and additional analysis to make required findings.

The affected site is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle access, and public services and utilities and is served by highways and streets adequate in width and improvement to carry the kind and quantity of traffic the proposed use would likely generate, to ensure that the proposed use(s) and/or development will not endanger, jeopardize, or otherwise constitute a hazard to the property or improvements in the vicinity in which the property is located.

This finding can be made because the affected site is located in a developed area of the city for a use that is allowed in the General Plan, Westside Area Plan and in the Development Code. The increase in intensity included in the amendment has been studied through the project’s EIR. The project site is approximately 3.92 acres in size and is accessible by city streets including Euclid Avenue, West Bayshore Road, Manhattan Avenue, East O’Keefe Street, and O’Connor Street. The site is adequately served by public services and would pay impact fees to accommodate any increase in demand of public services due to the new development. The project includes upgrades to the City’s utility and stormwater infrastructure, including construction and connection to a new water tank to upgrade fire water pressure, and Mitigation Measure UTIL-3.1 requires that the project makes fair share contribution for construction of physical sewer line improvements (pipe upgrades)

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Packet Pg. 181 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) immediately downstream of the project, provide fair share funding toward system wide sanitary sewer system improvements, or a reasonable combination of both to adequately serve the site’s sanitary sewer demand. Condition of Approval 74 requires the project to receive a will serve letter from the East Palo Alto Sanitary District prior to issuance of building permits.

The project would maintain the local circulation network without blocking or altering existing routes or traffic flow. The project would include a high-visibility crosswalk with appropriate traffic calming measures at the intersection of O'Connor Street and Manhattan Avenue to connect the project to the University Circle complex, to facilitate greater neighborhood connection, and to provide a convenient path for nearby residents to access the future University Avenue pedestrian and bike overpass. As noted in the project’s traffic study, nine of 22 study intersections, currently operate with LOS deficiencies, and the project would have an adverse effect on six intersections during one or both peak hours under “existing plus project” conditions. However, the project would make a fair share contribution to planned intersection improvements, which would improve the intersection operations to an acceptable LOS or otherwise improve pre-project conditions.

Findings for Development Code and Zoning Map Amendments (EPAMC Sec. 18.114.060(B)) The proposed amendment is consistent with the General Plan and any applicable specific plan; and
This finding can be made because the amendment and Neighborhood Center Overlay District implements Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5, which set forth a process and requirements for projects requesting increases in intensity. The NCO designation would be used to increase intensity of development sites on a project-by-project basis, in designated areas as shown on Figure 11-12 of the Westside Area Plan. The amendment is internally consistent with all other provisions of the General Plan.

The proposed amendment will not be detrimental to the public interest, health, safety, convenience or welfare of the City.

This finding can be made because the proposed amendment was designed to ensure public health, safety and general welfare. The NCO District amendment includes appropriate project setbacks and open space requirements, and underlying Citywide, R-HD, and R-UHD District regulations are applicable that regulate site and building design, circulation, landscaping, loading, parking, and screening of mechanical equipment. The project site would be the only site with NCO zoning and has been evaluated in an EIR, which has identified mitigation measures and sets forth a Mitigation Monitoring and Reporting Program. These measures are incorporated to avoid potential environmental effects, including those that relate to public health and safety. Future amendments including a zone change to the NCO district would require additional evaluation under CEQA. Future projects seeking zone changes would also be required to meet required determinations set forth in the NCO zoning regulations that ensure the zone change is in the public’s interest.

The proposed amendment is internally consistent with other applicable provisions of the Development Code.

The proposed amendment modifies a discrete set of development standards for the R-HD and RUHD zoning districts to allow additional residential density and is internally consistent with other applicable provisions of the Development Code, including Citywide, R-HD, and R-UHD District regulations that regulate site and building design, circulation, landscaping, loading, parking, and screening of mechanical equipment.

The affected site is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle access, and public services and utilities and is served by highways and streets adequate in width and

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Packet Pg. 182 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) improvement to carry the kind and quantity of traffic the proposed use would likely generate, to ensure that the proposed use(s) and/or development will not endanger, jeopardize, or otherwise constitute a hazard to the property or improvements in the vicinity in which the property is located.

This finding can be made because the affected site is located in a developed area of the city for a use that is allowed in the General Plan, Westside Area Plan and in the Development Code. The increase in intensity included in the amendment has been studied through the project’s EIR. The project site is approximately 3.92 acres in size and is accessible by city streets including Euclid Avenue, West Bayshore Road, Manhattan Avenue, East O’Keefe Street, and O’Connor Street. The site is adequately served by public services and would pay impact fees to accommodate any increase in demand of public services due to the new development. The project includes upgrades to the City’s utility and stormwater infrastructure, including construction and connection to a new water tank to upgrade fire water pressure, and Mitigation Measure UTIL-3.1 requires that the project makes fair share contribution for construction of physical sewer line improvements (pipe upgrades) immediately downstream of the project, provide fair share funding toward system wide sanitary sewer system improvements, or a reasonable combination of both to adequately serve the site’s sanitary sewer demand. Condition of Approval 74 requires the project to receive a will serve letter from the East Palo Alto Sanitary District prior to issuance of building permits.

The project would maintain the local circulation network without blocking or altering existing routes or traffic flow. The project would include a high-visibility crosswalk with appropriate traffic calming measures at the intersection of O'Connor Street and Manhattan Avenue to connect the project to the University Circle complex, to facilitate greater neighborhood connection, and to provide a convenient path for nearby residents to access the future University Avenue pedestrian and bike overpass. As noted in the project’s traffic study, nine of 22 study intersections, currently operate with LOS deficiencies, and the project would have an adverse effect on six intersections during one or both peak hours under “existing plus project” conditions. However, the project would make a fair share contribution to planned intersection improvements, which would improve the intersection operations to an acceptable LOS or otherwise improve pre-project conditions.

Neighborhood Center Overlay District Findings (EPAMC Sec. 18.11.050) (Proposed Development Code Amendment)
The project does not displace existing residents.

This finding can be made because the project would provide right of return units as well as temporary units for all existing residents at consistent sizes and rents. The applicant will provide an antidisplacement incentive in the form of a rent rebate for all tenants who move into their right of return units.

The project provides income-restricted affordable housing consistent with City’s Inclusionary Housing Ordinance (Chapter 18.37 of the East Palo Alto Municipal Code).

This finding can be made because the project complies with the Inclusionary Housing Ordinance via an alternative compliance proposal, which includes the provision of at least 70 income-restricted affordable housing units at an offsite location, payment of the in-lieu fee for any units constructed less than 89 units, and inclusion of 160 rent-controlled units within the proposed project.

The project preserves “right of return” for existing residents if demolition of existing residential units is proposed.

This finding can be made because the project would preserve right of return for existing residents consistent with the requirements of the Westside Area Plan.

The project maintains the City’s rent stabilization program, where applicable.

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Packet Pg. 183 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) This finding can be made because the project would construct 160 rent-controlled units, replacing demolished rent-controlled units on a one-for-one basis. (There are 161 units proposed for demolition on the project site, one of which is a single-family home not subject to rent control.) The project contributes to the provision of new parks and open spaces.

This finding can be made because the project would include a new publicly accessible 9,300-square foot park.

The project contributes to the provision of new streets and infrastructure.

This finding can be made because the project includes a water tank to improve fire flow and pressure to the project as well as the extended City system. The final details, materials, and design of the tank would be subject to future approval by the City. Street landscaping improvements and bus shelter improvements also are included.

The project improves the fiscal health of the City.

This finding can be made because a fiscal impact analysis showed the project would have a positive net impact on the City of East Palo Alto’s General Fund, resulting in an estimated $1,109,000 in annual General Fund revenues in excess of the estimated annual General Fund expenditures.

The project enhances the area for residents.

This finding can be made because the project would add street trees, renovate streets to add additional parking spaces, replace aging structures with new high-quality buildings, and add parks and open space, consistent with the Westside Area Plan.

Site Plan and Design Review Findings (EPAMC Sec. 10.86.050) The proposed development is consistent with the General Plan and any applicable specific plan and is in compliance with all applicable provisions of the Development Code and all other City ordinances and regulations;
This finding can be made because the proposed mixed-use development is consistent with the Neighborhood Center Overlay (NCO) land use designation included as an amendment to the General Plan and is in compliance with Westside Area Plan, which sets forth a process and requirements for increasing development intensity at the project site. The purpose of the NCO designation is to support the development of housing at increased intensities with ancillary neighborhood-serving retail uses. The project would provide community space and neighborhood serving retail uses, as well as 605 residential units, 160 of which would be rent-controlled. The project also includes construction of off-site income-restricted affordable housing as alternative compliance with the City’s inclusionary housing ordinance, and a Tenant Relocation Plan that is compliant with the City’s ordinances and the Westside Area Plan requirements. Further, the proposed project meets all applicable provisions of the Development Code, including the NCO District, and City ordinances and regulations.

The proposed development is to be constructed on a suitable site, adequate in shape, size, topography, and other circumstances to accommodate the proposed development; This finding can be made because the project site is located in a developed area of the city for a use allowed in the General Plan and in the Development Code and meets Development Code standards for the NCO Zone for height, setbacks, and lot coverage. The project site is approximately 3.92 acres in size and is fully accessible by city streets including Euclid Avenue, Manhattan Avenue, West Bayshore Road, East O’Keefe Street, and O ‘Connor Street. The application also includes a tentative map, which would dedicate additional right of way to the City and merge multiple parcels on either

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Packet Pg. 184 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) side of Euclid into two consolidated parcels to accommodate the proposed buildings.

The proposed development complies with the applicable standards of review; This finding can be made because the project entitlements include General Plan, Zoning Map and Development Code Amendments to modify existing zoning regulations and general plan designations, as well as a Design Review Permit for the construction of new structures, Conditional Use Permit for the demolition of affordable units, and a Tentative Parcel Map. A Development Agreement is also included.

The proposed development is designed and arranged to provide adequate consideration to ensure the public health, safety, and general welfare, and to prevent adverse effects on neighboring property
This finding can be made because the project was evaluated to ensure public health, safety and general welfare. The project’s EIR studied the effects to public health and safety associated with the increase in intensity of the proposed development, identified mitigation measures to reduce impacts, and set forth a Mitigation Monitoring and Reporting Program. The project site, 2001 Manhattan Avenue comprises approximately 3.92 acres of land and is accessible by city streets including Euclid Avenue, West Bayshore Road, Manhattan Avenue, East O’Keefe Street, and O’Connor Street. The site is fully served by public services and utilities, and a 1.5-million-gallon steel water storage tank located at 375 Donohoe Street would be constructed concurrent with the project to provide improved fire flow and pressure to the project as well as the extended City system. The project would also be required to make fair share contributions or improvements to ensure adequate sanitary sewer service. As noted in the project traffic study, the project would be required to make fair share contributions to improve nearby intersection function. A variety of 2-3 story multiple-family and neighborhood commercial uses surround the project site, and the University Circle/Four Seasons campus lies to the east of the project site. The proposed mixed-use residential development has been designed to be compatible with the new NCO zoning district and concentrates the development’s greatest height and intensity away from the existing low-rise buildings in the neighborhood and adjacent to the taller University Circle/Four Seasons Campus and US 101 to the northeast to avoid adverse effects on neighboring property. The project also includes appropriate project setbacks, circulation and landscaping, as well as the appropriate screening for loading, parking and mechanical equipment.

CUP Findings (EPAMC Sec. 18.88.060)
The proposed use is consistent with the General Plan and any applicable specific plan; This finding can be made because the proposed mixed-use development is consistent with the Neighborhood Center Overlay (NCO) land use designation included as an amendment to the General Plan and is in compliance with Westside Area Plan, which sets forth a process and requirements for increasing development intensity at the project site. The purpose of the NCO designation is to support the development of housing at increased intensities with ancillary neighborhood-serving retail uses. The project would provide community space, a publicly accessible park and neighborhood serving retail uses, as well as 605 residential units, 160 of which would be rent-controlled. The project also includes construction of off-site incomerestricted affordable housing as alternative compliance with the City’s inclusionary housing ordinance, and a Tenant Relocation Plan that is compliant with the City’s ordinances and the Westside Area Plan requirements. Further, the proposed project meets all applicable provisions of the Development Code, including the NCO District, and City ordinances and regulations.

The proposed use is allowed within the subject zone and complies with all other

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Packet Pg. 185 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) applicable provisions of the Development Code and the Municipal Code; The proposed residential uses are permitted uses within the UHD and R-HD Zones, and additionally neighborhood commercial uses are permitted by right in the NCO Zone. The increased height and residential density is compliant with the NCO Zone, and the use is also compliant with other applicable provisions of the Development Code and the Municipal Code, including underlying Citywide, R-HD, and R-UHD District regulations are applicable that regulate site and building design, circulation, landscaping, loading, parking, and screening of mechanical equipment.

The design, location, size, and operating characteristics of the proposed use are compatible with the allowed uses in the vicinity, as detailed in the General Plan or any applicable Specific Plan;
This finding can be made because the proposed use is consistent with the underlying General Plan designations as well as the NCO land use designation. The NCO designation implements Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5, which set forth a process and requirements for projects requesting increases in intensity. The NCO designation would be used to increase intensity of development sites on a project-by-project basis, in designated areas as shown on Figure 11-12 of the Westside Area Plan. The project site is located in a developed area of the city for a use allowed in the General Plan and in the Development Code that is directly connected to multiple city streets including Euclid Avenue, Manhattan Avenue, West Bayshore Road, East O’Keefe Street, and O ‘Connor Street. The proposed use is compatible with other allowed uses in the vicinity which include residential, neighborhood-serving retail, and office uses.

Operation of the use at the location proposed would not be detrimental to the harmonious and orderly growth of the City, or endanger, jeopardize, or otherwise constitute a hazard to the public convenience, health, interest, safety, or general welfare of persons residing or working in the neighborhood of the proposed use; and This finding can be made because the proposed residential use has been designed to be compatible with the NCO District and with the underlying R-HD-5 and R-UHD zoning districts The project would also be required to receive a building permit, which requires additional review of life/safety issues. Further, hazards have been evaluated in the project EIR and mitigated to lessthan significant levels via the measures identified in the Mitigation Monitoring and Reporting Program.

The subject site is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle (e.g., fire and medical) access and public services and utilities; and served by highways and streets adequate in width and improvement to carry the kind and quantity of traffic the proposed use would likely generate.

This finding can be made because the subject site is located in a developed area of the city for a use that is allowed in the General Plan, Westside Area Plan and in the Development Code. The project site is approximately 3.92 acres in size and is accessible by city streets including Euclid Avenue, West Bayshore Road, Manhattan Avenue, East O’Keefe Street, and O’Connor Street.

The site is adequately served by public services and would pay impact fees to accommodate any increase in demand of public services due to the new development. The project includes upgrades to the City’s utility and stormwater infrastructure, including construction and connection to a new water tank to upgrade fire water pressure, and Mitigation Measure UTIL-3.1 requires that the project makes fair share contribution for construction of physical sewer line improvements (pipe upgrades) immediately downstream of the project, provide fair share funding toward system wide sanitary sewer system improvements, or a reasonable combination of both to adequately serve the site’s sanitary sewer demand. Condition of Approval 74 requires the

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Packet Pg. 186 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) project to receive a will serve letter from the East Palo Alto Sanitary District prior to issuance of building permits.

The project would maintain the local circulation network without blocking or altering existing routes or traffic flow. The project would include a high-visibility crosswalk with appropriate traffic calming measures at the intersection of O'Connor Street and Manhattan Avenue to connect the project to the University Circle complex, to facilitate greater neighborhood connection, and to provide a convenient path for nearby residents to access the future University Avenue pedestrian and bike overpass. As noted in the project’s traffic study, nine of 22 study intersections, currently operate with LOS deficiencies, and the project would have an adverse effect on six intersections during one or both peak hours under “existing plus project” conditions. However, the project would make a fair share contribution to planned intersection improvements, which would improve the intersection operations to an acceptable LOS or otherwise improve pre-project conditions.

Additional Findings for the merger, demolition or elimination of Affordable Dwelling Units (EPAMC 18.48.220):

The proposal will not be materially detrimental to the public interest of the affected neighborhood and the City.

This finding can be made because the project will provide substantive community benefits including a new publicly accessible park, community space, and water tank to improve fire pressure and water conveyance. The project will also provide off-site income-restricted affordable housing in compliance with the inclusionary housing ordinance and on-site rent controlled housing to provide right of return units for tenants and new rent-stabilized units to tenants. The project will provide relocation benefits to existing tenants including right of return units and temporary housing to provide housing security and avoid displacement.

The proposal is consistent with the City's General Plan policies, Development Code requirements, and all other City rules and regulations.

This finding can be made because the Neighborhood Center Overlay designation implements Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5, which set forth a process and requirements for projects requesting increases in intensity. The NCO designation would be used to increase intensity of development sites on a project-by-project basis, in designated areas as shown on Figure 11-12 of the Westside Area Plan. The amendment is internally consistent with the Tenant Relocation policies of the Westside Area Plan and all other provisions of the General Plan and the Development Code.

Whether the project is necessary to permit construction of special needs facilities such as, but not limited to: childcare centers and affordable housing developments that serve the greater good of the entire community.

This finding can be made because the project would provide a water tank, community space, and a publicly accessible park to serve the greater good of the entire community in addition to constructing off-site income restricted housing and providing on-site rent controlled units.

Tentative Map Findings (EPAMC Sec. 18.52.060)
The proposed map, subdivision design, and improvements are consistent with the General Plan, any applicable specific plan, and this Article; This finding can be made because the Neighborhood Center Overlay designation implements Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5, which set forth a process and requirements for projects requesting increases in intensity. The NCO designation would be used to increase intensity of development sites on a project-by-project basis, in designated areas as shown on Figure 11-12 of the Westside Area Plan. The amendment is internally consistent with the Tenant Relocation policies of the Westside Area Plan and all other provisions of the General Plan and

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Packet Pg. 187 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) the Development Code. Further, the proposed map and improvements are consistent with the minimum lot set forth in the Development Code and with the provisions of Article 6.

The site is physically suitable for the type and proposed density of development; This finding can be made because the subject site is located in a developed area of the city for a use that is allowed in the General Plan, Westside Area Plan and in the Development Code. The project site is approximately 3.92 acres in size and is accessible by city streets including Euclid Avenue, West Bayshore Road, Manhattan Avenue, East O’Keefe Street, and O’Connor Street.

The project also includes appropriate project setbacks, circulation and landscaping, as well as the appropriate screening for loading, parking and mechanical equipment.

The design of the subdivision and the proposed improvements are not likely to cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat;
This finding can be made because the subject site is located in a developed area of the city, and the project was studied in an EIR, which found impacts to biological resources to be less than significant. A mitigation measure would be implemented to required nesting bird surveys if on-site tree removal, demolition and grading to occurs inside of the nesting and breeding season.

The design of the subdivision or type of improvements is not likely to cause serious public health or safety problems;
This finding can be made because the project has been designed to avoid public health and safety problems, and mitigation measures will be adopted as conditions of approval to avoid environmental impacts. Mitigation measures would be implemented to reduce impacts to air quality and noise during construction and operation of the project. The project is adequately served by public and emergency services and would be subject to development impact fees to accommodate any increased demand due to the additional population introduced by the project.

The design of the subdivision or the type of improvements will not conflict with easements acquired by the public at large for access through or use of, property within the proposed subdivision.

The existing site does not include any public access easements, but the project would dedicate additional right of way in fee to the City to provide a consistent 60’ wide ROW. A minimum 5’ Public Utility Easement would be required on all frontages. The easement width can be modified based on constraints and the final utility design, and sidewalk easements would also be required.

A public access easement or license agreement would be implemented to guarantee public access to the project’s park.

The discharge of sewage from the proposed subdivision into the community sewer system will not result in violation of existing requirements specified by the California Regional Water Quality Control Board;
This finding can be made because the discharge of sewage is required to be treated by the East Palo Alto Sanitary District. Mitigation Measure UTIL-3.1 requires that the project makes fair share contribution for construction of physical sewer line improvements (pipe upgrades) immediately downstream of the project, provide fair share funding toward system wide sanitary sewer system improvements, or a reasonable combination of both to adequately serve the site’s sanitary sewer demand. Condition of Approval 74 requires the project to receive a will serve letter from the East Palo Alto Sanitary District prior to issuance of building permits.

The design of the subdivision provides, to the extent feasible, passive or natural heating and cooling opportunities; and
This finding can be made because the project is designed to LEED Silver standards at minimum

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Packet Pg. 188 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) and must integrate sustainable design features to maximize energy efficiency, reduce waste streams, conserve water and mitigate greenhouse gas emissions.

The proposed subdivision, its design, density, and type of development and improvements conforms to the regulations of the Development Code and the regulations of any public agency having jurisdiction by law.

This finding can be made because the proposed subdivision design conforms the regulations of the Development Code and General Plan. The project’s associated General Plan and Development Code amendments implement Westside Area Plan Policies 5.2, 5.3, 5.4, and 5.5, which set forth a process and requirements for projects requesting increases in intensity. The NCO designation would be used to increase intensity of development sites on a project-byproject basis, in designated areas as shown on Figure 11-12 of the Westside Area Plan.

Development Agreement Findings (EPAMC Sec. 18.108.030)
The development agreement is in the best interests of the City; This finding can be made because the development agreement includes significant community benefits with a term length of seven to twelve years (dependent on if an automatic extension is invoked). The development agreement and community benefits are consistent with Westside Area Plan Policy 5.4, which calls for projects requesting increased intensity to enter into a development agreement and/or pay fees to support the development of new parks, open spaces, infrastructure and community facilities necessary to support a higher level of development on the Westside. In addition, Westside Area Plan Policy 8.4, which calls for new community meeting spaces. The community benefits include a 9,300 square feet new public park, community function space of approximately 2,500 square feet, and a 1.5 million gallon water tank and pump system to improve the overall water conveyance, supply, and pressure in the neighborhood.

The development agreement is consistent with the purpose, intent, goals, policies, programs, and land use designations of the General Plan, any applicable specific plan, and the Development Code;
This finding can be made because the proposed neighborhood service use is permitted in the Neighborhood Center Overlay Land Use Designation and within the Neighborhood Center zoning district. The multiple family residential use is permitted in the High Density Residential and Urban Residential Land Use Designations in the General Plan and the RHD and R-UHD Zoning Districts. The purpose of the NCO designation is to support the development of housing at increased intensities with ancillary neighborhood-serving retail uses. The project would provide community space and neighborhood serving retail uses, as well as 605 residential units, 160 of which would be rent-controlled. The project also includes construction of off-site income-restricted affordable housing as alternative compliance with the City’s inclusionary housing ordinance, and a Tenant Relocation Plan that is compliant with the City’s ordinances and the Westside Area Plan requirements.

Further, the proposed project meets all applicable provisions of the Development Code, including the NCO District, and City ordinances and regulations.

The development agreement will promote the public convenience, health, interest, safety and general welfare of the City;
This finding can be made because the project was designed to ensure public health, safety and general welfare. The project includes appropriate project setbacks, circulation, and landscaping. The proposed mixed-use project has been designed to be compatible with the NCO zoning district, and mitigation measures identified in the EIR and MMRP prepared for

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Packet Pg. 189 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) the project are incorporated to avoid potential environmental effects related to public health and safety.

The project will be compatible with the uses authorized in, and the regulations prescribed for, the zone in which the real property is located; This finding can be made because the proposed mixed-use is permitted in the proposed General Plan Neighborhood Center Overlay (NCO) Land Use Designation and within the proposed NCO zoning district. The General Plan and Development Code amendments meet the required findings, as described above. The project site, 2001 Manhattan Avenue, comprises approximately 3.92 acres of land and is occupied 161 existing units and is surrounded by other multiple-family housing development as well as neighborhood serving commercial uses. Therefore, the proposed mixed-use building will be compatible with the other authorized uses in the area.

The project will not adversely affect the orderly development of property or the preservation of property values;
This finding can be made as the project, inclusive of the General Plan and Development Code amendments, is consistent with both the General Plan and the Development Code which plan for and regulate the development of property and set forth property value expectations. The General Plan provides a comprehensive framework for the physical development of the city through 2035 and highlights the project area as appropriate for increases in intensity on a project-by-project basis. The project meets the prerequisites for increases in intensity laid out by Westside Area Plan Policy 5.3, supports the development of new parks, open spaces, infrastructure and community facilities set forth by Westside Area Plan Policy 5.4, and meets application requirements set forth by Westside Area Plan Policy 5.5.

The project will further important Citywide goals and policies that have been officially recognized by the Council; and
This finding can be made because the proposed project is consistent with the General Plan and Westside Area Plan, specifically Goals W-1, W-3, and W-5. Westside Area Plan W-1 is to prevent displacement and preserve affordable housing. The project would provide right of return units, temporary units during construction, and other relocation benefits for existing tenants and would include 160 rent-controlled units in the new development. The project would also further Westside Area Plan Goal W-3 by creating new, high-quality affordable housing, both at the project site (rent-controlled units) and at the off-site income restricted affordable housing development. The project would additionally support Westside Area Plan Goal W-5 by developing of new buildings to improve housing opportunities and improve quality of life.

The project will provide the City with important, tangible benefits beyond those that may be required by the City through project conditions of approval This finding can be made because the proposed project will provide important and tangible benefits including a community function space, public park, 1.5 million gallon water tank, and bus stop and landscaping improvements around the project site.

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Packet Pg. 190 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements)

CITY OF EAST PALO ALTO PLANNING DIVISION
1960 TATE STREET CITY OF EAST PALO ALTO, CA 94303

CONDITIONS OF APPROVAL
Planning Division
General Conditions:
1) The project shall be built according to the approved plans as part of Planning application DR19-028 approved by the City Council on __________. Any expansion or change in use shall be subject to review by the Planning Manager and approval by the appropriate decision-making body.
2) The Planning Manager may administratively approve minor modifications to the approved plans or uses consistent with Section 18.86.080 of the Development Code. Major Modifications, as determined by the Planning Manager, shall require review and approval from the City Council at a public hearing.
3) The applicant shall obtain a City of East Palo Alto building permit and any associated encroachment or site development permits from the Public Works Department before construction can proceed.
4) The applicant shall notify the project planner to schedule inspections related to the construction of all structures, landscaping, and other site improvements. The notification request shall be given at least 72 hours prior to the requested time for inspection. 5) The applicant shall hold harmless and defend the City, its officers, agents, and employees from any liability or claims for damages due to the injury of any person, loss of life, or damage to property caused by, or arising out of activities authorized by these approvals or from any claim action or proceeding to set aside, void, or annul any approval of the Project by the City. The applicant shall employ legal counsel approved by the city or indemnify the City for the cost of legal counsel and legal services.
6) The project shall comply with all terms of the Development Agreement, as approved by Ordinance No. ____.
7) The Applicant shall attend a pre-submittal meeting with Public Works and Community and Economic Development Department (CEDD) staff prior to the issuance of a grading permit. 8) No permit shall be issued for an individual sign requiring a permit unless and until a Master Signage Plan for the subject parcel on which the sign shall be erected has been submitted and approved consistent with the East Palo Alto Development Code. 9) 21 protected trees are approved for removal, as described in the project plans. 42 trees are required for replacement, as described on sheet L-1.0 of the approved plans. Replacement trees must be 24” box size or greater.

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Packet Pg. 191 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) 10) If any additional protected trees are proposed for removal, a tree removal permit shall be filed with the Planning Division for the removal of any Protected Trees on the property prior to the issuance of building permits. The applicant shall incur any fees associated with the tree removal permit application or peer review. 11) Project landscaping shall comply with City of East Palo Alto and State regulations for water-efficient landscaping.
12) The project shall incorporate native landscaping where possible. 13) Private and dedicated open space and trees shall be preserved and maintained by the owner/occupant per plans when approved by the City. If there are any modifications to the current trees and landscaping or if the tree needs to be replaced by something comparable, the applicant will need to get approvals from the Planning Division in order to be permitted to do so. The approval may require, but is not limited to, separate permits fees, arborist reports, and other necessary documents. No building additions shall be permitted that impede or in any way impact the granted open space excluding small accessory structures. 14) Landscaping within the Corner Vision Triangle Area (defined by East Palo Alto Municipal Code Section 18.22.020(B)) shall be selected, installed, and maintained consistent with East Palo Alto Municipal Code Section18.22.020 to avoid obstructions for vehicles exiting project driveways.
15) As part of the project’s Transportation Demand Management Program, the project will be required to coordinate with the City’s TDM program coordinator to increase ridership of the University Circle Complex shuttle. At minimum, the Applicant shall advertise the private Caltrain shuttle service offered by the University Circle Complex property managers in lobbies and public spaces and coordinate placement of a shuttle stop with the City. 16) Transit passes shall be offered in accordance with the City-approved Transportation Demand Management plan.
17) The applicant or successor in interest shall be required to participate in a TMA if formed.

Prior to Issuance of Grading Permits:
18) SC AQ-2.1 BAAQMD Basic Construction Measures. BAAQMD Basic Construction Measures. Prior to any grading activities, the applicant shall prepare and implement a Construction Management Plan that includes the BAAQMD Basic Construction Mitigation Measures to minimize construction-related emissions. This plan shall first be reviewed and approved by the Director of Public Works/City Engineer. The BAAQMD Basic Construction Mitigation Measures are:
a. All exposed surfaces (e.g., parking areas, staging areas, soil piles, graded areas, and unpaved access roads) shall be watered two times per day. b. All haul trucks transporting soil, sand, or other loose material off-site shall be

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Packet Pg. 192 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) covered.
c. All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street sweepers at least once per day. The use of dry power sweeping is prohibited.
d. All vehicle speeds on unpaved roads shall be limited to 15 mph. e. All roadways, driveways, and sidewalks to be paved shall be completed as soon as possible. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used.
f. Idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time to 5 minutes (as required by the California airborne toxics control measure Title 13, Section 2485 of California Code of Regulations [CCR]). Clear signage shall be provided for construction workers at all access points.
g. All construction equipment shall be maintained and properly tuned in accordance with manufacturer’s specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation. h. Post a publicly visible sign with the telephone number and person to contact at the Lead Agency regarding dust complaints. This person shall respond and take corrective action within 48 hours. The Air District’s phone number shall also be visible to ensure compliance with applicable regulations.

Prior to the Issuance of Building Permits:

Prior to the issuance of building permits:
19) Applicant shall acknowledge in writing all of the conditions of approval and any mitigation measures contained in the EIR mitigation and monitoring program (MMRP) and accept these conditions and mitigation measures with full awareness of the responsibilities associated with all requirements. Said information to be noted on the front page(s) of the building permit plan sets.
20) The project shall comply with the associated Mitigation MonitoringandReporting Program (MMRP). Prior to the issuance of building permit the developer shall berequired to meet with the Planning Division to discuss the mitigation measures identified with the Mitigation Monitoring and Reporting Program (MMRP).
21) Applicant shall record a memorandum with the County of San Mateo stating that the conditions of approval are available from the City of East Palo Alto. 22) Applicant shall submit a lighting plan showing all proposed parking lot and exterior building lighting, including details on standard design, coverage and intensity for review and approval by the Planning Manager.
a. The plan shall include the manufacturer’s specifications and the 0.5-foot candle contour lines on selected elevations and on the site plan. b. Lighting shall be limited to the absolute minimum required to provide visibility and security to the site without spillover or glare effects to surrounding properties, roadways, or sky to limit light pollution and trespass. c. Minor adjustments with diffusers or lower wattage fixtures may be required after opening.
d. Exterior lightfixtures shall be full cutoff type so that lighting is directed downward only, minimizing glare and light pollution, and shall not cast light on any adjacent

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Packet Pg. 193 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) property or roadway. Lighting fixtures shall be installed that are energy efficient. 23) Applicant shall submit the method of screening roof equipment to the Planning Manager for review and approval. Roof equipment and objects such as elevator equipment, air conditioning or utility equipment, television aerials, etc. shall not be visible from surrounding streets or properties from the ground plane.
24) Applicant shall submit a site management plan to address any remediation, if required. Final sign-off, if required, shall come from the San Francisco Regional Water Quality Control Board, and building permits shall not be issued until the City has received clearance from the San Francisco Regional Water Quality Control Board for any required remediation of the site.
25) All impact fees, as well as any outstanding costs associated with the planning entitlement process, shall be paid prior to issuance of the building permit. Impact fee information is available at:
https://www.cityofepa.org/sites/default/files/fileattachments/finance/page/4461/east_palo_alt o_comprehensive_fee_schedule_eff.01.2021_0.pdf
26) Submit exterior building colors, materials, and design elements to the Planning Manager for final review and approval prior to issuance of building permit. 27) Submit exterior paint colors, materials, and design elements for the water tank to the Public Works Director for final review and approval prior to issuance of building permit. 28) A tree protection plan shall be submitted and approved prior to issuance of building permits. To avoid and minimize damage to existing trees that are not proposed for direct impact by Project activities, the measures outlined on Plan Sheet T-0.1 shall be implemented during construction.
29) Prior to the issuance of a building permit, the applicant shall comply with the Transportation Demand Management (TDM) Plan requirements consistent with the East Palo Alto Municipal Code Chapter 10.32. A complying TDM plan shall be submitted to the City for review and approval before building permits can be issued. The project shall be subject to all applicable TDM-related fees and penalties.
30) Applicant shall install bicycle racks or storage that complies with the Santa Clara Valley Bicycle Technical Guidelines and Valley Transit Authority (VTA) standards, as may be amended.
31) Applicant shall submit a property maintenance and management plan for the entire property, which shall include but not be limited to:
a. Clearly identify the use of all balconies and define what can and cannot be stored on the balcony
b. General cleaning of litter and debris on-site

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Packet Pg. 194 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) c. Maintenance of all exterior building materials
d. Maintenance of all landscaping, window cleaning, etc. 32) Prior to the issuance of Building Permits, the project applicant/developer must obtain all required approvals by and be in compliance with all the conditions of the East Palo Alto Sanitary District or then current provider of sanitary sewer. 33) Submit final design details and equipment details for improvements at the Park which shall be approved by the City and shall be consistent with the Parks, Recreation, and Open Space Master Plan.

Conditions Prior to Certificate of Occupancy:
34) Park improvements shall be constructed prior to issuance of certificate of occupancy.

Conditions After Certificate of Occupancy:
35) The community room shall be maintained and operated consistent with the terms set forth in the Development Agreement (Ordinance No.______) for the life of the project. 36) The applicant shall consult with the City prior to making any modifications to landscaping, equipment, programming, or operation of the park.

CEQA Mitigation Measures
37) MM AES-2.1 Construction Screening. To minimize and soften the visual effect as seen from visitors and nearby residents, the project proponent shall incorporate construction fencing or screening around the perimeter of the site. The screening material shall be of sufficient height to mask ground-level activities within and be designed with graphics, murals, historic references, or other design features to blend as much as possible with the neighborhood surroundings while communicating the future uses at the site. Screening shall remain in place during demolition of existing structures, site preparation and new building construction. Screening shall not be necessary during the final stages of construction when architectural coatings, detailing and landscaping are applied. The plan for screening concept and design shall be submitted for approval to the City of East Palo Alto prior to issuance of any building and grading permits.
38) MM AES-2.2 Water Tank Screening. During construction, the applicant shall provide construction screening of the water tank site to soften visual effects of construction. In the final phase of tank construction, the applicant shall landscape the perimeter of the water tank site at 375 Donohoe with a combination of fencing and vegetation to soften and screen the appearance of the water tank and related improvements. Plant selection shall include native, taller species or trees to provide a visually appealing screen as viewed from the roadway and surrounding land uses. Landscaping and screening shall not conflict with water tank access or operations. Landscaping plans shall be submitted to the City for review and approval with final improvement plans.
39) MM AES-3.1 Glare Reduction. As part of final improvement plans, the project shall incorporate anti-reflective (AR) glass products and surfaces selected specifically to minimize reflective glare. Such materials can vary but typically consist of matte or patterned finishes that serve to both reduce reflective glare and reduce bird strike.

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Packet Pg. 195 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) 40) MM AQ-3.1 Off-Road Diesel-Powered Construction Equipment. All mobile diesel-powered off-road equipment operating on-site for more than two days and larger than 50 horsepower shall, at a minimum, meet U.S. Environmental Protection Agency (EPA) particulate matter emissions standards for Tier 4 engines or equivalent. Prior to the issuance of any demolition permits, the project applicant shall submit a construction operations plan to the Planner/Project Manager of the Planning Division of the Department Community and Economic Development, which includes specifications of the equipment to be used during construction and confirmation this requirement is met. Such equipment could include concrete/industrial saws, graders, scrapers, rollers, cranes, forklifts, generator sets, and air compressors.

The construction contractor may use other measures to minimize construction period Diesel Particulate Matter (DPM) emissions to reduce the estimated cancer risk below the thresholds. The use of equipment that includes CARB-certified Level 4 Diesel Particulate Filters or alternatively-fueled equipment (i.e., non-diesel), added exhaust devices, or a combination of these measures could meet this requirement. If any of these alternative measures are proposed, the construction operations plans must include specifications of the equipment to be used during construction prior to the issuance of any demolition permits. If any of these alternative measures are proposed, the plan shall be accompanied by a letter signed by a qualified air quality specialist, verifying the equipment included in the plan meets the standards set forth in this mitigation measure. 41) MM BIO-1.1 Preconstruction Bird Surveys. The applicant shall schedule all on-site tree removal, demolition and grading to occur outside of the nesting and breeding season (February 1 through September 1) of any given year to avoid nest disturbance. If this schedule is not practical or feasible, the applicant shall hire a qualified biologist to conduct preconstruction nesting bird surveys of the site plus a 100-foot perimeter around the site, no more than seven days prior to removal of trees and grading. If nesting birds are observed, the biologist will establish a buffer zone where no tree removal or grading will occur until the biologist confirms that all chicks have fledged and are no longer reliant on the nest. The buffer zone may vary from 50 to 250 feet, depending upon the species of bird and exposure of the nest site.
42) MM CR-2.1 Inadvertent Discovery of Archaeological Resources. In the event the buried, or previously unrecognized archaeological deposits or resources are encountered during ground disturbing activities, work shall be temporarily halted within a 50-foot radius of the discovered materials and workers should avoid altering the materials and their context until a qualified professional Archaeologist has evaluated the situation and provided appropriate recommendations. Project personnel shall not collect cultural resources. Construction and potential impacts to the area(s) within a radius determined by the archaeologist shall not recommence until the assessment is complete.

If any tribal cultural resources are found, the project applicant and/or its contractor shall cease all work within 50 feet of the discovery and immediately notify the City of East Palo Alto Planning Division. Potentially significant Native American resources consist of but are not limited to chert or obsidian flakes, projectile points, mortars, and pestles; and dark friable soil containing shell and bone dietary debris, heat-affected rock, or human burials.

The tribal monitor(s) will contact the tribal representative(s) and in consultation with the City and an archeologist evaluate the finds. Appropriate mitigation measures for the

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Packet Pg. 196 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) inadvertently discovered tribal cultural resource shall be at the direction of tribal leadership.

The City and tribal representative(s) shall consider the mitigation recommendations and agree on implementation of the measure(s) that are feasible and appropriate. Such measures may include reburial of any ancestral remains, avoidance, preservation in place, excavation, documentation, or other appropriate measures. 43) MM CR-2.2 Inadvertent Discovery of Human Remains. In the event that human remains (or remains that may be human) are discovered at the project site, Public Resource Code Section 5097.98 must be followed. All grading or earthmoving activities shall immediately stop within a 50-foot radius of the find. The project proponent shall then inform the San Mateo County Coroner and the City of East Palo Alto immediately, and the Coroner shall be permitted to examine the remains as required by California Health and Safety Code Section 7050.5(b).

Section 7050.5 requires that excavation be stopped in the vicinity of discovered human remains until the Coroner can determine whether the remains are those of a Native American. If human remains are determined as those of Native American origin, the applicant shall comply with the state relating to the disposition of Native American burials that fall within the jurisdiction of the NAHC (Public Resource Code [PRC] § 5097). The Coroner shall contact the NAHC to determine the most likely descendant(s) (MLD). The MLD shall complete his or her inspection and make recommendations or preferences for treatment within 48 hours of being granted access to the site. The MLD will determine the most appropriate means of treating the human remains associated grave artifacts, and shall oversee the disposition of the remains.

In the event the NAHC is unable to identify an MLD or the MLD fails to make a recommendation within 48 hours after being granted access to the site, the landowner or his/her authorized representative shall rebury the Native American human remains and associated grave goods with appropriate dignity within the project area in a location not subject to further subsurface disturbance.
44) MM GEO-5.1 Final Geotechnical Evaluation. A construction level geotechnical evaluation shall be required for the project. The project shall be required to adhere to and incorporate all standards and recommended engineering measures to mitigate for liquefaction, expansive soils and other local soil constraints. The final geotechnical evaluation will be provided to the City for review and approval prior to the issuance of building permits. 45) MM GEO-6.1 Inadvertent Discovery of Paleontological Resources. In the event that fossils or fossil-bearing deposits are discovered during construction activities, work shall be temporarily halted with a 50-foot radius of the discovered materials and workers should avoid altering the materials and their context until a qualified paleontologist has evaluated the situation and provided appropriate recommendations. Construction and potential impacts to the area(s) within a radius determined by the paleontologist shall not recommence until the assessment is complete.

If it is determined that the proposed development could damage unique paleontological resources, mitigation shall be implemented in accordance with Public Resources Code Section 21083.2 and Section 15126.4 of the CEQA Guidelines. Possible mitigation under Public Resources Code Section 21083.2 requires that reasonable efforts be made for resources to be preserved in place or left undisturbed. If preservation in place is not feasible, the applicant shall mitigate significant effects. Excavation as mitigation shall be limited to those parts of resources that would be damaged or destroyed by a project.

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Packet Pg. 197 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) Possible mitigation under CEQA emphasizes preservation-in-place measures, including planning construction avoid paleontological sites, incorporating sites into parks and other open spaces, covering sites with stable soil, and deeding the site into a permanent conservation easement. Under CEQA Guidelines, when preservation in place is not feasible, data recovery through excavation shall be conducted with a data recovery plan in place.
46) MM GHG-1.1 Transportation Demand Management Plan. Prior to approval of project entitlements for future residential uses, the project applicant shall prepare qualifying Commute Trip Reduction (CTR)/Transportation Demand Management (TDM) plan to reduce mobile GHG emissions for all uses. The TDM plan shall be approved by the City of East Palo Alto and any physical features resulting from the plan shall be shown in final improvement plans. The TDM plan shall discourage single-occupancy vehicle trips and encourage alternative modes of transportation such as carpooling, taking transit, walking, and biking. The following measures or equally effective measures shall be incorporated into the TDM plan.
• The project applicant shall consult with the local transit service provider on the need to provide infrastructure to connect the project with transit services. Evidence of compliance with this requirement may include correspondence from the local transit provider(s) regarding the potential need for installing bus turnouts, shelters or bus stops at the site.
• The CTR/TDM plan for the project shall include, but not be limited to the following potential measures: ride-matching assistance, preferential carpool parking, flexible work schedules for carpools, half-time transportation coordinators, providing a web site or message board for coordinating rides, designating adequate passenger loading and unloading and waiting areas for ride-sharing vehicles, and including bicycle end of trip facilities. This list may be updated as new methods become available. Verification of this measure shall occur prior to building permit issuance for the commercial uses.
47) MM HAZ-1.1 Asbestos Operation and Management Plan. Prior to demolition and removal of material from the site, the project applicant shall implement the recommendations of the 2014 Asbestos O&M Plan for work involving asbestos-containing material. These measures include asbestos training and specific work procedures for employees managing asbestos contaminated materials, notification procedures for building owners and occupants, asbestos clean-up and emergency response procedures, and recordkeeping of identified asbestos contaminated materials. The plan shall be reviewed and approved by the City of East Palo Alto prior to implementation.
48) MM HAZ-1.2 Lead Based Paint and PCB Operation and Management Plan. Prior to any renovations or demolition, the project applicant shall implement the recommendations of the LBP O&M Plan for work involving lead based painted surface areas to be carried out.

These measures include training and special work procedures for employees managing lead-based paint materials, notification procedures for building owners and occupants, emergency response procedures, and recordkeeping of identified lead-based paint materials. The plan shall be reviewed and approved by the City of East Palo Alto prior to implementation. The project shall also follow current San Francisco Bay Regional Water Quality Control Board requirements for identifying and controlling PCB’s during building demolition, if present.

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Packet Pg. 198 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) 49) MM N-1.1 Construction Noise Reduction. Prior to Grading Permit issuance, the applicant shall demonstrate, to the satisfaction of the City of East Palo Alto Director of Public Works or City Engineer that all applicable construction plans and specification include the following measures:
• Construction activities shall be restricted to daytime hours of between 7:00 a.m. and 8:00 p.m. on weekdays.
• Prior to the start of construction activities, the construction contractor shall:
o Maintain and tune all proposed equipment in accordance with the manufacturer’s recommendations to minimize noise emission. o Inspect all proposed equipment and should fit all equipment with properly operating mufflers, air intake silencers, and engine shrouds that are no less effective than as originally equipped by the manufacturer. • Post a sign, clearly visible at the site, with a contact name and telephone number of the City of East Palo Alto’s authorized representative to respond in the event of a noise complaint.
• Place stationary construction equipment and material delivery in loading and unloading areas as far as practicable from the residences. • Limit unnecessary engine idling to the extent feasible. • Use smart back-up alarms, which automatically adjust the alarm level based on the background noise level, or switch off back-up alarms and replace with human spotters.
• Use low-noise emission equipment.
• Limit use of public address systems.
• Minimize grade surface irregularities on construction sites. 50) MM TRA-2.1 Traffic Calming Measures. Prior to operational use of the parking garage, the project applicant shall install traffic calming measures at the Bayshore Road/Manhattan Avenue location to reduce traffic speeds and improve the safety of driveway movements.

Such measures could include advisory speeds signs, advanced warning signage along Manhattan Avenue and Bayshore Road, roadway bulbouts, raised dots, parking restrictions or other physical improvements. Final traffic calming measures will be determined in consultation with City of East Palo Alto Public Works staff during review of improvement plans.
51) MM UTIL-3.1 Fair Share Funding of Project Improvements. The project applicant shall either fund the fair share of construction of physical sewer line improvements (pipe upgrades) immediately downstream of the project, provide fair share funding toward system wide sanitary sewer system improvements, or a reasonable combination of both.

The project’s financial and implementation responsibility for sewer capacity improvements shall be determined in consultation with the City of East Palo Alto Public Works Department. Fair share funding of common improvements to the city-wide system would also address the project’s contribution to significant cumulative effects. Funding or construction of common improvements shall occur prior to the issuance of building permits or as determined by the City. The project’s fair share of responsibility shall be proportionate to the impact. The project shall not be responsible for mitigating all existing deficiencies.

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Packet Pg. 199 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) Housing Division
Prior to the Issuance of Building Permits:
52) Payment in full of Inclusionary In-Lieu Fee. The final Inclusionary Housing In-Lieu Fee shall be paid in accordance with the terms of the Development Agreement adopted by Ordinance No._______.

Prior to Certificate of Occupancy:
53) All subsequent actions taken by the Applicant related to the residential units in the Project shall be consistent with the Tenant Relocation Plan, as approved by the City Council. 54) Final Inspection Approval, Temporary Certificate of Occupancy, Certificate of Occupancy, and Notice of Completion for any units will be issued in accordance with the Inclusionary Housing obligations specified in the Development Agreement (Ordinance No. __).

Building Division
At Building Permit Submittal
55) A digital copy of the plans must be submitted for building review and must include the digital submittal of all relevant supporting documents, including but not limited to structural calculations, energy compliance forms, soils report, etc. 56) Plans submitted for building review must be designed to the 2022 California Building Codes or the code in effect at the time of submittal.
57) Please imprint the Conditions of Approval on the plans submitted for building permits. 58) A soils investigation report shall be submitted containing design recommendations.

Additionally, a signed and stamped letter from the Geotechnical Engineer or Civil Engineer who prepared the soil investigation shall be submitted stating the following:
a. The plans and specifications substantially conform to the recommendations in the soil investigation.
b. The Geotechnical Engineer or Civil Engineer who prepare the soil investigation has been retained to provide soil site observation and provide periodic and final reports to the City of East Palo Alto.
59) Prior to final inspection for any building or structure, the Geotechnical Engineer or Civil Engineer who prepared the soil investigation shall issue a final report stating the completed pad, foundation, finish grading and associated site work substantially conform to the approved plans, specifications and investigations.
60) Please imprint, on the submitted plans, the Construction Best Management Practices. To access the standard plan, please visit: http://www.flowstobay.org/construction. 61) The applicant shall properly complete and incorporate the CAL Green Residential Mandatory Measures in effect at the time of submittal on the plans submitted for building permits. The link to access the form: http://www.ci.east-palo- alto.ca.us/ArchiveCenter/ViewFile/Item/443 62) The applicant shall properly complete and incorporate the CAL Green Non-Residential Mandatory Measures in effect at the time of submittal on the plans submitted for building permits. The link to access the form:
https://www.cityofepa.org/sites/default/files/fileattachments/building/page/3801/2019_cal_gre

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Packet Pg. 200 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) en_non-residential_mandatory_requi_rn1603.pdf
63) Provide a note on the plans submitted for building permits: “At a minimum, 65% of the project waste stream shall be recycled; prior to final project approval, a receipt shall be provided to the building inspector to verify 65% recycling has occurred." Self-hauling is prohibited in the City of East Palo Alto; an authorized hauler shall be utilized. 64) All construction and demolition debris shall be contained on-site (not in the public right-ofway) in constantly covered bins, which include adequate service. 65) Please note on plan: The City of East Palo Alto Municipal Code Section 15.04.125 limits construction activity to the following hours:

Monday through Friday: 7:00 AM to 6:00 PM Saturday: 9:00 AM to 5:00 PM Sundays and national holidays: No activity allowed
PriorBuilding Permit Issuance
66) The installation of site construction trailers will require a separate building permit issued by the Building Division. Plans and specifications must be submitted for review and approval prior to the installation of such structure. Please contact the Building Division for additional information.
67) Approval of this Project does not relieve the Applicant from the applicable requirements of subsequent permits and approvals, including but not limited to the following as may be applicable:
• Grading Permit and Improvement Plan
• Fire Permit
• School District Development Impact fee requirements
68) Prior to the issuance of building permits, the applicant/developer shall submit a waste management plan to the Building and Safety Division. The plan shall include the estimated composition and quantities of waste to be generated and how the project developer intends to recycle at least 65 percent of the total job site construction waste measured by weight or volume. Proof of compliance shall be provided to the Chief Building Official prior to the issuance of a final building permit.

PriorTo Final/Occupancy
69) A minimum of 10 Days prior to anticipated occupancy, the applicant shall have scheduled final inspections by all Departments requiring conditions of approval.

Engineering Division:

SPECIFIC CONDITIONS OF APPROVAL
70) A Parcel Map or Condominium Map shall be submitted for review and approval by the City and recorded with the County Recorder prior to issuance of building permits. The Map shall conform to the Subdivision Map Act and the Municipal Code, and shall show any required right-of-way or easement dedications shown on the Tentative Map. The Map shall show a Public Access Easement over the Park parcel, unless the City agrees that a License Agreement for public access is an acceptable alternative.

The Map shall include the following:

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Packet Pg. 201 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) • Dedicate additional public right-of-way (fee) on Euclid Avenue and O’Connor Street as needed to provide a consistent 60’ wide ROW.
• Provide a minimum 5’ Public Utility Easement on all frontages. The easement width can be modified based on constraints and the final utility design. • On Euclid Avenue (Section B-B of the Tentative Map), where the parking and/ or sidewalk is located outside the ROW, extend the ROW to the curb and provide a sidewalk easement over the sidewalk. Confirm the width of the ROW to match the proposed improvements.
• Provide a public access easement over the private park unless access can be provided through a license agreement or other document. The license agreement or access easement shall be in effect in perpetuity.
• A set of CC&Rs shall be submitted for review, covering maintenance responsibilities for common private improvements between Parcels 1 and 2. The CC&Rs shall be recorded prior to occupancy of the buildings.
71) The Applicant shall submit off-site improvement plans, incorporating frontage improvements, utility improvements, and off-site landscaping. The off-site improvement plans shall be submitted with the Building Permit application.
72) The Applicant shall construct frontage improvements similar to those shown in the Planning Application. These improvements will include sidewalk, curb, gutter, landscaping, stripping, and other typical frontage items. Additionally, the entire width of Euclid Avenue along the project frontage must be given a minimum of 2-inch grind and overall and road sections along the other frontages must be ground and overlayed for half their width unless otherwise specified in the offsite-improvements plan review.
73) Prior to the approval of the off-site improvement plans, the Applicant shall execute a longterm maintenance agreement with the City, covering ownership and maintenance of the various improvements, including streetscaping, the bus stop, and the park. 74) The Applicant shall obtain a will-serve letter from the East Palo Alto Sanitary District (EPASD) or then-current provider of sanitary sewer prior to issuance of building permits. The Applicant shall complete sanitary sewer system improvements and/ or provide funding as required by EPASD or the then-current provider of sanitary sewer. At a minimum, any lines identified by EPASD or the then-current provider of sanitary sewer as needing upgrades within the project street improvement limits will be upgraded.
75) The 1.5-million-gallon water tank at 375 Donohoe Street shall be constructed in accordance with the terms of the Development Agreement adopted by Ordinance No._______.

Improvements shall be in general conformance with the Euclid Improvements Water Supply and Fire Flow Systems Report, by BKF, dated July 23, 2020. An alternate option shown in the Report may be utilized if approved by the City. The design shall be confirmed by a fire flow/ pressure analysis, based on the proposed water tank design, confirming the water tank provides adequate storage, flow and pressure to serve the development. The design will be completed by the Applicant with review and approval by the City of East Palo Alto and Menlo Park Fire.

Water system upgrades shall be consistent with the City’s Water Master Plan, the BKF report, and any Menlo Park Fire requirements.

The developer shall donate the land at 375 Donohoe Street (063-148-110, 063-148-120, 063-

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Packet Pg. 202 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) 148-130) and water tank improvements and all accompanying equipment to the City at issuance of Certificate of Occupancy for the Project site, or later at the discretion of the Public Works Director.
76) The Applicant shall provide a solid waste management plan. The plan shall be provided to Recology for review and approval, prior to approval of plans or issuance of Building Permits. 77) In accordance with the Phase I Environmental Site Assessment, by WSP dated September 27, 2019, the following shall be completed prior to issuance of demolition permits:
• Asbestos shall be identified and removed in accordance with the 2014 Asbestos Operations and Maintenance Plan.
• Lead-based paint shall be identified and removed in accordance with the existing lead-based paint Operations and Maintenance Plan.

In addition, the Phase I Environmental Site Assessment notes the possible presence of PCB’s on the site. Prior to issuance of demolition permits, a plan shall be prepared for the City’s approval and implemented to identify and remove or otherwise mitigate PCBs on the site.
78) The Applicant shall provide a final Stormwater Management Plan, including a C.3/C.6 stormwater checklist. The Stormwater Management Plan shall include the following:
• Green Infrastructure Measures should be provided along the project frontage ( bulbouts could be used for this).
• Provide MRP C.10-compliant trash capture measures onsite and along the project frontage.
• Private stormwater measures shall not be located within the public right-of-way. • If non-LID measures are proposed to treat runoff, confirm that the project qualifies as a Special Project and that the percentage of runoff treated by non-LID measures matches the allowed non-LID credit determined in the C.3/ C.6 checklist. 79) The Applicant shall provide a hydrologic/ hydraulic analysis of the existing storm drain system and confirm if the existing system has adequate capacity to serve the development. The postconstruction flows shall be calculated for a 100-year storm event. Post-construction flows shall not exceed pre-construction flows.
80) The existing 24” storm drain line in O’Connor Street and Euclid Avenue shall be upsized to a larger pipe per the City’s Storm Drain Master Plan prior to Certificate of Occupancy (Schaaf & Wheeler, 2014). In addition, the existing storm drain crossing Manhattan Avenue at West Bayshore Road shall be upsized per the Master Plan.
81) TV camera inspection or other methods shall be completed to confirm the condition of the existing utility system within the limits of the project. The extent of the inspection shall be determined at the time of the improvement plan submittal. Utilities within the project limits that are in poor condition shall be replaced or rehabilitated as needed. 82) Unless otherwise approved, domestic water shall be provided to the project by a master City water meter located at the public right-of-way. Units shall be individually metered. 83) Unless otherwise approved, water for fire protection shall be provided via a private on site fire line, isolated from the City water system by a double check detector. Calculations shall be provided confirming that adequate flow/ pressure is available for on site fire hydrants and the

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Packet Pg. 203 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) building sprinkler system.
84) The project shall implement the recommendations of the Woodland Park Euclid Improvements, Transportation Demand Management Plan, Transportation Action Plan, by TDM Specialists, Inc., as approved by the City.
85) The Applicant shall work with the City to develop a pedestrian connection across Manhattan Avenue, connecting the Woodland Park Apartments to the University Circle II development, providing access to the Class I bicycle/ pedestrian trail on University Avenue and the Highway 101 Pedestrian Overcrossing. The location for the crossing shall be at the O’Connor Street intersection, and shall include enhanced measures such as bulbouts and flashing beacons.
86) Provide traffic-calming measures at the Manhattan Avenue/ West Bayshore Road intersection to be incorporated into the offsite improvement plans. Traffic-calming measures shall be based on available sight distance around the intersection and to the parking garage access south of the intersection. Confirm sight distance between southbound traffic on the street and vehicles entering or leaving the garage, or provide measures to address sight distance. 87) Provide a photometric analysis to confirm that existing and proposed lighting meets City lighting standards.
88) Existing overhead utility lines along the project frontages, or crossing abutting streets, shall be placed underground.
89) Signing, striping, and layout for all four public streets around the property shall be in accordance with the Neighborhood Collector Street Design Criteria. 90) PARCEL MAP: A Parcel Map or Condominium Map shall be submitted for review and approval by the City and recorded with the County Recorder prior to issuance of building permits. The Map shall conform to the Subdivision Map Act and the Municipal Code, and shall show any required right-of-way or easement dedications shown on the Tentative Map.

The Map shall show a Public Access Easement over the Park parcel, unless the City agrees that a License Agreement for public access is an acceptable alternative. 91) CONDITIONS, COVENANTS, AND RESTRICTIONS (CC&Rs): A set of CC&Rs shall be submitted for review, covering maintenance responsibilities for common private improvements between Parcels 1 and 2. The CC&Rs shall be recorded prior to occupancy of the buildings.

STANDARD CONDITIONS
92) ENGINEERING FEES: All review and inspection fees per the City’s Master Fee Schedule shall be paid prior to the issuance of any permits.
93) DEVELOPMENT IMPACT AND WATER CAPACITY FEES: All Development Impact Fees and Water Capacity Fees shall be paid consistent with East Palo Alto Municipal Code (EPAMC) Chapter 13.28, and Resolutions No. 5004 and No. 5093, and in accordance with the terms of the Development Agreement adopted by Ordinance No._______. 94) GRADING PERMIT: Prior to building permit approval, a grading permit shall be obtained from the Engineering Division with payment of fees per EPAMC 15.48. See the following link for an application.
https://www.cityofepa.org/publicworks/page/grading-permit

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Packet Pg. 204 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) 95) ENCROACHMENT PERMIT: The developer shall obtain an encroachment permit from the Engineering Division prior to performing any work in the public right-of-way. See the link below for an application.
https://www.cityofepa.org/publicworks/page/encroachment-permit 96) PUBLIC IMPROVEMENTS: The developer shall provide public street improvements along the project frontage where existing streets (vehicle and/or pedestrian paths) do not meet current City standards. These improvements may include sidewalk, curb and gutter, driveway approach, curb ramp, and any right-of-way dedication. See EPAMC 15.04.040 97) CONSTRUCTION VEHICLES, EQUIPMENT, AND MATERIALS: All construction related vehicles, equipment, and materials shall be managed on-site. At no time shall such items be parked or stored in the public right-of-way without an encroachment permit or written approval by the City Engineer.
98) TRAFFIC CONTROL: Activities that require temporary closures of sidewalks, vehicle and/or bike lanes, or other public paths shall require review and approval by the Engineering Division through an encroachment permit.
99) STORMWATER DRAINAGE: The project shall not create any negative impacts to adjacent properties such as cross-lot drainage. The project shall conform with all C.3/C.6 requirements.
100) CONSTRUCTION BEST MANAGEMENT PRACTICES: This project is required to implement stormwater best management practices (BMP) as described by the San Mateo Countywide Water Pollution Prevention Program. Stormwater Measures shall include full trash capture measures conforming to Section C.10 of the Municipal Regional Permit for Stormwater (5-mm. screens, sized for 1-year, 1-hour storm). The following sheet in the link below shall be included in the plans.
https://www.flowstobay.org/wp-content/uploads/2020/04/Countywide-Program-BMP-PlanSheet-June-2014-Update.pdf 101) FENCES/WALLS: No new or existing fence and/or wall shall be permitted outside of the property boundary lines. No new or existing concrete (or similar) wall and/or fence is permitted where there is a public easement. The removal of such existing structures shall be required prior to the issuance of any permits.
102) WATER METER: This project shall use one public water meter provided by the City’s water operator. Any additional water meters shall be purchased by the developer, maintained privately, and stored onsite.
103) TRAFFIC CONTROL PLAN: Submit a traffic control plan with the off-site improvement plans for review and approval. The traffic control plan shall include a summary of the traffic control types, dates, times and blocks affected. All construction related materials, equipment, and construction workers parking need to be stored on-site and the public streets need to be kept free and clear of construction debris.

Police Department:
104) The Applicant shall submit a security plan for the project to the Police Department for review andcomment prior to Certificate of Occupancy. Reasons for review include, but are not limited to the following:
a. Excessive and/or unexplainable increase in calls for service

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Packet Pg. 205 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) b. Excessive and/or preventable crimescommitted at the residence and/or commercial space.
c. Numerous complaints of a valid nature
105) Lighting: The Applicant shall provide uniform lighting without glare for scheduled nighttime activities and to permit good observation by neighbors and patrol units after hours. 106) Signage: The Applicant shall:
a. Post “No trespassing/Loitering” signs at entrances of parking lots and other appropriate places. Signs should be at least 2’by1’ in overall size, with white background and black 2” lettering. Section 9.08.010 of the East Palo Alto Municipal Code should be included as a reference on the no loitering signs. b. Post signs at all entrances to the parking area pursuant to section 22658(a) of the California Vehicle Code to assist management with removal of unwanted vehicles per the parking manager’s request.
107) Parking Structure: The Applicant shall include the following in building permit plans:
a. The interior structure be painted a light, highly reflective color. b. Metal halide or other bright white light sources shall be utilized. No dark areas should exist inside the structure.
c. All storage, maintenance, and trash rooms within the parking garage shall have doors which cannot be locked from the inside, and that close and lock quickly and automatically upon exit.
d. Alcoves and other visual obstructions that mightconstitute a hiding place shall be eliminated whenever structurally possible. Pillars, columns, and other open construction should be utilized over a solid wall design. e. Whenever possible, stairwells shall be of open design. When, by necessity, a stairwell is enclosed, convex mirrors should be placed at each stairwell landing, and the stairwell doors should employ as much transparent material as fire code allows. f. Convex mirrors shall be placed inside elevator cabs. g. Access control shall be utilized for vehicular and pedestrian traffic. h. A clearly marked, hands free emergency phone or panic alarm shall be placed centrally in the structure.
i. No trespassing/loitering signs shall be placed at all entrances and other appropriate locations.
j. Panic button call boxes shall be integrated with a video surveillance system. 108) Building:
a. Stairs shall be well lit with open handrails to allow visibility and prevent hiding spaces.
b. Risers shall be enclosed along with the area under the stairs should be enclosed and inaccessible for any use.
c. It is advisable to have surveillance equipment for enclosed stairwells and motion detection at main access points.
109) Landscaping:
a. Landscaping shall be well maintained and trimmed so that natural surveillance is not hindered.
b. Shrubs shall be kept less than three feet in height and trees should be pruned to a height of 10 feet, consistent with the approved Landscape Plan. c. Walkways shall be direct, follow natural pathways and avoid blind corners. d. The walkways and access points to the open space shall be illuminated and visible.

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Packet Pg. 206 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) 110) Roof Top:
a. One of the following shall be utilized on all skylights: Rated burglar-resistant glass or acrylic material orIron bars of at least one half-inch diameter, or flat steel bars of at least one quarter-inch width, spaced no more than five inches apart under the skylight and securely fastened, or grill of at least one eighth-inch steeland two-inch mesh b. All hatchway openings on the roof of any building should be secured as follows: If the hatchway is wooden, it should be covered on the outside with at least 16 gage sheet steel or its equivalent, attached in a manner making removal difficult. The hatchway shall be secured from the insidewith a slide bar or slide bolts. Only a crossbar or padlock provided by the fire marshal shall be used. Outside pin-type hinges on all hatchway openings shall have non-removable pins.
• Exterior rooftop ladders should be eliminated or incorporated into the interior design.
• All air duct or vent openingsexceeding 8” by 12” on the rooftop or exterior walls of any building shall be secured by means of:
o Iron bars of at least one half-inch diameter, of flat steel bars of at least one quarter-inch width, spaced nomore than five inches and securely fastened,
o Grill of at least one eighth-inch steel and two-inch mesh, o If the barrier is on the outside, it shall be secured with galvanized rounded-head, flush bolts of at least 3/8” diameter.

Menlo Park Fire Protection District
111) Project will comply with current minimum CA State adopted Fire and Building Codes and local Ordinances at time of plan submittal.
112) Water Supply: Applicant has provided a separate engineered fire flow modeling report dated 11-18-19. This document submitted to Menlo Park Fire Protection District has been correctly calculated, however the following conditions outlined below must be addressed. CFC 2016, Sec. 507.5.1 Appendix B Section 105.2 & Table 105.1:
a. The 50% reduction is not approved at this time until the outstanding infrastructure improvements to the water mains are finalized with the City of East Palo Alto. This area does not meet minimum State fire flow requirements. 113) Public hydrants shall be required at a minimum 300 foot spacing, which will require new fire hydrants installed on all public street (Euclid Ave, O’Connor St, Manhattan Ave, W Bayshore Rd, & O’Keefe St). Be advised fire hydrant minimum spacing is 300 feet but based on the fire flow requirements that spacing may be reduced to less than 300 foot distance. All hydrants to comply to the following:
a. All fire hydrants shall be wet barrel standard steamer type with 1 4 1/2" (114.3 mm) and 2 2 1/2" (63.5 mm) outlets. MPFPD CFC Sec. 507.5.1 Appendix C:
• All existing fire hydrants located within 300 foot distance to any new building shall be required to be upgraded to charging condition above. b. Public Fire hydrant shall be positioned within 50 feet from Fire Department Connection (FDC).

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Packet Pg. 207 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) c. Fire Flow Modeling Report page 3 item #2c for Buildings A, B, & C, refer to “maximum distance from any point on the street or road frontage to a hydrant with 50% increase”. This shall be amended to only allow a 150 foot distance from any point on the street to a required fire hydrant.
114) The Fire Flow Modeling Report has specific requirements outlined for “Standpipe System Demand”, “Fire Pump Sizing”, and static “Secondary Water Storage Tank Capacity” requirements. These items shall be addressed for compliance as part of the Building Permit Review.
115) Fire Apparatus Access: Fire Apparatus Access is to be provided along Euclid Ave, O’Connor St, and Manhattan Ave, these to meet public access for covered and open parking. Aerial Ladder Access to be established along entire public roadway fronting subject properties where overhead electrical wiring shall not be located, the aerial ladder placement shall meet the prescriptive distance requirements outlined in CFC Appendix D105 (2019 edition). The following are general access requirements that apply to subject project:
a. Fire apparatus roadways, including public and private streets, shall be capable of supporting the imposed weight of a 75,000 pound (34,050 kg) fire apparatus and shall be provided with an all-weather driving surface. Only paved or concrete surfaces are considered to be all weather driving surfaces. CFC Appendix D (2019 edition).
b. NOTE ON FIELD PLAN: Fire apparatus roadways, including public or private streets or roads used for vehicle access shall be installed and in service prior to construction. Fire protection water serving all hydrants shall be provided as soon as combustible material arrives on the site:
• PRIOR TO COMBUSTIBLE MATERIAL ARRIVING ON THE SITE,

CONTACT THE MENLO PARK FIRE PROTECTION DISTRICT TO
SCHEDULE AN INSPECTION OF ROADWAYS AND FIRE HYDRANTS.
c. For buildings 30 feet (9144 mm) and over in height (plan illustrates buildings will range from 5 level, & 9 up to 13 Levels) above natural grade, the required fire apparatus access private roadway shall be a minimum of 26 feet (7925 mm) in width and each building shall be required to have aerial ladder access parallel to at least one entire side of each building, and the fire lane shall be located within a minimum of 15 feet (4572 mm) and a maximum of 30 feet (9144 mm) from the building. CFC Appendix D105 (2019 edition):
• Fire District staging areas to be located along the entire public roadway fronting each building, provide details illustrating Aerial Ladder Truck Minimum and Maximum climbing angles, plan design shall meet minimum and maximum distance requirements if a climbing angle is less than 50 degrees the roadway shall be adjusted to comply to the charging condition listed above. Note Aerial Ladder requires minimum 4’ setback on any side to allow for outriggers.

8.1.h
Packet Pg. 208 Attachment: Resolution Approving Project, Required Findings, and Conditions of Approval (2461 : Woodland Park Euclid Improvements) ORDINANCE NO. 2022-_______

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF EAST PALO

ALTO APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY

OF EAST PALO ALTO AND WOODLAND PARK PROPERTY OWNER, LLC

RELATING TO THE DEVELOPMENT OF THE WOODLAND PARK EUCID
IMPROVEMENTS PROJECT AT MANHATTAN AVE AND O’CONNOR ST
WHEREAS, to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Government Code Sections 65864 et seq. (the "Development Agreement Statute") which authorizes cities to enter into agreements for the development of real property with any person having a legal or equitable interest in such property in order to establish certain development rights in such property; and
WHEREAS, in accordance with the Development Agreement Statute, the City of East Palo Alto enacted Chapter 18.108 of the East Palo Alto Municipal Code (the "Development Agreement Regulations") to implement procedures for the processing and approval of development agreements in accordance with the Development Agreement Statute; and
WHEREAS, Woodland Park Property Owner, LLC ("Developer") submitted an application requesting approval of a General Plan Amendment (GP19-001) and Development Code and Zoning Map amendments (ZC19-002), Design Review Permit (DR 19-028), Conditional Use Permit (CUP22-003), Tentative Parcel Map (TTM19-001), and Development Agreement to allow for the construction of a mixed-use residential project containing approximately 605 residential units within three buildings ranging in height from 5 to 13 stories with approximately 605 parking spaces in a structured garage and approximately 2,500 square feet of community function space and 2,215 square feet of neighborhood-serving retail space. (the "Project"); and WHEREAS, Developer proposes to enter into a Development Agreement with the City of East Palo Alto for the purpose of developing the Project in exchange for contributions to the community, as articulated in the Development Agreement; and WHEREAS, pursuant to the Development Agreement Statute and Development Agreement Regulations, the Planning Commission held a duly noticed public hearing on July 25, 2022, on the proposed Project and found the proposed Development Agreement is consistent with the objectives of the general plan and the Westside Area Specific Plan, in conformity with public convenience and beneficial to the public welfare, and will not adversely impact the orderly development of property; and

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Packet Pg. 209 Attachment: Ordinance Approving Development Agreement (with Development Agreement) (2461 : Woodland Park Euclid Improvements) WHEREAS, the City Council, after published notice, held a public hearing on September 6, 2022, concerning the proposed Project and continued the public hearing to September 20, 2022, and considered the matter further at the October 4, 2022 and November 1, 2022 City Council Meetings, including the reports and documents presented by City staff, the Planning Commission's recommendations, and the written and oral comments presented at the public hearing.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EAST
PALO ALTO DOES ORDAIN AS FOLLOWS:

SECTION 1. Findings and Determination.

The City Council hereby finds and declares the above recitals are true and correct.

The City Council finds the provisions of the Development Agreement are consistent with the City's General Plan and Westside Area Specific Plan as they exist on the effective date of this ordinance, and hereby incorporates the conformity findings from the City Council staff report dated September 20, 2022 which was attached to the staff report dated November 1, 2022. The City Council finds the provisions of the Development Agreement that constitute the project’s Inclusionary Housing Plan are consistent with East Palo Alto Municipal Code Section 18.37.080(D) and finds that the alternative compliance method proposed provides greater public benefit than would provision of the inclusionary units on-site due to the preservation of on-site rent-controlled units and provision of off-site income-restricted units.

SECTION 2. Approval of Development Agreement.

Based on the findings herein and in the resolution included in the above recitals, the City Council hereby approves the Development Agreement attached as Exhibit 1 and authorizes the City Manager to execute the Development Agreement, subject to such minor, conforming, or clarifying changes consistent with the terms thereof as may be approved by the City Manager prior to execution thereof, and any and all other documents necessary to effectuate the Development Agreement.

SECTION 3. CEQA
The environmental effects of the Project subject to the Development Agreement were analyzed in the Environmental Impact Report (EIR) (SCH # 2020040270) and Mitigation Monitoring and Reporting Plan, which were certified and approved by the City Council on October 4, 2022, and mitigation measures incorporated into the Project.

The City Council also adopted a Statement of Overriding Consideration.

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Packet Pg. 210 Attachment: Ordinance Approving Development Agreement (with Development Agreement) (2461 : Woodland Park Euclid Improvements) SECTION 4. Severability.

If any section, subsection, sentence, clause or phrase of this Ordinance is for any reason held to be unconstitutional, invalid or ineffective by a court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, sentence, clause and phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared unconstitutional, invalid or ineffective.

SECTION 5. Effective Dates
This Ordinance shall be in full force and effect thirty (30) days after its adoption.

SECTION 6. Publication. The City Clerk is directed to cause publication of this Ordinance as required by Government Code Section 36933.

INTRODUCED at a regular City Council meeting held November 1, 2022, and PASSED AND ADOPTED at a regular City Council meeting held on ________, 2022, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:
_____________________________
Ruben Abrica, Mayor
ATTEST: APPROVED AS TO FORM:
_____________________________ _____ __________________________ James Colin, City Clerk Valerie J. Armento, Interim City Attorney

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Packet Pg. 211 Attachment: Ordinance Approving Development Agreement (with Development Agreement) (2461 : Woodland Park Euclid Improvements) 551\95\3363720.1

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City Clerk's Office
City of East Palo Alto
2415 University Avenue
East Palo Alto, CA 94303
Exempt from Recording Fee
Pursuant to Government
Code Section 27383
______________________________________________________________________________ Space above this line for Recorder's Use Only

DEVELOPMENT AGREEMENT
by and between

THE CITY OF EAST PALO ALTO
and

WOODLAND PARK PROPERTY OWNER, LLC
City of East Palo Alto, California

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TABLE OF CONTENTS
Page
i
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ARTICLE I DEFINITIONS ......................................................................................................3

1.1 Definitions:.................................................................................................................3

1.2 Capitalized Terms. .....................................................................................................7 ARTICLE II GENERAL PROVISIONS..................................................................................7

2.1 Parties. ...................................................................................................................7

2.2 Recording. ..................................................................................................................8

2.3 Term. ...................................................................................................................8 ARTICLE III DEVELOPMENT OF THE PROPERTY .......................................................8

3.1 Use of the Property and Applicable Law. ..................................................................8

3.2 No Conflicting Enactments. .......................................................................................9

3.3 Reservations of Authority. .......................................................................................10

3.4 Subsequently Enacted Rules and Regulations. ........................................................10

3.5 Nexus/Reasonable Relationship Waiver. .................................................................10

3.6 Initiatives and Referenda..........................................................................................11

3.7 Compliance With Requirements of Other Governmental Entities...........................11

3.8 City's Police Power. .................................................................................................12

3.9 Subsequent City Approvals for the Property............................................................12

3.10 Life of City Approvals. ..........................................................................................13 ARTICLE IV OTHER RIGHTS AND OBLIGATIONS OF THE PARTIES ...................14

4.1 Generally .................................................................................................................14

4.2 Agreement Controls .................................................................................................14

4.3 Payment of Fees, Taxes and Assessments. ..............................................................14

4.4 Public Improvements................................................................................................16

4.5 Affordability Requirements......................................................................................17

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4.6 City Obligations. ......................................................................................................21 ARTICLE V COMMUNITY BENEFITS ..............................................................................21

5.1 Provision by Developer............................................................................................21 ARTICLE VI AMENDMENT OF AGREEMENT AND APPROVALS............................24

6.1 Amendment or Termination by Mutual Consent. ....................................................24

6.2 Minor Modifications and Major Amendments to Agreement..................................24

6.3 Requirement for a Writing. ......................................................................................25

6.4 Amendments to Development Agreement Legislation. ...........................................25

6.5 Modification of City Approvals. ..............................................................................26

6.6 Effect of Termination on Developer's Obligations. .................................................26 ARTICLE VII ANNUAL REVIEW........................................................................................27

7.1 Time of Review........................................................................................................27

7.2 Compliance Letter....................................................................................................27

7.3 Determination of Good Faith Compliance...............................................................27

7.4 No Waiver. ...............................................................................................................28 ARTICLE VIII DEFAULT, REMEDIES, AND TERMINATION.....................................28

8.1 Notice of Breach.......................................................................................................28

8.2 Remedies for Breach. ...............................................................................................28

8.3 Termination by Mutual Consent. .............................................................................28 ARTICLE IX ESTOPPEL CERTIFICATE..........................................................................29 ARTICLE X TRANSFERS, ASSIGNMENTS ......................................................................29

10.1 Agreement Runs With the Land.............................................................................29

10.2 Right to Assign.......................................................................................................29

10.3 Release Upon Assignment. ....................................................................................30

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ARTICLE XI MORTGAGEE PROTECTION.....................................................................30

11.1 Mortgage Protection...............................................................................................30

11.2 Mortgagee Not Obligated.......................................................................................30

11.3 Notice of Default to Mortgagee. ............................................................................30

11.4 No Supersession. ....................................................................................................31 ARTICLE XII INDEMNIFICATION....................................................................................31

12.1 No Duty of City; Hold Harmless............................................................................31

12.2 Indemnification. .....................................................................................................31 ARTICLE XIII NOTICES.......................................................................................................32

13.1 Notices. ...................................................................................................32 ARTICLE XIV MISCELLANEOUS......................................................................................32

14.1 Cooperation in the Event of Third-party Legal Challenge.....................................32

14.2 Invalidity. ...............................................................................................................33

14.3 Applicable Law and Venue. ...................................................................................33

14.4 Severability.............................................................................................................33

14.5 Nondiscrimination..................................................................................................33

14.6 Headings.................................................................................................................33

14.7 Agreement is Entire Understanding. ......................................................................34

14.8 Interpretation. .........................................................................................................34

14.9 Further City Actions...............................................................................................34

14.10 Computation of Time; Time of the Essence.........................................................35

14.11 Permitted Delay....................................................................................................35

14.12 Recordation of Termination. ................................................................................35

14.13 Counterparts. ........................................................................................................35

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Packet Pg. 215 Attachment: Ordinance Approving Development Agreement (with Development Agreement) (2461 : Woodland Park Euclid Improvements) 551\95\3363720.1

DEVELOPMENT AGREEMENT
This Development Agreement ("Agreement"), dated for reference purposes only as of this ____ day of __________, 20__, and effective as of the Effective Date (as defined herein), is entered into by and between the CITY OF EAST PALO ALTO, a California municipal corporation (the "City"), and WOODLAND PARK PROPERTY OWNER, LLC, a Delaware limited liability company, doing business as Woodland Park Communities (the "Developer"), with reference to the following facts, purposes, and understandings:

RECITALS
A. Section 65864 et seq. of the California Government Code authorizes City to establish procedures for and to enter into binding development agreements with persons having legal or equitable interests in real property located within the City that is the subject of the development agreement.

B. The City's Municipal Code establishes the procedures for review and approval of development agreements in Chapter 18.108. This Agreement is consistent with the City's development agreement provisions.

C. Developer is the fee owner of that certain property in the City located at 2021 Euclid Ave., 2025 Euclid Ave., 2031 Euclid Ave., 2041 Euclid Ave. (previously known as 420 E.

O'Keefe), 2043 Euclid Ave., 2012 Euclid Ave., 2032 Euclid Ave., 2036 Euclid Ave., 2040 Euclid Ave., 2042 Euclid Ave., 2044 Euclid Ave., 2054 Euclid Ave., 501 O'Connor St., 2001 Manhattan Ave., and 2033 Manhattan Ave., designated as Assessor's Parcel Nos. 063282010, 063282020, 063282030, 063282040, 063282050, 063282060, 06328207, 063282080, 063282090, 063281020, 063281030, 063281040, 063281100, and 063281110, and more particularly described in Exhibit A attached hereto and incorporated herein by this reference (the "Property").

D. Developer desires to develop on the Property a project (the "Project") consisting of the replacement of several aging, outdated structures containing, as of the Effective Date, 160 rentstabilized rental apartment units and one single family rental (non-RSO) unit, with new buildings containing up to 605 rental apartment units, 160 of which will be subject to the RSO in accordance with a deed restriction, replacing the existing apartment units one-for-one, together with publicly available private open space, common areas (including meeting room), parking, and associated facilities, in accordance with the provisions of this Agreement, the Project Approvals (defined below), and other applicable regulations of the City of East Palo Alto and other governmental agencies having jurisdiction over the Property.

E. On ____, 20__, City's Planning Commission held a duly noticed public hearing on this Agreement and (i) determined that this Agreement complies in all respects with CEQA, (ii) determined that this Agreement is consistent with the City's General Plan, and, (iii) recommended that the City Council approve this Agreement.

F. The following approvals (including all conditions of approval thereto), entitlements, and findings are being concurrently reviewed and approved herewith by the City with

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Packet Pg. 216 Attachment: Ordinance Approving Development Agreement (with Development Agreement) (2461 : Woodland Park Euclid Improvements) 2 551\95\3363720.1
respect to the Property and the Project and, collectively together with this Agreement, constitute the "Existing City Approvals":
(1) The EIR (as defined below) and applicable provisions of the related Mitigation, Monitoring, and Reporting Program ("MMRP"), by City Council Resolution No. __;
(2) General Plan Amendment by City Council Resolution No. __ ("GPA"); (3) Zone Change by City Ordinance No. ___;
(4) Development Code (Zoning Text) Amendment by City Ordinance No. ___; (5) Conditional Use Permit for Merger, Demolition or Elimination of Affordable Dwelling Units by City Council Resolution No. __; (6) Vesting Tentative Parcel Map ____, by City Council Resolution No. __; (7) Design Review Permit, by City Council Resolution No. __; (8) Tree Removal Permit, by City Council Resolution No. __; (9) The Adopting Ordinance (as defined below); and
(10) Relocation Plan, by City Council Resolution No. ____.

G. On ___, 20___, the City examined the environmental effects of the Project in an Environmental Impact Report (State Clearing House # ___), comprised of a Draft Environmental Impact Report and Final Environmental Impact Report (the "EIR") prepared pursuant to CEQA.

On ___, 20__, the City Council reviewed and certified as adequate and complete the EIR by Resolution No. ___ and adopted written findings and approved the MMRP.

H. On ______, 20__, the City Council held a duly noticed public hearing on this Agreement and considered the Planning Commission's recommendations and testimony and information submitted by City staff, Developer, and members of the public, and found this Agreement to be consistent with the City's General Plan and introduced Ordinance No. ____, approving this Agreement.

I. On ___________, 20__, the City Council adopted Ordinance No. ____ enacting this Agreement (the "Adopting Ordinance").

J. The development of the Project also may require certain Subsequent City Approvals (as defined below).

NOW, THEREFORE, in consideration of the foregoing recitals of fact and the mutual covenants and promises set forth herein, the City and Developer hereby agree as follows:

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Packet Pg. 217 Attachment: Ordinance Approving Development Agreement (with Development Agreement) (2461 : Woodland Park Euclid Improvements) 3 551\95\3363720.1

AGREEMENT

ARTICLE I

DEFINITIONS

1.1 Definitions. In addition to the terms defined elsewhere in this Agreement, the following defined terms are used in this Agreement:

1.1.1 "Adopting Ordinance" shall mean City Council Ordinance No. ___ approving and adopting this Agreement.

1.1.2 "Agreement" shall mean this Development Agreement, as the same may be amended from time to time.

1.1.3 "Applicable City Regulations" shall mean and consist of:
(a) The General Plan of the City in effect as of the Effective Date; (b) The Municipal Code of the City ("Municipal Code") in effect as of the Effective Date;
(c) The City Approvals (including this Agreement) and their terms and conditions;
(d) Other City Regulations applicable to the Property in effect as of the Effective Date, except as provided in Section 3.2.
(e) New City Regulations that apply to the Property as set forth in Section 3.4 ; and
(f) Other City Regulations that apply to the Property as set forth in Section 3.3.

1.1.4 "Applicable Law" shall mean (a) all State and Federal laws and regulations applicable to the Property and the Project as enacted, adopted and amended from time to time and (b) the Applicable City Regulations.

1.1.5 "Approved Plans" shall mean those plans and specifications with respect to the Project, titled "________________", dated _______, prepared by _______, comprised of Sheets ___ through ____, inclusive, and approved by the City by the Design Review Permit for the Project.

1.1.6 "CEQA" shall mean the California Environmental Quality Act (California Public Resources Code Sections 21000-21177) and the implementing regulations promulgated thereunder by the Secretary for Resources (California Code of Regulations, Title 14, section 15000 et seq.).

1.1.7 "City" shall mean the City of East Palo Alto, a municipal corporation, and any successor or assignee of the rights and obligations of the City of East Palo Alto hereunder.

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1.1.8 "City Approvals" shall mean, collectively, the Existing City Approvals and the Subsequent City Approvals.

1.1.9 "City Council" shall mean the governing body of the City.

1.1.10 "City Planning Commission" shall mean the duly appointed and constituted planning commission of the City.

1.1.11 "City Regulations" shall mean, individually and collectively, (i) the General Plan and the Municipal Code, as adopted and amended by the City from time to time, and (ii) all other ordinances, resolutions, rules, regulations, requirements, standards, policies, conditions, specifications, and plans of the City, as adopted and amended by the City from time to time, including those governing zoning, subdivisions and subdivision design, land use, rate of development, growth control, density, building size, public improvements and dedications, construction standards, new construction and use, design standards, permit restrictions, development fees or exactions, terms and conditions of occupancy, or environmental guidelines or review, including those relating to hazardous substances.

1.1.12 "Compliance Letter" shall mean a letter submitted by Developer describing Developer's compliance with the terms of the City Approvals and this Agreement.

1.1.13 "Conditions " shall mean any and all conditions, terms, restrictions, or requirements (including dedications, fees, and exactions) imposed by the City on any City Approvals or otherwise imposed by the City on the Project or the Property.

1.1.14 "Developer" shall mean the Developer identified in the first paragraph of this Agreement and any successor or assignee to all or any portion of its right, title, and/or interest in and to ownership of all or a portion of the Property and/or the Project.

1.1.15 "Developer Affiliate" shall mean an entity or person that is directly or indirectly controlling, controlled by, or under common control with Developer. For purposes of this definition, "control" means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of an entity or a person, whether through the ownership of voting securities, by contract, or otherwise, and the terms "controlling" and "controlled" have the meanings correlative to the foregoing.

1.1.16 "Development Agreement Statute" shall mean California Government Code Sections 65864-65869.5, inclusive.

1.1.17 "Director" shall mean the City's Planning Division Manager or his/her authorized designee.

1.1.18 "Effective Date" shall mean the date the Adopting Ordinance becomes effective.

1.1.19 "Exactions" shall mean exactions imposed by the City as a condition of developing the Project, including requirements for acquisition, dedication or reservation of land or provision of tenant relocation benefits (on-site or off-site); and obligations to construct on-site or

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off-site public and private infrastructure improvements 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 Regulations.

1.1.20 "Freeze Period" shall mean the time period from the date Developer submits a complete application for the first building permit until the date such building permit is issued.

The Freeze Period shall not extend beyond the expiration or earlier termination of this Agreement.

1.1.21 "General Plan" shall mean the City's 2035 General Plan adopted by the City Council on October 4, 2016, the final version of which was published in March 2017, as amended by the GPA.

1.1.22 "Mitigation Measures" shall mean the mitigation measures and related monitoring program applicable to the Project as set forth in the MMRP, as may be modified in any required subsequent CEQA review for the Project Approvals.

1.1.23 "Mortgage" shall mean the mortgage, deed of trust, sale and leaseback arrangement, or any other form of conveyance in which the Property, or a part or interest in the Property, is pledged as security and contracted for in good faith and for fair value.

1.1.24 "Mortgagee" shall mean the holder of a beneficial interest under a Mortgage or any successor or assignee of the Mortgagee.

1.1.25 "Net New Units" shall mean the number of net new rental housing units in the Project for which the City issues all necessary City Approvals (including building permits), calculated by subtracting from the total number of new rental housing units approved for the Project the total number of rental housing units existing at the Property as of the Effective Date (which total number of existing rental housing units is 161).

1.1.26 "Other Agency" shall mean any Federal, State, regional, or local governmental agency (other than City) with jurisdiction over the Property or the Project.

1.1.27 "Parks, Recreation, and Open Space Master Plan" shall mean a parks, recreation, and open space master plan, and amendments thereto, as may be adopted by the City prior to the Developer's application for a grading permit for the Project.

1.1.28 "Parties" shall mean Developer and City, and their respective successors and assigns under this Agreement.

1.1.29 "Permitted Delay" shall mean a delay in the performance by any Party of an obligation under this Agreement caused by an event beyond the reasonable control and without the fault of the Party claiming the delay (and despite the good faith efforts of such Party) first arising after the Effective Date, including, but not limited to: (i) acts of God; (ii) civil commotion; (iii) riots; (iv) strikes, picketing or other labor disputes; (v) shortages of materials or supplies; (vi) damage to work in progress by reason of fire, floods, earthquake or other casualties; (vii) a default under this Agreement by the other Party; (viii) as to City only, with respect to completion of the Annual Review or to processing applications for City Approvals, the failure, delay or inability of

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Developer to provide adequate information or substantiation as reasonably required to complete the Annual Review or process applications for Subsequent City Approvals; (ix) restrictions imposed or mandated by any Other Agencies, or delays by any Other Agencies in processing or issuing any Other Agency Approvals (including but not limited to any "will serve" letters); (x) enactment of conflicting State or Federal laws or regulations, (xi) judicial decisions or similar legal incapacity to perform, (xii) epidemics and pandemics, including COVID 19 (or variant)-induced restrictions on the ability of any Party to perform its obligations of this Agreement; and (xiii) litigation brought by a third party attacking the validity of this Agreement or any provision thereof or any action to be taken pursuant to this Agreement. Developer's inability to obtain Project or other financing and any Party's inability to make a payment when due shall not be basis of a Permitted Delay.

1.1.30 "Project" shall mean the Project as described and defined in Recital D.

1.1.31 "Project Approvals" shall mean, collectively, the City Approvals and the Other Agency Approvals.

1.1.32 "Property" is defined in Recital C.

1.1.33 "Public Improvements" shall mean all roads, parks, drainage, sewer, water, and utility improvements, and all other infrastructure and improvements for the Project that may or are to be dedicated or otherwise made available for public use pursuant to this Agreement or the Project Approvals.

1.1.34 "RSO" shall mean the Rent Stabilization and Just Cause for Eviction Ordinance of 2010 (Municipal Code Chapter 14.04) in effect as of the Effective Date.

1.1.35 "Subdivision Maps" shall mean any tentative or vesting tentative map, final map, tentative or vesting tentative parcel map, and parcel map, as those terms are defined in the Subdivision Map Act (California Government Code Sections 66410 et seq.) and the Municipal Code, and any amendments or modifications thereto and any lot line adjustments.

1.1.36 "Subsequent City Approvals" shall mean any and all subsequent City land use approvals, entitlements, permits, consents, and agreements (other than the Existing City Approvals), as may be necessary or desirable for implementation of the Project and this Agreement, including without limitation, the following: amendments of the Existing City Approvals, grading permits, building permits, sewer and water connection permits, certificates of occupancy, lot line adjustments, site plans, development plans, land use plans, building plans and specifications, Subdivision Maps, conditional use permits, variances, design review, demolition permits, improvement agreements, encroachment permits, regulatory agreements, TDM plan or program, and any amendments to, or repealing of, any of the foregoing.

1.1.37 "Term" is defined in Section 2.3.

1.1.38 "Third Party Challenge" shall mean any legal action instituted by a third party or other governmental entity or official challenging the validity of any provision of this Agreement.

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1.2 Capitalized Terms. If any capitalized terms contained in this Agreement are not defined above, then any such terms shall have the meaning otherwise ascribed to them in this Agreement.

ARTICLE II

GENERAL PROVISIONS

2.1 Parties.

2.1.1 Developer Representations and Warranties.
(a) Developer represents and warrants that, as of the Effective Date of this Agreement, Developer is:
(i) the sole fee owner of the Property;
(ii) Duly organized and validly existing under the laws of the State of California;
(iii) Qualified and authorized to do business in the State of California and has duly complied with all requirements pertaining thereto; (iv) In good standing and has all necessary powers under the laws of the State of California to own property and in all other respects enter into and perform the undertakings and obligations of this Agreement.
(b) Developer further represents and warrants:
(i) That no approvals or consents of any persons are necessary for the execution, delivery or performance of this Agreement by Developer, except as have been obtained;
(ii) That the execution and delivery of this Agreement and the performance of the obligations of Developer have been duly authorized by all necessary actions and approvals required under any management and operating agreement for the limited liability company constituting Developer; and
(iii) That this Agreement is a valid obligation of Developer enforceable in accordance with its terms.

2.1.2 Relationship of City and Developer.

It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Developer and that the Developer is an independent contractor and not an agent or partner of City.

City and Developer hereby renounce the existence of any form of joint venture or partnership between them, and agree that nothing contained in this Agreement or in any document executed

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in connection with this Agreement shall be construed as making City and Developer joint venturers or partners.

2.2 Recording.

Within ten (10) days after the Effective Date, the City Clerk shall cause recordation of this Agreement with the County Recorder against the Property.

2.3 Term.

The term of this Agreement (the "Term") shall commence upon the Effective Date and shall terminate seven (7) years following the Effective Date, unless sooner terminated as hereinafter provided. Notwithstanding the above Term, if prior to the seventh (7th) anniversary of the Effective Date, the Developer submits to the City a complete application for a building permit for the Project including construction drawings, the Term of this Agreement shall be automatically extended for five (5) years.

ARTICLE III

DEVELOPMENT OF THE PROPERTY

3.1 Use of the Property and Applicable Law.

3.1.1 Subject to Agreement.

The Property is hereby made subject to the provisions of this Agreement. All development of, or on, the Property, or any portion thereof, shall be undertaken only in compliance with the provisions of this Agreement and with Applicable Law.

3.1.2 Vested Rights.

The overall design, development, construction, and use of the Project and all improvements in connection therewith, including without limitation, permitted uses of the Property, the maximum density and/or number of residential units and commercial development, the intensity of use, the maximum height and size of the proposed buildings, provisions for reservation or dedication of land for public purposes, provisions for payment of fees and other exactions, the conditions, terms, restrictions, and requirements for subsequent discretionary actions, the provisions for and financing for Public Improvements, and the other terms and conditions of development applicable to the Property as set forth in:
• This Agreement;
• The City Approvals; and
• The Applicable City Regulations;
are hereby vested in Developer, subject to the provisions of this Agreement (the "Vested Elements"). The intent of this Section 3.1.2 is to cause all development rights which may be

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required to develop the Project in accordance with this Agreement and the City Approvals to be deemed to be "vested rights" as that term is defined under California law applicable to the development of land or property and the right of a city to regulate or control such development of land or property. City hereby agrees to be bound with respect to the Vested Elements, subject to Developer's compliance with the terms and conditions of this Agreement and the Project Approvals. By stating that the terms and conditions of this Agreement and the Project Approvals control the overall design, development and construction of the Project, this Agreement is consistent with the requirements of California Government Code Section 65865.2 (requiring a development agreement to state permitted uses of the property, the density or intensity of use, the maximum height and size of proposed buildings and provisions for reservation or dedication of land for public purposes). Notwithstanding the preceding provisions of this Section 3.1.2 or any other provision in this Agreement to the contrary, in the event of any conflict between the terms and conditions of any City Approvals (including Developer's rights and obligations thereunder) other than this Agreement, including without limitation any Subsequent City Approvals, and the terms and conditions of this Agreement (including Developer's rights and obligations hereunder), the terms and conditions of this Agreement (including Developer's rights and obligations hereunder) shall control.

3.1.3 Existing City Approvals and Applicable City Regulations. Prior to the Effective Date, the Developer shall have prepared two (2) sets of the Existing City Approvals and Applicable City Regulations, one (1) set for City and one (1) set for Developer, to which shall be added from time to time, Subsequent City Approvals, so that if it becomes necessary in the future to refer to any of the City Approvals or Applicable City Regulations, there will be a common set available to the Parties. Failure to include in the sets of City Approvals and Applicable City Regulations any rule, regulation, policy, standard or specification that is within the Applicable City Regulations and City Approvals as described in this Agreement shall not affect the applicability of such rule, regulation, policy, standard or specification.

3.2 No Conflicting Enactments.

Except as otherwise expressly provided in this Agreement, any City Regulations that conflict with any Vested Elements shall not apply to the Project or the Property. For purposes of this Section

3.2 and Sections 3.3, 3.4 and 3.9, the word "conflict" means and refers to any City Regulation that has or purports to have any of the following effects: (i) reduces or limits the maximum density and intensity of use (including but not limited to the number, square footage and floor area ratios of buildings, the overall maximum number and square footage of residential units, parking or loading spaces, and the maximum amount of development space), or the maximum height, bulk or size of proposed buildings from that permitted by the City Approvals; (ii) changes any land use designation or permitted use of the Property from that shown in the City Approvals; (iii) limits, controls or delays the rate, timing, phasing or sequencing of the development, or construction of all or any part of the Property except as set forth in the Vested Elements; (iv) limits or restricts any right or use specifically granted by the Vested Elements; (v) limits the location of building sites, grading or other improvements on the Property in a manner that is inconsistent with the Project Approvals; (vi) imposes conditions upon development of the Property other than as permitted by the Vested Elements; (vii) contravenes, precludes or renders infeasible compliance with any provision of the Vested Elements; (viii) applies to the Project or the Property any New City Regulations (as defined in and subject to Section 3.4) that are not uniformly applied on a City­wide

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basis to all substantially similar types of development projects and project sites (i.e., to all rental residential projects, to all commercial projects, to all mixed-use projects etc.); (ix) imposes against the Project or the Property any condition, dedication or other Exaction not specifically authorized by the Vested Elements; or (x) imposes against the Project or the Property any obligations regarding affordable housing or relocation not specifically required by the Existing City Approvals.

3.3 Reservations of Authority.

The development of the Project will require Subsequent City Approvals. At the time Subsequent City Approvals are applied for, the following City Regulations shall apply to those Subsequent Approvals:

3.3.1 Subject to Section 4.3.2, all Processing Fees which are in force and effect within the jurisdiction of the City for the class of Subsequent City Approvals being applied for.

3.3.2 Subject to Section 4.3.3, all Impact Fees, other fees, or other monetary and non-monetary exactions imposed by the City which are in force and effect within the jurisdiction of the City for a broadly based class of land, projects, or discretionary or ministerial approvals, or taxpayers, as applicable, on which they are imposed.

3.3.3 Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure, which are in force and effect within the jurisdiction of the City for the class of City Permits being applied for.

3.3.4 Regulations governing construction standards and specifications including, without limitation, the City's building code, plumbing code, mechanical code, electrical code, fire code and grading code, all provisions of Title 15 of the East Palo Alto Municipal Code, and all other uniform construction codes which are in force and effect within the jurisdiction of the City for the class of Subsequent City Approvals being applied for.

3.4 Subsequently Enacted Rules and Regulations.

The City may during the term of this Agreement apply such new City Regulations ("New City Regulations") that are in force and effect within the jurisdiction of the City for the class of Subsequent City Approvals being applied for and which are not in conflict with the terms of this Agreement (including the Vested Elements) or the City Approvals. To the extent any New City Regulation conflicts with the terms of this Agreement (including the Vested Elements) or the City Approvals, the terms of this Agreement or the City Approvals, as applicable, shall prevail and to such extent, such New City Regulation shall not apply to the Property or the Project.

3.5 Nexus/Reasonable Relationship Waiver.

Developer consents to, and waives any rights it may have now or in the future, to challenge with respect to the Project or Existing City Approvals, the legal validity of, the conditions, requirements, policies, or programs applicable to the Project pursuant to this Agreement, the Existing City Approvals or Applicable City Regulations, including, without limitation, any claim

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that they constitute an abuse of police power, violate substantive due process, deny equal protection of the laws, effect a taking of property without payment of just compensation, or impose an unlawful tax. In the event Developer challenges any newer, subsequently enacted, City Regulation, enacted by City in accordance with and subject to Section 3.4, or any increased or new fee permitted under and subject to Sections 3.3 and 4.3, on any grounds other than the City's breach of the provisions of those Sections, City shall have the right to withhold additional development approvals or permits until the matter is resolved; provided, however, Developer shall have the right to make payment or performance under protest, and thereby receive the additional approval or permit while the matter is in dispute.

3.6 Initiatives and Referenda.

3.6.1 If any City Regulation is enacted or imposed by a citizen-sponsored initiative or referendum, or by the City Council directly or indirectly in connection with any proposed initiative or referendum, which City Law would conflict with this Agreement or the City Approvals, such City Law shall not apply to the Project. The parties, however, acknowledge that the City's approval of this Agreement is a legislative action subject to referendum.

3.6.2 Without limiting the generality of any of the foregoing, no City-adopted moratorium or other limitation (whether growth control or otherwise relating to the rate, timing, phasing or sequencing of development) affecting Subdivision Maps, building permits, or other Subsequent Approvals shall apply to the Project. Developer agrees and understands that the City does not have authority or jurisdiction over another public agency's authority to grant a moratorium or impose any other limitation that may affect the Project.

3.6.3 The timing, sequencing, and phasing of the development is solely the responsibility of Developer so long as it is consistent with Applicable Law. In particular, the parties desire to avoid the result of Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, where the failure of the parties therein to consider and expressly provide for the timing of the development resulted in a later adopted initiative restricting the timing of development to prevail over such parties' agreement. While, as of the Effective Date, the Parties anticipate development of the Project in no more than two phases, it may become necessary for financing, marketing, thencurrent market conditions or other reasons to develop the Project in more than two phases. The Parties therefore acknowledge that Developer shall have the right to develop the Project at such time, and in any such phases, as Developer deems appropriate so long as such development is consistent with Applicable Law.

3.6.4 The City shall cooperate with Developer and shall undertake such actions as may be necessary to ensure this Agreement remains in full force and effect.

3.7 Compliance With Requirements of Other Governmental Entities.

3.7.1 During the Term, Developer, at no cost to City, shall comply with lawful requirements of, and obtain all permits and approvals required by Other Agencies in furtherance of this Agreement ("Other Agency Approvals"). Developer shall pay all required fees when due to Other Agencies and acknowledges that City does not control the amount of any such fees.

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3.7.2 City shall cooperate with Developer in Developer's effort to obtain Other Agency Approvals, provided that same does not impose any costs on or require the City to incur any costs without compensation or reimbursement, or require the City to amend any of the City's policies, regulations, or ordinances.

3.7.3 As provided in California Government Code § 65869.5, this Agreement shall not preclude the application to the Property and Project of changes in laws, regulations, plans, or policies, to the extent that such changes are specifically mandated and required by changes in State or Federal laws or regulations. In the event changes in the law prevent or preclude compliance with one or more provisions of this Agreement, this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations. The parties shall meet and confer in good faith in order to determine whether such provisions of this Agreement shall be modified or suspended as may be necessary to comply with changes in the law, and City and Developer shall agree to such action as may be reasonably required. It is the intent of the parties that any such modification or suspension be limited to that which is necessary and to preserve to the extent possible the original intent of the parties in entering into this Agreement. This Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations. Nothing in this Agreement shall preclude the City or Developer from contesting by any available means (including administrative or judicial proceedings) the applicability to the Property or Project of any such State or Federal laws or regulations.

3.7.4 To the extent that any actions of Federal or State agencies (or actions of other governmental agencies, including City, required by Federal or State agencies, or actions of City taken in good faith to prevent adverse impacts upon City by actions of Federal, State or other governmental agencies) have the effect of preventing, delaying, or modifying development of the Property or any portion thereof, City shall not in any manner be liable for any such prevention, delay, or modification. Such actions include, but are not limited to, flood plain or wetlands designations and actions of City or other governmental agencies as a result; the imposition of air quality or transportation measures or sanctions and actions of City or other governmental agencies as a result; or changes to CEQA and actions of City or other governmental agencies as a result.

As a condition to being able to proceed with development, Developer may be required, at its cost, to participate in such regional or local programs and to be subject to such development restrictions as may be necessary or appropriate by reason of actions of Federal, State or other governmental agencies (or action of City taken in order to prevent adverse impacts upon City by actions of Federal, State, or other governmental agencies).

3.8 City's Police Power.

The parties acknowledge and agree that the limitations, reservations, and exceptions contained in this Agreement are intended to reserve to the City that part of its police power which cannot be limited by contract, and this Agreement shall be construed to reserve to the City that part of its police power which cannot be restricted by contract.

3.9 Subsequent City Approvals for the Property.

3.9.1 Processing of Subsequent City Approvals. Applications for Subsequent City Approvals are anticipated to be submitted to the City by Developer. Applications for

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Subsequent City Approvals shall be processed and considered in a manner consistent with the rights granted by this Agreement and Applicable Law, including without limitation the Existing City Approvals. At such time as any Subsequent City Approval is approved by the City, then such Subsequent Approval shall become subject to all the terms and conditions of this Agreement applicable to City Approvals and shall be treated as a "City Approval" for all purposes under this Agreement.

3.9.2 Scope of Review of Subsequent City Approvals. By approving the Existing City Approvals, City has made a final policy decision that the development of the Project consistent with the Vested Elements is in the best interests of the public health, safety and general welfare. Accordingly, City shall not use its authority in considering any application for a Subsequent City Approval that is consistent with the Vested Elements to change the policy decisions reflected by the Vested Elements, or otherwise to prevent, delay or render infeasible development of the Project as set forth in the City Approvals. The City shall not deny an application for a Subsequent Project Approval that is consistent with the Vested Elements, unless and to the extent otherwise required pursuant to Section 3.7.3 or Section 3.7.4. Nothing herein shall limit the ability of the City to require the necessary reports, analysis, or studies to assist in determining whether the requested Subsequent City Approvals are consistent with the Vested Elements. Notwithstanding the foregoing, this Agreement shall not prevent the City, in acting on Subsequent City Approvals, from applying land use regulations which do not conflict with the Vested Elements.

3.9.3 Conditions of Subsequent City Approvals. City shall have the right to impose reasonable Conditions upon Subsequent City Approvals; provided, however, such Conditions (a) shall not limit or prevent development of the Property for the uses and to the density and intensity of development included in the Existing City Approvals and any other City Approvals previously granted, (b) shall not require dedications or reservations for, or construction or funding of, Public Improvements beyond those already included or referenced in the Existing City Approvals, the Mitigation Measures (except to the extent required by CEQA in connection with any Subsequent City Approvals) or Section 4.4, and (c) shall not otherwise conflict with the Vested Elements. Developer may protest any Conditions while continuing to develop the Property, provided however, if Developer's protest relates to fees or exactions Developer may pay such fees or exactions under protest pursuant to Section 3.5.

3.9.4 Subdivision Maps. Developer may from time to time file applications for Subsequent City Approvals of Subdivision Maps (including provisions therein for phased Subdivision Maps) with respect to some or all of the Property in accordance with applicable provisions of the Subdivision Map Act and the Municipal Code. All Subdivision Maps may be processed in phases. City shall exercise its discretion in reviewing such Subdivision Map applications in accordance with this Section 3.9.

3.10 Life of City Approvals.

The terms of (a) any Subdivision Maps included within the City Approvals and (b) all other City Approvals shall automatically be extended for the longer of the duration of this Agreement (including any extensions thereof) or the term otherwise applicable to the City Approvals if this Agreement is no longer in effect.

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ARTICLE IV

OTHER RIGHTS AND OBLIGATIONS OF THE PARTIES

4.1 Generally. In addition to any other obligations of Developer set forth herein, in consideration of City entering into this Agreement, Developer has agreed that if Developer commences development of the Property and proceeds to develop the Property, such development shall be in conformance with all of the terms, covenants, and requirements of this Agreement and Applicable Law, and Developer shall perform those specific obligations identified in the Project Approvals. Without limiting the preceding sentence, Developer shall pay when due any and all processing fees, impact fees, and costs which are lawfully imposed with respect to all or any portion of the Project in accordance with and subject to the terms of this Agreement, whether imposed by City or other agencies. As a material inducement to City to enter into this Agreement, Developer further agrees that, as long as this Agreement is in effect, Developer shall comply with all of its payment and other obligations under this Article IV.

4.2 Agreement Controls. To the greatest extent allowed by law, the provisions of this Agreement shall govern and control the City Regulations to be applied to the Project and the Property over any contrary or inconsistent provisions of the Development Agreement Statute. The Parties waive the benefits of the Development Agreement Statute to the extent it may be inconsistent or contrary to the provisions of this Agreement.

4.3 Payment of Fees, Taxes and Assessments.

4.3.1 General. All fees, exactions, dedications, reservations or other impositions to which the Project would be subject, but for this Agreement, are referred to in this Agreement either as "Processing Fees" or "Impact Fees" (as defined below). Developer shall timely pay or perform, as applicable, all Processing Fees and Impact Fees applicable to the Project or the Property in accordance with the terms of this Agreement.

4.3.2 Processing Fees. As used in this Agreement, "Processing Fees" means all fees charged on a City-wide basis to cover the cost of City review and processing of 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, 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 fees are intended to cover the City's actual and reasonable costs of processing the foregoing. Processing Fees are not Impact Fees. Subject to Developer's right to protest and/or pursue a challenge in law or equity to any new or increased Processing Fees, City may charge and Developer agrees to pay all Processing Fees which are in effect on a City-wide basis at the time Subsequent City Approvals are applied for. Processing Fees shall be paid in accordance with any separate reimbursement agreement between the City and Developer ("Reimbursement Agreement") in effect at the time of such payment, the provisions of which shall control in the event of any conflict with the provisions of this Agreement regarding Processing Fees. If no such Reimbursement Agreement is then in effect, Processing Fees shall be paid in accordance with applicable provisions of the Municipal Code and the provisions of this Section. Without limiting the foregoing, Developer shall reimburse City or pay directly all

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reasonable and actual costs relating to the hiring of consultants and the performing of studies as may be necessary to review or process any applications for City Approvals or perform any related environmental review.

4.3.3 Impact Fees.
(a) Definition. As used in this Agreement, "Impact Fees" means all fees, charges, contributions, exactions, dedications, reservations, or impositions, other than taxes and assessments, whether established for or imposed upon the Project individually or as part of a class of projects, that are imposed by City on the Project in connection with any City Approval for any purpose, including, without limitation, defraying all or a portion of the cost of public services and/or facilities construction, improvement, operation and maintenance attributable to the impact or burden created by the Project. Impact Fees do not include: (a) any Processing Fees; (b) any Mitigation Measure (unless the Mitigation Measure consists of payment of an Impact Fee); (c) any inclusionary or other affordable housing in-lieu fees (which are governed by the provisions of Section 4.5); (d) any Community Benefits to be provided by Developer hereunder (which are governed by the provisions of Article V); (e) taxes or special assessment; (f) any utility connection fees in effect from time to time generally applicable on a City-wide basis to similar land uses as the Project; (g) any fees, taxes, assessments, or impositions imposed by the City or other entities that the City collects on behalf of such other entities, including without limitation school fees or regional transportation impact fees, all of which shall be due and payable by Developer as and when due in accordance with Applicable Law; or (h) any relocation payments or benefits. Without limiting the preceding, the Impact Fees in existence as of the Effective Date are set forth in attached Exhibit B ("Existing Impact Fees").
(b) Payment.
(i) Generally. Subject to the provisions of this Section 4.3.3, Developer shall pay all applicable Impact Fees at the time that Developer obtains the first building permit for the Project.
(ii) Freeze Period. Notwithstanding any provision herein to the contrary, during the Freeze Period no new or increased Impact Fees shall apply to the development of the Project, except that the amounts of the Existing Impact Fees shall be subject to adjustment for inflation pursuant to Municipal Code Section 13.28.100.A in effect as of the start of the Freeze Period. Notwithstanding the foregoing, if the East Palo Alto Sanitary District becomes integrated into the City government, new or increased Impact Fees related to sewer and sanitation are not subject to the Freeze Period.
(c) Fee Credits. Developer shall receive the benefit of the following types and amounts of credits against Impact Fees payable by Developer hereunder:
(i) Water Tank and Pump Station Credit. Developer shall receive a credit against water capacity fees for the cost of the water tank improvements and related land. Developer shall receive a credit against public facilities fees for the cost of pump station improvements and related land. The cost of the water tank, pump station and related land that exceeds the amount of the required fees shall be considered a community benefit provided the

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value of the community benefit is not less than $2,000,000. If the cost of the water tank, pump station and related land is less than the sum of $2,000,000 plus the total amount of the required fees, the Developer shall pay the difference to the City as a community benefit payment. If for any reason, Developer is not required to build the water tank, Developer shall be required to pay the full amount of water capacity fees and public facilities fees as well as a community benefit payment of $2,000,000;
(ii) Transportation Infrastructure Credit. Developer shall receive a credit against transportation infrastructure impact fees for specific streetscape or frontage improvements, including on-street parking that increases the number of on-street stalls beyond what would be provided with parallel parking, bike lanes, and other transportation infrastructure, above City standards as stated in Municipal Code Section 15.04.040. Improvements included toward the credit against transportation infrastructure impact fees will include a high-visibility crosswalk with appropriate traffic calming measures at the intersection of O'Connor Street and Manhattan Avenue to connect the Project to the University Circle complex, to facilitate greater neighborhood connection and to provide a convenient path for nearby residents to access the future University Avenue pedestrian and bike overpass. City approval of the crosswalk will be required as part of the building permit review;
(iii) Park Credit. Developer shall receive a credit against parks and trails fees for the cost of constructing the Park Space (including children's play area, gathering area, and fitness area together with associated landscaping and hardscaping) for public use as described in Section 5.1.1. The cost of the Park Space above the required fees shall be considered a community benefit; and
(iv) Storm Drainage Infrastructure Credit. Developer shall receive a credit against storm drainage fees for the cost of storm drainage infrastructure improvements to reduce storm water impacts and discharge rates. The cost of storm drainage improvements above the required fees will be considered a community benefit.

4.3.4 Connection Fees. Developer shall pay connection fees lawfully assessed by utility providers and other agencies assessing such fees at the rates in effect from time to time, including any utility or connection fees assessed by the City.

4.3.5 Other Agency Fees. Nothing in this Agreement shall preclude the City from collecting fees from Developer that are lawfully imposed on the Project by an Other Agency, which the City is required to collect pursuant to Applicable Law.

4.4 Public Improvements. Except as expressly set forth in the Project Approvals or Section 4.3.3(b)(iv) or elsewhere in this Agreement, Developer shall be responsible, at its sole

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cost, for the construction and installation of all Public Improvements for the Project required by Applicable Law and the City Approvals.

4.5 Affordability Requirements. Except as otherwise defined herein, all capitalized terms used in this Section 4.4 shall have the meanings ascribed to them in the City Affordable Housing Guidelines (as defined in Section 4.5.1 below).

4.5.1 Affordable Housing Plan. This Section 4.5 shall constitute both the Affordable Housing Plan for the Project required by Municipal Code section 18.38.060 and the Inclusionary Housing Plan required by Municipal Code section 18.37.090.A, as well as the affordable housing agreement required by Municipal Code section 18.37.090.B, which incorporates an alternative compliance option, and shall be deemed to satisfy, and satisfy, any and all of the Project's obligations pursuant to Municipal Code Chapters 18.35 (Affordable Housing - Basic Provisions), 18.37 (Inclusionary Housing) and 18.38 (Affordable Housing Impact Fee - Residential Development) (collectively, together with any and all inclusionary housing guidelines and other City Regulations pertaining to affordable housing, the "City AH Regulations"), including without limitation the obligation to provide any other or additional affordable rental housing units ("AH Units") or pay any Affordable Housing Impact Fee, and no additional Conditions with respect to affordable housing will be imposed by City under the City AH Regulations or otherwise.

4.5.2 Off-Site Affordable Housing Units. It is the mutual intent of the Parties under this Section 4.5 that the AH Developer (defined below) shall construct the Off-Site AH Units (defined below) on an Off-Site AH Parcel (defined below), which Off-Site AH Parcel shall be encumbered by a regulatory agreement to be recorded against the Off-Site AH Parcel and transferred to the AH Developer (as defined below). The City AH Guidelines provide in this instance that, in the absence of an alternative compliance option approved by the City Council, a total number of on-site AH Units (affordable to households meeting the income levels specified in the City AH Guidelines) ("On-Site AH Units") equal to 20% of the Net New Units would be required to be developed on the Property. In accordance with all applicable requirements of the City AH Regulations, the City Council hereby approves the following alternative compliance option (the "Approved Compliance Option"):
(a) Eden Housing or such other nonprofit affordable housing developer (or partnership or limited liability company controlled by Eden Housing and/or such other nonprofit affordable housing developer) (the "AH Developer") reasonably acceptable to City and under appropriate contract with Developer to provide AH Units off-site of the Property ("Off-Site AH Units") will construct a total number of Off-Site AH Units equal to 20% of the Net New Units at one or more off-site parcels in the City owned or controlled by Developer or a Developer Affiliate as of the time of donation of such parcel(s) to the AH Developer pursuant to the provisions hereof (the "Off-Site AH Parcel"). Developer shall notify City in writing of the precise location and description of the anticipated Off-Site AH Parcel no later than the issuance of the first building permit for dwelling units at the Project. The 5% difference between the number of On-Site AH Units (that would otherwise be required in the absence of the Approved Compliance Option) and the number of Off-Site AH Units that would be required under the City AH Regulations will be achieved or exceeded by Developer providing within the Project 160 units subject to the RSO pursuant to a deed restriction recorded against the Property (pursuant to the provisions of the RSO in effect as of the Effective Date) ("RSO Units").

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(b) Affordability levels for the Off-Site AH Units shall be at or lower than the following income levels (based on the standard requirements for On-Site AH Units): (i) 25% of such units available to and rented at rents affordable to 35% AMI households; (ii) 50% of such units available to and rented at rents affordable to Very Low Income Households (up to 50% AMI); and (iii) 25% of such units available to and rented at rents affordable to Low Income Households (up to 60% AMI).
(c) Developer shall donate the Off-Site AH Parcel to the AH Developer no later than the issuance by City to the AH Developer of building permits for construction of the Off-Site AH Units on the Off-Site AH Parcel. Concurrently with such donation, and following review by Developer, the AH Developer shall execute a regulatory agreement with the City pursuant to the City AH Regulations, to be recorded against the Off-Site AH Parcel. If a regulatory agreement with the City has been recorded against any properties containing Safety Net Units pursuant to Section 4.5.3(g), such regulatory agreement shall be released, in whole or in part, from Safety Net Location title (one for one per AH Unit). Developer also shall provide "gap" financing to the AH Developer ("AH Gap Financing"), with a total value per Off-Site AH Unit (for which building permits have been obtained) equal to the value of the amount of the inclusionary housing in-lieu fee in effect at the time the AH Gap Financing is made to the AH Developer, based on the calculation set forth in the Inclusionary Housing Guidelines in effect as of the Effective Date of this Agreement (the "Guidelines Calculation"), less the amount of the credit set forth in Section

4.5.2(e) below. Developer shall provide the AH Gap Financing prior to or simultaneously with obtaining the first residential building permit. Notwithstanding any provision herein to the contrary, in no event shall Developer be obligated hereunder to construct any Off-Site AH Units. (d) The Parties anticipate that, based on the anticipated estimated size of an Off-Site AH Parcel, the AH Developer would construct approximately between 70-89 OffSite AH Units thereon. If the AH Developer's planning application for the Off-Site AH Units is for fewer than 20% of the Net New Units (the "Minimum Off-Site AH Units"), then Developer shall be required to pay to the City upon issuance of building permits for dwelling units in the Project, with respect to each Minimum Off-Site AH Unit not then constructed, an in-lieu fee in the amount of the inclusionary housing in-lieu fee amount in effect at the time of issuance of the first building permit for the Project, based on the Guidelines Calculation (the "AH In-Lieu Fee"). If the AH Developer has not submitted planning applications for the Off-Site AH Units before issuance of the first building permit for the Project because of the occurrence of one or more of the types of events described within the definition of Permitted Delay in Section 1.1.25 (together, "AH Force Majeure"), Developer shall pay the AH In-Lieu Fee at the time such planning applications are submitted but in no event later than the issuance of the first Certificate of Occupancy for the Project. For avoidance of doubt, the AH In-Lieu Fee is intended to cover the difference between the number of Off-Site AH Units actually constructed on the Off-Site AH Parcel and the number of AH Units that would otherwise be required under the City AH Regulations to meet the requirement for 20% On-Site AH Units. The total amount of AH In-Lieu Fees payable under this Section 4.5.2(d) shall be adjusted to reflect any variance in the number of AH Units actually constructed on the Off-Site AH Parcel at the time that building permits are issued for the Off-Site AH Units and also to reflect any Safety Net Units (defined in Section 4.5.3) that remain occupied by households ineligible to occupy an Off-Site AH Unit. Any adjustment to the AH In-Lieu Fees will be further adjusted once a Safety Net Unit tenant ineligible for an OffSite AH Unit vacates the Safety Net Unit or their income exceeds that specified in Section 4.5.3(i).

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(e) Developer shall receive, for the transfer of the Off-Site AH Parcel pursuant to Section 4.5.2(c) above, a credit against the amount of any AH Gap Financing required to be provided by Developer pursuant to Section 4.5.2(c), equal to the Fair Market Value (as defined and determined below) of the Off-Site AH Parcel as of the date of such transfer. City and Developer shall meet and confer commencing not later than fifteen (15) days prior to the then anticipated date of transfer of the Off-Site AH Parcel, or by such other date as may be mutually agreed upon by the Parties and expiring upon such subsequent date that either Party notifies the other of the termination of such meet and confer process (the "FMV Negotiation Period"), in a good faith effort to reach agreement upon the fair market value of the Off-Site AH Parcel, based upon its highest and best use (the "Fair Market Value"). If City and Developer are unable to agree upon Fair Market Value within the FMV Negotiation Period, City and Developer agree that the Fair Market Value shall be determined by a board of two appraisers (each an "Appraiser"), one of whom shall be named by the City and one of whom shall be named by Developer, both of whom shall appraise the Off-Site AH Parcel based on appraisal instructions mutually agreed upon by the Parties. Developer shall pay the costs of the Appraisers. Each of the Appraisers shall be licensed in the State of California as a real estate appraiser, be a member of the Appraisal Institute, and have at least ten (10) years' experience appraising properties similar to and in the vicinity of the Off-Site AH Parcel. City and Developer agree to make their appointments within fifteen (15) days after the expiration of the FMV Negotiation Period, or by such other date as may be mutually agreed upon by the Parties. Within forty-five (45) days after the expiration of the FMV Negotiation Period, City's Appraiser and Developer's Appraiser shall submit to one another his or her determination of the Fair Market Value. If the determinations by the two Appraisers differ by less than ten percent (10%) of the highest appraisal, then the FMV shall be deemed to be the average of the two determinations. If the preceding sentence does not apply, then City's Appraiser and Developer's Appraiser shall select a third Appraiser (with the same qualifications as set forth above) within fifteen (15) days after the City's Appraiser and Developer's Appraiser submit their determinations to one another. Within ten (10) days after the Third Appraiser is selected, City's Appraiser and Developer's Appraiser shall submit their determinations to the Third Appraiser in order for the Third Appraiser to select either Developer's or City's Appraisers' determination as closest to the Fair Market Value. The third Appraiser shall make such selection within fifteen (15) days after receipt of the City's Appraiser's and Developer's Appraiser's determinations, and such selection by the third Appraiser shall be deemed the Fair Market Value and shall be binding upon the Parties. The Developer shall pay the full cost of the third Appraiser. (f) The planning application for the Off-Site AH Units shall be submitted to the City prior to issuance of building permits for the Project. Further, building permits for the Off-Site AH Units shall be pulled at or before the City's issuance of the first Certificate of Occupancy, either temporary or permanent, for dwelling units in the Project. (g) To the extent permitted by law and by the requirements of any financing source(s) for development of the Off-Site AH Units, AH Developer shall give a preference in the rental of Off-Site AH Units to households who as a result of the Project were required to or elected to move and are beneficiaries of the Relocation Plan approved by the City as part of the Existing City Approvals, provided such households meet all eligibility requirements for tenancy in an Off-Site AH Unit. Determination of whether this preference is permitted by law or financing source shall be at the sole and reasonable discretion of the legal counsel for the AH Developer and substantiated in a letter by same counsel.

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4.5.3 Safety Net Units.
(a) If, by reason of any AH Force Majeure, building permits for all of the Off-Site AH Units at the Off-Site AH Parcel have not been obtained by the AH Developer by the time Developer seeks issuance of the first Certificate of Occupancy for dwelling units in the Project, Developer shall make the same number of AH Units (for which such building permits have not been pulled) available as On-Site AH Units on any land in the City owned by Developer or a Developer Affiliate (each, a "Safety Net Location"), available to lower income households consistent with the City's 2019 Inclusionary Housing Ordinance (Ord. No. 425) (i.e., 25% of units available to 35% AMI households (or lower); 50% of units available to Very Low Income Households (or lower); 25% of the units available to Low Income Households (or lower), as those terms are defined above) until Off-Site AH Units are available for occupancy ("Safety Net Units"). (b) Developer shall not displace any then-current tenant at any Safety Net Location in order to accommodate the required number of AH Units available to lower income households.
(c) All AH Units shall be in decent, safe and sanitary condition, meeting HUD's Housing Quality Standards and shall not have any code or habitability violations. (d) Safety Net Units may be dispersed throughout one or more Safety Net Locations, including the Property, and also may be clustered within certain buildings at a Safety Net Location at Developer's option.
(e) The City and Developer shall enter into a binding affordability restriction, which will be recorded against title for the Property, which shall be released from title once a Certificate of Occupancy is issued for the Off-Site AH Units and the occupants of the Safety Net Units are relocated to the Off-Site AH Units. Developer shall be required to report to the City annually the rent and household income of the occupants of the Safety Net Units as well as any other information reasonably requested by the City and will be required to provide notice of such units, including the income and reporting requirements to any potential buyer of a building containing such Safety Net Units and provide notice to the City if a building containing such Safety Net Units is sold.
(f) The Safety Net Units shall have the same number of bedrooms as applied for the Off-Site AH Units and besides bedroom counts and size will be comparable to other rental dwelling units in the same building per Municipal Code 18.38.070(D), unless otherwise agreed to in writing by the City.
(g) If building permits for the Off-Site AH Units have not been obtained by the end of the Term of this Agreement due to AH Force Majeure, then the temporary affordability restrictions for the Safety Net Units shall thereupon become permanent, a regulatory agreement restricting the SafetyNet Units in perpetuity shall be recorded against the Safety Net Units (which agreement shall include the ability of Developer to relocate, from time to time and with City approval, the Safety Net Units to one or more other Safety Net Locations and thereupon the regulatory agreement shall be released from title to the prior location concurrently with a regulatory agreement being recorded against title to the new location), the Developer shall pay, if

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not already paid, the AH In Lieu Fees, and the inclusionary and other affordable housing requirements under the City AH Guidelines with respect to the Project shall thereupon be deemed fully satisfied.
(h) Households occupying the Safety Net Units shall be required to meet the occupancy requirements for the Off-Site AH Units with the goal that all such households will be relocated to the Off-Site AH Units once Certificates of Occupancy are issued for such OffSite AH Units. (i) If for any reason a household occupying a Safety Net Unit is ineligible to occupy one of the Off-Site AH Units, or if insufficient Off-Site AH Units are available for all tenants in the Safety Net Units, Developer shall be obligated to maintain the Safety Net Unit as an affordable unit as long as such household continues to occupy such unit and continues to be eligible for an affordable unit at or below 60% of area median income. A household shall be deemed to continue to be eligible to occupy a Safety Net Unit until such household's income exceeds 140% of 60% of the area median income, at which time the rent for such unit may be raised to the extent allowed by law.

4.6 City Obligations.

4.6.1 In addition to any other obligations of City set forth herein, and in consideration of Developer entering into this Agreement, City acknowledges and agrees that the primary purpose of this Agreement is to effectuate the terms of the City Approvals so that the Project is developed.

4.6.2 To the extent that a Subsequent City Approval requires an action to be taken by the City, the City shall timely and promptly process such Subsequent City Approval in accordance with Section 3.9. If requested by Developer, the Parties agree to have their respective staff persons hold regular periodic meetings to discuss the processing of Subsequent City Approvals. If requested by Developer, the City shall consider retaining outside consultants to assist the City in processing Developer's development applications, at Developer's sole cost.

ARTICLE V

COMMUNITY BENEFITS

5.1 Provision by Developer. Developer shall provide the following benefits to the City, which are essential consideration to the City, without which the City would not have entered into this Agreement:

5.1.1 New Public Park Space. An area at the corner of O'Connor Street and Euclid Ave shall be developed with a children's play area, a gathering area, and a fitness area reserved for the benefit of the City and the East Palo Alto community and residents (the "Park Space"), as shown on Sheet L-1.0 of the Approved Plans and otherwise consistent with the Parks, Recreation, and Open Space Master Plan. This Park Space shall be in addition to the minimum required private, common, and public open space. It will be adjacent or in close proximity to neighborhood-serving retail, community space, and common resident amenity spaces. Pursuant to Section 4.3.3, the cost of constructing the Park Space will be credited against the Project's required

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parks and trails fees. The Developer's grant of a public access easement (or license) over the Park Space as well as the Developer's obligation to maintain the Park Space will be considered a community benefit. The Developer shall conduct community outreach to finalize the design and programming for the Park Space. The final Park Space design shall be included in the on-site grading and improvement plans submitted to the City prior to building permit issuance for the Project.

Developer will grant a public access easement (or license) over the Park Space to the City to ensure public use and enjoyment of the Park Space as well as to memorialize Developer requirements for upkeep and maintenance. The easement (or license) shall be finalized prior to grading permit issuance for the Project and shall be granted and recorded with the Final Map and prior to issuance of the first grading permit for the Project:
a) The Park Space shall be approximately 9,300 square feet and shall be built out in accordance with the final approved building permit at the Developer's sole cost. b) The Park Space shall be available for use by the public in perpetuity including the East Palo Alto community and residents between 8:00 a.m. and sunset free of charge for activities that conform to the purposes specified in the approved Park Space design.

Use of the Park Space will be operated and managed by the Developer. c) Should the City receive complaints or observe that the Park Space is not sufficiently available for community use, Developer and City shall meet to resolve the issues within seven (7) days of the City providing written notice to the Developer. d) The Developer shall be responsible for all maintenance, repair and replacements necessary to maintain the Park Space to a high quality. The Park Space easement (or license) will include requirements for repair and maintenance of the Park Space. e) Use of the Park Space shall at all times be consistent with the purposes specified in approved design of the Park Space and be conducted in compliance with all City Regulations and all State and Federal laws and regulations applicable to the Park Space and the following rules: use shall be in such a manner as not to interfere with or obstruct (i) any portion of the Property, and (ii) any business operations or other activities being conducted by the Developer or its permittees on the Property; no person shall enter, remain, stay, or camp in the Park Space when it is closed to the public; Developer may temporarily close the Park Space in the event of a risk to the public health or safety created by causes including but not limited to flood, storm, fire, earthquake or other natural disaster, explosion, accident, criminal activity, riot, civil disturbances, civil unrest, or unlawful assembly; Developer may temporarily close that portion of the Park Space as is necessary to undertake repair and maintenance activities of the Park Space in order to make any such necessary repairs and maintenance after providing notice to the City. If the City desires to have security cameras posted at the Park Space, the Developer shall fund and install security camera's according to the City's direction.

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f) The Park Space shall be completed prior to the issuance of the first Certificate of Occupancy for the dwelling units in the Project.

5.1.2 Community Function Space. A portion of an area on the ground floor of Building B on O'Connor Street between Euclid Ave and Manhattan Ave as shown on Sheet A201 of the Approved Plans shall be space reserved for the benefit of the City and the East Palo Alto community and residents (the "Community Function Space"). (a) The Community Function Space shall be approximately 2,500 square feet. The Developer shall pay for and construct the Community Function Space as a multiuse space appropriate for City and community groups to use for meetings, events, educational purposes, cultural celebrations, and similar gatherings. The Community Function Space shall be built out to include: finished flooring, drop down or open concept ceilings, furniture, fixtures and equipment, and other decorations appropriate for the purpose of the space. (b) The Community Function Space may also host art installations of a temporary or permanent nature, provided they do not interfere with the community meeting hosting orientation of the space.
(c) The Community Function Space shall be available for use by the community and City between the hours of 8:00 a.m. and 10:00 p.m. free of charge for events that conform to the purposes specified in Section (a). Use of the space will be operated and managed by the Developer in consultation with the City.
(d) Reservation for the Community Function Space will be through an online reservation system on Developer's website, and also via a link to Developer's online reservation system on the City's website, via USPS mail, email, or in person requests at the property management office. Reservation priority will be given to the community and City up to ten (10) days before the requested time reservation. Inside of the ten (10) day period, and subject to the reasonable discretion of Developer, community groups, City, residents, and other groups may have access to the Community Function Space on a first come first served basis. In the event the City or a community group makes a request for a time when the Community Function Space is not available, Developer shall give the City or community group priority access to the nearest convenient available time slot. Should the City receive complaints or observe that the Community Function Space is not sufficiently available for community use, Developer and City shall meet to resolve the issues within seven (7) days of the City providing notice to the Developer. (e) The Developer shall provide, operate, and pay for the reservation system, and all utility, janitorial, and routine maintenance and repair services to the Community Function Space.
(f) No fewer than ninety (90) days before the Developer requests final inspection of the Project, Developer shall demonstrate the functionality of the Community Function Space reservation system for City's approval, which shall not be unreasonably withheld.

5.1.3 Bus Shelter / Transit Infrastructure. Developer shall build a high-quality bus shelter, including wind and rain screening and transit schedule information, on O'Connor Street

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near Euclid Ave. It is intended to be served by SamTrans routes 81, 280, and 281 and Ravenswood City School District school buses.

5.1.4 New Water Infrastructure. Developer will provide a 1.5 million gallon water tank and pump system (and the land it is on), in coordination with City of East Palo Alto Public Works and Menlo Fire District, to improve the overall water conveyance, supply, and pressure in the neighborhood. In accordance with Section 4.3.3, a portion of this new infrastructure will be credited against the water capacity fees and public facilities fees otherwise payable by Developer for the Project. The cost incurred by the Developer in excess of the required water capacity fees and public facilities fees are considered a community benefit, provided, the cost of the water tank and pump station as well as related land exceeds the required water capacity and public facilities fees by at least $2,000,000. If the costs incurred by the Developer for the water tank, pump station and related land is less than the sum of the required water capacity fees, the public facilities fees and $2,000,000, Developer shall pay that difference to the City as a community benefit payment. If for any reason Developer is not required to construct the water tank and pump station, Developer shall be required to pay the required water capacity fees and public facilities fees for the Project and make a community benefit payment to the City of $2,000,000, to be paid at time of issuance of the first building permit.

5.1.5 Storm Drainage Improvements. Developer will build storm drainage infrastructure improvements in the Project-adjacent street segments of Euclid Ave., O'Connor Street, Manhattan Ave, and/or West Bayshore Ave consistent with the existing City of East Palo Alto Storm Drain Master Plan to reduce storm water impacts and discharge rates, up to a maximum cost of $500,000, as such amount is increased each year by the increase in the Engineering News Record Construction Cost Index ("ENR"). Pursuant to Section 4.3.3, a portion of the cost of constructing the storm drainage improvements will be credited against storm drainage fees, and the remainder will be a community benefit.

5.1.6 Dedication of Roadway. Developer will dedicate approximately 20,350 square feet (roughly ½ acre) of land to the City of East Palo Alto, along the entire frontage of O'Connor Street between Manhattan Ave and Euclid Ave, and a portion of the frontage of Euclid Ave between O'Connor Street and West Bayshore Road. This includes existing roadway, sidewalk, and building-related open space. This will be contributed at no cost to the City. The Developer still intends to improve much of this area as part of the Euclid Improvements, consistent with or above the standards in Municipal Code section 15.04.040. Any such improvements to the new frontage dedicated by the Developer shall be made by the Developer to ADA standards.

ARTICLE VI

AMENDMENT OF AGREEMENT AND APPROVALS

6.1 Amendment or Termination by Mutual Consent.

Subject to the provisions of this Article VI, City and Developer by mutual written agreement may terminate or amend, in whole or in part, the terms of this Agreement.

6.2 Minor Modifications and Major Amendments to Agreement.

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6.2.1 Minor Modification. The Parties acknowledge that refinement and further implementation of the Project may demonstrate that certain clarifications, minor changes, or minor adjustments may be appropriate with respect to the details and performance of the Parties under this Agreement. The Parties desire to retain a certain degree of flexibility with respect to the details of the Project and with respect to those items covered in the general terms of this Agreement. If and when the Parties find that clarifications, minor changes, or minor adjustments are necessary or appropriate and do not constitute a Major Amendment under Section 6.2.2, they shall effectuate such clarifications, minor changes or minor adjustments as Minor Modifications through a written memorandum of Minor Modification ("Minor Modification Memorandum") approved in writing by the Developer and Director following Directors' consultation with the City Manager and submittal to the Planning Commission on the consent calendar, in conformance with Municipal Code section 18.108.040.A.3. For avoidance of doubt, any Minor Modification Memorandum shall not require any public hearing or any action by the Planning Commission or the City Council as a prerequisite to its execution or effectiveness. As used herein, "Minor Modification" shall mean any clarification, change, or adjustment to this Agreement which, in the context of the overall Project contemplated by this Agreement, does not substantially affect (i) the Term of this Agreement; (ii) permitted uses of the Property; (iii) provisions for the reservation or dedication of land; (iv) Conditions for Subsequent City Approvals; (v) the density or intensity of use of the Property or the maximum height or size of proposed buildings; or (vi) the nature, timing of delivery, or scope of Public Improvements required by the City Approvals.

6.2.2 Major Amendment. Any proposed amendment to this Agreement that does not constitute a Minor Modification under Section 6.2. shall be accomplished in the manner provided under Municipal Code Section 18.108.060.B and subject to approval by the City Council.

6.3 Requirement for a Writing.

No amendment, minor amendment, or cancellation of this Agreement or any provision hereof shall be effective for any purpose unless adopted in the manner set forth in Section 6.2.1 or Section

6.2.2, as applicable, and specifically set forth in a writing, which refers expressly to this Agreement and is signed by duly authorized representatives of the Parties. The City Clerk shall record an appropriate notice of any amendment or cancellation with the County Recorder not later than ten (10) days after the effective date of the action effecting such amendment or cancellation, accompanied by a legal description of the Property.

6.4 Amendments to Development Agreement Legislation.

This Agreement has been entered into in reliance upon the provisions of the Development Agreement Statute, as those provisions existed at the date of execution of this Agreement. No amendment or addition to those provisions which would materially affect the interpretation or enforceability of this Agreement shall be applicable to this Agreement unless such amendment or addition is specifically required by the California State Legislature, or is mandated by a court of competent jurisdiction. If such amendment or change is permissive (as opposed to mandatory), this Agreement shall not be affected unless the parties mutually agree in writing, after following the procedures in Section 5.1, to amend this Agreement to permit such applicability.

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6.5 Modification of City Approvals.

6.5.1 Generally. City Approvals (except for this Agreement, the amendment process for which is set forth in Section 6.2) may be amended or modified from time to time by means of a Subsequent City Approval, but only at the written request of Developer or with the written consent of Developer at its sole discretion. All amendments to the City Approvals shall automatically become part of the City Approvals. The permitted uses of the Property or portion thereof, the maximum density and/or number of residential units, the intensity of use, the maximum height and size of the proposed buildings, provisions for reservation or dedication of land for public purposes, the conditions, terms, restrictions and requirements for subsequent discretionary actions, the provisions for public improvements and financing of public improvements, and the other terms and conditions of development as set forth in all such amendments shall be automatically vested pursuant to this Agreement, without requiring any amendment to this Agreement. City shall not request, process or consent to any amendment to the City Approvals that would affect the Property or the Project, or applicable portion thereof, without Developer's prior written consent.

6.5.2 Minor Changes in Site Plan and Design Review. Notwithstanding the provisions of Section 6.5.1, upon the request of Developer, the Director may administratively approve minor modifications to any Site Plan and Design Review for the Project in accordance with Section 18.86.080 of the Municipal Code, and any such approval shall not require any amendment to this Agreement. Major modifications, as determined by the Planning Manager, shall require review and approval from the Planning Commission at a public hearing, and any such approval shall not require any amendment to this Agreement to the extent such approval does not change the Project as defined in this Agreement or require modification of this Agreement.

6.6 Effect of Termination on Developer's Obligations.

6.6.1 Notwithstanding any other provision to the contrary, termination or cancellation of this Agreement or termination of the rights of Developer as to the entire Property, or any part of the Property, shall not affect any of Developer's rights under or requirement to comply with the Development Approvals, the terms and conditions of any other Subsequent Approval, nor any payments then due and owing to City, nor shall it affect the covenants of Developer specified in Section 6.6.2 below, to continue after the termination or cancellation of this Agreement. Developer understands and agrees that the Development Approvals may be substantially modified in light of the circumstances resulting from the termination or cancellation of this Agreement or Developer's rights under this Agreement, and Developer shall have no rights to challenge such a modification by reason of this Agreement other than the rights, if any, Developer would have in the absence of this Agreement.

6.6.2 Notwithstanding anything in this Agreement to the contrary, the following provisions of this Agreement shall survive and remain in effect following termination or cancellation of this Agreement for so long as necessary to give them full force and effect with respect to claims or rights of City arising prior to termination or cancellation:
(a) From and following development of the Project, Section 5.1.2 (Community Function Space);

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(b) Section 6.6 (Developer's obligations upon termination or cancellation);
(c) Section 8.2 (Remedies; limitation on damages); and
(d) Section 12.2 (Indemnification).

ARTICLE VII

ANNUAL REVIEW

7.1 Time of Review.

City and Developer shall review all actions taken pursuant to the terms of this Agreement once annually, within sixty (60) days prior to each anniversary of the Effective Date, during each year of the Term unless the City and Developer agree in writing to conduct the review at another time.

Review of compliance with the terms of this Agreement shall be conducted by the Director.

Pursuant to East Palo Alto Municipal Code Section 18.108.070, Developer shall initiate the review by filing an application with the City and provide all the documents and information necessary for the City to complete the annual review and make a determination of whether Developer is in compliance.

7.2 Compliance Letter.

Before each anniversary of the Effective Date, Developer shall submit a letter ("Compliance Letter"), along with all necessary supporting documentation, to the Director describing Developer's compliance with the terms of the Development Approvals and this Agreement during the preceding year. The Compliance Letter shall include a statement that the Compliance Letter is submitted to the City pursuant to the requirements of Government Code Section 65865.1 and of the City's regulations on Development Agreements.

7.3 Determination of Good Faith Compliance.

Within thirty (30) days after receipt of the Compliance Letter, the Director shall determine whether, for the year under review, Developer has demonstrated good faith substantial compliance with the terms of this Agreement. If the Director finds and determines that Developer has complied substantially with the terms of this Agreement, or does not determine otherwise within thirty (30) days after delivery of the Compliance Letter, the annual review shall be deemed concluded and this Agreement shall remain in full force and effect. Upon its determination of compliance, the Developer may request a recordable certificate confirming Developer's compliance through the year under review. Developer may record the certificate with the San Mateo County Recorder's Office.

If the Director initially determines the Compliance Letter to be inadequate in any respect, the Director shall provide notice to that effect to Developer and schedule a public hearing. If after a duly noticed public hearing, the City Council finds and determines, on the basis of substantial evidence, that Developer has not complied substantially in good faith with the terms of this Agreement for the year under review, the City Council shall give written notice thereof to

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Developer specifying the noncompliance. If Developer fails to cure the noncompliance within a reasonable period of time as established by the City Council, but in no event less than 60 days from the date of receipt of such notice, the City Council, in its discretion, may (a) grant additional time for Developer's compliance, or, following the hearing, modify this Agreement to the extent necessary to remedy or mitigate the noncompliance, (b) may modify this Agreement pursuant to the provisions of Section 8 below, or (c) terminate the Agreement pursuant to Article VI below.

7.4 No Waiver.

Failure of City to conduct an annual review shall not constitute a waiver by 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 failure to conduct an annual review. City does not waive any claim of defect or breach by Developer if, following periodic review pursuant to this Article VII, City does not propose to modify or terminate this Agreement.

ARTICLE VIII

DEFAULT, REMEDIES, AND TERMINATION

8.1 Notice of Breach.

Failure by either party to perform any material term or provision of this Agreement shall constitute a default hereunder, provided that the party alleging the default shall have given the other party advance written notice thereof and sixty (60) days within which to cure the condition, or, if the nature thereof is such that it cannot be cured within that time, the party receiving notice shall not be in default hereunder if the party promptly commences to perform its obligations hereunder and thereafter diligently completes performance. Written notice hereunder shall specify in detail the nature of the obligation to be performed by the party receiving notice.

8.2 Remedies for Breach.

It is acknowledged by the parties that City and Developer would not have entered into this Agreement if it were to be liable in damages under, or with respect to, this Agreement or the application thereof. The City and Developer shall not be liable in damages to the other party (except for Developer's indemnity obligation to City under Section 12.2), or to any assignee, transferee or any other person, and Developer covenants not to sue for or claim damages, while reserving the right to initiate legal proceedings to specifically enforce this Agreement. Upon Developer's material default pursuant to Article VIII hereof, City shall be entitled to initiate legal proceedings to specifically enforce this Agreement or the City may terminate this Agreement.

8.3 Termination by Mutual Consent.

This Agreement may be voluntarily terminated in whole or in part by the mutual consent of the parties or their successors in interest, in the sole and absolute discretion of each as to its consent.

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ARTICLE IX

ESTOPPEL CERTIFICATE
Either party may, at any time, and from time to time, deliver written notice to the other party requesting such party to certify in writing that, to the knowledge of the certifying party, (a) this Agreement is in full force and effect and is a binding obligation of the parties, (b) this Agreement has not been amended or modified or, if so amended or modified, identifying the amendments or modifications, and (iii) the requesting party is not in default in the performance of its obligations under this Agreement, or if in default, to describe the nature of any defaults. The party receiving a request under this Article IX shall execute and return the certificate within fifteen (15) days following receipt of the request. The Director shall be authorized to execute any certificate requested by Developer. Developer and City acknowledge that a certificate hereunder may be relied upon by transferees and Mortgagees. Developer shall pay the City's reasonable costs involved in providing such estoppel certificate.

ARTICLE X

TRANSFERS, ASSIGNMENTS

10.1 Agreement Runs With the Land.

10.1.1 This Agreement and all of its provisions, agreements, rights, powers, standards, terms, covenants and obligations, shall be binding upon the parties and their respective heirs, successors (by merger, consolidation, or otherwise) and assigns, devisees, administrators, representatives, lessees, and all other persons or entities acquiring the Property or any portion thereof, or any interest therein, whether by sale, operation of law, or in any manner whatsoever, and shall inure to the benefit of the parties and their respective heirs, successors (by merger, consolidation or otherwise) and assigns.

10.1.2 All of the provisions of this Agreement shall be enforceable during the Term as equitable servitudes and constitute covenants running with the land pursuant to applicable law, including, but not limited to Section 1468 of the Civil Code of the State of California. Each covenant to do or refrain from doing some act on the Property hereunder, (a) is for the benefit of the Property and is a burden upon the Property, (b) runs with the Property, and (c) is binding upon Developer and each successive owner during its ownership of the Property or any portion thereof, and each person or entity having any interest in the Property. Every person who now or hereafter owns or acquires any right, title or interest in or to any portion of the Property is and shall be conclusively deemed to have consented and agreed to every provision contained herein, whether or not any reference to this Agreement is contained in the instrument by which such person acquired an interest in the Property.

10.2 Right to Assign.

10.2.1 Developer shall have the right to assign its rights to develop the Property (by sale, transfer, or otherwise) to any person, business entity, or other similar entity ("Assignee").

Any such transfer shall be deemed to include an assignment of all rights, duties, and obligations created by this Agreement with respect to all or any portion of the Property.

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10.3 Release Upon Assignment.

10.3.1 Upon the express written assumption by the Assignee of Developer's rights and interests under this Agreement (the "Assignment Agreement"), Developer shall be free from any and all liabilities accruing on or after the date of assignment with respect to those obligations assumed by the Assignee pursuant to the Assignment Agreement, except to the extent that Developer is in default with respect to any and all obligations at the time of the proposed transfer.

ARTICLE XI

MORTGAGEE PROTECTION

11.1 Mortgage Protection.

This Agreement shall be superior and senior to any lien placed upon the Property or any portion of the Property after the date of recording of this Agreement, including the lien of any deed of trust or mortgage ("Mortgage"). Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any Mortgage made in good faith and for value, but all of the terms and conditions contained in this Agreement (including but not limited to City's remedies to terminate the rights of Developer (and its successors and assigns) under this Agreement, to terminate this Agreement, and to seek other relief as provided in this Agreement) shall be binding upon and effective against any person or entity, including any deed of trust beneficiary or mortgagee ("Mortgagee") who acquires title to the Property, or any portion thereof, by foreclosure, trustee's sale, deed in lieu of foreclosure, or otherwise.

11.2 Mortgagee Not Obligated.

Notwithstanding the provisions of Section 10.1 above, no Mortgagee shall have any obligation or duty under this Agreement to construct or complete the construction of improvements on the Property, or to guarantee such construction or completion; provided, however, that a Mortgagee shall not be entitled to devote the Property to any uses or to construct any improvements on the Property other than those uses or improvements provided for or authorized by this Agreement, or otherwise under Applicable Law. City, upon receipt of a written request from a Mortgagee, shall permit the Mortgagee to succeed to the rights and obligations of Developer under this Agreement, provided that all defaults by Developer hereunder that are reasonably susceptible of being cured are cured by the Mortgagee as soon as is reasonably possible after the Mortgagee takes possession of the Property.

11.3 Notice of Default to Mortgagee.

If City receives a written notice from a Mortgagee, Developer, or any approved Assignee requesting a copy of any notice of default given Developer or any approved Assignee and specifying the address for service, then City shall deliver to the Mortgagee at Mortgagee's cost (or Developer's cost), concurrently with service to Developer, any notice given to Developer with respect to any claim by City the Developer is in default under this Agreement, and if City makes a determination of default, City shall if so requested by the Mortgagee likewise serve at Mortgagee's cost (or Developer's cost) notice of noncompliance on the Mortgagee concurrently with service on Developer. Each Mortgagee shall have the right during the same period available

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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.

11.4 No Supersession.

Nothing in this Article X shall be deemed to supersede or release a Mortgagee or modify a Mortgagee's obligations under any subdivision improvement agreement or other obligation incurred with respect to the Property outside this Agreement, nor shall any provision of this Article X constitute an obligation of City to the Mortgagee, except as to the notice requirements of Section

10.3. ARTICLE XII

INDEMNIFICATION

12.1 No Duty of City; Hold Harmless.

It is specifically understood and agreed by the parties that the development contemplated by this Agreement is a private development, that City has no interest in or responsibility for or duty to third persons concerning any of said improvements, and that Developer shall have full power over and exclusive control of the Property subject only to the limitations and obligations of Developer under this Agreement.

12.2 Indemnification.

Developer hereby agrees to and shall indemnify, defend (with counsel approved by the City), and hold harmless City and its elected and appointed representatives, officers, agents, and employees from any loss, liability, fines, penalties, forfeitures, costs, and damages (whether in contract, tort, or strict liability, including but not limited to personal injury, death at any time, and property damage) and from any and all claims, demands, and actions in law or equity (including attorneys' fees and litigation expenses) directly or indirectly arising or alleged to have arisen out of or in any way related to: (a) the approval of this Agreement or the City Approvals; (b) any development or use of the Property under this Agreement or the Project Approvals; and (c) any actions or inactions by the Developer or its contractors, subcontractors, agents, or employees in connection with the construction or improvement of the Property and the Project; excepting to the extent arising from the intentional acts or willful misconduct or gross negligence of City, its elected and appointed representatives, officers, agents, employees, contractors or subcontractors.

This indemnification and hold harmless agreement applies to all damages and claims for damages suffered or alleged to have been suffered by reason of the operations referred to in this Section

12.2, regardless of whether or not City prepared, supplied, or approved plans or specifications for the Property, but does not apply to damages and claims for damages caused by City with respect to public improvements and facilities after City has accepted responsibility for them.

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ARTICLE XIII

NOTICES

13.1 Notices.

Any notice, demand, correspondence, or communication required hereunder between the City and Developer ("Notice") must be in writing and shall be sufficiently given if: (a) personally delivered; or (b) dispatched by next day delivery by a reputable carrier such as Federal Express or DHL to the offices of City and Developer indicated below, provided that a receipt for delivery is provided; or (c) if dispatched by certified mail, postage prepaid, to the offices of City and Developer indicated below. Such Notice may be sent in the same manner to such persons and addresses as either party may from time-to-time designate by Notice as provided in this Section. A copy of the Notice should be sent via e-mail as well to the email addresses provided in this Section.

CITY: City Manager
City of East Palo Alto
2415 University Avenue
East Palo Alto, CA 94303
email: [email protected]
With copy to: City Attorney
City of East Palo Alto
2415 University Avenue
East Palo Alto, CA 94303
email: [email protected]
DEVELOPER: Michael Kramer
Woodland Park Property Owner, LLC
2600 El Camino Real Suite 410
Palo Alto, CA 94306
email: [email protected]
With copy to: Corinne Calfee
Opterra Law, inc.

P.O. Box 2369
Davis, CA 95616
[email protected]

ARTICLE XIV

MISCELLANEOUS

14.1 Cooperation in the Event of Third-party Legal Challenge.

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In the event of any legal action instituted by a third party or other governmental entity or official challenging the validity of any provision of this Agreement or the Project Approvals or otherwise relating to the Project ("Third Party Challenge"), the Parties shall mutually cooperate with each other relating to the Third Party Challenge.

14.2 Invalidity.

If any part of this Agreement is held by a court of competent jurisdiction to be invalid or unlawful, the parties shall use their best efforts to cure any inadequacies or deficiencies identified by the court in a manner consistent with the express and implied intent of this Agreement, and then to adopt or re-enact such part of this Agreement as necessary or desirable to permit implementation of this Agreement.

14.3 Applicable Law and Venue.

This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any action at law or in equity arising under this Agreement or brought by any Party for the purposes of enforcing, construing, or determining the validity of any provision of this Agreement shall be filed and tried in the County of San Mateo, or the United States District Court for the Northern District of California

14.4 Severability.

In addition to and without limiting the provisions of Section 14.1.1, if any provision(s) of this Agreement is (are) held invalid, then to fullest extent feasible, the remainder of this Agreement shall not be modified, reformed, or otherwise affected except as may be necessarily required or permitted by the determination of invalidity, and shall remain in full force and effect in accordance with its terms as may be so modified, reformed, or otherwise affected, unless further amended or modified by mutual consent of the Parties. For avoidance of doubt, the Parties acknowledge their mutual intent and agreement that, in the event of any such determination of invalidity, this Agreement shall be appropriately reformed to the extent necessary in order to achieve the mutual primary goals, purposes and intent of the Parties as set forth in this Agreement.

14.5 Nondiscrimination.

Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, ancestry, or national origin in the development of the Property in furtherance of this Agreement. The foregoing covenant shall run with the land.

14.6 Headings.

The language in this Agreement in all cases shall be construed as a whole and in accordance with its fair meaning. Section and subsection 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.

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14.7 Agreement is Entire Understanding.

This Agreement is executed in one original, which constitutes the entire understanding and agreement of the parties. The parties acknowledge and agree that neither of them has made any representation with respect to the subject matter of this Agreement or any representations inducing the execution and delivery hereof, except representations set forth herein, and each party acknowledges that it has relied on its own judgment in entering this Agreement. The parties further acknowledge that, except for those contained in Applicable City Regulations, all statements or representations that heretofore may have been made by either of them to the other are void and of no effect, and that neither of them has relied thereon in its dealings with the other. To the extent that there is any conflict between the Applicable Law and this Agreement, this Agreement shall govern the parties' respective rights and obligations.

14.8 Interpretation.

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 in order to interpret any uncertainty in the meaning of the Agreement. As used herein: (a) the singular shall include the plural (and vice versa) and the masculine or neuter gender shall include the feminine gender (and vice versa) where the context so requires; (b) locative adverbs such as "herein," "hereto," "hereof," and "hereunder" shall refer to this Agreement in its entirety and not to any specific section or paragraph; (c) the terms "include," "including," and similar terms shall be construed as though followed immediately by the phrase "but not limited to;" (d) "shall" and "must" are mandatory and "may" is permissive; and (e) "or" is not necessarily exclusive. Each reference in this Agreement to this Agreement shall be deemed to refer to this Agreement as amended from time to time pursuant to the provisions of this Agreement, as applicable, whether or not the particular reference refers to such possible amendment.