Agenda packet — Santa Cruz City Council, March 26, 2024 (part 3 of 3)

LIGHTWELL ABOVE
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
UP
UP DN
QUEEN
60"X77"
QUEEN
60"X77"

CORRIDOR

CORRIDOR
OPEN

COURTYARD
DN
50'

MAPLE STREET PASSAGEWAY

PER SANTA CRUZ

DOWNTOWN PLAN

HOUSEKEEPING MECH
SHAFT

FEATURE
WALL
BOH QUEEN 60"X77" QUEEN 60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
BOH
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
UP DN
BOH

CORRIDOR
OPEN

COURTYARD
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]

WOMEN'S TREATMENT

CHANGING
ROOM
MEN'S

CHANGING
ROOM
UP
BENCH

TREATMENT

STORAGE

EXERCISE

FITNESS

FITNESS
ICE/

SUNDRIES

HOUSEKEEPING
LINEN
CHUTE
ADA
KING
76X80
KING
76X80
KING
76X80
KING
76X80
20'-3" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 17'-11 2 "
26'-4" 26'-4" 26'-4"
21'-3"
17'-10"
21'-81
2 " 19'-4" 21'-3"
9'-7"
10'
10'
21'-81
2 "
10'
20'-3"
2'-10"
2'-10"
2'-10"
2'-10"
11'-6"
"
6'-111
4"
10" 10'-5" 12'-01
2"
22'-51
2"
QUEEN
60"X77" ADA
14'-10" 3'-31
4"
14'-51
4"
18'-11
4"
KING
76X80
20'-03
4" ~ 22' - 6 12"
9'
9"
6'-33
4"
KING
76X80
ADA
KING
76X80
22'-61
2"
3'-11" 10'-8"
14'-7"
4'-61
2" 18'
22'-61
2"
20'-03
4"
14'-7"
QUEEN
60"X77"
7'-81
2" 18'
9'-4"
5'-2" 3'-31
2"
8'-51
2"
25'-81
2"
6'-101
2 8" " 18' 8'-6"
24'-101
2"
9'-21
2"
QUEEN
60"X77"
7'-81
2" 9'-61
2" ~15'-2 1
4"
9'-4"
5'-2" 3'-31
2"
8'-51
2"
17'-3" ~ 22'-10 3
4"
6'-101
2" 9'-61
2" ~ 15'-2 1
4 8" " 8'-6"
16'-51
4" ~ 22'-0 3
4"
9'-21
2"
QUEEN
60"X77" ADA
14'-10" 3'-31
4"
14'-51
4"
18'-11
4"
QUEEN
60"X77"
7'-81
2" 18'
9'-4"
5'-2" 3'-31
2"
8'-51
2"
25'-81
2"
6'-101
2 8" " 18'
24'-101
2"
QUEEN
60"X77"
7'-81
2" 9'-61
2" ~15'-2 1
4"
9'-4"
5'-2" 3'-31
2"
8'-51
2"
17'-3" ~ 22'-10 3
4"
6'-101
2" 9'-61
2" ~ 15'-2 1
4 8" "
16'-51
4" ~ 22'-0 3
4"
230 SQ. FT.
251 SQ. FT.
185 SQ. FT.
280 SQ. FT.
293 SQ. FT.
229 SQ. FT. 78 SQ. FT.
150 SQ. FT.
~ 203 SQ. FT.
78 SQ. FT.
251 SQ. FT.
229 SQ. FT.
150 SQ. FT.
~ 203 SQ. FT.

KING
76X80
12'-93
4 7'-8 4'-6" " 1
2"
25'-01
4"
4'-6"
QUEEN
60"X77"
17'-13
4"
9'-61
2" ~15'-2 1
4"
~ 22'-10 3
4"
150 SQ. FT.

QUEEN
60"X77"
9'-4"
4'-4 18'-11" 1
2"
23'-31
2"
4'-6" 6'-111
4"
10" 10'-5" 12'-01
2"
22'-51
2"
25'-81
2" 17'-3" ~ 22'-10 3
4 25'-8 " 1
2" 17'-3" ~ 22'
230 SQ. FT.

KING
76X80
12'-93
4 7'-8 4'-6" " 1
2"
25'-01
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
20'-3 3'-7" 1
4"
23'-101
4"
281 SQ. FT.

QUEEN
60"X77"
10'-6"
17'-13
4"
7'-81
2" 9'-61
2" ~15'-2 1
4"
3'-3 5'-2" 1
2"
8'-51
2"
17'-3" ~ 22'-10 3
4"
180 SQ. FT.
150 SQ. FT.

BED TYPE SUITE BALCONY COUNT
TYPE A1 SINGLE QUEEN N N 34
TYPE A2 SINGLE QUEEN N N4
TYPE B SINGLE QUEEN SUITE Y N2
TYPE C SINGLE QUEEN BALCONY N Y 30
TYPE D SINGLE QUEEN SUITE BALCONY Y Y2
TYPE E DOUBLE QUEEN N N 108
TYPE F1 DOUBLE QUEEN SUITE Y N4
TYPE F2 DOUBLE KING SUITE Y N6
TYPE G SINGLE QUEEN N N1
TYPE H SINGLE QUEEN BALCONY N Y1
TYPE I SINGLE KING N N4
TYPE J SINGLE KING SUITE Y N6
TYPE K SINGLE QUEEN N N6
TYPE L SINGLE QUEEN N N2
TYPE M SINGLE QUEEN SUITE Y N2
TYPE N SINGLE QUEEN BALCONY N Y2
TYPE O DOUBLE QUEEN N N1
TYPE P DOUBLE QUEEN N N1
TYPE Q DOUBLE QUEEN SUITE Y N2
TYPE R SINGLE KING N N8
TYPE S SINGLE KING N N4
TYPE T SINGLE KING N N2
TOTAL: 232

ROOM TYPE

TYPICAL UNIT UNIQUE UNIT ADA
QUEEN
60"X77"
QUEEN
60"X77"
7'-81
2" 19'-7 1
2 " ~ 21'-61
4"
3'-31
2" 5'-91
4"
9'-4"
27'-4" ~ 29'-23
4"
QUEEN
60"X77"
QUEEN
60"X77"
8'-103
4"
28'-43
4"
9'-4"
2'-6" 5'-53
4"
6'-11
2"
QUEEN
60"X77"
QUEEN
60"X77"
7'-81
2" 21'-61
4"
3'-31
2"
10"
5'-91
4"
29'-23
4"
9'-4"
6'-101
2"
6'-11
2"
14'-13
4"
QUEEN
60"X77"
5'-2" 3'-31
2"
6'-101
2" 16'-83
4 10" "
7'-81
2" 16'-83
4"
23'-71
4"
24'-51
4"
8'-5
9'-4"
1 2"
6'-101
2" 19'-7 1
2" ~ 21'-61
4 10" "
26'-6" ~ 28'-43
4"
QUEEN
60"X77"
QUEEN
60"X77"
5'-2" 3'-31
2"
8'-51
2"
7'-81
2" 19'-61
2" ~ 25' -2 1
4 "
27'-3" ~ 32'-10 3
4 "
6'-101
2" 19'-61
2 8" "
9'-4"
26'-51
4" ~ 30' - 0 3
4"
5'-2" 3'-31
2"
8'-51
2"
7'-81
2"
35'-81
2"
6'-101
2 8" "
34'-101
2"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
9'-4"
7'-9" 15'-03
4" 4'-6" 7'-81
2"
35'-01
4"
1'-53
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
8'-111
4" 24'-11"
33'-101
4"
QUEEN
60"X77"
4'-41
2" 26'-41
4"
4'-6"
9'-4"
19'-53
4 10'-5" "
6'-111
4"
10"
30'-83
4"
29'-103
4"
QUEEN
60"X77"
16'-81
2"
10'-23
4"
10'-2" 7'-83
4"
7'-83
4" 3'-81
4"

ADA KING
76X80
KING
76X80
KING
76X80
7'-81
2" 24'-13
4"
9'-4"
5'-2" 3'-31
2"
8'-51
2"
31'-101
4"
6'-101
2" 24'-13
4 8" "
31'-01
2"
9'-4"
20'-7"
31'-101
2"
9'-11"
262 SQ. FT. ~ 243 SQ. FT.
293 SQ. FT. 361 SQ. FT.
217 SQ. FT. 243 SQ. FT. ~ 296 SQ. FT. 322 SQ. FT.
384 SQ. FT. 299 SQ. FT.
188 SQ. FT.
286 SQ. FT.
7'-81
2" 19'-7 1
2 " ~ 21'-61
4"
27'-4" ~ 29'-23
4"
QUEEN
60"X77"
QUEEN
60"X77"
8'-103
4"
28'-43
4"
9'-4"
2'-6" 5'-53
4"
6'-11
2"
QUEEN
60"X77"
QUEEN
60"X77"
7'-81
2" 21'-61
4"
3'-31
2"
10"
5'-91
4"
29'-23
4"
9'-4"
6'-101
2"
6'-11
2"
14'-13
4"
78 2
168
4 24'-51
4"
2 2 4
27'-3" ~ 32'-10 3
4 "
2 35'-81
2"
QUEEN
60"X77"
QUEEN
60"X77"
9'-4"
7'-9" 15'-03
4" 4'-6" 7'-81
2"
35'-01
4"
1'-53
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
8'-111
4" 24'-11"
33'-101
4"
QUEEN
60"X77"
4'-41
2" 26'-41
4"
4'-6"
9'-4"
19'-53
4 10'-5" "
6'-111
4"
10"
30'-83
4"
29'-103
4"
QUEEN
60"X77"
16'-81
2"
10'-23
4"
10'-2" 7'-83
4"
7'-83
4" 3'-81
4"

ADA KING
76X80
KING
76X80
KING
76X80
7'-81
2" 24'-13
4"
9'-4"
5'-2" 3'-31
2"
8'-51
2"
31'-101
4"
6'-101
2" 24'-13
4 8" "
31'-01
2"
9'-4"
20'-7"
31'-101
2"
9'-11"
293 SQ. FT. 361 SQ. FT.
384 SQ. FT. 299 SQ. FT.
188 SQ. FT.
286 SQ. FT.

QUEEN
60"X77"
9'-4"
4'-4 18'-11" 1
2"
23'-31
2"
4'-6" 6'-111
4"
10" 10'-5" 12'-01
2"
22'-51
2"
QUEEN
60"X77" ADA
14'-10" 3'-31
4"
14'-51
4"
18'-11
4"
KING
76X80
20'-03
4" ~ 22' - 6 1
2"
9'
9"
6'-33
4"
KING
76X80
ADA
KING
76X80
22'-61
2"
3'-11" 10'-8"
14'-7"
4'-61
2" 18'
22'-61
2"
20'-03
4"
14'-7"
QUEEN
60"X77"
7'-81
2" 18'
9'-4"
5'-2" 3'-31
2"
8'-51
2"
25'-81
2"
6'-101
2 8" " 18' 8'-6"
24'-101
2"
9'-21
2"
QUEEN
60"X77"
7'-81
2" 9'-61
2" ~15'-2 1
4"
9'-4"
5'-2" 3'-31
2"
8'-51
2"
17'-3" ~ 22'-10 3
4"
6'-101
2" 9'-61
2" ~ 15'-2 1
4 8" " 8'-6"
16'-51
4" ~ 22'-0 3
4"
QUEEN
60"X77"
7'-81
2" 18'
9'-4"
5'-2" 3'-31
2"
8'-51
2"
25'-81
2"
6'-101
2 8" " 18'
24'-101
2"
230 SQ. FT.
251 SQ. FT.
185 SQ. FT.
280 SQ. FT.
293 SQ. FT.
229 SQ. FT. 78 SQ. FT.
150 SQ. FT.
~ 203 SQ. FT.
229 SQ. FT. 78 SQ. FT.

KING
76X80
12'-93
4 7'-8 4'-6" " 1
2"
25'-01
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
20'-3 3'-7" 1
4"
23'-101
4"
281 SQ. FT.

QUEEN
60"X77"
10'-6"
17'-13
4"
7'-81
2" 9'-61
2" ~15'-2 1
4"
3'-3 5'-2" 1
2"
8'-51
2"
17'-3" ~ 22'-10 3
4"
180 SQ. FT.
150 SQ. FT.
9'-4" 6'-11
2"
4'-6" 7'-81
2"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
24'-11"
QUEEN
60"X77"
4'-41
2" 26'-41
4"
4'-6"
9'-4"
19'-53
4 10'-5" "
6'-111
4"
10"
30'-83
4"
29'-103
4"
QUEEN
60"X77"
16'-81
2"
10'-23
4"
10'-2" 7'-83
4"
7'-83
4" 3'-81
4"

ADA KING
76X80
20'-7" 11'-31
4"
31'-101
2"
9'-11"
13'-81
2"
T. 299 SQ. FT.
188 SQ. FT.
355 SQ. FT.
9'-4"
9'-4"
QUEEN
60"X77"
QUEEN
60"X77"
7'-81
2" 21'-614"
3'-31
2"
10"
5'-91
4"
29'-23
4"
9'-4"
6'-101
2"
6'-11
2"
14'-13
4"
QUEEN
60"X77"
5'-2" 3'-31
2"
6'-101
2" 16'-83
4 10" "
7'-81
2" 16'-83
4"
23'-71
4"
24'-51
4"
8'-5
9'-4"
1 2"
QUEEN
60"X77"
QUEEN
60"X77"
5'-2" 3'-31
2"
8'-51
2"
7'-81
2" 19'-61
2" ~ 25' -2 1
4 "
27'-3" ~ 32'-10 3
4 "
6'-101
2" 19'-61
2 8" "
9'-4"
26'-51
4" ~ 30' - 0 3
4"
5'-2" 3'-31
2"
8'-51
2"
7'-81
2" 28'
35'-81
2"
6'-101
2 8" " 28'
9'-4"
34'-101
2"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
QUEEN
60"X77"
9'-4"
7'-9" 15'-03
4" 4'-6" 7'-81
2"
35'-01
4"
1'-53
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
8'-111
4" 24'-11"
33'-101
4"
QUEEN
60"X77"
4'-41
2" 26'-41
4"
4'-6"
9'-4"
19'-53
4 10'-5" "
6'-111
4"
10"
30'-83
4"
29'-103
4"
QUEEN
60"X77"
16'-81
2"
10'-23
4"
10'-2" 7'-83
4"
7'-83
4" 3'-81
4"

ADA KING
76X80
NG
X80
9'-4"9'-4"
20'-7" 11'-31
4"
31'-101
2"
9'-11"
13'-81
2"
361 SQ. FT.
217 SQ. FT. 243 SQ. FT. ~ 296 SQ. FT. 322 SQ. FT.
384 SQ. FT. 299 SQ. FT.
188 SQ. FT.
355 SQ. FT.
5'-53
4" 7'-81
2" 21'-61
4"
29'-23
4"
QUEEN
60"X77"
QUEEN
60"X77"
9'-4"
7'-9" 15'-03
4" 4'-6" 7'-81
2"
35'-01
4"
1'-53
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
8'-111
4" 24'-11"
33'-101
4"
QUEEN
60"X77"
4'-41
2" 26'-41
4"
4'-6"
9'-4"
19'-53
4 10'-5" "
6'-111
4"
10"
30'-83
4"
29'-103
4"
16'-81
2"
KING
76X80
KING
76X80
24'-13
4"
9'-4"
31'-101
4"
24'-13
4"
31'-01
2"
9'-4"
31'-101
2"
384 SQ. FT. 299 SQ. FT.
286 SQ. FT.

QUEEN
60"X77"
9'-4"
4'-4 18'-11" 1
2"
23'-31
2"
4'-6" 6'-111
4"
10" 10'-5" 12'-01
2"
22'-51
2"
7'-81
2" 18'
25'-81
2"
7'-81
2" 9'-61
2" ~15'-2 1
4"
17'-3" ~ 22'-10 3
4"
7'-81
2" 18'
25'-81
2"
7'-81
2" 9'-61
2" ~15'-2 1
4"
17'-3" ~ 22'-10 3
4"
230 SQ. FT.

KING
76X80
12'-93
4 7'-8 4'-6" " 1
2"
25'-01
4"
4'-6" 5'-91
4" 1'-2"
11'-51
4"
20'-3 3'-7" 1
4"
23'-101
4"
281 SQ. FT.

QUEEN
60"X77"
10'-6"
17'-13
4"
7'-81
2" 9'-61
2" ~15'-2 1
4"
3'-3 5'-2" 1
2"
8'-51
2"
17'-3" ~ 22'-10 3
4"
180 SQ. FT.
150 SQ. FT.

Note: Unit plans, counts, and areas are preliminary and will be developed prior to building permit.

UNIT TYPE PLAN

UNIT TYPE PLAN
TYPE R: SINGLE KING (COURTYARD)
COUNT:8
TYPE S: SINGLE KING (COURTYARD)
COUNT:4
TYPE N: SINGLE QUEEN WITH GRAND BALCONY (SOUTH CORNER)
COUNT:2

UNIQUE UNIT
TYPE P: DOUBLE QUEEN WITH CORNER RESTROOM
COUNT:1
TYPE Q: DOUBLE QUEEN JUNIOR SUITE
COUNT:2
TYPE O: DOUBLE QUEEN (MAPLE PASEO OVERLOOK)
COUNT:1
TYPE M: SINGLE QUEEN JUNIOR SUITE
COUNT:2
TYPE T: SINGLE KING
COUNT:2
TYPE K: SINGLE QUEEN (SOUTH CORNER)
COUNT: 6
TYPE L: SINGLE QUEEN
COUNT: 2

25.1.119
A
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

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GARDEN ATRIUM

POOL & BAR ROOF

TERRACE

SERVICE PATIO

CAFE SEATING

POLE LIGHTING

BIKE WHEEL CHANNEL
(DASHED) AT SIDE OF STAIRS

CONCRETE STAIR
- STAINLESS STEEL HANDRAILS
RIVERWALK 10’

SETBACK
(E) RIVERWALK LIGHT

POLES TO REMAIN
(E) LAUREL STREET

LIGHTING - RELOCATED
TO BACK OF WALK, TYP.
(P) TREE
PLANTING, TYP.
- UPLAND RIPARIAN
(P) STREET TREE AT LAUREL ST,
TYP.
- COLUMBIA LONDON PLANE
TREE
- PER CITY STANDARD DETAIL
INCLUDING 4’x4’ CAST IRON

GRATE & BUBBLER IRRIGATION
- AS APPROVED BY CITY
ARBORIST JUNE 29, 2022
(E) SIGNAL LIGHT - REVIEW

LOCATION TO ENSURE

SIDEWALK ACCESSIBILITY

LOW SEAT WALL
- WOOD & METAL FRAME SEATING

OUTDOOR DINING FURNITURE

WITH TABLE LIGHTING

PATH BOLLARD LIGHTING
42’- 6”
175’- 7”

FIREPLACE

LOW PLANTER RETAINING
WALL, LESS THAN 24”HT

CONCRETE STAIR,

REFINED FINISH, STAINLESS STEEL

HANDRAILS

TIVOLI LIGHTING
(E) TREES TO REMAIN, TYP
- TREE UPLIGHTS
(E) STREET TREE

TO REMAIN

SCULPTURAL LOUNGE

SEATING ELEMENT, CONCRETE

WITH WOOD SEAT
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL

BIORETENTION

PROPERTY LINE
- REFER TO CIVIL DRAWINGS

SITE LIGHTING

FROM BUILDING

BIORETENTION
PLUNGE
POOL

BAR POOL

SKYLIGHT TO
BELOW
(P) PALM TREE, TYP.

CAFE SEATING
(P) STREET TREE, TYP
- PER CITY STANDARD DETAIL
INCLUDING 4’x4’ CAST IRON GRATE

AND BUBBLER IRRIGATION
(P) PALM STREET TREE, TYP
- PER CITY STANDARD
DETAIL INCLUDING 4’x4’ CAST

IRON GRATE AND BUBBLER

IRRIGATION
(E) FRONT STREET LIGHT

POLES - RELOCATED
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL

FRONT STREET

STREETSCAPE

BAR TERRACE
MAPLE

ALLEY PLAZA
FRONT
STREET
CAFE
PATIO

EXISTING RIVERWALK

SAN LORENZO RIVER

FRONT STREET

LAUREL STREET
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL
P1
P1
P1
P2
P2
P2
P2
P2
P1
P1
P4
P4
P4
P3
B
A
A
A
A
A
A
B
C
C
C
C
D
PAVING
PLANTING TYPE - REFER TO PLANT PALETTES SHEET L1-3

LEGEND SITE DESIGN NARRATIVE
P5
P1 CAST IN PLACE CONCRETE PAVING
- NATURAL GREY PER CITY STANDARDS

A CALIFORNIA RIPARIAN & UPLAND RIPARIAN
The site design strives to connect the new hotel project physically and conceptually to the San Lorenzo River, downtown Santa Cruz and the Santa Cruz beach boardwalk. Taking strong cues from its unique site location along the San Lorenzo Riverwalk near the Laurel Street Bridge, the site design celebrates the native California character of the San Lorenzo riparian habitat.

Ecologically rich native grasses, shrubs, and trees will restore biodiverse habitat along the river as well as offer authentic place-based character to visitors and residents of Santa Cruz.

In line with the Downtown Plan the site design enhances the pedestrian and bike experience, energizing the nexus between downtown, the San Lorenzo River and the Beach, at the gateway threshold of Front Street and Laurel Street. The hotel has multiple public and publicly accessible spaces at the site level to maximize the opportunities to tie into these connections and provide space for public programming.

The plaza at the corner of Front Street and Laurel Street forms a gateway to downtown, providing a place to pause on one’s way from the beach, the Riverwalk or the Laurel Street Bridge. Planting along Laurel Street is a nod to both the San Lorenzo River landscape and the iconic palm trees of the Santa Cruz beach boardwalk, reinforcing the site as a threshold between the two.

Streetscape improvements are implemented on Front Street to reinforce the cohesiveness of the district. In accordance with the Downtown plan, existing London Plane street trees along Front Street are retained where possible and further reinforced by planting eight new trees along the length of the hotel site. Ground level retail at the north and south end of the hotel provide amenities and outdoor dining areas for all. Seating, bike racks and pedestrian scale planting further enhance the pedestrian experience.

B
C

BIORETENTION
D

ROOM & POOL TERRACE PALM COURT PLANTING

ATRIUM FERN GARDEN
P2 CAST IN PLACE CONCRETE PAVING
- REFINED FINISH
P3 CRUSHED STONE PAVING
- STABILIZED
P4 PRECAST CONCRETE PAVERS
- PEDESTAL SYSTEM

RESTAURANT AND BAR ENTRY BOARDWAY
RAMP
- WOOD CURB, STAINLESS STEEL HANDRAIL
- INTEGRATED PATH LIGHTING
Maple Alley provides a direct pedestrian and bike connection between downtown and the Riverwalk. The Plaza is a public space with trees, moveable and amphitheater seating to provide comfortable space for planned and improvised gatherings, performances and everyday respite adjacent to hotel retail. The plaza is connected to the Riverwalk via an accessible pathway and stair through sloped terraces planted with trees and understory of the regional upland riparian habitat. At its connection with the Riverwalk, the path widens to provide bike parking and a sculptural seating element with views of the river.

Along the Riverwalk, existing trees are retained wherever possible and the site design provides connections to the hotel’s publicly accessible flexible event lawn and the restaurant and bar terraces. Bicycle circulation along the Riverwalk and Laurel Street will be served by a bike parking area at the Laurel Street Bridge. The riparian planting integrates with the existing landscape just across the Riverwalk.

Proposed plants throughout the project are coastal native and regionally adapted with a focus on low water use and drought tolerance. Storm water is managed through rain gardens and landscape bioretention planters distributed throughout the site and integrated with the overall site and planting design. The proposed planting is consistent with the City of Santa Cruz’s water efficient landscape ordinance.

P5
50’ RIVERWALK PUBLIC

ACCESS WAY

AMPHITHEATER SEATING
- CAST IN PLACE CONCRETE,

ARCHITECTURAL FINISH
- WOOD AND METAL FRAME SEATING

ACCESSIBLE RAMP
- CAST IN PLACE CONCRETE
- STAINLESS STEEL HANDRAILS

CAST IN PLACE CONCRETE
RETAINING WALL WITH 6’

COATED WIRE MESH FENCE
(P) TREE PLANTING, TYP.
- UPLAND RIPARIAN
9’-0”
MIN
12’-0”
8’-0”

25.1.120
A
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12-22-22 PLANNING

RESUBMITTAL

SHEET NAME
L1-2

LANDSCAPE

MATERIALS IMAGES

SCULPTURAL RIVERWALK LOUNGE SEATING

RIVERWALK RECREATION & PLAY

RESTAURANT AND BAR ENTRY BOARDWAY
RAMP

STABILIZED CRUSHED STONE GARDEN WALK

FLEXIBLE MULTI-USE & EVENT LAWN, TIVOLI LIGHTING BAR TERRACE WITH SOCIAL SEATING & FIREPLACE

POOL & BAR PALM TERRACE SCULPTED ATRIUM FERN GARDEN

MAPLE ALLEY CAFE ACTIVE STREETSCAPE AT HOTEL FRONTAGE

PUBLIC CLASS II BIKE PARKING AT PLAZAS,

TERRACES & RIVERWALK ACCESS

BIKE WHEEL CHANNEL AT RIVERWALK ACCESS
STAIRS

CITY STANDARD STREET TREE DETAIL

WITH TREE GRATE

FRONT & LAUREL GARDEN CAFE PATIO

CAST IN PLACE CONCRETE WITH SPECIAL REFINED

FINISH AT GROUND LEVEL TERRACES & PATIOS

STAIR & RAMP WITH INTEGRATED PLANTING WOOD & CONCRETE AMPHITHEATER SEATING FOR IMPROMPTU GATHERINGS & PERFORMANCE

25.1.121
A
04-12-21
07-06-21
01 PLANNING

SUBMITTAL

REVISED DESIGN

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12
-22-22 PLANNING

RESUBMITTAL

SHEET NAME
L1-3

LANDSCAPE PLANT

LIST & IMAGES

PLANT PALETTE - GROUND LEVEL

PLANT PALETTE - ON STRUCTURE
Street Trees
Platanus spp. Match Existing Street Trees
Washingtonia filifera Desert fan palm
(A) California Riparian and Upland Riparian
TREES
Quercus agrifolia Coast Live Oak
Platanus spp. Match Existing at San Lorenzo River

UNDERSTORY
Arctostaphylos 'Dr. Hurd' Manzanita
Arctostaphylos 'John Dourley' Manzanita
Artemisia spp. Artemisia
Baccharis pilularis Coyote Bush
Carex divulsa Berkeley Sedge
Ceanothus 'Ray Hartman' Ray Hartman Ceanothus
Ceanothus spp. Wild Lilac
Eschscholzia californica California Poppy
Heteromeles arbutifolia Toyon
Lupinus albifrons Silver Lupine
Muhlenbergia rigens Deer Grass
Salix laevigata Red Willow
Salix lasiolepis Arroyo Willow
Salvia clevelandii Cleveland Sage
Salvia sonomensis Sonoma Sage
Salvia spathacea Hummingbird Sage
(B) Bioretention

UNDERSTORY
Asclepias curassavica Butteryfly Weed
Carex tumulicola Foothill Sedge
Chondopetalum tectorum Cape Rush
Juncus effusus Soft Rush
Juncus patens Common Rush
Mimulus cardinalis Scarlet Monkeyflower
Salvia uliginosa Blue Spike Sage
(C) Palm Court
TREES
Draceana spp. Dragon Tree
Dypsis spp. Golden Cane Palm
Syagrus romanzoffiana Queen Anne Palm

UNDERSTORY
Aloe striata Coral Aloe
Carex tumulicola Foothill Sedge
Senecio cylindricus Narrow Leaf Chalk Sticks
(D) Fern Garden
TREES
Washingtonia filifera Desert fan palm

UNDERSTORY
Dicksonia antarctica Soft Tree Fern
Dryopteris argutus Coastal Wood Fern
Polystichum munitum Sword Fern
Woodwardia fimbriata Giant Chain Fern
Street Trees
Platanus spp. Match Existing Street Trees
Washingtonia filifera Desert fan palm
(A) California Riparian and Upland Riparian
TREES
Quercus agrifolia Coast Live Oak
Platanus spp. Match Existing at San Lorenzo River

UNDERSTORY
Aloe striata Coral Aloe
Carex tumulicola Foothill Sedge
Senecio cylindricus Narrow Leaf Chalk Sticks
(D) Fern Garden
TREES
Washingtonia filifera Desert fan palm

UNDERSTORY
Dicksonia antarctica Soft Tree Fern
Dryopteris argutus Coastal Wood Fern
Polystichum munitum Sword Fern
Woodwardia fimbriata Giant Chain Fern

ICONIC PALM GROUPINGS

25.1.122
A
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12-22-22 PLANNING

RESUBMITTAL

SHEET NAME
L2-1

LANDSCAPE VIEWS
& SECTION
3: MAPLE ALLEY RIVERWALK ACCESS 1: MAPLE ALLEY PLAZA BIRDSEYE 4: SAN LORENZO LEVEE SECTION - TYPICAL LANDSCAPE PARAMETERS 2: MAPLE ALLEY PLAZA 1 3
2 4
SCALE: 1/8” = 1’-0”

25.1.123
A
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12-22-22 PLANNING

RESUBMITTAL

SHEET NAME
L2-2

LANDSCAPE VIEWS
2: RESTAURANT AND BAR ENTRY BOARDWAY RAMP
1: RIVERWALK AT RESTAURANT TERRACE
4: CAFE PATIO AT LAUREL AND FRONT STREETS
3: BAR TERRACE FROM LAUREL STREET BRIDGE
1 2 3
4 25.1.124

25.1.125

25.1.126

25.1.127

25.1.128

CONSTRUCTION KEY NOTES GENERAL NOTES

25.1.129

25.1.130
LEGEND
TABLE 1
TIER 2: TREATMENT CONTROL MEASURE SUMMARY TABLE
TABLE 2
TIER 3: RUNOFF RETENTION

ROUTING METHOD
102 CUBIC FEET

MINIMUM STORAGE
100% REPLACED IMPERVIOUS

ZERO EXISTING RETAINED

ZERO PROPOSED RETAINED
100% REPLACED IMPERVIOUS

ZERO EXISTING RETAINED

ZERO PROPOSED RETAINED

ROUTING METHOD
108 CUBIC FEET

MINIMUM STORAGE
SCM-1: TIER 2 TABLE 2 SCM-1: TIER 3
SCM-2: TIER 2
SCM-2: TIER 3

25.1.131

EROSION CONTROL NOTES EROSION CONTROL NOTES EROSION CONTROL NOTES LEGEND

25.1.132

CORRUGATED

STEEL PANELS

25.1.133
TEE A
ADS N-12 x SDR 35

TRANSITION COUPLING
8" PIPE RISER
CUT 8" BELOW

FINISH GRADE

STORM DRAIN LINE
12"x12" GALVANIZED
STEEL GRATE W/1/2"

SCREEN BELOW

LUBE GASKET AND

PIPE - SET TOP TO

GRADE AND ORIENT

GRATE TO MATCH

SURFACE

IMPROVEMENTS
TEE
P6

INLET TOP
(BOLT DOWN)
***FOR OVERFLOW AREA DRAIN - SET RIM
ELEVATION HIGHER THAN FINISH GRADE.

SEE PLANS FOR RIM ELEVATIONS.

PROVIDE COBBLE STONES AROUND DRAIN.
(SEE PLAN FOR PIPE SIZES)
A
A

25.1.134

25.1.135
To: Ryan Bane, Senior Planner
City of Santa Cruz Planning and Community Development Department From: Stephanie Strelow
Subject: The Cruz Hotel CEQA Categorical Exemption Review Date: March 18, 2024

This memorandum provides a review of the applicability of California Environmental Quality Act (CEQA) Guidelines section 15332, Class 32 categorical exemption for In-Fill Development Projects, to the proposed hotel project, referred to as The Cruz Hotel, located in downtown Santa Cruz.

I. Background

1. Application No: CP21-0051

2. Project Title: The Cruz Hotel

3. Project Location: 302, 310, 314, 324, 326, and 328 Front Street (APNs 005-151-48, -43, -29, -51, -35, and -34); see Figure 1.
1 4. General Plan Designation: Regional Visitor Commercial (RVC), Natural Areas (NA)2

5. Zoning: Central Business District (CBD) / CZ-O (Coastal Zone Overlay) / SP-O (Shoreline Protection Overlay) / F-P (Floodplain) / Floodplain Overlay (FP-O)3 A. Project Location
The proposed project is located on the northeastern corner of the Front Street/Laurel Street intersection in the City of Santa Cruz (City) on a flat approximately 0.75-acre (32,161-square-foot) parcel. The project site totals approximately 1.1 acres (48,185 square feet) with proposed offsite improvements on the adjacent San Lorenzo River levee (see Section II.B below for description) and City-owned property on the north (Maple Alley as described below). The site is bounded by Front Street on the west, Laurel Street on the south, the San Lorenzo River levee and Santa Cruz Riverwalk on the east, and an existing commercial building on the north. The site is located within the coastal zone and is within the boundaries of the City’s adopted Downtown Plan. 1 All figures are included at the end of this document. 2 The project site is designated RVC. The adjacent San Lorenzo River levee upon which project improvements are proposed is designated NA.
3 The adjacent San Lorenzo River levee upon which project improvements are proposed is zoned FP-O.

25.1.136

THE CRUZ HOTEL CEQA CATEGORICAL EXEMPTION REVIEW
9711.0001
MARCH 2024 2
B. Existing and Surrounding Land Uses
The project site is flat and developed with one commercial building, which currently is a community credit union, and two paved surface parking lots. The hotel development site is devoid of vegetation, although there are 24 trees adjacent to the site, including seven street trees and 17 planted trees on the west slope of the San Lorenzo River levee, of which 11 are heritage trees as defined by the City’s Heritage Tree Ordinance.

The project site is located within a developed, mixed-use area in the downtown area of the City. Mixed-use projects, consisting of residential uses with ground floor commercial uses, are being developed or are approved in the vicinity.

One project is located across the street from the proposed project site on Front Street, and construction is nearing completion. Two other mixed-use projects have been approved north of the project site along Front Street, one of which recently started construction. Commercial uses are predominantly found along Pacific Avenue west of the project site, which will also provide residential uses with residential-commercial mixed-use projects that have been approved within the last couple of years. A residential neighborhood is located east of the Lorenzo River and the project site.

II. Project Description
A. Description of Project Components
Permits and Project Approvals
The project consists of a Coastal Permit, Non-Residential Demolition Authorization Permit, Design Permit, Boundary Line Adjustment, Special Use Permit, Revocable License for an Outdoor Extension Area, and Heritage Tree Removal Permit, to demolish a commercial building, combine five parcels, and construct a six-story, 232- room hotel with ground floor retail, banquet and conference space, restaurant, and bar. The proposed Boundary Line Adjustment would combine five existing parcels into one parcel to support the proposed hotel.

The proposed project requires approval of a Section 408 Letter of Permission from the U.S. Army Corps of Engineers (USACE) to allow for the placement of fill between the levee and the proposed building and to allow for the development of an outdoor extension area adjacent to the Santa Cruz Riverwalk multi-use path as described in Section II.B below. The proposed project also is contingent upon the acquisition of publicly-owned land, including a parcel to the north (APN 005-151-035) and a portion of a second parcel to the south (APN 005-151-48) from the City of Santa Cruz, subject to applicable provisions of the Surplus Lands Act.

The project is located within the Front Street/Riverfront Corridor area of the Downtown Plan. The project site also is within “Additional Height Zone B” in the Downtown Plan; this zone allows heights up to 70 feet with implementation of specified development standards identified in the Downtown Plan. The proposed project is requesting additional height from 50 feet to 70 feet. No other variations to Downtown Plan development standards are requested as part of the proposed project.

25.1.137

THE CRUZ HOTEL CEQA CATEGORICAL EXEMPTION REVIEW
9711.0001
MARCH 2024 3
Description of Proposed Project Elements
Hotel Uses. The project would result in construction of a six-story, approximately 153,600-square-foot hotel building consisting of commercial space and 232 hotel rooms, which include a range of room sizes and styles.

The proposed building would occupy a 27,880-square-foot footprint and would be 70 feet tall. The hotel anticipates an annual average occupancy rate of approximately 72 percent.

The hotel entrance is on the ground level, accessed from Front Street. The second level includes the hotel lobby, restaurant and kitchen area, outdoor bar terrace, “ballroom”/banquet hall space, and five small meeting rooms. The hotel rooms would be located on the 3rd through 6th levels. An open atrium extends from the roof to the entrance floor. Project plans include a rooftop pool and outdoor terrace with three pools, lounge area and bar, and a spa with different types of sitting pools would be located on the 4th level. Figure 2 presents the project site plan.

Approximately 6,775 square feet of banquet/meeting room space is proposed with two “ballrooms” totaling approximately 3,575 square feet and five meeting rooms totaling approximately 3,200 square feet. These spaces could accommodate meetings and/or banquets with attendance of up to approximately 350 people if fully occupied.

According to information provided by the project applicant, the proposed hotel is expected to have approximately 100 total employees, including part-time and full-time employees. The average number of employees on a given day would vary throughout the year, but on average would range between approximately 50 and 70 daily employees.

Project Access and Parking. Vehicular access to the new hotel would be via one driveway off of Front Street, approximately 175 feet north of Laurel Street, to access a porte cochere. The driveway would provide one inbound and one outbound lane. The porte cochere, which connects to the driveway, would provide one inbound travel lane with a loading area. Employee and visitor access to the lobby would be provided off of Front Street.

The project also proposes an entrance to the café on Laurel Street and an entrance to a retail tenant on Maple Alley.

The proposed mixed-use development would provide 202-214 parking spaces within three levels of subterranean parking, which would be accessed only by valet parking; electric vehicle (EV) charging/parking spaces will be required. The project would also provide 68 Class 1 bicycle parking spaces and 56 Class 2 bicycle (bike rack) parking spaces for short-term parking. The proposed bicycle parking exceeds minimum City requirements by 77 spaces (Fehr & Peers 2023). The project proposes two bike parking rooms; one is west of the porte cochere (i.e., covered vehicle pickup and drop-off area) across from the lobby entrance, and the other one is inside the garage adjacent to the loading zone.

The project would include 12 foot sidewalks on the east side of Front Street and an 8 foot sidewalk north side of Laurel Street to allow sufficient width for pedestrians. The proposed Maple Street Alley would provide a shared-use, accessible pedestrian and bicycle path north of project site, as further described below, which would serve the project and also provide public access to the Santa Cruz Riverwalk.

25.1.138

THE CRUZ HOTEL CEQA CATEGORICAL EXEMPTION REVIEW
9711.0001
MARCH 2024 4
Proposed Landscaping. The project provides outdoor landscaping on the project site and on the adjacent Maple Alley and landward side of the San Lorenzo River levee adjacent to the Santa Cruz Riverwalk. The project plans show approximately 4,300 square feet of non-building area on the project site that would be landscaped and improved with public facilities and approximately 6,300 square feet of landscaping adjacent to the Santa Cruz Riverwalk. Figure 3 shows the proposed landscape plan for the project, including landscaping for the project site, the adjacent Maple Alley, and the adjacent area of levee fill and improvements. The project includes removal of 11 heritage trees on the adjacent streets and on the landward side of the San Lorenzo River levee for placement of fill as described in Section II.B below. The landscape plan indicates that eight existing trees would be retained to include two existing street trees and six existing trees on the landward side of the San Lorenzo River levee. The proposed plan shows the planting of 28 new trees, including eight new street trees and the remainder on the landward side of the river levee, along Maple Alley, and adjacent to the hotel on the south with planting of primarily oak tree species, and species similar to existing London plane street trees for the new street trees.

Proposed Public Amenities. The proposed project includes improvements on the landward side of the west San Lorenzo River levee adjacent to the Santa Cruz Riverwalk as described below and improvement of City-owned property to create a new pedestrian access. The project includes construction and maintenance of an approximately 50-foot wide public paseo on a contiguous parcel (APN 005-151-34) adjacent to and north of the proposed hotel, which would continue to be owned by the City of Santa Cruz. Known as Maple Alley, the new accessway would provide a direct pedestrian and bike connection between downtown and the Riverwalk.

The Maple Alley Plaza shown at the entrance on Front Street would be a landscaped public area with amphitheater seating to provide space for planned and improvised gatherings, performances and everyday respite adjacent to hotel retail. The plaza is connected to the Riverwalk via an accessible pathway and stairs through a sloped landscaped terrace. At its connection with the Riverwalk, the path widens to provide bike parking and a sculptural seating element with views of the river. Bicycle circulation along the Riverwalk and Laurel Street will be served by a bike parking area at the Laurel Street Bridge.

Utilities. The project would connect to existing City water, storm drain, and sanitary sewer infrastructure.

Stormwater would be controlled onsite through various measures including two bioretention areas.

Demolition and Construction
Construction is estimated to occur over approximately 32 months, with an estimated construction start date in October 2024. Construction of the proposed project would include demolition of the existing building and parking areas. above. Demolition would result in removal of approximately 1,200 tons of material and is estimated to be completed in approximately one month. Grading activities would result in excavation of approximately 37,850 cubic yards of soil for the proposed hotel. Grading is estimated to take approximately three weeks.

B. San Lorenzo Levee / Santa Cruz Riverwalk Improvements The proposed project includes placement of fill on the west levee slope along San Lorenzo River levee east of and adjacent to the eastern boundary of the building site. The fill would result in creation of an elevation that transitions between the existing Santa Cruz Riverwalk and the proposed building as required by the City’s Downtown Plan. The area of fill occurs along approximately 335 linear feet of the landward side of the levee within an approximate

25.1.139

THE CRUZ HOTEL CEQA CATEGORICAL EXEMPTION REVIEW
9711.0001
MARCH 2024 5
12,000-square-foot area. The filled area would be used to provide public open space adjacent to the Riverwalk as part of the proposed project, including outdoor restaurant and bar lounge seating. Figure 3 shows the proposed landscape plan for the project, including proposed improvements along the landward side of the river levee. As previously indicated, the placement of fill also requires approval of a Section 408 Letter of Permission by the USACE.

The proposed levee fill would result in the creation of a widened promenade adjacent to the existing Santa Cruz Riverwalk on top of the levee and is proposed in accordance and consistent with requirements in the City of Santa Cruz Downtown Plan to create a Riverwalk Promenade. The Riverwalk is an important component of the revitalization goals of the Downtown Plan that was amended by the City Council in November 2017. According to the Downtown Plan, the interface between the public Riverwalk and adjacent private development is a vitally important element of the Downtown Plan. The Plan directs that all development shall fill the western slope of the levee (which may include both public and private property) as directed by the City of Santa Cruz and USACE to create a level condition between the Riverwalk and future buildings. The Downtown Plan makes this public objective a mandatory design feature for new development. The Front Street/Riverfront Corridor Development Standards and Design Guidelines section of the Downtown Plan recognizes that trees planted on the levee as part of the San Lorenzo Flood Control Improvement Project should be maintained and incorporated into new development where feasible and where not in conflict with the required fill or publicly accessible amenities, and thus the Plan anticipated that trees may need to be removed to meet this objective.

III. Reasons Why Project is Exempt
CEQA provides “categorical exemptions” that are applicable to categories of projects and activities that the California Natural Resources Agency has determined generally do not pose a risk of significant impacts on the environment. The Class 32 categorical exemption is for “infill development” projects that meet the following criteria:
(a) The project is consistent with the applicable general plan designation and all applicable general plan policies as well as with applicable zoning designation and regulations; (b) The proposed development occurs within city limits on a project site of no more than five acres substantially surrounded by urban uses;
(c) The project site has no value as habitat for endangered, rare or threatened species; (d) Approval of the project would not result in any significant effects relating to traffic, noise, air quality, or water quality; and
(e) The site can be adequately served by all required utilities and public services.

The proposed project meets all of the foregoing criteria to claim the application of the infill exemption, as explained below.

A. Consistency with General Plan and Zoning Designations, Policies, and Regulations The project is consistent with the City’s General Plan 2030 land use designations, the Central Business District (CBD) zone district permitted land uses, and all applicable General Plan policies and zoning regulations and development standards as explained below.

25.1.140

THE CRUZ HOTEL CEQA CATEGORICAL EXEMPTION REVIEW
9711.0001
MARCH 2024 6
General Plan Designations and Policies
The building site is designated Regional Visitor Commercial (RVC) in the City’s General Plan 2030. The RVC designation is applied to areas that “emphasize a variety of commercial uses that serve Santa Cruz residents as well as visitors. In the downtown area, the RVC designation specifically “emphasizes a mix of regional office and retail uses, residential and mixed-use developments, restaurants, and visitor attractions such as entertainment venues. The designation also indicates that Downtown Recovery Plan4 provides detailed requirements for this area.” Furthermore, the General Plan allows a floor area ratio (FAR) range of 0.25 to 5.0 for parcels that are designated RVC and are located in the downtown area.

The proposed project would result in construction of a commercial use, a new hotel, as well as provide enhanced public amenities to and along the San Lorenzo River. The proposed project use is consistent with the General Plan land use designation that includes commercial uses to serve visitors. The project’s FAR is 4.77, which is within the allowed FAR (5.0) established in the General Plan for the downtown area.

The area between the proposed project site and the Santa Cruz Riverwalk that is proposed to be filled and landscaped with outdoor amenities has a General Plan designation of Natural Areas (NA). This designation provides for “land that should remain in an undeveloped state in order to protect vegetation or wildlife habitat, ensure public safety, or provide for public recreation.” The designation further states that public recreation uses are considered on a case-by-case basis. While the designation allows a public recreation use on a case-by-case basis with approval by the Planning Commission, it should also be noted that that the Downtown Plan and the San Lorenzo Urban River Plan requires such a use to be developed in this location as described below. The proposal creates a publicly accessible outdoor extension area connecting the development to the Riverwalk in this area consistent with the land use designation. As indicated above, the Downtown Plan anticipated that it may not be feasible to retain trees on the levee where retention would be in conflict with the required fill or publicly accessible amenities required by the Plan.

The proposed project also is consistent with the policies of the General Plan 2030 based on City review, as explained in the February 15, 2024 Planning Commission staff report. The consistency review is included in Attachment A of this memo.

Zone District Permitted Uses and Development Regulations The project site is zoned CBD (Central Business District), CZ-O (Coastal Zone Overlay), SP-O (Shoreline Protection Overlay), F-P (Floodplain), and FP-O (Floodplain Overlay). Pursuant to Municipal Code section

24.10.2300, the purpose of the CBD zone district is to implement the Land Use Plan, Development Standards, 4 The Downtown Recovery Plan (DRP) is now called the Downtown Plan and is referred to as such in this document. The DRP was adopted in 1991 to guide reconstruction after the 1989 Loma Prieta earthquake and provides development standards and guidelines to direct the rebuilding and recovery process. The DRP was adopted as a specific plan (pursuant to California Government Code requirements) to implement policies in the downtown area. Chapter 4 of the Downtown Plan, Development Standards and Design Guidelines, is incorporated by reference in Part 24 of the Zoning Code, the Central Business District (CBD), and the CBD district is part of the Local Coastal Program (LCP) implementation regulations. The DRP has been modified several times over the past 25 years with significant amendments adopted in 2017. The amendments approved in 2017 included changing the name of the Plan to “Downtown Plan” since post-earthquake recovery had been achieved and also included revisions to development standards, including provisions for additional height allowances under specified circumstances in the downtown area.

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and Design Guidelines of the Downtown Plan, a specific plan. It is intended to refine the Downtown Plan in the area of land use and regulations. It supports the purpose of the Downtown Plan, in the context of the General Plan 2030, which aims to maintain downtown as the urban center of the city with the many functions a city center serves. Pursuant to section 24.10.2301, Chapter 4 of the Downtown Plan, as amended, is adopted by reference in the CBD zone. The policies and regulations set forth in Chapter 4 of the Downtown Plan shall control all uses in the CBD and its four subdistricts: Pacific Avenue Retail District; Front Street Riverfront Corridor; Cedar Street Village Corridor; and North Pacific Area.

The project site is located within the Front Street/Riverfront Corridor in the Downtown Plan. According to the Downtown Plan, as recently amended by the City in October 2023 and approved as an LCP amendment by the California Coastal Commission in December 20235, the Front Street/Riverfront Corridor is intended to allow and encourage “ground-level commercial uses, including destination retail uses, personal service, financial, and office-related uses, are permitted uses along the street.” Permitted upper-level uses include office and residential, as well as river-oriented commercial and visitor-serving uses connecting to the Riverwalk. The Downtown Plan indicates that this mix of uses “serves to reinforce the downtown as a place to live, shop, work, and visit, as well as enhances the pedestrian environment and feeling of security along the river.” The Downtown Plan requires at least 60 percent of the square footage within mixed-use projects in this area (not including parking) be devoted to housing, except projects where the primary use Is visitor serving are not subject to this provision (City of Santa Cruz 2023a).

The recent 2023 amendments to the Downtown Plan provide clarification that housing is not required in order to be eligible for increased height in the Additional Height Zone B (properties on the east side of Front Street between Soquel Avenue and Laurel Street). However, it is noted that hotel and motel uses have always been identified as permitted uses in the CBD zone district for upper floor permitted uses. The amendments eliminated the requirement to provide housing for hotel or office projects that exceed 50 feet in height, which would be more consistent with City General Plan and Local Coastal Program (LCP) policies that encourage visitor-serving uses in the downtown and specifically within the coastal zones as visitor-serving uses are a priority use in the coastal zone.

The proposed project is consistent with the allowed uses outlined in Table 4-1 of the Downtown Plan and with the overarching objectives of the Plan, Hotels are allowed as principally permitted uses along the east side of Front Street, although no hotel rooms are allowed along the ground floor or along the Riverfront level frontages.

The proposed building height exceeds 50-foot height limits in the Plan. However, the project site is located within “Additional Height Zone B,” which allows building heights to 70 feet with specified development standards. The project applicant is requesting additional height for the building from 50 to 70 feet as may be allowed in the Downtown Plan. The maximum height of buildings within the Front Street/Riverfront Corridor of the Downtown Plan is 70 feet. The proposed hotel would be 70 feet tall, consistent with the additional allowable 5 On October 24, 2023 the City Council adopted a series of minor amendments to the Downtown Plan that generally consisted of:
administrative changes that clarify decision-making processes; clarifications that housing is not required in order to be eligible for increased height in the downtown area’s Additional Height Zone B (properties on the east side of Front Street between Soquel Avenue and Laurel Street); a minor change that would allow limited increases in height to accommodate certain rooftop elements; and updates to permitted tree species. The amendments were approved with minor wording changes as a LCP amendment by the California Coastal Commission at a public hearing on December 15, 2023. These changes were approved by the City Council on January 23, 2024, and were acknowledged by the Coastal Commission at their February 7-9, 2024 hearings, at which time the amendments became effective.

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height. A rooftop mechanical equipment penthouse would extent to a height of 75 feet that is permitted by City regulations. A rooftop bar structure is proposed, which exceeds 70 feet. However, the Downtown Plan, as recently amended, indicates that uninhabitable rooftop amenity structures will be permitted to extend 15 feet above the approved additional height of building, provided that such structures are set back a minimum of 15 feet. The proposed building plans comply with this setback and maximum additional height requirement for rooftop mechanical equipment and uninhabitable rooftop amenity structures.

The granting of additional height is discretionary and requires a Design Permit with the recommendation of the Planning Commission to the City Council, which must approve the additional height. It also is noted that the Downtown Plan indicates that projects that closely conform to the development standards, but with slight variations may be considered upon demonstration that the resulting project will better achieve stated Plan and community objectives. Such variations shall be minor in nature and must receive a positive recommendation from the Planning Director, with final approval by the City Council (section J.1).

The project is consistent with all the CBD zone district requirements and Downtown Plan development standards on City review, as explained in the February 15, 2024 Planning Commission staff report. The consistency review is included in Attachment A of this memo. The setback requirement for upper levels (stepbacks) within the Front Street/Riverfront Corridor of the Downtown Plan is at the base height of 50 feet of building height as measured from the Front Street grade. The project plans note that at least 75 percent of building frontage along the Riverwalk has 10-foot stepbacks above 50 feet, consistent with requirements in the Downtown Plan. Additionally, the proposed rooftop amenities are consistent with the Downtown Plan as recently amended by the City and approved by the California Coastal Commission, in that usable outdoor space and amenities are provided, including pools and bar, and which do not extent more than 15 feet above the maximum allowable height, are set back at least 15 feet from the edge of the roof, and structures above the height limit are less than 50 percent of the gross rooftop area.

The proposed project requires a Coastal Permit because it is located within the CZ-O district. The proposed project is consistent with LCP policies based on City review explained in the February 15, 2024 Planning Commission staff report.

The southern portion of the site also is zoned SP-O. The purpose of the SP-O district is to preserve and protect the coastal and environmental resources in the City of Santa Cruz, and as indicated in section 24,10.2400 of the Municipal Code, this district lies generally between the sea and the first public road paralleling the sea, or within three hundred (300) feet of the mean high tide line of the sea, whichever is the greater distance. While a portion of the site is zoned SP-O, the project is not located adjacent to the coast or between the sea and the first public road. Before approving a coastal permit in the SP-O district, the hearing body must make findings set forth in section 24,10.2430. These findings have been made based on City review as explained in the February 15, 2024 Planning Commission staff report.

A portion of the project site also is zoned FP-O; new construction within the FP-O zone is subject to regulations in Part 4 of Chapter 24.14 of the City’s Municipal Code. The purpose of this overlay zone is to minimize public and private losses due to flood conditions in flood hazard areas through regulations. The site is in Federal Emergency Management Agency (FEMA) Flood Zone A99, which is an area with a one-percent annual chance of flooding that will be protected by a federal flood control system where construction has reached specified legal requirements. The City of Santa Cruz has worked to improve the flood capacity of the San Lorenzo River

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levees over the past twenty years. In 2002, FEMA re-designated much of the downtown and beach area from A-11 to the A-99 Flood Zone designation in recognition of the significant flood improvements resulting from the San Lorenzo River Flood Control and Environmental Restoration Project. As reported in the General Plan 2030 EIR, the project increased the height of the river levees and rehabilitated the three downtown bridges (over the San Lorenzo River) to increase flood flow capacity. Under the A-99 designation, new buildings and improvements are not mandated to meet FEMA flood construction requirements and are exempt from the floodplain management requirements of Zoning Ordinance Chapter 24.14, Part 4. Furthermore, according to the Downtown Plan, new development projects constructed along this portion of the FEMA floodplain shall be designed to create a positive connection with the San Lorenzo Riverwalk. The FEMA guidelines define construction treatments for various uses within the floodplain (City of Santa Cruz 2020b).

The adjacent San Lorenzo River levee area that is proposed to be filled and developed with public amenities is zoned F-P. This area is proposed to be improved with the public extension area connecting the development to the Riverwalk. The F-P zone district allows a public recreation use with approval of a Special Use Permit and Design Permit. The project is consistent with the findings for these permits and with the development standards of the F-P zone district, which includes requirements that the project provide a plan for the proposed fill and that an environmental assessment is completed to minimize hazards to public health and safety.

B. Project Site Size and Surroundings
The approximate 1.1-acre site, which includes offsite improvements (the area of fill placement on the landward side of the adjacent San Lorenzo River levee and improvements along Maple Alley), is entirely located within City of Santa Cruz limits and is less than five acres in size. The project site is surrounded by developed urban commercial uses on the north, west, and south. The project is bordered by the Santa Cruz Riverwalk and San Lorenzo River on the east; urban commercial and residential developments exist to the east of the river. Thus, the project site is substantially surrounded by urban uses.

CEQA does not provide a definition of “urban uses” that must be found to substantially surround a project in order to qualify for the exemption in CEQA Guidelines section 15332. However, the project site is within the downtown area of the City, and both the downtown and the City are characteristic of a densely populated area. In addition, the CEQA Guidelines section 15194, which addresses an exemption for affordable housing, includes a requirement that the project be located within an “urbanized area or within a census-defined place with a population density of at least 5,000 persons per square mile.” Although the proposed project does not meet other requirements for use of the affordable housing exemption in section 15194, and therefore the City has not claimed that exemption is applicable to the proposed project, it is noted that the City’s 12.7 square miles supports a population of 5,045 persons per square mile, which is consistent with the definition of urban area presented in this section of the CEQA Guidelines. CEQA Guidelines section 15387 also defines “urbanized area” as a city or group of contiguous cities with a population of 50,000 or more and having a population density of at least 1,000 persons per square mile, and the City also meets this definition, Therefore, the proposed development occurs within City limits on a project site of no more than 5 acres and is substantially surrounded by urban uses.

C. Project Site Habitat Value
The project site is developed with one commercial building and two paved surface parking lots. There are no existing trees or open space areas on the project site. There are adjacent planted ornamental street trees and trees that

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were planted on the landward slopes of the adjacent San Lorenzo River levee. The project site is not located within mapped areas of potential sensitive habitat as depicted in the City’s General Plan on maps developed for the City’s General Plan 2030 and included in the General Plan EIR, but is adjacent to sensitive riparian habitat along the San Lorenzo River that is adjacent to the San Lorenzo River between the existing levees (City of Santa Cruz 2012a, DEIR Figure 4.8-3). The proposed project complies and exceeds the riparian setback established in the City-wide Creeks and Wetlands Management Plan that is intended to protect sensitive resources from indirect impacts that may result from adjacent development as further explained in Section IV.C below. Therefore, the project site does not provide habitat for rare, threatened, or endangered species.

It is noted that 11 heritage trees would be removed, but given the review of potential threatened or endangered species, tree removal would not affect habitat for special-status species. The potential for disturbance to nesting birds protected under state and federal regulations is discussed below in Section IV.C.

D. Significant Effects Relating to Traffic, Noise, Air Quality, or Water Quality Traffic
Vehicle Miles Traveled. In December 2018, the California Natural Resources Agency certified and adopted an update to the CEQA Guidelines, including the new CEQA Guidelines section implementing Senate Bill (SB) 743.

SB 743 and the CEQA Guidelines state that level of service (LOS) (i.e., congestion) will no longer be considered to be an environmental impact under CEQA and that vehicle miles traveled (VMT) is the most appropriate measure of transportation impact. Cities were required to adopt new thresholds and/or procedures related to VMT by July 2020.

In accordance with the amended CEQA Guidelines, the City has transitioned from intersection LOS formerly used for traffic impact analyses to VMT as the metric for determining potentially significant impacts. The City adopted a VMT transportation threshold on June 9, 2020 in accordance with CEQA and state requirements, as follows, as revised in the SB 743 Implementation Guidelines updated in 2022:
• Residential Projects: 15% below the county-wide per capita average VMT • Office and Other Employment Projects: 15% below the county-wide average work VMT per employee • Retail: no net regional change in the total VMT
• Other Customer: no net regional change in VMT.

The City’s SB 743 Implementation Guidelines (City of Santa Cruz 2022a), which model the California Office of Planning and Research (OPR) advisory guidelines (2018) establish a process to determine whether a land use project is within the VMT threshold. The process includes a screening process in which situations are identified under which projects are determined to not have a significant impact and further VMT analysis is not required.

Projects, or portions of a project, that meet the screening criteria do not require a CEQA transportation analysis, and such projects, or portions of a project, are considered to result in a non-significant CEQA transportation impact based on their project location and characteristics.

According to the City’s VMT Guidelines, projects that would not be expected to result in a significant VMT impact and that are screened out from further transportation impact review include:
• Small projects that generate fewer than 110 trips per day;

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• Projects near high-quality transit: within one-half mile of a major transit stop or a high-quality transit corridor with a combined service interval frequency of 15 minutes or less during the AM and PM peak hours6;
• Local-serving retail (less than 50,000 square feet) projects; • Projects with a high percentage of affordable housing is provided as determined by the City of Santa Cruz;
• Local essential services, which includes daycare centers and libraries; • Map-based screening; and
• Redevelopment projects that do not result in a net increase in VMT.

The proposed project does not meet any of the above screening criteria, except it is a project near high-quality transit as it is located less than one-half mile of a high-quality transit stop as defined by California Public Resources Code section 21064. The project site is approximately 300 feet or less than one-quarter mile south of a major transit stop – the Santa Cruz Metro Center, also known as Pacific Station. However, the City’s VMT Guidelines include a footnote (2) for projects near high-quality transit that references OPR’s Guidelines, page 13, which clarifies that screening for proximity to transit is only intended for certain uses, stating:
“Proposed CEQA Guideline Section 15064.3, subdivision (b)(1), states that lead agencies generally should presume that certain projects (including residential, retail, and office projects, as well as projects that are a mix of these uses) proposed within ½ mile of an existing major transit stop or an existing stop along a high quality transit corridor will have a less-thansignificant impact on VMT. This presumption would not apply, however, if project-specific or location-specific information indicates that the project will still generate significant levels of VMT.” (California Office of Planning and Research 2018).

The transportation study prepared for the project indicates that given the project’s location within one-half mile of a major transit stop, the project is in a VMT-efficient location and is presumed to have a less-than-significant VMT impact. However, as explained above, it appears that the intent of OPR’s and the City’s respective Guidelines in application of this criterion was to specified types of land uses and development projects, and the proposed hotel use is not one of the referenced project types that could be screened out under this criterion.

However, the project transportation study reviewed the proposed hotel as an “other use” to determine project VMT impacts. The study found that for purposes of a VMT analysis, hotels are generally grouped into two categories: (1) “typical” hotels and (2) “destination/resort” hotels. Hotels in the “typical” category are primarily designed to serve guests who need a place to sleep since the hotel is not the ultimate purpose of their trip, which is instead related to work, family visits, recreation, etc. Destination/resort hotels, on the other hand, accommodate guests who desire to spend most of their time on the hotel property to utilize the hotel’s unique amenities (e.g., resort hotels with golf courses, hotels located in areas that are not proximate to other typical travel destinations related to work, family visits, etc.) (Fehr & Peers 2023).

Typical hotels (irrespective of proximity to transit) can be assumed to result in a less-than-significant impact since the trips would occur in the absence of the hotel. In other words, guests of a typical hotel enter the region 6 The CEQA Guidelines indicate that, generally, projects within one-half mile of either an existing major transit stop or a stop along an existing high quality transit corridor should be presumed to cause a less-than-significant transportation impact.

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and utilize the hotel as a base to do other activities or as a stop on the way to other destinations. Therefore, the typical hotel is not the attraction. In a VMT context, typical hotels are therefore analogous to retail uses. A customer’s decision to stay in a typical hotel is primarily about convenience and proximity to their actual destination in order to reduce trip lengths and travel time. For these reasons, typical hotels are presumed to reduce trip lengths (Fehr & Peers 2023).

The transportation study also indicates that the average occupancy at hotels in the Santa Cruz/Aptos/Monterey area in 2022 was 66.9 percent. Therefore, on an annual basis, the demand for hotel rooms does not exceed the supply of available hotel rooms in the area. The proposed hotel will add more hotel rooms to an already sufficient supply, and in a location that is adjacent to transit and a variety of visitor destinations related to work, family visits (e.g., for family members of UCSC students), and general recreation. While the project increases the number of hotel rooms in the area for existing travelers, the project itself does not contain unique features that would attract new travelers to the City of Santa Cruz (i.e., travelers who would not be coming to Santa Cruz and staying in other hotels or Airbnb/Vacation Rentals By Owner (VRBO) properties, but for particular attractors in the hotel itself). Given that the hotel is not a destination/resort hotel and is located in near the Santa Cruz Metro Center, most guest trips would be shifted trips (replacing existing traveler trips to other nearby hotels or accommodations) (Fehr & Peers 2023).

Further review by Dudek transportation planners as part of this CEQA review found that similar to local-serving retail stores, typical hotels, such as the proposed project, most often serve pre-existing needs (i.e., the hotel does not generate new trips because it meets existing demand) because their guests are staying at the hotel not because of the amenities offered by the hotel, but because of the area where the hotel is located. Typical hotels most often can be presumed to redistribute trips and reduce trip lengths when a new hotel is introduced among other existing hotels located near a local destination or attraction. There are several similar hotels within a one-half mile of the project site, and as indicated in the project transportation study prepared by Fehr & Peers, the average occupancy at hotels in Santa Cruz/Aptos/Monterey area was only 66.9 percent. Therefore, the hotel’s customer base would likely be existing travelers to the area, and the proposed hotel would not induce new demand. Thus, the impact to the regional VMT would be negligible or redistributed by the introduction of a new hotel to an area where people are already traveling and planning on staying unless the hotel significantly affects the local supply of rooms or introduces a significant new attraction, neither of which would occur with the proposed hotel project. In addition, as further explained below, the proposed project is located in proximity to pedestrian, bicycle, and transit facilities, which could be used for some of the project’s daily trips, including the adjacent Santa Cruz Riverwalk, a multi-use path that connects downtown to the beach area, Some of the trips and VMT generated by the employees and vendors at the project site would replace the existing employee and customer trips and VMT to the credit union located on the project site which would be demolished. The project’s employee or work VMT would be equivalent to VMT generated by typical office employees and would be presumed to be less than significant because of the project’s proximity to a major transit stop.

Therefore, it is concluded that the VMT generated by project employees or visitors/customers would not result in a change or net increase in regional VMT, and therefore, does not exceed the City of Santa Cruz adopted VMT threshold of significance for the "all other land uses" category. Thus, the transportation study concluded that the project would have a less-than-significant VMT impact based on available evidence and, therefore, would not conflict or be inconsistent with CEQA Guidelines Section 15064.3, subdivision (b). VMT impacts resulting

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from the project were found to be less than significant (Fehr & Peers 2023), which was confirmed by the additional review conducted as part of this memo. Furthermore, the proposed project includes provision of bicycle parking storage lockers in excess of City requirements (77 spaces in excess of City requirements), which could further reduce VMT by one percent (City of Santa Cruz 2022). Additionally, the City offers the following services to any employee working within the Downtown Parking District, which serve to reduce vehicle trips and VMT:
• Free transit passes that are good for all local service with unlimited rides • Free bike locker credit
• Free Bicycle Bike Share credit for 2 free months
• Guaranteed ride home
• Commute information and carpool ride matching
• Bike safety training offered monthly
• E-bike Rebates
Other Transportation Impacts. The City did not identify any other significant transportation-related effects resulting from the proposed project, including conflicts with transportation policies. The proposed project is located in proximity to pedestrian, bicycle, and transit facilities, which could be used for some of the project’s daily trips, including the adjacent Santa Cruz Riverwalk, a multi-use path, along the San Lorenzo River levee that connects to the Santa Cruz Beach Boardwalk and the City’s Main beach.

The project site is located in proximity (less than one-quarter mile) to bus stops and the Santa Cruz Metro Center, thus facilitating transit use for employees. The project is located approximately 300 feet from the Santa Cruz Metro Center at Elm Street and Pacific Avenue, which serves as a transit hub for Metro buses that connect throughout Santa Cruz County and the Amtrak Highway 17 Express bus which connects to downtown San Jose.

The Santa Cruz Metro Center is also serviced by Greyhound Bus that provides connections across the country (Fehr & Peers 2023). Locally, the City operates a seasonal electric trolley that provides service from the downtown area to the beach area between Memorial Day and Labor Day.

The project includes frontage and sidewalk improvements as well as 124 bicycle parking spaces. As indicated above, proposed bicycle parking exceeds City requirements by 77 spaces, the majority of which (73) would be for Class I bike storage spaces, which would facilitate and enhance pedestrian and bicycle travel. The City also plans bicycle improvements along Front Street between Laurel Street and Soquel Avenue, including adding bike boxes to the westbound approach of the Front Street/Laurel Street and the Front Street/Soquel Avenue intersections and southbound Class II bikeways along Front Street (Fehr & Peers 2023). The General Plan 2030 includes goals, policies, and actions that set forth comprehensive measures to reduce vehicle trips, increase vehicle occupancy, encourage use of alternative transportation modes, and promote alternative-sustainable land use patterns, all of which would help reduce vehicle trips, and avoid and minimize adverse impacts related to traffic. Thus, the project is consistent with General Plan 2030 policies that promote non-automobile transportation.

The General Plan 2030 strives to maintain the established LOS D or better at signalized intersections (M3.1.3).

Level of service is typically used to evaluate traffic operations, in which operating conditions range from LOS “A” (free-flowing) to LOS “F” (forced-flow). The General Plan 2030 also accepts a lower LOS and higher congestion at major regional intersections if necessary improvements would be prohibitively costly or result in

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significant, unacceptable environmental impacts (M3.1.4). Although LOS is no longer used as metric for determining significance of transportation impacts under CEQA, a traffic impact study was prepared for the project in accordance with City requirements. The study found that all study intersections would operate at an acceptable LOS established in General Plan 2030 policies during both AM and PM peak hours under “existing plus project” conditions (Fehr & Peers 2023), and thus, the project would not result in traffic levels which would conflict with City LOS policies.

Noise
Permanent Noise Increases. The proposed project would not result in a substantial increase in permanent noise levels. Potential sources of permanent noise resulting from the proposed project include outdoor activities at the hotel’s rooftop terrace, mechanical equipment and indirect noise levels from traffic generated by the project, all of which are further assessed below.

The proposed hotel land use would not be associated with activities that would typically generate substantial permanent increases in ambient noise levels as the hotel uses and ancillary banquet and meeting rooms are within the building. There could be some increased exterior noise generated by use of the rooftop pool area, which would be similar to other outdoor recreational activities and would not substantially increase ambient levels. An assessment of potential project noise level increases included review of the rooftop deck, and found that noise levels at the pool deck could achieve a sound level of Ldn 65 dBA (A-weighted decibels) provided a

2.5-foot tall parapet and railing be provided along the Front Street and Laurel Street facades (Salter 2022), which is included as a project condition of approval.

A supplemental noise assessment further evaluated potential noise impacts from operational activities on sensitive receptors within 500 feet of the project boundary. Sensitive receptors are residential and hotel land uses because these are places where people will normally sleep. Noise levels were estimated at the nearest sensitive receptors on Front Street and Pacific Avenue as noise levels at other locations would be lower due to increased distance attenuation. The project’s proposed rooftop terrace includes outdoor common spaces for hotel guest use only and would not be open to the public. The noise assessment found that hotel guest activity noise in these common areas is not expected to substantially contribute to the total noise environment at the nearest sensitive receptors. Based on a maximum capacity of 285 people for the rooftop terrace, and conservatively assuming that only one of every three occupants would be actively talking simultaneously (95 people), the average crowd noise level on the roof is estimated to be approximately 65 dBA. Considering that the center of the occupied roof is located 115 feet away from the residential property located west, the crowd noise level experienced at the neighboring property is estimated to be approximately 38 dBA, which meets the conservatively assumed noise limit of 45 dBA (SM&W 2024). It is also noted that the terrace hours would be limited by the hotel, and the hotel operators would need to manage hotel uses to ensure compliance with City regulations, including Municipal Code section 9.36.010 that prohibits offensive noise between the hours of 10 PM and 8 AM and section 9.36.020 that prohibits unreasonably disturbing noises.

The supplemental noise assessment also considered noise from outdoor TV displays (and associated loudspeakers) on the rooftop terrace, which may vary in loudness, and would be temporary and intermittent.

However, the assessment found that loudspeaker noise would not be expected to be elevated above raised conversation levels at any given time in order to preserve speech intelligibility of rooftop conversations and avoid disrupting hotel guests. The assessment found that noise levels of loudspeakers are in the range between

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60 to 65 dBA when three feet from the speaker. Therefore, noise levels from this equipment would be similar to crowd noise and would not exceed the noise limit of 45 dBA at the neighboring properties(SM&W 2024). It is also noted that the area in the vicinity of the project is expected to become more vibrant due to recently approved and foreseeable future development in accordance with the City’s Downtown Plan. As a result, it is likely that there will be more foot traffic for shopping, new commercial businesses will open, and more general activity will be introduced in the project area (SM&W 2024).

Mechanical equipment would be within an enclosed mechanical and electrical rooms on the first floor with a screened rooftop mechanical equipment penthouse that would be set back approximately 40 feet from the edge of the building. Municipal Code Section 9.36.010 prohibits offensive noise between the hours of 10 PM and 8 AM, and Section 9.36.020 prohibits unreasonably disturbing noises. Furthermore, Section 24.14.260 prohibits increases of sound levels above six dBA above the local ambient noise level on a commercial property, including noise produced by any machine or device or combination. This section of the Municipal Code also indicates that more stringent noise limits may be established for specific uses through the conditions of a use permit. These regulations are intended to prevent substantial increases in ambient noise levels, and the proposed project would be subject to compliance. Furthermore, General Plan 2030 policies and actions require “land uses to operate at noise levels that do not significantly increase surrounding ambient noise” (HZ3.1.1) and to “use site planning and design approaches to minimize noise impacts from new development on surrounding land uses” (HZ3.1.2). A mixed-use residential-commercial project that consists primarily of residential units is nearing completion of construction on Front Street across from the proposed hotel project, which would be considered sensitive noise receptors. However, with compliance with City policies and regulations, operations associated with the proposed hotel project would not result in substantial increases in ambient noise. A standard COA requires review of mechanical equipment at the building permit plan check when specific equipment has been identified to ensure compliance with City requirements.

The project would result in an increase in net vehicle trips over existing conditions, resulting in an approximately four percent increase. The project would result in an traffic increase over existing conditions (approximately 1,740 daily and 80-95 peak hour trips (Fehr & Peers 2023). However, this amount of increased trips would not be of a magnitude to affect ambient noise levels or result in a substantial increase in ambient noise levels.

Based upon existing and project trips, noise level calculations by Dudek staff indicate that there would be a negligible increase in noise of approximately 0.17 decibels, which would not be perceptible.

Therefore, based on the project noise study and supplemental noise assessment and reviews, the proposed project would not result in substantial increases in permanent noise levels or a significant impact.

Temporary Noise Increases. There would be a temporary increase in existing noise levels during project grading and construction. Noise levels resulting from construction would depend on the noise generated by various pieces of construction equipment, the timing and duration of noise-generating activities, and the distance between construction noise sources and noise-sensitive receptors, as well as existing ambient noise levels.

Noise generated during construction would vary throughout the construction period and on any given day, depending on the construction phase and the type and amount of equipment used at the construction site. The highest noise levels would be generated during grading of the site, with lower noise levels occurring during building construction and finishing. However, construction sound levels would be intermittent and varied through a single day as well as throughout the duration of project construction, and construction noise levels would decrease with distance from the construction site. As indicated above, there are sensitive receptors near

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the project site, including a nearly completed residential apartment project to the west of the project site, whose residents would be considered sensitive noise receptors. However, overall, construction noise levels would be temporary and short-term, and would fluctuate throughout the construction period with the construction activities producing higher noise levels occurring earlier in the construction phase. Therefore, construction noise would not result in substantial increases in temporary noise levels or result in a significant impact to sensitive receptors.

A supplemental noise assessment further evaluated potential noise impacts from construction. Anticipated construction noise levels were estimated using industry standard methodology from the Federal Highway Administration (FHWA) Roadway Construction Noise Model (RCNM) computer software. The City does not have regulations or thresholds regarding construction noise levels. Therefore, the assessment used commonly accepted Federal Transit Administration (FTA) criteria of 90 dBA for residential uses and 100 dBA for commercial uses as limits of construction noise levels. The assessment found that none of the construction phases would exceed the FTA criteria of 90 dBA. The closest noise sensitive receptor with the most restrictive noise limit is the mixed-use development located west of the project site, which would meet the 90 dBA noise limit. The assessment also noted that the analysis was based on equipment operating simultaneously at the nearest property line, which is considered very conservative as construction noise would be lower as equipment moves around the site and operates on an “as needed” basis. Since the conservative residential construction noise limit would be met, the commercial limit of 100 dBA also would be met (SM&W 2024).

The supplemental noise assessment noted that the area surrounding the proposed project is currently experiencing noise from construction at multiple nearby sites, including the site across Front Street. The project would not require unusually loud construction methods, i.e., pile driving, and noise levels are anticipated to be similar to what is already experienced in the area from the current construction projects. Furthermore, the nearest residential receiver is the new mixed-use development on Front Street immediately west of the proposed hotel project. The City required noise insulation features such as sound-rated windows and façade elements to reduce exterior to interior noise transmission, consistent with the General Plan and state regulations for interior sound levels for residential uses. As a result, the building is better equipped to reduce construction noise more effectively than older structures with only single pane windows and poor acoustic seals, further reducing the temporary effects associated with construction noise (SM&W 2024).

While the supplemental noise assessment concluded that noise from construction would meet the guidelines published by the FTA, the project proposes standard best management practices (BMPs) to manage noise from construction activities in accordance with directives in the City’s General Plan 2030 Policy HZ3.1.3 (SM&W 2024). These BMPs also will be required by the City as a project condition of approval.

The proposed hotel use would not result in generation of or exposure to vibration as this type of use is not known to have activities that would generation sources of vibration. Standard construction activities and equipment would not generate excessive groundborne vibration. However, the project geotechnical report recommends use of ground improvement method for structural support. One of the suggested methods is installation of vibroreplacement stone columns (VSCs), which would be constructed by advancing a vibrating probe into the ground, laterally displacing and densifying the surrounding soil, and then incrementally backfilling and compacting crushed rock using a bottom feed system through the tip of the probe. If a vibratory ground improvement system, such as VSCs, is selected for the project, vibrations associated with the installation may pose issues for nearby improvements, such as the commercial building north of the site. Thus,

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the geotechnical report recommends vibration data be provided by the ground improvement contractor prior to construction so that potential impacts to these structures can be evaluated, and that continuous vibration monitoring should be performed during installation of the VSCs to make sure structural vibration criteria is not exceeded (Rockridge Geotechnical 2020), which is included as a project COA. The other two recommended methods, soil-cement mix (SMX) columns or drilled-displacement sand-cement (DDSC) columns, were not found to result in low vibration. DDSC columns are installed by advancing a hollow-stem auger that mostly displaces the soil and then pumping a sand-cement mixture into the hole under pressure as the auger is withdrawn. SMX columns are installed by injecting and blending cement into the soil using a drill rig equipped with single or multiple augers (Rockridge Geotechnical 2020).

Potential vibration levels associated with construction are not expected to exceed thresholds for human annoyance or for damage to “normal dwelling houses,” and would be monitored during construction if VSCs are the selected ground improvement method, which would ensure that installation does not exceed established criteria that would affect adjacent structures or nearby residents. Furthermore, Municipal Code section

24.14.220 indicates that no land or building in any district shall be used or occupied in any manner so as to create noise or vibration in such a manner or in an amount as to adversely affect the surrounding area or adjoining premises. Thus, the project would not result in a significant impact related to groundborne vibration.

It also is noted that a noise assessment study was performed for the project, which evaluated project occupant exposure to noise compared to standards in the City’s General Plan 2030 and California Code of Regulations, Title 24, and the CALGreen Non-Residential Mandatory Measures of Title 24. While exposure to noise is not an impact under CEQA, the study provides recommendations for windows to achieve an interior noise level of 45 decibels (dB) (Salter 2022). Implementation of these design recommendations would be required as a condition of approval prior to issuance of the project’s building permit. Therefore, the project would not result in any significant effect related to noise.

Therefore, based on the project noise study and supplemental noise assessment and reviews, the proposed project would not result in substantial increases in construction noise levels or a significant impact.

Air Quality
Criteria Air Pollutant Emissions. The California Emissions Estimator Model (CalEEMod) Version 2020.4.0 was used to estimate criteria air pollutant emissions generated during construction and operation of the proposed project. CalEEMod is a statewide computer model developed in cooperation with air districts throughout the state to quantify criteria air pollutant emissions associated with construction activities from a variety of land use projects, such as residential, commercial, and industrial facilities. A construction assumptions scenario was developed based on the best available information known and provided by the applicant. Key construction assumptions include phase types, phase timing and duration, off-road equipment use (e.g., type, quantity, and hours of operation per day), number of vehicle trips (e.g., haul trucks, vendor trucks, and worker vehicles) and trip distance, ground disturbance acreage, amount of demolition debris, and paving area.

Emissions of criteria air pollutants associated with construction and operation of the proposed project based on the CalEEMod results are shown on Tables 1 and 2. As shown, maximum daily emissions would not exceed the applicable Monterey Bay Air Resources District (MBARD) significance thresholds (MBARD 2008) related to

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air quality. Therefore, project air pollutant emissions during both construction and operations would result in a less-than-significant impact as all emissions levels would be substantially below MBARD thresholds.

Table 1. Estimated Maximum Daily Construction Criteria Air Pollutant Emissions Year
ROG NOx CO SOx PM10 PM2.5
pounds per day
Summer
2024 - - - - - -
2025 4.23 31.13 31.93 0.07 2.08 1.25
2026 6.76 0.07 1.01 0.00 0.15 0.04
2027 - - - - - -
Winter
2024 2.19 29.40 16.94 0.09 3.53 1.83
2025 4.22 31.28 31.87 0.09 3.18 1.47
2026 6.76 30.93 31.50 0.07 2.05 1.22
2027 1.35 11.90 16.53 0.02 0.86 0.59
Maximum Daily
Emissions

6.76 31.28 31.93 0.09 3.53 1.83
MBARD Threshold N/A N/A N/A N/A 82 N/A
Threshold Exceeded? N/A N/A N/A N/A No N/A
Notes: CO = carbon monoxide; MBARD = Monterey Bay Air Resources District; N/A = not applicable; NOx = oxides of nitrogen; PM10 = coarse particulate matter; PM2.5 = fine particulate matter; ROG = reactive organic gases; SOx = sulfur oxides.

The values shown are the maximum summer or winter daily emissions results from CalEEMod.

Emissions thresholds are included in MBARD’s CEQA Air Quality Guidelines (2008).

CalEEMod model results are on file with the City of Santa Cruz Planning and Community Development Department.

Table 2. Estimated Maximum Daily Operational Criteria Air Pollutant Emissions Emission Source
ROG NOx CO SOx PM10 PM2.5
pounds per day
Project
Mobile 8.88 5.30 42.63 0.07 6.18 1.62
Area 5.93 0.00 11.23 0.00 0.02 0.02
Energy 0.07 1.20 1.01 0.01 0.09 0.09
Total 14.88 6.50 54.86 0.08 6.29 1.72
Existing
Mobile 1.76 0.99 8.55 0.01 0.76 0.20
Area 0.44 0.00 0.00 0.00 0.00 0.00
Energy 0.01 0.11 0.09 0.00 0.01 0.01
Total 2.21 1.11 8.64 0.01 0.770.20 0.21
Net Change in Emissions
Net Change (Project – Existing) 12.67 5.39 46.22 0.07 5.53 1.51 MBARD Threshold 137 137 550 150 82 N/A
Threshold Exceeded? No No No No No N/A
Notes: CO = carbon monoxide; MBARD = Monterey Bay Air Resources District; N/A = not applicable; NOx = oxides of nitrogen; PM10 = coarse particulate matter; PM2.5 = fine particulate matter; ROG = reactive organic gases; SOx = sulfur oxides.

The values shown are the maximum summer or winter daily emissions results from CalEEMod.

Emissions thresholds are included in MBARD’s CEQA Air Quality Guidelines (2008).

CalEEMod model results are on file with the City of Santa Cruz Planning and Community Development Department.

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Diesel Particulate Emissions. Diesel particulate matter was identified as a toxic air contaminant (TAC) by the State of California in 1998. The General Plan 2030 EIR discusses construction-related impacts in which diesel particulate matter could be emitted from construction equipment. The impact was found to be less than significant due to the California Air Resources Board’s ongoing adoption of regulations for in-use, off-road diesel vehicles that will significantly reduce particulate matter emissions by requiring fleet owners to accelerate turnover to cleaner engines and install exhaust retrofits. The EIR also noted that the California Code of Regulations, Title 13, section 2486(c)(1) prohibits idling of a diesel engine for more than five minutes in any location, thereby further limiting particulate matter emissions. Additionally, emissions during construction are of a short-term duration in comparison to life-long exposure and health risks.

The project site is located across the street from a mixed-use, primarily residential project that is nearly complete. Residents of the new building are considered sensitive receptors with regard to air emissions.

Construction-related diesel emissions at the project site would be of limited duration (i.e., primarily during grading) and temporary. Thus, in accordance with findings of the General Plan 2030 EIR and the Downtown Plan Amendments EIR, the construction of the proposed hotel project would not expose sensitive receptors at the new mixed use/residential project to diesel emissions, and associated risks are considered a less-thansignificant impact as evaluated and concluded in the General Plan and Downtown Plan Amendments EIRs.

However, subsequent to certification of the General Plan 2030 EIR, changes were made to California guidelines regarding review of health risks associated with exposure to TACs. The most recent guidance from the Office of Environmental Health Hazard Assessment (2015 Risk Assessment Guidelines Manual) updated some cancer risk parameters, such as age-sensitivity factors, daily breathing rates, exposure period, fraction of time at home, and cancer potency factors. Diesel particulate emissions from heavy construction equipment and vehicles during construction could result in a health risk to proximate sensitive receptors, particularly to children and pregnant women. However, use of heavy-duty construction equipment is subject to a CARB Airborne Toxics Control Measure for in-use diesel construction equipment to reduce diesel particulate emissions and use of diesel trucks is also subject to an Airborne Toxics Control Measure, which serve to reduce emissions. Additionally, construction equipment that includes CARB-compliant emissions control equipment or diesel particulate filters can substantially reduce emissions and associated potential health risks to a level that would not be considered a significant impact.

General Plan 2030 Policy and Program HZ2.2 and HZ2.2.1 require review of air quality issues, and use of best available equipment controls are standard measures to control or reduce diesel emissions. The City’s Climate Action Plan (CAP) (SOURCE 2.a) includes measures to work toward reduction/elimination of off-road gasoline- and diesel-powered equipment, including construction equipment (Actions T6.1 through T6.5), and best available equipment technology is identified as a typical control for TAC emissions from diesel equipment (SOURCE 2aAppenix A). Additionally, the City’s Water Department has identified Standard Construction Practices to be implemented by the City and/or its contractors during construction, which includes a requirement to use specified CARB-compliant equipment and/or diesel-particulate filters to substantially reduce diesel emissions. A standard project condition of approval requires use of specified CARB-compliant equipment and/or filters (e.g., requiring use of Tier 4 emission control technology), which would ensure that potential impacts associated with exposure to diesel emissions would be less-than-significant level, consistent with General Plan Program HZ2.2.1, Climate Action Plan measures and Standard Construction Practices implemented in the City. Thus, no significant impacts

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related to exposure of sensitive receptors to diesel-TAC emissions would occur with the application of uniformly applied development standards.

Air Quality Management Plan. Potential conflicts with the MBARD’s Air Quality Management Plan (AQMP) also were considered using guidance set forth by the MBARD’s CEQA Guidelines (MBARD 2008). A consistency determination is a process by which the lead agency demonstrates that the population associated with a proposed project is accommodated by the Association of Monterey Bay Area Governments’ (AMBAG’s) regional forecasts. AMBAG’s regional forecasts for population and dwelling units are embedded in the emission inventory projections used in the regional AQMP.

The District’s CEQA Guidelines indicate that non-residential population related activities (e.g., hotels, motels) would be evaluated on a case-by-case basis for consistency and that the District should be contacted for a consistency determination. The City contacted and consulted with MBARD staff to request a consistency determination. The project would not result in any new residential population since it is a hotel project, and the City’s existing population is within the forecasts used for the AQMP. (The City’s existing population is 63,224 and with approved and under-construction housing units, would total approximately 70,800, which is below the AQMP forecast of 73,375 in the year 2030,) Project emissions, including construction, are substantially below AQMP thresholds based on results of the CalEEMod modeling described above. Given, these considerations, MBARD staff confirmed that the project is consistent with the AQMP and would not conflict with its implementation (MBARD 2023).

Water Quality
The proposed project does not involve any discharges that would violate any water quality standards or waste discharge requirements. The City has developed a Storm Water Management Program (SWMP) in order to fulfill the requirements of the National Pollutant Discharge Elimination System (NPDES) General Permit for Discharges of Storm Water from Small Municipal Separate Storm Sewer Systems (MS4) (General Permit) and to reduce the amount of pollutants discharged in urban runoff. In compliance with the regulations, the City’s comprehensive SWMP is designed to reduce the discharge of pollutants and to protect water quality. The City also adopted an ordinance for “Storm Water and Urban Runoff Pollution Control” (Chapter 16.19 of the Municipal Code), as part of its SWMP. The ordinance identifies prohibited discharges and required Best Management Practices (BMPs) for construction and new development. City regulations (Municipal Code section

16.19.140) require that any construction project, including those undertaken under any permit or approval granted pursuant to Titles 15 (Streets and Sidewalks), 18 (Buildings and Construction), and 24 (Zoning) of the Municipal Code, shall implement BMPs including the City’s mandatory BMPs as detailed in the latest BMP manual published by the City’s Public Works Department. The City’s BMP manual requires the project to include a structural or treatment control BMPs, or a combination of BMPs, to reduce potential pollutant loadings in storm water runoff to the maximum extent practicable.

A stormwater management plan (SWMP) has been prepared for the project that details drainage features to collect and treat stormwater runoff. The project would connect to the City’s existing storm drain system adjacent to the San Lorenzo River. The project site drains from west to east, from Front Street to the base of the San Lorenzo River levee, into a 48-inch storm drain. The project would result in a slight increase in impervious surfaces (approximately 3,710 square feet). The project incorporates two bio-retention basins to satisfy water quality and runoff retention and treatment requirements for development of the levee frontage and portions of

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the north and south plaza areas. The project SWMP includes perk-filter treatment manholes to satisfy water quality and runoff treatment requirements for the hotel development and treatment of impervious areas (BKF Engineers 2023). Furthermore, the proposed parking levels below the hotel would eliminate the existing surface parking lots, which would reduce conveyance of urban pollutants typically found in parking lots into the City’s storm drain system.

The SWMP is subject to review and approval by the City’s Public Works Department, which has found that the project is in compliance with stormwater management and treatment provisions included in City regulations with conditions of approval to ensure compliance with regard to levee pathway paving and runoff from sidewalk and turn lane improvements. Thus, the proposed project would not alter existing drainage patterns or result in water quality degradation, and project operations would not result in a significant water quality impact.

Construction activity on projects that disturb one or more acres of soil must obtain coverage under the State’s General Permit for Discharges of Storm Water Associated with Construction Activity (Construction General Permit, 99-08-DWQ). Construction activity subject to this permit includes clearing, grading, and disturbances to the ground such as stockpiling or excavation. The Construction General Permit requires the development and implementation of a Stormwater Pollution Prevention Plan (SWPPP). The SWPPP is required to list BMPs that the discharger will use to protect stormwater runoff. Proposed grading and development on the project site would disturb more than 1 acre and, thus, the project would be subject to the Construction General Permit and preparation of a SWPPP, which would set forth measures to prevent erosion and protect water quality during construction.

Compliance with regulations contained in the City’s Municipal Code regarding implementation of stormwater BMPs, grading requirements and implementation of erosion control plans (Chapters 16.19 and 18.45 and section 24.14.060), as well as preparation and implementation of a SWPPP during construction, would avoid/minimize potential storm runoff water quality impacts.

E. Utilities and Public Services
The project site is in an urban area and is currently served by public utilities and services for water, wastewater, gas, electricity, solid waste, and stormwater drainage. The proposed hotel project will continue to be served by existing utilities and service providers. Except for gas and electricity, all public services and utilities are provided by the City. Based on reviews by staff in City departments, the site can be adequately served by all required utilities and public services.

To address an existing and cumulative stormwater conveyance/capacity issue in the downtown area, the City has proposed a new pump station to ensure adequate stormwater conveyance capacity for a five-year storm event in the downtown, the planning for which is included in the City’s 2023-2024 Capital Improvement Program. The project can be adequately served by existing utilities with future construction of the City’s planned pump station. Until it is constructed, the project would contribute to existing stormwater flows that result in periodic surcharging and localized flooding, but this is not considered substantial given the minor increase in impervious surfacing resulting from the proposed project.

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IV. Exceptions to Categorical Exemptions
The City has further considered whether the project is subject to any of the potential exceptions to the use of a categorical exemption found at CEQA Guidelines Section 15300.2. This section prohibits the use of categorical exemptions under the following circumstances:
(a) for certain classes of projects (not the Class 32 infill exemption) due to location; (b) when the cumulative impact of successive projects of the same type in the same place, over time, is significant;
(c) where there is a reasonable possibility that the activity will have a significant effect on the environment due to unusual circumstances;
(d) where the project may result in damage to scenic resources, including but not limited to, trees, historic buildings, rock outcroppings, or similar resources, within a highway officially designated as a state scenic highway;
(e) where the project is located on a state designated hazardous waste site; and (f) where the project may cause a substantial adverse change in the significance of a historical resource.

A. Location
As noted above, section 15300.2(a) does not apply to the project because the Class 32 category of exemptions is not excluded on the basis of location.

B. Cumulative Impacts
Under CEQA Guidelines section 15300.2(b), a categorical exemption shall not be used when the cumulative impact of successive projects of the same type in the same place, over time is significant. There is no specific time requirement for the consideration of cumulative impacts “over time.” However, CEQA requires a lead agency to consider cumulative impacts from “reasonably foreseeable” projects (CEQA Guidelines section 15355(b)).

Successive projects of the same type in the same place on the proposed project development site have not been approved or proposed. Furthermore, once the construction of the proposed project is complete, there would be no available space on the site for future development.

There are a number of mixed-use and other development projects in the downtown area that have been approved or are under construction in proximity to the proposed project and within the downtown area as defined by the boundaries in the Downtown Plan. The geographic scope of the cumulative impact exception is clearly narrower than for projects for which an EIR is prepared, due to the more restrictive language of the potential exception (“projects of the same type in the same place”). However, notwithstanding the narrower scope of the exception, cumulative impacts from other projects similar enough to the proposed project to potentially combine or magnify impacts and that are located in vicinity of the proposed project or within downtown were fully considered.

There are three mixed-use projects under construction and two other approved mixed-use projects within the immediate vicinity of the proposed hotel project. All projects include ground-floor commercial uses with residential uses on the upper floors, and one project also includes a public transit facility and offices. These downtown area

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projects also are expected to be constructed within the same general 2- to 5-year timeframe as the proposed project, with construction completion by the year 2030. Within the Downtown Plan area and the nearby area south of Laurel Street, development projects that are under construction would result in construction of approximately 1,150 residential units with ground-floor commercial uses. However, there would be a net reduction of approximately 13,800 square feet of non-residential commercial and office space due to demolition of existing commercial buildings to accommodate the new projects. The recently approved Downtown Library and Affordable Housing Project also includes 46,000 square feet of non-residential space that consists primarily of a new public library.

In addition, the City is proposing construction of a new stormwater pump station to address an existing cumulative stormwater issue and to ensure adequate stormwater conveyance capacity in the downtown. A feasibility study prepared for the City identifies a preferred location for a new pump station at the southeast corner of the Front Street/Soquel Avenue intersection that would partially extend upon an area of proposed levee fill (City of Santa Cruz 2022a). The City proposes inclusion of the new pump station in the City’s upcoming Fiscal Year 2024 Capital Improvement Program. The project has not yet been designed, although a conceptual layout was included in the City’s feasibility study. Much of the facility would consist of below-ground pipes and appurtenances with small above-ground control facilities. The new pump station would be designed to address issues of levee stability and placement of a new stormwater discharge into the San Lorenzo River, and thus, would not result in significant impacts related to levee stability and water quality. Therefore, there are no known significant cumulative impacts that would occur as a result of construction of a future stormwater water pump in combination with construction of the proposed hotel project. However, CEQA review would be required once the project is designed and proposed for construction; applicable permits from regulatory agencies also would be required.

With regards to development in the downtown area, the General Plan 2030 EIR considered potential new housing units and non-residential uses in the City that could be accommodated by the General Plan 2030 with an estimated buildout of 3,350 new residential units and approximately 1,090,000 square feet of commercial uses throughout the City by the year 2030 (City of Santa Cruz 2012b, DEIR volume-page 3-13). The proposed project is located within the “River/Front” neighborhood area that was identified in the General Plan 2030 EIR for the purposes of evaluating potential growth. The General Plan 2030 EIR identified additional development in the downtown neighborhood to include 299 residential units, approximately 38,900 square feet of commercial space, approximately 4,500 square feet of office space, and 82 hotel rooms. In addition to the “Downtown” neighborhood area, the downtown area located along the San Lorenzo River east of Front Street is located in the “River/Front” neighborhood in the General Plan 2030 EIR, for which potential future development was estimated at 337 residential units and approximately 70,000 and 91,600 square feet of commercial and office space, respectively.

Additional potential future development within the area covered in the Downtown Plan also was considered with amendments to the Downtown Plan that were approved in 2017 to include a net increase of 711 residential units, a net increase of approximately 2,200 square feet of office space, and a decrease in commercial space of approximately 14,700 square feet as evaluated in the Downtown Plan Amendments EIR.

Taken together, potential future development in the downtown area considered in the General Plan and Downtown Plan Amendments EIRs was estimated at 1,347 housing units and approximately 205,053 square feet of nonresidential commercial and office space. It is noted that these potential development numbers in the General Plan 2030 and Downtown Plan Amendments EIRs were estimates developed for the purpose of completing environmental analyses, but were not adopted as caps or development limits.

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Since adoption of the General Plan 2030, approximately 1,600 residential units have been constructed or approved in the “Downtown” and “River/Front” neighborhoods, which includes the area within the boundaries of the Downtown Plan. This exceeds estimates used for analyses in the General Plan 2030 EIR and Downtown Plan Amendments EIR. However, there has been a net reduction of approximately 3,300 square feet of non-residential space. With the proposed hotel project, cumulative non-residential square footage would total approximately 149,700 square feet, which is below the total non- residential square footage considered for development (205,053 square feet) in the General Plan 2030 and Downtown Plan Amendments EIRs in the Downtown and River/Front neighborhoods. Furthermore, none of the projected 82 hotel rooms have been developed yet in the downtown.. Thus, the proposed hotel project and cumulative downtown projects would be within non-residential estimates previously analyzed for cumulative impacts. Furthermore, it is noted that total square footage of estimated cumulative downtown development along with other City-approved and under construction nonresidential projects (commercial and office) would be approximately 15 percent of the total development estimates considered in the City’s General Plan 2030 EIR for these uses.

It also is noted that the City is in the process of developing a series of amendments to the Downtown Plan by extending the boundary of the existing Downtown Plan to incorporate an area south of Laurel Street and south of the proposed hotel project. The September 2022 Notice of Preparation (NOP) of a Subsequent EIR indicates that the amendments could facilitate additional development as a result of various circulation, land use and infrastructure revisions. For purposes of environmental review, the NOP indicates that the project area covered by the amendments could potentially accommodate 1,800 housing units and 60,000 square feet (sf) of gross commercial area, as well as accommodate construction of a new approximately 180,000 sf permanent sports and entertainment arena for the Santa Cruz Warriors basketball team. The proposed Plan amendments have not been fully drafted, and a Draft EIR has not been released for public review. The exact timing of these documents and ultimate decisions by the City are not known. Thus, consideration of future development that may be supported by future amendments to the Downtown Plan is not reasonably foreseeable for the purpose of consideration of potential cumulative impacts with the proposed hotel project.

There is no substantial evidence to support a conclusion that significant impacts would occur as a result of reasonably foreseeable cumulative projects in the downtown area based on cumulative impact analyses conducted for the City’s General Plan 2030 EIR and Downtown Plan Amendments EIR. Because approved cumulative development is within non-residential development estimates and far below non-residential development estimates considered and analyzed in the General Plan 2030 EIR, potential cumulative impacts to which the proposed project could contribute in the downtown area have been adequately addressed. Additionally, while residential development has exceeded estimates in the General Plan and Downtown Plan EIRs, total residential development (3,093 units), including approved and under construction projects, are below the amount evaluated in the General Plan EIR for the entire city (3,350 units).. The General Plan 2030 EIR identified potential significant cumulative impacts related to noise, population, transportation/traffic, and water supply, and the Downtown Plan Amendments EIR identified significant cumulative impacts related to transportation/traffic, water supply, and schools.

Cumulative impacts due to other reasonably foreseeable development projects in the vicinity of the proposed project would not be significant or the proposed project’s contribution would not be cumulatively considerable as explained below.

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Noise. Neither the proposed project nor other downtown cumulative projects would contribute to cumulative noise impacts since the these projects are not located in proximity to the road segments subject to the cumulative noise impact (Westside industrial area) as identified in the General Plan 2030 EIR.

Transportation/Traffic. Previous evaluations of cumulative traffic impacts were based on the traffic congestion metric of LOS, which is no longer applicable due to changes in CEQA described above, which now require traffic impacts to be evaluated based on VMT. In establishing guidelines, the State Office of Planning and Research issued guidelines that indicate if a project falls below an efficiency-based threshold that is aligned with longterm environmental goals and relevant plans, there would be no cumulative impact distinct from the project impact. Accordingly, a finding of a less-than-significant project impact would imply a less than significant cumulative impact (California Office of Planning and Research 2018). As indicated in Section III.D, the proposed project would not result in a significant impact related to VMT, and accordingly, cumulative traffic impacts also would be less-than significant.

Population. The General Plan 2030 EIR identified cumulative population growth as a potentially significant impact due to cumulative growth at the University of California, Santa Cruz (UCSC) in conjunction with growth accommodated by the General Plan 2030. The EIR concluded that cumulative growth (City and UCSC) could result in an average annual growth rate that would exceed historical growth rates and AMBAG population forecast growth rates if the North Campus area is annexed to the City in the next 20 years. UCSC updated its Long-Range Development Plan (LRDP) in 2021 and no longer proposes expansion into the North Campus area, although enrollments were projected to increase. The General Plan EIR considered UCSC enrollment to 19,500 students with provision of additional on-campus housing. According to UCSC’s website, enrollment for the 2021- 2022 academic year totaled approximately 19,500 students (University of California Santa Cruz 2023).

Regional population forecasts are updated every four years by AMBAG and have been updated since certification of the General Plan 2030 EIR and the Downtown Plan Amendments EIR. Current forecasts project a Citywide population of 72,218 in the year 2030 (AMBAG 2022). The City had a population of 63,224 people as of January 1, 2023 (California Department of Finance 2023). Based on the City’s existing average household size of 2.3, cumulative downtown projects could result in a population increase of approximately 2,645 persons as a result of development of approximately 1,150 new housing units in downtown. This is a conservatively high estimate as household sizes in the downtown area are about 1.9 persons per household, slightly lower than the Citywide average, based on Census information. City population as a result of cumulative downtown projects could increase to approximately 65,870 and would not exceed regional population forecasts for the City of 72,218 in the year 2030 (AMBAG 2022). Therefore, no new significant cumulative population growth impacts related to downtown development are expected. Furthermore, the proposed hotel project would not generate new residential population as it is not a residential project, and project employees would be expected to be hired from the local workforce. Therefore, the project would not contribute to cumulative population growth impacts. Additionally, the General Plan 2030 EIR also indicates that regional population forecasts, which are updated every four years, would account for changing trends in cumulative development and growth.

Water Supply. The proposed project would contribute to significant cumulative impacts related to water supply identified in the General Plan 2030 and Downtown Plan Amendments EIRs. The EIRs predicted that water supplies would be adequate in normal years to serve estimated growth within the City of Santa Cruz water service area, but impacts would be significant and unavoidable during times of prolonged drought and potentially significant during normal years by the year 2030, As indicated in both EIRs, approved development

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projects would be subject to City requirements for installation of water-conserving fixtures and landscaping in accordance with current Municipal Code and building requirements.

Subsequent to the adoption of the City’s General Plan 2030 and Downtown Plan amendments in 2017, the City adopted the 2015 Urban Water Management Plan (UWMP), and in November 2021, the City adopted the 2020 UWMP. The 2020 UWMP reported that annual water use has decreased since the early 2000s, but annual water use fell to a level of about 2.5 billion gallons, similar to the level experienced during the 1970s drought.

Current projections forecast that water use over the next 25 years, including projected population growth, will increase at a very slow rate to reach approximately 2.8 billion gallons per year by 2045 (City of Santa Cruz 2021), which is lower than was forecast in the General Plan 2030 EIR or Downtown Amendments EIR.

With implementation of the City’s water supply augmentation strategies outlined in the 2020 UWMP, the City projects having sufficient water available in normal years and single dry years to serve anticipated demand throughout the 2020-2045 UWMP planning period. However, the City’s 2020 UWMP predicts that under multiyear drought conditions in the near term (2025) available supplies would meet projected demand in years one through four of the multi-year drought scenario, but would fall short of demand by 27 percent in year five, although such a shortage could occur sooner and persist longer through a multiple dry year period. Under multiyear drought conditions after 2030, with implementation of the planned infrastructure projects, available supplies would meet projected demand in years one through four of the multi-year drought scenario, and the year-five shortage is anticipated to be substantially reduced with projected shortages no larger than a negligible two percent or five percent with consideration of climate change parameters in dry years (City of Santa Cruz 2021). The 2020 UWMP indicates that while the City is vulnerable to water shortages during later years of a multiple dry year period primarily due to the limitation in when and how much water is available to meet system demand, exacerbated by a lack of storage within the system, the City is actively planning and implementing a number of projects and major investments in the water system designed to secure future water supply reliability.

As indicated above, annual water demand projections are less than what was analyzed in the General Plan EIR, and the City currently predicts potential negligible shortages during multi-year droughts with implementation of proposed water augmentation projects. The proposed project and cumulative approved downtown development are within the amount of non-residential development analyzed in both EIRs, although residential development in the downtown area has exceeded previous estimates, and total residential development is below the amount analyzed in the General Plan 2030 EIR. Furthermore, all projects would be subject to City requirements for installation of water conservation fixtures and landscaping for new construction.

Under multi-year drought conditions, the project, like other City customers, would be subject to water use restrictions. The increase in water demand due to the proposed project would not substantially exacerbate water supply reliability in the future or during a drought because the amount of additional demand when spread across all service area customers would not result in any noticeable increase in the timing or extent of curtailment in customer use that would otherwise be implemented during drought conditions. In addition, the project would pay the required “System Development Charge” that is required for a new or upgraded service connection or where a project adds new residential uses. This charge, as set forth in Chapter 16.14 of the Municipal Code, funds public water system improvements, and is assessed so projects pay the proportional share of the costs of new and existing water facilities necessary to meet the demand resulting from new or enlarged water services. This charge is intended to address the water supply impacts caused by new

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development in the City’s water service area, and the funds are used for construction of public water system improvements and conservation programs. Therefore, the project’s incremental contribution to a significant cumulative water supply impact would not be cumulatively considerable.

Schools. The General Plan and Downtown Plan Amendments EIRs concluded that cumulative development could potentially affect school enrollments. The General Plan EIR concluded that this is a potentially significant cumulative impact, but would be mitigated to a less-than-significant level with required payment of school impact fees to fund necessary facility expansion and/or additions (City of Santa Cruz, April 2012, DEIR volume).

Both EIRs also found that potential addition or expansion of school classroom facilities is not expected to result in significant physical impacts due to the location of existing facilities within developed footprints, and future enrollment could be accommodated without construction of new schools, although some expansion of existing facilities may be necessary (City of Santa Cruz, April 2012, DEIR volume). Therefore, a project’s incremental contribution to this impact as a result of generation of students is not cumulatively considerable as the required payment of school impact fees would mitigate the project’s cumulative contribution such that it would no longer be considered cumulatively considerable. However, the proposed hotel project would not generate residential population or school-aged children and would not contribute to this cumulative impact Stormwater. Subsequent to the preparation and certification of the City’s General Plan 2030 EIR and Downtown Plan Amendments EIR, the City has identified a cumulative stormwater conveyance/capacity issue in the downtown area and is proposing construction of a new pump station to address this issue and ensure adequate stormwater conveyance capacity for a five-year storm event in the downtown. A feasibility study was prepared for the City (City of Santa Cruz 2022a), including an evaluation of alternative sites for locating a new pump station. The study indicates that the existing 42- to 48-inch stormwater pipeline beneath the toe of the San Lorenzo River Levee, which extends between Soquel Avenue and Laurel Street, is undersized, and the study identifies a preferred location for a new pump station at the southeast corner of the Front Street/Soquel Avenue intersection (City of Santa Cruz 2022a). The City proposes inclusion of the new pump station in the City’s upcoming Fiscal Year 2024 Capital Improvement Program. The proposed project would result in a slight increase in impervious surfacing, which would be minor given existing and future stormwater volumes in the drainage basin in which the project site is located. Thus, the project’s contribution is not cumulatively considerable given the minor increase in stormwater volume. Additionally, the pump station would be needed even without the project.

Conclusion. Based on what is occurring and expected to occur due to approved projects, projects under construction, and reasonably foreseeable projects in the downtown area, no other potentially significant cumulative impacts have been identified. As explained above, the proposed project’s contribution to cumulative water supply impacts would not be cumulatively considerable. No significant cumulative impacts have been identified for air quality or water quality. All development projects must comply with City stormwater regulations that would prevent or minimize water quality impacts as addressed in Section III.D, and thus, other cumulative projects in the downtown area would not result in a significant cumulative impact. Similarly, according to the MBARD, projects which are consistent with the AQMP would not result in a significant cumulative impact (MBARD 2008). As discussed in Section III.D, the proposed project is consistent with the AQMP, and thus no significant cumulative impacts would occur. Therefore, this potential exception of significant cumulative impacts of successive projects of the same type and in the same place is not met and does not disqualify the application of a categorical exemption to this project.

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C. Significant Impacts Due to Unusual Circumstances
Under CEQA Guidelines section 5300.2(c), a categorical exemption shall not be used where there is a reasonable possibility that the activity will have a significant effect on the environment due to “unusual circumstances.” Unusual circumstances may be established by showing that the project has some feature that distinguishes it from others in the exempt class, such as its size or location, and that there is a reasonable possibility of a significant effect due to that unusual feature or circumstance, or by showing that the project would have a significant environmental effect. For the unusual circumstances exception to apply, it is not enough alone that there is a reasonable possibility the project would have a significant environmental effect; instead there must be a reasonable possibility that the activity would have a significant effect on the environment due to unusual circumstances.

The nature of a project may be “unusual,” particularly if its scope and size differ from conditions in the surrounding vicinity. This includes whether the project is or is not consistent with the surrounding zoning and land uses, including consistency with the underlying general plan and zoning designations and development standards. Conversely, the scope and size may be “unusual” if the use, height, or density differ substantially from surrounding uses. Therefore, “the presence of comparable facilities in the immediate area adequately supports [a]n implied finding that there [are] no ‘unusual circumstances’ precluding a categorical exemption.” (Walters v. City of Redondo Beach (2016) 1 Cal. App.5th 809, 821, quoting Bloom v. McGurk (1994) 26 Cal.App.4th 1307, 1316.) The project site possesses no unusual features or environmental characteristics that distinguish it from other properties of similar size in the downtown area. The project site is located within an urban area, surrounded by development, and sensitive resources are not present as explained below. The project site’s immediate area, and the downtown area in general, have similar General Plan 2030 and zoning designations as the subject property. As explained below, there are no “unusual circumstances” that differentiate the project from the general class of similarly situated properties or projects. For example, other properties in the surrounding area have developed or could develop a similar project in terms of size and density. Lastly, the proposed project does not include uses that would be considered unusual in the downtown area. As indicated above in Section III.A, all the proposed hotel uses are allowed in the CBD district as set forth in the Downtown Plan and allowed in the F-P zone district.

The project site is approximately 1.1 acres in size and is developed. There are numerous in-fill development sites in the downtown area that could similarly redevelop with a mixed-use project. There are at least six mixed-use projects that are currently under construction or approved in the downtown area on in-fill sites. In addition, five of these projects have qualified for the in-fill development categorical exemption under CEQA. There also is an approved mixed-use project in the downtown neighborhood as defined in the General Plan EIR, but outside of the Downtown Plan area, south of Laurel Street and south of the project site. A summary and comparison of these projects are included in Attachment B. Many of these projects have similar or greater heights and/or FAR as the proposed hotel project.

Aesthetics. The proposed project would result in a building height of 70 feet, which is consistent with the height that may be allowed in the “Additional Height Zone B.” However, the requested additional height does not result in an “unusual circumstance” as the additional height may be permitted pursuant to the Downtown Plan and zone district. The project is similar in height and scale as three approved mixed-use projects in the downtown area that are also designated RVC in the General Plan 2030, and which have approved heights of 81‒85 feet.

Furthermore, the Downtown Plan permits additional height to 85 feet in the area to the southwest of the project site between Pacific Avenue and Front Street on the west and east, and Cathcart Street and Laurel Street on

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the north and south, respectively. The additional 85-foot height can also be allowed on the west side of Front Street between Cathcart Street and Soquel Avenue. In addition, there are two other buildings in the downtown area that exceed 80 feet in height, the Palomar Hotel and 110 Cooper Street (City of Santa Cruz 2017).

Therefore, there are other existing, approved, and under construction projects with similar or greater heights as the proposed project, and existing City plans allow for height up to 70 feet, as is proposed, under specified conditions in the immediate vicinity of the proposed project. Thus, the project height would not in and of itself be considered an unusual feature of the project because other buildings of similar size exist, are under construction, or could be constructed under existing city plans and regulations on similarly sized, infill sites.

As indicated in the Downtown Plan Amendments EIR, there is no required presumption under CEQA that taller buildings are necessarily a substantial adverse change in the existing visual environment. Such determinations are made on a case-by-case basis at a lead agency’s discretion and in consideration of the relevant environmental setting or context, which here, is a nearly fully developed urban area. Future proposed buildings with additional height would not be considered to be substantially out of scale with other existing buildings in the downtown area (City of Santa Cruz 2017).

Furthermore, the proposed project would not block scenic views, such as ocean views or distant mountain views as described in the General Plan and Downtown Plan Amendments EIR, nor affect scenic resources adjacent to a designated scenic highway. In an urbanized area, which the City is under the definition of the term in CEQA Guidelines section 15387, a project that results in conflicts with applicable zoning and other regulations governing scenic quality also could be considered a significant impact. Applicable regulations include height limits established in the zoning ordinance, requirements for approval of a Design Permit, and existing LCP requirements. The proposed project is consistent with the requested additional height allowed in the Downtown Plan. One of the findings set forth in section 24.08.430 of the City’s zoning ordinance for approval of a Design Permit is that the site plan shall be situated and designed to protect views along the ocean and of scenic coastal areas. As discussed in the December 21, 2023 Planning Commission staff report, dated December 14, 2023, the proposed project would not result in significant impacts to existing scenic views. Section 24.08.250 also requires a finding with approval of a coastal permit that a development will maintain views between the sea and the first public roadway parallel to the sea. The proposed project is not located between a road and the ocean, thus not resulting in conflicts with existing regulations.

San Lorenzo River Sensitive Habitat. The project site is located adjacent to the San Lorenzo River, which is considered a sensitive habitat in the City’s General Plan 2030 and City-wide Creeks and Wetlands Management Plan. It is noted that special-status wildlife species could be present on the river side of the San Lorenzo River levee to the east of the project site. Special status wildlife species known to occur or have potential to occur within the San Lorenzo River and lower San Lorenzo River adjacent to the Main Beach include steelhead (Oncorhynchus mykiss), coho salmon (Oncorhynchus kisutch), tidewater goby (Eucyclogobius newberryi), western pond turtle (Emys marmorata), tricolored blackbird (Agelaius tricolor), and yellow warbler (Setophaga petechia). However, the proposed project would not result in significant direct impacts to sensitive river habitat or special status species as no development would encroach into sensitive habitat areas.

Additionally, the project would not result in indirect impacts to sensitive habitat or special status species based on technical reviews conducted for the project and summarized below. The City-wide Creeks and Wetlands Management Plan establishes requirements for structural setbacks and development standards and guidelines that would be applicable to development project along watercourses within the City in order to

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protect sensitive resources from indirect impacts that may result from development. For the area in which the proposed project is located, the Creeks Plan indicates that properties are subject to provisions of the San Lorenzo Urban River Plan, which requires that a 10-foot setback be maintained between residential and commercial uses and the western edge of the levee trail. This is also a requirement in the Downtown Plan. The proposed new building meets and exceeds this requirement as it is set back approximately 20-50+ feet from the western edge of the Santa Cruz Riverwalk trail, and thus, would not result in significant indirect impacts to the sensitive river and riparian habitats.

The project was reviewed regarding consistency with the City of Santa Cruz Bird Safe Building Design Standards (City Standards, updated June 2022) and guidance for Bird Safe Structures along the San Lorenzo River (San Lorenzo River Guidance in the Downtown Plan. The project was found to be generally consistent with these standards, but there are two recommendations related to window glass treatment and landscaping that would be incorporated into final building plans as a condition of approval (Dudek 2023).

The trees on the project site, including those on the river levee, could provide potential nesting habitat for migratory birds which are protected by the Migratory Bird Treaty Act (MBTA) and the California Fish and Game Code (CFGC). Compliance with the MBTA would require that either a pre-construction nesting survey be conducted to confirm that no nesting birds protected under the MBTA are present if trees are to be removed during the nesting season or to remove trees outside of the nesting seas. Furthermore, the Downtown Plan Amendments EIR includes a mitigation measure that all projects adjacent to the river conduct a preconstruction nesting survey and establish protective buffers during construction if any are found. Thus, implementation of required, previously adopted mitigation measures and compliance with required regulations would not result in a significant impact. Furthermore, the City’s General Plan 2030 (Action NCR2.4.1 and Table 1) establishes biological survey protocols, including pre-construction nesting bird surveys if tree removal construction were to commence during the nesting season with establishment of appropriate construction buffers as needed if nesting birds are found. A standard project condition of approval requires Implementation of a pre-construction nesting survey, which would be applicable to the proposed project. Compliance with this standard condition would avoid any harm to nesting birds on-site, if any are found during the survey.

Thus, the project site location adjacent to a sensitive habitat and San Lorenzo River would not be considered an unusual circumstance that would lead to significant impacts as technical reviews have not identified any such impacts.

San Lorenzo River Levee Fill. As indicated in Section II.C, the project includes placement of fill on the San Lorenzo River levee’s landward side that would result in creation of an elevation that transitions between the existing Santa Cruz Riverwalk and the proposed building as required by the City’s Downtown Plan. All development projects along the river are required to make this improvement, and thus, the placement of fill would not be considered an unusual circumstance as other projects would also be subject to this City requirement. Furthermore, technical analyses and studies conducted for two projects north of the project site found the placement of fill on the landward side of the river levee would not result in other significant impacts (Dudek 2023b, 2021). In particular, it was found that the placement of engineered fill on the land side of the levee would not affect flows in the river or limit the ability of the river flood control project to function as intended and would not impair, compromise or change the flood control purposes of the levee. Therefore, there is no substantial evidence to indicate that the placement of fill on the landward side of the levee as required by City plans would result in a significant impact due to unusual circumstances.

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Heritage Tree Removal. The project involves the removal of 11 heritage trees, consisting of street trees and trees on the landward side of the San Lorenzo River levee, which are subject to approval of a Heritage Tree Removal Permit. The project landscape plan shows eight existing trees that would be retained to include two existing street trees and six existing trees on the landward side of the San Lorenzo River levee. The landscape plan shows the planting of 28 new trees, including eight new street trees and the remainder on the landward side of the river levee, along Maple Alley, and adjacent to the hotel on the south with planting of primarily oak tree species, and species similar to existing London plane street trees for the new street trees.

Removal of heritage trees is permitted by City regulations under specified circumstances and with required tree replanting at ratios specified by the City. Approval of a heritage tree removal permit automatically requires replacement trees or payment of an in-lieu fee. Removal of a heritage tree that is consistent with the criteria, provisions, and requirements set forth in City regulations would not result in a conflict with a local ordinance, and thus, removal of heritage trees consistent with City regulations and requirements would not be considered a significant impact of the project or an unusual circumstance.

The proposed heritage tree removal is similar to other approved projects in the downtown area and throughout the City that have also included removal of heritage trees and replanting replacement trees. Most infill sites have been previously developed and include some trees and landscaping, and thus, the presence of heritage trees on the project site does not represent an unusual feature or circumstance. Other downtown area project sites with recently approved Heritage Tree Removal Permits include but are not limited to: Pacific Front MixedUse Project site that is under construction (two heritage trees); the approved Riverfront Project (eight heritage trees); the approved mixed-use project at 530 Front Street (eight heritage trees); approved 190 West Cliff Drive mixed-use project (11 heritage trees); and the Downtown Library and Affordable Housing Project (nine heritage trees). In addition, the project does not differ from other properties along the west side of the San Lorenzo River levee in which placement of fill is required by the City’s Downtown Plan. The approved Riverfront Mixed-Use Project and the approved mixed-use project at 530 Front Street, both north of the project site, also required a similar number of removed heritage trees to accommodate placement of fill as required by City plans.

Furthermore, the Front Street/Riverfront Corridor Development Standards and Design Guidelines section of the Downtown Plan recognizes that trees planted on the levee as part of the San Lorenzo Flood Control Improvement Project should be maintained and incorporated into new development, where feasible, and where not in conflict with the required fill or publicly accessible amenities. Thus the Downtown Plan anticipated that trees may need to be removed to meet this objective.

Removal of heritage trees would not result in a significant impact due to unusual circumstances as properties, and projects throughout the City are allowed to remove heritage trees through compliance with the criteria for removal, approval of permit, and replanting replacement trees as required by City regulations. Thus, the project and its location do not differ from other projects of any type and location throughout the City that are bound by the same regulations. In addition, the trees themselves do not represent an unusual feature. While some trees are non-native, and planted native trees on the San Lorenzo River levee are visible in the immediate vicinity of the project site, the trees are not visible from a wide-ranging area, are not visually prominent or distinctive, and are not considered scenic resources. The trees do not represent a significant or prominent visual element of the surrounding area, and removal would not substantially alter the visual character of the area. While any tree may possess aesthetic qualities, the trees that would be removed are not unusual for the species nor are they

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visually distinctive or prominent from a wide area. Therefore, the trees would not be considered an unusual feature, and 18 replacement trees are proposed.

Other Potential Impacts. There is no substantial evidence that the proposed project would result in a significant impact as explained below. Therefore, there are no unusual circumstances related to the project or its surroundings that may lead to a significant effect on the environment.

As indicated above, the project would not result in impacts to sensitive biological resources as none exist on the project site.

The project would result in a slight in increase impervious surfaces on site, but the project SWMP and design drainage features would manage stormwater runoff. Therefore, the project would not modify the overall drainage patterns on- or offsite or result in significant water quality impacts. The project is located with an A99 Flood Zone as designated by FEMA. This designation indicates that the project area is subject to inundation by a 1-percent-annual-chance flood event, but which will be protected upon completion of an under-construction Federal flood protection system. A99 Zones are areas where enough progress has been made on the construction of a protection system, such as dikes, dams, and levees, to consider it complete for insurance rating purposes (FEMA 2023), which in this case are improvements to the levee adjacent to San Lorenzo River (City of Santa Cruz 2012b). For these reasons, the project site does not contain unusual hydrologic conditions or circumstances, and the project would result in significant impacts related to drainage or water quality degradation.

Most mixed-use and other development projects throughout the downtown area are required to prepare a geotechnical investigation report. A geotechnical investigation conducted for the project concluded that the project site can be developed provided the recommendations presented in this report are incorporated into the project plans and specifications and implemented during construction. The primary geotechnical concerns at the project site are soils that are subject to liquefaction and lateral spreading in the event of a large earthquake; providing adequate foundation support; and high groundwater levels. The report includes recommended methods of ground improvement to support foundations protect the structure from liquefaction and settlement.

Acceptable identified ground improvement methods include vibro-replacement stone columns, drilled displacement sand-cement columns, or soil-cement mix columns; over excavation and re-compaction could also be used to improve the near-surface soils at the site (Rockridge Geotechnical 2020). The investigation did not reveal any conditions that differ from other sites in the downtown area and throughout the City, and thus, there are no soils or geological features that would be considered unusual that aren’t encountered at other sites throughout the City and particularly in the downtown area adjacent to the San Lorenzo River. A standard condition of approval requires the geotechnical report be submitted as part of the building permit application, consistent with state and local regulations, and that the geotechnical recommendations are incorporated into the building design.

The property is located within a sensitive archaeological area. A cultural resources evaluation was conducted, which included archival research and a surface reconnaissance. The archival research revealed that no previously recorded archaeological resources are located within the project site. No significant cultural materials, prehistoric or historic were identified, and the evaluation concluded that the proposed project would not affect any recorded historic properties or unique archaeological resources, no subsurface testing for buried archaeological resources or archaeological monitoring during ground disturbing construction was

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recommended due to the low sensitivity for exposing significant subsurface cultural resources (Basin Research Associates 2022). The project site does not contain historical resources as explained below in Section IV.F.

Furthermore, if prehistoric and/or historic deposits or features are discovered during construction, construction would be required to cease and a qualified archaeologist would be required to inspect and prepare recommendations for handling of the artifacts. This is required in the City’s Municipal Code (Section

24.12.430) regarding potential discovery of unidentified archaeological resources during construction.

Discovery of unidentified (e.g., buried) cultural resources during any construction would be subject to this requirement as a standard condition of approval. Thus, the proposed project would not result in significant impacts to archaeological resources.

The project site is not located in a mapped fire hazard area per the City’s General Plan 2030 (City of Santa Cruz 2012a). Also, the project site not located in or near a state responsibility area or lands classified as very high fire hazard severity zones by the California Department of Forestry and Fire Protection (CAL FIRE 2007).

Conclusion. For these reasons explained above, there are no unusual circumstances surrounding the project or project site that would suggest a reasonable possibility of a significant effect on the environment due to such circumstances, and this exception does not apply to the project.

D. Scenic Resources
Under CEQA Guidelines section 15300.2(d), a categorical exemption shall not be used for a project which may result in damage to scenic resources, including but not limited to, trees, historic buildings, rock outcroppings, or similar resources, within a highway officially designated as a state scenic highway. The project site is not located adjacent to or near a highway; the nearest highway, Highway 1, is located approximately 0.4 miles northwest of the project site. Furthermore, there are no officially designated state scenic highways within the City (Caltrans 2023).

Therefore, the project would not result in damage to scenic resources within an officially designated, state scenic highway, and this exception does not apply to the project.

E. Hazardous Waste Sites
Under CEQA Guidelines section 15300.2(e), a categorical exemption shall not be used for a project located on a site which is included on any list compiled pursuant to section 65962.5 of the Government Code (i.e., the Cortese List). The project site is not included on a list of hazardous waste sites compiled pursuant to Government Code section 65962.5. The following Cortese List online data resources (CalEPA 2023) were reviewed during the preparation of this document: (1) the list of hazardous waste and substances sites from the Department of Toxic Substances Control’s (DTSC’s) EnviroStor database (DTSC 2023a); (2) the list of leaking underground storage tank sites from the State Water Resources Control Board’s (SWRCB’s) GeoTracker database (SWRCB 2023a); (3) the list of solid waste disposal sites identified with Waste Constituent Above Hazardous Waste Levels Outside the Waste Management Unit (CalEPA 2023b); (4) the list of active Cease and Desist Orders and Cleanup and Abatement Orders from the SWRCB (SWRCB 2023b); and (5) the list of hazardous waste facilities subject to corrective action pursuant to Section 25187.5 of the Health and Safety Code, identified by DTSC (CalEPA 2023c). In addition, a Phase I Environmental Site Assessment conducted for the project included state and federal environmental database searches, including Geotracker and EnviroStor. The project site was not listed on any of the databases

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searched (Ramboll 2022b). Therefore, based on the above review, the project site is not included on any list compiled pursuant to Government Code section 65962.5 and this exception does not apply to the project.

Phase I and Phase II Environmental Site Assessments (ESAs) were conducted at the project site due to historical uses on the site including a gas station. The Phase II ESA included total of sixteen exploratory soil borings (to collect soil, groundwater, and soil vapor samples. Soil results were compared to Regional Water Quality Control Board (RWQCB) Environmental Screening Levels (ESLs) for commercial/industrial use and construction worker safety where established. Concentrations of arsenic in the analyzed shallow soil samples were detected, which exceed commercial/industrial and construction worker health ESLs. However, the detected arsenic concentrations are typical of background arsenic concentrations in the region. Therefore, the Phase II ESA concluded that the arsenic detections are typical of background concentrations in the region and do not represent a significant environmental concern and with commercial use of the ground floor, these relatively low detections are unlikely to pose adverse health risks to site occupants. The Phase II ESA does recommend, however, that a soil management plan (SMP) be prepared and implemented to provide background information and general worker awareness information related to known environmental conditions, as well as action for potentially unknown environmental conditions encountered during future construction (Environmental Investigation Services, Inc. 2020).

F. Historical Resources
Under CEQA Guidelines §15300.2(f), a categorical exemption shall not be used for a project which may cause a substantial adverse change in the significance of a historical resource. Section 15064.5 defines a historical resource as:
• A resource listed in, or determined to be eligible for listing in, the California Register of Historical Resources (CRHR);
• A resource listed in a local register of historical resources. • Any object, building, structure, site, area, place, record, or manuscript which a lead agency determines to be historically significant or significant in the architectural, engineering, scientific, economic, agricultural, educational, social, political, military, or cultural annals of California…Generally, a resource shall be considered by the lead agency to be :historically significant.” Generally, a resource is considered historically significant if it meets criteria for listing in the California Register of Historical Resources, including:
▪ Is associated with events that made a significant contribution to the broad patterns of California’s history and cultural heritage.
▪ Is associated with the lives of people important in our past. ▪ Embodies the distinctive characteristics of a type, period, region, or method of construction, represents the work of an important creative individual, or possesses high artistic values. ▪ Has yielded or may be likely to yield information important in prehistory or history; OR ▪ A resource determined to be a historical resource by a project's lead agency.

According to maps developed for the City’s General Plan, the project site is not located within a designated historic district (City of Santa Cruz 2012a). However, the project site is located in an area mapped as archaeologically sensitive per the City’s General Plan. Therefore, an archaeological investigation was conducted for the proposed project, which found no significant archaeological resources on the site; see subsection Section IV.C above. The

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existing building on the project site was constructed in 1978, and is not of the age to be further evaluated as a potential historical resource, i.e., 50 years or older.

The project site is located within a sensitive archaeological area. Therefore, an archaeological evaluation was conducted, which included an archival search and a surface reconnaissance. The evaluation revealed that no previously recorded archaeological resources are located on or adjacent to the site, and no significant cultural materials, prehistoric or historic were identified (Basin Research Associates 2022). Therefore, there is no evidence of historical archaeological resources on the project site.

For these reasons, the City is able to document that the project qualifies for the Categorical Exemption found at CEQA Guidelines section 15332, the in-fill exemption, and that none of the potential exceptions to the use of a categorical exemption apply to this project or the project site.

V. References
AMBAG.
▪ Adopted June 15, 2022. 2022 Regional Growth Forecast. ▪ Adopted June 11, 2014. 2014 Regional Growth Forecast.

Basin Research Associates. 2022. Archaeological Resources Review – The Cruz Hotel, 324 Front Street, City of Santa Cruz Project Number CP21-0051. January 24, 2022.

BFK Engineers. 2023. Storm Water Control Plan Front Street Hotel, 324 Front Street, Santa Cruz, California Santa Cruz County. February 13, 2023.

California Department of Finance. May 2023. “E-5 Population and Housing Estimates for Cities, Counties, and the State, 2020-2023.” Available online at: https://dof.ca.gov/forecasting/demographics/estimates/e-5- population-and-housing-estimates-for-cities-counties-and-the-state-2020-2023/.

California Department of Forestry and Fire Protection (CAL FIRE). 2007. Fire Hazard Severity Zones Maps.

Accessed on January 16, 2023 at https://osfm.fire.ca.gov/divisions/wildfire-planning-engineering/wildlandhazards-building-codes/fire-hazard-severity-zones-maps/.

California Department of Toxic Substances Control (DTSC). 2023. Waste and Substances Site List (Cortese List).

Accessed February 6, 2023 at https://dtsc.ca.gov/dtscs-cortese-list/.

California Environmental Protection Agency (CalEPA).
▪ 2023a. Cortese List Data Resources. Accessed February 6, 2023 at https://calepa.ca.gov/SiteCleanup/CorteseList/.
▪ 2023b. Sites identified with Waste Constituent Above Hazardous Waste Levels Outside the Waste Management Unit. Accessed on January 17, 2023 at https://calepa.ca.gov/wpcontent/uploads/sites/6/2016/10/SiteCleanup-CorteseList-CurrentList.pdf. ▪ 2023c. Hazardous Waste Facilities Subject to Corrective Action. Accessed February 6, 2023 at https://calepa.ca.gov/sitecleanup/corteselist/section-65962-5a/?emrc=63e1903569867.

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California Office of Planning and Research (OPR). 2018. Technical Advisory on Evaluating Transportation Impacts in CEQA. December 2018. Available online at: https://opr.ca.gov/docs/20190122- 743_Technical_Advisory.pdf.

California State Water Resources Control Board (SWRCB). ▪ 2023a. List of Leaking Underground Storage Tank Sites from the State Water Board’s GeoTracker database. Accessed on February 6, 2023 at
https://geotracker.waterboards.ca.gov/search?CMD=search&case_number=&business_name=&main_st reet_name=&city=&zip=&county=&SITE_TYPE=LUFT&oilfield=&STATUS=&BRANCH=&MASTER_BASE=&S earch=Search
▪ 2023b. List of Active Cease and Desist Orders and Cleanup and Abatement Orders. Accessed on February 6, 2023 at
https://www.waterboards.ca.gov/waterrights/water_issues/programs/enforcement/compliance/.

Caltrans. 2023. Scenic Highways. Accessed January 17, 2023 at https://dot.ca.gov/programs/design/laplandscape-architecture-and-community-livability/lap-liv-i-scenic-highways.

City of Santa Cruz.
▪ 2023a. Downtown Plan. As amended through January 2024. 7 Available online at:
https://www.cityofsantacruz.com/home/showpublisheddocument/8911/637490838888870000. ▪ 2023b. General Plan Buildout Status Through October 2023. Accessed November 29, 2023 at https://www.cityofsantacruz.com/government/city-departments/planning-and-communitydevelopment/planning-division/active-planning-applications-and-status. ▪ 2023. Addendum to the City of Santa Cruz Downtown Recovery Plan Final Program Environmental Impact Report. Undated. Included in September 21, 2023 Planning Commission Meeting Staff Report. ▪ 2022a. Final Soquel Avenue SDPS Feasibility Study, Feasibility Study for Constructing a Stormwater Pump Station at Soquel Avenue. December 2, 2022. Prepared for City of Santa Cruz. Prepared by Schaaf & Wheeler.
▪ 2022b. City of Santa Cruz SB743 Implementation Guidelines. May 12, 2022. ▪ Adopted November 2021. 2020 Urban Water Management Plan. Prepared by the City of Santa Cruz, Water Department. Available online at: https://www.cityofsantacruz.com/government/citydepartments/water/urban-water-management-plan-2020. ▪ June 2020a. Resolution of the City Council of the City of Santa Cruz Adopting the Use of Vehicle Miles Traveled as the New Transportation Measure of Environmental Impacts. June 9, 2020 with Draft SB 743 Implementation Guidelines (June 16, 2022).
▪ October 2017. Downtown Plan Amendments Final EIR. [SCH#2017022050] Certified November 14, 2017. Includes Draft EIR document, dated July 2017. Prepared by Dudek. Available online at:
https://www.cityofsantacruz.com/government/city-departments/planning-and-communitydevelopment/long-range-policy-planning/area-plans-and-city-zoning-code/downtown-recovery-planamendments. 7 The amendments related to the coastal zone were approved as a LCP amendment by the California Coastal Commission, on December 15, 2023. The changes were approved by the City Council on January 23, 2024, and were acknowledged by the California Coastal Commission at their February 2024 meeting, at which time the amendments became effective.

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▪ 2012a. General Plan 2030. Adopted June 26, 2012. Available online at https://www.cityofsantacruz.com/government/city-departments/planning-and-communitydevelopment/long-range-policy-planning/general-plan. ▪ 2012b. City of Santa Cruz General Plan 2030 Final EIR. SCH #2009032007. Certified June 26, 2012.

Includes Draft EIR document, dated September 2011. Available online at https://www.cityofsantacruz.com/government/city-departments/planning-and-communitydevelopment/long-range-policy-planning/general-plan. ▪ Undated. City of Santa Cruz Bird-Safe Building Design Standards.

Dudek.
▪ 2023a. The Cruz Hotel Project and Bird-Safe Building Design Review. December 2023. ▪ 2023b. Environmental Assessment 408 Permission for 530 Front Street-City of Santa Cruz Riverwalk, San Lorenzo River Levee Fill Placement, City of Santa Cruz, California. August 2023. Prepared for the U.S. Army Corps of Engineers. Prepared in association with the City of Santa Cruz Planning and Community Development and Public Works Departments.
▪ 2021. Environmental Assessment 408 Permission for the San Lorenzo River Levee Fill Placement, City of Santa Cruz, California. June 2021. Prepared for the U.S. Army Corps of Engineers. Prepared in association with the City of Santa Cruz Planning and Community Development and Public Works Departments.

Environmental Investigation Services, Inc. 2020. Phase II Limited Subsurface Investigation Report. 310, 316, 320, 322, 324, 326, and 328 Front Street, Santa Cruz, California. April 13, 2020.

Fehr & Peers. 2023. The Cruz Hotel Transportation Study. August 9, 2023.

Federal Emergency Management Agency (FEMA). 2023. FEMA Flood Map Service Center. Accessed on February 13, 2023 at https://msc.fema.gov/portal/search.

Kurt Fouts, Arborist Consultant. 2021. Arborist Report - Tree Inventory & Preliminary Construction Impacts for:

Front Street Hotel Laurel & Front Streets, APNS: 005-151-34,35,51,29,43 & 48 Santa Cruz, CA 95060.

April 13,2021.

Monterey Bay Air Resources District (MBARD).
▪ 2023. Personal communication with David Frisbey, Planning and Air Monitoring Manager, MBARD, November 29, 2023.
▪ Adopted March 15, 2017. 2012-2015 Air Quality Management Plan. Available online at:
http://www.co.monterey.ca.us/home/showdocument?id=62318. ▪ February 2008. CEQA Air Quality Guidelines. Available online at:
https://www.mbard.org/files/0ce48fe68/CEQA+Guidelines.pdf. ▪ Adopted April 1996-Revised February 2016. Guidelines for Implementing the California Environmental Quality Act. Available online at: https://www.mbard.org/files/b4d8179d3/CEQA+Implementation.pdf.

Rockridge Geotechnical. 2020. Geotechnical Investigation Proposed Front Street Hotel, Front and Laurel Streets, Santa Cruz, California. August 19, 2020.

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Salter. 2022. The Cruz Hotel, Santa Cruz, CA Noise Study. March 15, 2022; revised November 30, 2022.

SM&W. 2024. Cruz Hotel Santa Cruz, California Construction Noise Control & Operational Assessment. March 13, 2024.

University of California Santa Cruz. 2023.
▪ UC Santa Cruz by the Numbers. Accessed on December 5, 2023 at:
https://admissions.ucsc.edu/posts/statistics.

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The Cruz Hotel CEQA Review
SOURCE: USGS 7.5-minute Series Santa Cruz Quadrangle
04 200 00
Feet
Project Boundary
FIGURE 1
152
82 85
84 130
17 236
9 1
101
Gilroy
Morgan Hill
Los Gatos
Saratoga Campbell
Cupertino Santa
Clara San
Jose
Palo Alto
Santa Cruz
Watsonville
Scotts Valley
Capitola
San Juan
Bautista
280
San Mateo
County
Santa Clara
County
Monterey
County

SANTA CRUZ
COUNTY
Project Site

25.1.174
A1
04-12-21
07-06-21
0 1

LANDSCAPE
444 BRY

SAN FRANC
(415)
info@c
CMG
1730 N. FIRST
SAN JO
(408)
BK

THE CRUZ HOTEL LANDSCAPE
515 S

SANTA CR
(831)
JLJ
2 12--22
COPYRIGHT © 2022 BCV ARCHITECTURE + INTERIORS, ALL RIGHTS RESERVED 1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
UP

FRONT LEFT
S
5'-8"
7'-91
2 "
KITCHEN PREP2
ABOVE ON LEVEL 2

BAR ABOVE
ON LEVEL 2
UP
DN

OVERHEAD UTILITY ROUTING

OVERHEAD UTILITY

ROUTING

FACE OF BUILDING ABOVE
UP

UTILITY ACCESS
HOTEL
ENTRY

WATER ENTRY
ROOM

COFFEE BAR
CAFE

POTENTIAL

LOADING
ZONE

ELEVATOR

MACHINE
ROOM
LOBBY
LOUNGE
LOBBY
STEPS

ADMIN/EMPLOYEE

SUPPORT

TELECOM
ROOM

MECHANICAL

ELEVATOR

MACHINE
ROOM

ENGINEERING

GENERATOR
ROOM

ELECTRICAL
ROOM

GAS METER
ROOM
VALET

FIRE PUMP/

CONTROL
ROOM
BIKE

STORAGE
PORTE

COCHERE

VALET OFFICE/LUGGAGE/

SECURITY

TRASH ROOM PG&E

VAULT TENANT
SPACE
MAIN

ELEC RM
BIKE

STORAGE
UPDN

LOADING/
BOH

VAN VAN
BOH
20'-3" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 17'-11 2 "
26'-4" 26'-4" 26'-4"
21'-3"
17'-10"
21'-81
2 " 19'-4" 21'-3"
9'-7"
10'
10'
21'-81
2 "
10'
20'-3"
2'-10"
2'-10"
2'-10"
2'-10"
11'-6"

FLOOR PLA
(FRONT ST
FLOOR PLAN - LEVEL 1 (FRONT STREET)
A
A
C
C

FRONT STREET
NOTE: CORNER CAFE IN COMBINATION

WITH EXTERIOR PATIO TO ACTIVATE FRONT
STREET
NOT TO SCALE@11x17
SCALE: 1/16 “= 1’-0” @ 24x36
12 48FT
N
NOTE: RECESSED BUILDING BREAK
PER SCDP SECT. H.2.d.i
9’
NOTE: ACCESS TO

THE RIVERWALK
PER SCDP SECT. E.5
NOTE: ADDTIONAL RECESSED

BUILDING BREAK
PER SCDP SECT. H.2.d.i

LAUREL STREET
D D
NOTE: CORNER COMMERCIAL SPACE IN

COMBINATION WITH EXTERIOR PATIO

TO ACTIVATE FRONT STREET
NOTE: 9’ SIDEWALK
(2’ DEDICATION)
B
B
VALET GARAGE LEVEL 1:
3 PARKING SPACES
(1 STD + 2 ADA VAN)
Project Site Plan
FIGURE 2 SOURCE: BCV Architecture & Interiors 2022
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25.1.175
04-
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0 1
LAN
SAN
1730

THE CRUZ HOTEL LAND
SA
2 -
SHEE
L
LAND

EVENT &

FLEXIBLE LAWN

RESTAURANT TERRACE

GARDEN ATRIUM

POOL & BAR ROOF

TERRACE

SERVICE PATIO

CAFE SEATING

POLE LIGHTING

BIKE WHEEL CHANNEL
(DASHED) AT SIDE OF STAIRS

CONCRETE STAIR
- STAINLESS STEEL HANDRAILS
RIVERWALK 10’

SETBACK
(E) RIVERWALK LIGHT

POLES TO REMAIN
(E) LAUREL STREET

GRATE & BUBBLER IRRIGATION
- AS APPROVED BY CITY
ARBORIST JUNE 29, 2022
(E) SIGNAL LIGHT - REVIEW

LOCATION TO ENSURE

SIDEWALK ACCESSIBILITY

LOW SEAT WALL
- WOOD & METAL FRAME SEATING

OUTDOOR DINING FURNITURE

WITH TABLE LIGHTING

PATH BOLLARD LIGHTING
42’- 6”
175’- 7”

FIREPLACE

LOW PLANTER RETAINING
WALL, LESS THAN 24”HT

CONCRETE STAIR,

REFINED FINISH, STAINLESS STEEL

HANDRAILS

TIVOLI LIGHTING
(E) TREES TO REMAIN, TYP
- TREE UPLIGHTS
(E) STREET TREE

TO REMAIN

SCULPTURAL LOUNGE

SEATING ELEMENT, CONCRETE

WITH WOOD SEAT
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL

BIORETENTION

PROPERTY LINE
- REFER TO CIVIL DRAWINGS

SITE LIGHTING

FROM BUILDING BIORETENTION
PLUNGE
POOL

BAR POOL

SKYLIGHT TO
BELOW
(P) PALM TREE, TYP.

CAFE SEATING
(P) STREET TREE, TYP
- PER CITY STANDARD DETAIL
INCLUDING 4’x4’ CAST IRON GRATE

AND BUBBLER IRRIGATION
(P) PALM STREET TREE, TYP
- PER CITY STANDARD
DETAIL INCLUDING 4’x4’ CAST

IRON GRATE AND BUBBLER

IRRIGATION
(E) FRONT STREET LIGHT

POLES - RELOCATED
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL

FRONT STREET

STREETSCAPE

BAR TERRACE
MAPLE

ALLEY PLAZA
FRONT
STREET
CAFE
PATIO

EXISTING RIVERWALK

SAN LORENZO RIVER

FRONT STREET

LAUREL STREET
BIKE PARKING, CLASS II, TYP.
31 RACKS / 62 SPACES TOTAL
P1
P1
P1
P2
P2
P2
P2
P2
P1
P1
P4
P4
P4
P3
B
A
A
A
A
A
A
B
C
C
C
C
D
PAVING
PLANTING TYPE - REFER TO PLANT PALETTES SHEET L1-3

LEGEND SITE DESIGN NARRATIVE
P5
P1 CAST IN PLACE CONCRETE PAVING
- NATURAL GREY PER CITY STANDARDS

Ecologically rich native grasses, shrubs, and trees will restore biodiverse habitat along the river DVZHOODVRႇHUDXWKHQWLFSODFHEDVHGFKDUDFWHUWRYLVLWRUVDQGUHVLGHQWVRI6DQWD&UX] In line with the Downtown Plan the site design enhances the pedestrian and bike experience, energizing the nexus between downtown, the San Lorenzo River and the Beach, at the gateway threshold of Front Street and Laurel Street. The hotel has multiple public and publicly accessible spaces at the site level to maximize the opportunities to tie into these connections and provide space for public programming.

BIORETENTION
D

ROOM & POOL TERRACE PALM COURT PLANTING

ATRIUM FERN GARDEN
P2 CAST IN PLACE CONCRETE PAVING
- REFINED FINISH
P3 CRUSHED STONE PAVING
- STABILIZED
P4 PRECAST CONCRETE PAVERS
- PEDESTAL SYSTEM

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ACCESS WAY

AMPHITHEATER SEATING
- CAST IN PLACE CONCRETE,

ARCHITECTURAL FINISH
- WOOD AND METAL FRAME SEATING

ACCESSIBLE RAMP
- CAST IN PLACE CONCRETE
- STAINLESS STEEL HANDRAILS

CAST IN PLACE CONCRETE
RETAINING WALL WITH 6’

COATED WIRE MESH FENCE
(P) TREE PLANTING, TYP.
- UPLAND RIPARIAN
9’-0”
MIN
12’-0”
8’-0”
Landscape Plan
FIGURE 3
SOURCE: BCV Architecture & Interiors 2022
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ATTACHMENT A
City Review of Project Consistency
with General Plan and Zone District Regulations
General Plan Consistency
The majority of the project site, within the privately owned parcels and where the building is proposed, has a General Plan land use designation of Regional Visitor Commercial (RVC)/Downtown Santa Cruz. The RVC/Downtown Santa Cruz designation emphasizes a mix of uses such as office and retail uses, residential and mixed-use developments, restaurants, and visitor attractions. The proposed use of the parcel as a hotel project is consistent with the intent of the RVC/Downtown Santa Cruz designation. The area of the project on City owned land east of the building to the Riverwalk that is proposed to be filled and landscaped with outdoor amenities has a land use designation of Natural Area. This designation provides for land that should remain in an undeveloped state to provide for habitat protection, public safety, or public recreation. While the designation allows a public recreation use on a case-bycase basis, it should also be noted that the Downtown Plan and the San Lorenzo Urban River Plan requires such a use to be developed in this location as described below. The proposal creates a publicly accessible outdoor extension area connecting the development to the Riverwalk in this area consistent with the land use designation.

The proposed project is also consistent with many General Plan policies relating to visitor-serving uses, alternative transportation, open space access, and downtown area development as follows:
• Community Design CD1.1.4 Identify and emphasize distinguishing natural features that strengthen Santa Cruz’s visual image (i.e., open space, Monterey Bay).
• Community Design CD1.4.2 Consider visual access to nearby natural areas as part of developmental review.
• Community Design CD1.5.1 Enhance the prominence of the San Lorenzo River as a natural feature that provides structure, orientation, and recreational enjoyment by including it in surrounding area and management plans.
• Community Design CD1.5.2 Provide incentives for new development adjacent to the San Lorenzo River that includes patios overlooking the river, enhanced connections to the levee trails, and other design features that connect the built environment to the river. • Community Design CD3.1.1 Strengthen the linkage between Downtown, the Beach Area, and San Lorenzo River through amendments to corresponding Area Plans and the Zoning Ordinance. • Community Design CD3.1.2 Maintain, update, and implement the City’s San Lorenzo Urban River Plan. • Community Design CD3.3.1 Develop incentives to encourage the assembly of small parcels through Area Plan amendments and Zoning Ordinance changes.
• Community Design CD4.1.1 Support compact mixed-use development Downtown, along primary transportation corridors, and in employment centers.
• Community Design CD4.1.1 Where possible, site buildings at the street frontage and place parking areas away from street corners and to the rear of buildings.

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• Community Design CD4.2.3 Underground utilities when major road improvement or reconstruction is proposed, if possible.
• Community Design CD4.3.6 Implement streetscape and other landscaping plans in the City's Area and Specific Plans.
• Community Design CD5.2.1 Encourage buildings to be oriented towards sidewalks, public plazas, walkways, or rivers and to include features such as public benches and natural seating areas. • Community Design CD5.2.2 Encourage the incorporation of public benches and natural seating areas along public walkways and in public plazas and parks.
• Community Design CD5.2.4 Ensure that new and revised design guidelines encourage the use of pedestrian-scaled fenestration, awnings, entrances, landscaping, and other amenities. • Land Use LU1.1.2 Create incentives for the consolidation of underdeveloped parcels relative to development potential.
• Land Use LU1.2.1 Environmental review for specific projects shall be accompanied by sufficient technical data and reviewed by appropriate departments.
• Land Use LU2.3.1 Protect, maintain, and enhance publicly accessible coastal and open space areas. • Land Use LU3.11.2 Ensure appropriate land uses and development standards that do not adversely impact adjacent open spaces.
• Mobility M1.1.1 Create walkable, transit-oriented activity centers throughout the city. • Mobility M1.1.2 Connect activity centers with pedestrian and bicycle paths. • Mobility M2.1.2 Encourage use of alternative modes of transportation. • Mobility Development Policy M1.3 - Create pedestrian-friendly frontage and streetscapes and attractive pedestrian-oriented areas.
• Mobility M4.1.6 Enhance the pedestrian orientation of the Downtown Central Business District. • Mobility M4.1.7 Require the site and building design facilitate pedestrian activity. • Mobility M4.1.9 Require landscaping in the development, replacement, and repair of sidewalks, including the placement of trees on private property and/or in tree wells on sidewalks. • Economic Development ED1.1.2 – Support the development and expansion of businesses that make a balanced contribution to the cultural, environmental, and economic health of the city. • Economic Development ED1.1.3 - Encourage the development of year-round businesses and visitor activities, resources, and destinations that can also attract and engage local residents. • Economic Development ED 1.1.6 - Revitalize the RiverFront area. • Economic Development ED 1.5.1 - Encourage the development of facilities that would accommodate conferences and conference-goers in conjunction with existing or new hotel development. • Economic Development ED 1.5.2 - Attract a top-end, full-service hotel to expand and improve the yearround conference segment of the tourism market. • Economic Development ED1.7.2 - Diversify the range of visitor attractions in Santa Cruz, particularly those that draw on the city’s unique natural and cultural assets. • Economic Development ED 5.5.1 - Enhance Downtown as a welcoming and inviting destination for residents, visitors, and businesses.

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• Economic Development ED 5.5.3 - Retain existing businesses and attract new ones to downtown Santa Cruz.
• Economic Development ED 5.5.4 - Create a distinctive and active pedestrian environment downtown. • Economic Development ED5.1.1 Provide for the development of supporting land uses adjacent to retail shopping areas, while assuring protection of existing residential neighborhoods. • Economic Development ED5.3.1 Provide for attractive commercial development (including more intensive and higher quality ground floor retail) along commercial corridors provided the uses are compatible with or transition easily to adjacent residential areas.
• Economic Development ED5.5.5 Allow for the extension of café and retail uses within the public right-ofway, subject to design standards and management guidelines. • Hazards, Safety, Noise HZ6.4.8 Minimize the alteration of natural floodplains, stream channels, and natural protective barriers that accommodate or channel floodwaters. • Parks, Recreation, and Open Space PR1.6.1 Maintain and enhance access for vehicles, transit, bicycles, and pedestrians.
• Parks, Recreation, and Open Space PR4.1.3 Maintain and enhance the recreational value of the San Lorenzo River walkway and the East and West Cliff Drive pathways • Natural Resources and Conservation NRC1.1.2 Where consistent with riparian and wetland protection, provide actual or visual access of a low-impact nature
• Natural Resources and Conservation NRC1.1.1 Require setbacks and implementation of standards and guidelines for development and improvements within the city and adjacent to creeks and wetlands as set forth in the Citywide Creeks and Wetlands Management Plan. • Natural Resources and Conservation NRC1.3.1 Conserve creek, riparian, and wetland resources in accordance with the adopted City-wide Creeks and Wetlands Management Plan and the San Lorenzo River Plan.

Zoning Consistency
Downtown Plan Development Standards Consistency Analysis The project site is zoned CBD (Central Business District), CZ-O (Coastal Zone Overlay), SP-O (Shoreline Protection Overlay), F-P (Floodplain), and FP-O (Floodplain Overlay). Pursuant to Municipal Code section 24.10.2300, the purpose of the CBD zone district is to implement the Land Use Plan, Development Standards, and Design Guidelines of the Downtown Plan, The project is consistent with the goals and policies for development in the Downtown Plan as discussed below.

Downtown Plan: First Principles and Planning Principles and Strategies. The First Principles of the Downtown Plan provide overarching goals for development in this area. The project is consistent with applicable goals as summarized here:
• Form and Character. New buildings should be allowed to develop individual character while retaining qualities of the historic townscape. Issues of articulation, materials, signage, setbacks, scale, massing, form, bulk, solar access, and height are critical.

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• Building Height should maintain the scale and character of the existing downtown, with explicit criteria for additional height within the additional height zones.
• Significant new housing opportunities should be targeted throughout the downtown, including along the San Lorenzo riverfront.
• Accessibility is emphasized to ensure participation in commercial, governmental, residential, social and cultural activities.
• A strong network of open spaces that creates a socially active and pedestrian-oriented downtown core should be emphasized.
• Pedestrian, bicycle, and transit access to the downtown should be enhanced.

The Downtown Plan’s Planning Principles and Strategies expand upon the First Principles and provide basic strategies and recommendations for the downtown. These principles and strategies seek to connect new development along the Front Street/Riverfront Corridor with the San Lorenzo River in terms of building orientation, building design, and active ground level commercial uses that take advantage of the riverfront, and enhancement of public access at the river as a recreational resource. In addition, the principles and strategies further emphasize visitor-serving uses in this location to support the commercial uses in the downtown.

The project implements the First Principles and the Planning Principles and Strategies in several ways. The proposed building has its own unique character while still maintaining consistency with the design standards and guidelines within the Downtown Plan. The building height is consistent with Additional Height Zone B. The project provides a visitor-serving hotel which will in turn support other local businesses such as restaurants and retail in the downtown. The project’s design creates a strong linkage to the river by having the restaurant, bar and banquet uses on the east side of the building orientated toward the Riverwalk. Finally, the site layout enhances pedestrian and bicycle usage with an outdoor stairway and new accessible pathways connecting Front Street and the Riverwalk as part of the Maple Street Passageway.

Downtown Plan: Additional Height Request. The Downtown Plan has two Additional Height Zones intended to promote the intensification of areas currently occupied by service uses into developments that foster activity and a sense of stewardship. The project is located in Additional Height Zone B, which includes the properties between Front Street and the San Lorenzo River from Soquel Avenue to Laurel Street. This additional height zone allows an increase in building height from 50 to 70 feet with a recommendation from the Planning Commission and approval by City Council, and only when specific criteria are met. This application includes a request to increase the building height to 70 feet. A project requesting additional height in Additional Height Zone B must implement several overarching City objectives. The proposal meets those objectives as follows:
i. The additional height will help to achieve the First Principles of the Downtown Plan (e.g. form, scale, housing, accessibility and open space).

The additional height to 70 feet allows the building to retain a form that provides architectural articulation as well as provide publicly accessible open space and access from Front Street to the Riverwalk via the Maple Alley Passageway. The additional height allows for 116 more hotel rooms than would be created under a project that met only the base height, providing more visitor-serving accommodations and economic impact to the downtown.

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ii. The additional height will contribute to an improved social and economic environment; The Additional Height Request brings the building height to 70 feet and adds 116 more hotel rooms than would be accommodated within the 50-foot building base height. The result is a project that provides not only additional hotel rooms, but generates significant Transit Occupancy Tax, important conference/meeting room space, as well as restaurant and retail space in a location adjacent to the Riverwalk and walkable to many businesses in the downtown, generating economic and social activity in both of these areas.
iii. The form of the development promotes the appearance of a grouping of buildings rather than large monolithic building masses;
The building follows a development standard for Additional Height Zone B that requires a building façade break with a length of at least 15 feet and depth of at least 10 feet along the Front Street elevation, as well as required stepbacks. The project meets the performance criteria in the Additional Height Zone B section which are intended to promote the appearance of multiple building rhythms at ground, middle and upper levels to promote the appearance of a grouping of buildings rather than large monolithic building masses.
iv. The development receiving additional height will physically and/or financially contribute its fair share (through an Improvement District, Development Agreement or similar mechanisms) to the implementation of internal pedestrian connections between Front Street and the Riverwalk; The parcel furthest north (APN 005-151-34) will remain owned by the city but will be improved with a 50- foot wide public paseo (Maple Street Passageway) connecting Front Street to the Riverwalk to be designed, constructed and maintained by the hotel.
v. The additional height will help to meaningfully achieve one or more of the following key community objectives, including but not limited to: Economic Development Contributions to the Downtown, Affordable Housing, Day Care Center, exceed Green Building minimums, Incubator Space for Small Business, Public Access Easements, Public Right-of-way Improvements, Publicly Accessible Open Space, Structured or Shared Parking, and Transportation Demand Management concepts.

The Additional Height Request brings the building height to 70 feet and adds 116 more hotel rooms than would be accommodated within the 50-foot building base height. The result is a project that provides not only additional hotel rooms, but important conference/meeting room space, as well as restaurant and retail space in a location adjacent to the Riverwalk and walkable to many businesses in the downtown, generating economic and social activity in both of these areas. In addition, the project contributes a 50-foot wide public paseo (Maple Street Passageway) connecting Front Street to the Riverwalk which will be designed, constructed and maintained by the hotel. Compliance with Criteria vii. below will result in the contribution of funds toward the City’s Affordable Housing Trust Fund. vi. Clear demonstration of the public benefit relating to two principal objectives: high-quality public access between Front Street and the river, and the appropriate treatment of the riverfront edge along the Riverwalk.

The parcel furthest north (APN 005-151-34) will remain owned by the city but will be improved with a 50- foot wide public paseo (Maple Street Passageway) connecting Front Street to the Riverwalk to be designed, constructed and maintained by the hotel.

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The proposed extension area includes amenities such an outdoor dining patio adjacent to the proposed restaurant and bar space, as well as an events lawn adjacent to the banquet/ballroom connecting this space to the adjacent Riverwalk.
vii. Affordable Housing Public Benefit Fee For Non-Residential Projects. An application for additional height is voluntary. Because an applicant requesting additional height is receiving a benefit in the form of increased height and intensity, and to ensure that non-residential projects which are granted additional height reasonably contribute to the City’s need for affordable housing, non-residential projects that are granted additional height shall be required to pay an in-lieu public benefit fee in the amount of $5.00 per square foot of gross floor area occurring above the 50-foot Base Height limit (i.e., the additional gross floor area occurring within the project on levels that exceed the 50-foot Base Height limit). The fee shall be paid prior to occupancy of the project. All fees provided collected under this section shall be deposited in the City of Santa Cruz’s affordable housing trust fund.

With the hotel qualifying as a Non-Residential project and requesting additional height, the project will be required to pay an in-lieu public benefit fee in the amount of $5.00 per square foot of gross floor area occurring about the 50-foot base height. With an estimated 45,500 square feet of gross floor area above the 50-foot base height, a fee of approximately $227,500 will be required to be paid into the City’s affordable housing trust fund prior to occupancy of the hotel. A condition of approval has been included that speaks to this requirement.

Additional Height Zone B Performance Criteria. In addition to meeting the Front Street/Riverfront Corridor Development Standards and Design Guidelines, the project meets the performance criteria in the Additional Height Zone B section which are intended to promote the appearance of multiple building rhythms at ground, middle and upper levels to promote the appearance of a grouping of buildings rather than large monolithic building masses.

The project meets the listed performance criteria and the details are called out on the plans (A2.01, A4.01, A4.02, A5.01).

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ATTACHMENT B
Comparison of Downtown Projects
City of Santa Cruz Approved and Under Construction
Mixed-Use and Other Projects in Downtown
Project Site Size Uses
Height
(in feet)
Number of Total
Trees / Heritage
Trees Removed
Downtown
• Front-Laurel 1.4 acres Mixed-Use* 55-85 15 / 2
• Pacific Station South 0.5 acres Mixed-Use* 80 0
• 532 Center St 0.77 acres Mixed-Use* 48.5 0
• Riverfront Project 0.98 acres Mixed-Use* 81 25 / 8
• Pacific Station North 0.7 acre New downtown Santa
Cruz Pacific Station
Metro Station,
Affordable Housing,
Office
88 0
• Downtown Library and Affordable
Housing Project 1.55 acres
Affordable Housing,
Public Library,
Commercial
84 12 / 9
• 530 Front Street 1.5 Mixed-Use* 92.5 23 / 8
• 130 Center (not in Downtown Plan area) 1.19 acres Mixed-Use* 75 0 .* Primarily residential, except for ground floor commercial

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THE CRUZ HOTEL CEQA CATEGORICAL EXEMPTION REVIEW
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INTENTIONALLY LEFT BLANK

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CITY OF SANTA CRUZ
City Hall
809 Center Street
Santa Cruz, California 95060

PLANNING COMMISSION

ACTION SUMMARY
Regular Meeting
February 15, 2024
7:00 P.M. GENERAL BUSINESS AND MATTERS OF PUBLIC INTEREST, COUNCIL CHAMBERS Call to Order-The meeting was called to order at 7:00 p.m.

Roll Call-Commissioners Dann, Kennedy, McKelvey, Polhamus, Thompson and Conway were present.

Absent w/notification-Commissioner Gordon was absent with notification.

Statements of Disqualification-None
Oral Communications-The following members of the public addressed the Commission:

Alberto Ruiz
Approval of Minutes

1. Approve the minutes of February 01, 2024.

MOTION: Motion made by Commissioner Kennedy, seconded by Commissioner Dann, to approve the minutes of February 01, 2024.

ACTION: Motion passed by the following vote:

AYES: Dann, Kennedy, McKelvey, Polhamus, Thompson, and Conway NOES: None
ABSENT: Gordon
Public Hearings

2. 302, 310, 314, 322, 324, 326, 328 Front Street Project Number: CP21-0051 Assessor's Parcel Numbers: 005-151-29; 005-151-34; 005-151-35; 005-151-48; 005-151-51

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Coastal Permit, Non-Residential Demolition Authorization Permit, Design Permit, Boundary Line Adjustment, Administrative Use Permit, Revocable License for an Outdoor Extension Area, and Heritage Tree Removal Permit, to demolish a commercial building, combine six parcels, and construct a six-story, 232-room hotel with ground floor retail, banquet and conference space, restaurant, and bar on property located within the CBD (Central Business District)/CZ-O (Coastal Zone Overlay)/FP-O (Floodplain Overlay) zone district and within the Front Street/Riverfront subarea of the Downtown Plan. The project requires approval of a Section 408 Permit from the US Army Corps of Engineers to allow for the placement of fill between the levee and the proposed building and to allow for the development of an outdoor extension area adjacent to the Riverway path. The project also includes a general plan consistency finding related to the project and the City’s sale of two of the subject parcels that are ”exempt surplus property”, consistent with the May 25, 2021 City Council declaration and in accordance with the Surplus Lands Act (the “Act”) (Cal. Govt. Code § 54220, et seq.) which is defined by the Act as land that is “(i) less than 5,000 square feet in area, or (ii) less than the minimum legal residential building lot size for the jurisdiction in which the parcel is located, or 5,000 square feet in area, whichever is less.” APN(s): 005-151-29, 34, 35, 43, 48, 51 Environmental Determination: Categorical Exemption; Applicant: SCFS Venture LLC; Filed: 4/14/2021. This project requires a Coastal Permit which is appealable to the California Coastal Commission (CCC). An appeal may be filed to the CCC after all possible local appeals are exhausted through the City. For Coastal Permits processed concurrently with other planning entitlements, an appeal of the Coastal Permit only may be filed directly to the CCC at any time during the appeal period. Appeals shall be processed in accordance with Section

24.04.180 et seq. of the SCMC.

MOTION: Motion made by Commissioner Dann, seconded by Commissioner Polhamus, to acknowledge the environmental determination and recommend that the City Council approve the Coastal Permit, Non-Residential Demolition Authorization Permit, Design Permit, Boundary Line Adjustment, Special Use Permit, Administrative Use Permit, Additional Height Request, a Revocable License for an Outdoor Extension Area, and Heritage Tree Removal Permit to construct a 232-room hotel and associated facilities, and make a finding that the sale of the exempt surplus properties is consistent with the General Plan in accordance with the Surplus Lands Act, based on the Findings and Conditions of Approval listed in the attached Draft Resolution (Attachment 1), with the following recommended modifications to the conditions of approval:
 Condition of Approval 23: Final colors, materials and transitions shall be approved by the Zoning Administrator prior to approval of building permits.  Condition of Approval 27 (o): The vehicular driveway exit from the hotel may shall include an automated warning buzzer, sign, or other mechanism to alert pedestrians of outgoing vehicles, to the satisfaction of the Public Works and Planning & Community Development Directors.
 Condition of Approval 75: As an additional condition of approval for the Coastal Permit only, as voluntarily agreed to by the applicant, the project shall make the following payments prior to the certificate of occupancy being issued, unless otherwise specified:

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a. Prior to final occupancy, the applicant shall provide a one-time financial contribution to the Santa Cruz Hostel Society in the amount of $50,000 15,000. b. Prior to final occupancy the applicant shall provide the Boys and Girls Clubs of Santa Cruz County with a one-time contribution in the amount of $50,000 25,000 to assist with revitalization of its indoor swimming pool at the Downtown Santa Cruz club house.
 Remove Condition of Approval 76: Tower viewers for visitors shall be provided on site to view the river habitat.
 Condition of Approval 79: Final building floorplans shall indicate that no fewer than three family suites with bunk beds are included to accommodate families of four or five without the need to book multiple rooms. Said family suites shall be maintained throughout the duration of the project.

ACTION: The motion passed by the following vote:

AYES: Dann, Kennedy, McKelvey, Polhamus, Thompson, and Conway NOES: None
ABSENT: Gordon
Information Items
Subcommittee/Advisory Body Oral Reports
Items Referred to Future Agendas
Adjournment-The meeting adjourned at 9:40 p.m.

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Jordan R. Sisson
3993 Orange Street, Suite 201
Riverside, California 92501
Office: (951) 405-8127
Direct: (951) 542-2735
E-mail: [email protected]
www.gideonlaw.net
February 15, 2024
VIA EMAIL:

City Planning Commission, City of Santa Cruz
c/o Planning Office ([email protected])
RE: Item 2, Planning Commission Hearing (2/15/24);
Santa Cruz Hotel (302 Front Street); Project No. CP21-0051 Dear Chair Conway and City Planning Commissioners:

On behalf of UNITE HERE Local 19 (“Local 19”), this office respectfully provides the following comments1 to the City of Santa Cruz (“City”) regarding the proposed demolition of a commercial building and construction of a six-story, 232-room hotel with ground floor retail, banquet and conference space, restaurant and bar (“Project”) located on a combined six-parcels site located at 302-328 Front Street (“Site”). Three of the six parcels are owned by the City, two of which would be sold to the SCFS Venture LLC (“Applicant”) to be incorporated into the hotel Project, while the remaining third parcel would be retained by the City and used as a public paseo.

In furtherance of the Project, the Applicant is seeking various project approvals under the Santa Cruz Municipal Code (“SCMC” or “Code”) under Case No. CP21-0051, including: (a) a Coastal Development Permit (“CDP”), which is also subject to the California Coastal Act (“CCA” or “Act”); (b) a Non-Residential Demolition Authorization Permit; (c) a Design Permit; (d) a Boundary Line Adjustment; (e) a Special Use Permit; (f) an Administrative Use Permit; (g) a Revocable License for an Outdoor Extension Area; and (h) a Heritage Tree Removal Permit (collectively “Entitlements”).

Additionally, for the purposes of the California Environmental Quality Act (“CEQA”),2 the City is considering a class 32 In-fill Development Categorical Exemption (“CatEx”).

In short, after review of the above-referenced item’s Staff Report and associated attachments,3 Local 19 has serious concerns about the Project’s compliance with the SCMC, Coastal Act, and CEQA—especially as it relates to Project utilizing land otherwise available for affordable housing, the bare minimum of affordable housing in-lieu fees, and the lack of any lower cost hotel set aside or in-lieu fees. So too, we question the use of a Class 32 CatEx in light of the lack of any noise analysis to nearby residents and the failure to conduct a City-compliant analysis of vehicle miles traveled (“VMT”).

Local 19 represents more than 8,000 workers employed in hotels, restaurants, airports, sports arenas, and convention centers throughout the Central Coast, Silicon Valley, the Central Valley, and the Sierra Nevada—including roughly two hundred members who live and/or work in the City. Local 19’s members live and/or work in the vicinity of the Project Site, suffer the consequence of lack of affordable housing, lower-cost accomodations, traffic congestion, and other 1 Herein, page citations are either the stated pagination (i.e., “p. #”) or PDF-page location (i.e., “PDF p. #”) 2 Including “CEQA Guidelines” codified at 14 Cal. Code. Regs. § 15000 et seq. 3 https://ecm.cityofsantacruz.com/OnBaseAgendaOnline/Meetings/ViewMeeting?id=2255&doctype=1#.

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PC Comments RE: Santa Cruz Hotel
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environmental impacts of the Project unless it is properly analyzed and mitigated. Additionally, Local 19 is committed to ensuring responsible development in the City, that local land-use rules and Coastal Act policies are followed, and informed decision-making by public officials regarding projects that may significantly impact the environment and affordable housing in the City of Santa Cruz.

For these reasons, Local 19 respectfully asks the City Planning Commission to stay action on the Entitlements and CatEx (collectively “Project Approvals”) until the various errors are cured in a CEQA-compliant environmental review that incorporates additional mitigation for noise and traffic, and inclusion of greater affordable housing fees and on-site lower-cost hotel accommodations. The remainder of this comment outlines the following live questions involving this Project.

1. Why is the City not Considering two of the City-owned properties for Housing? The Project Site includes three City-owned parcels, including the southernmost parcel (along Laurel St.) and the two northern parcels (along Front St.). (Staff Report, p. 7.) The Staff Report states that the City-owned parcels are to be sold to the Applicant (i.e., all of the parcels except for the most northern parcel proposed as a public paseo) and meet the definition of exempt surplus property. (Staff Report, p. 28.) However, the two northern parcels are contiguous, owned by the City, total roughly 8,500 square feet,4 and appear to be usable for a residential building. (See former Gov. Code § 54221.) Local 19 questions the City’s determination that the property should be deemed exempt from the Surplus Land Act because they were under 5,000 square feet and not contiguous. It also questions the failure to consider these two northern lots for affordable housing, especially in light of the seemingly low amount of in-lieu affordable housing fees received (discussed below) and the City’s clear need for housing. The City’s Regional Housing Needs Allocation (“RHNA”) obligation under its current Housing Element is new 3,736 units—57 percent or 2,130 units being affordable at moderate income levels or lower—to be built by 2031.

2. Why is the City considering the least amount of affordable housing in lieu of fees? Staff Report states that the Project is subject to Condition 29, requiring a minimum of $5.00 per square foot ($227,500 total) as an in-lieu fee requirement for the additional height granted to non-residential projects. (Staff Report, p. 14.) The Staff Report does not provide adequate evidence that this amount is sufficient, especially in light of the opportunity cost to the City for not building affordable housing on the two northern City-lots. Local 19 questions whether the bare minimum fee (i.e., $5 per square foot) is adequate in light of the loss of opportunity for housing and the lack of any lower-cost hotel accommodations here (discussed below).

3. Why are there no lower-cost accommodations for hotels set aside or fees included? The Coastal Act states, “Lower cost visitor and recreational facilities shall be protected, encouraged, and, where feasible, provided. Developments providing public recreational opportunities are preferred.” (Pub. Res. Code § 30213.) Similarly, the City’s Local Coastal Plan (“LCP”) ensures and protects lower and moderately priced accommodation. (See e.g., LCP policies 3B-1.7 & 3B-4.5.) Despite the Coastal Commission’s precedent of requiring a set aside lower-cost 4 Santa Cruz GIS system (see APNs 005-151-35 and -34), https://gis.santacruzcounty.us/gisweb/.

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accommodations (or an in-lieu fee) in new hotel construction,5 the Project does not include any set aside lower-cost rooms or require an in-lieu fee. This runs counter to Pub. Res. Code § 30213 to encourage lower-cost accommodations where feasible. Local 19 also questions the unsubstantiated claims that set-aside or in-lieu fees would make the project infeasible and is concerned about the negative precedent this Project as proposed would establish for future hotel developments. 6 4. Why does the noise study fail to consider impacts to nearby residents? The Project relies on a 2022 noise study, which is inadequate given that it did not establish baseline conditions in the evening or consider the impacts on residents located across the street in the Laurel Front Pacific mixed-use project.7 (See Noise Study.) Nor does the study identify the sensitive receptors that are located roughly 50 feet from the proposed Project and potentially impacted by construction and operational noise (e.g., outdoor activities, large public gatherings, elevated noise from alcohol-charged patrons, potential for amplified music, etc.). These defects run counter to the specific findings required for a Class 32 CatEx. (CEQA Guidelines § 15332.)

5. Why is the Project not conducting a proper VMT analysis consistent with the City’s Guidelines?
The City’s VMT Guidelines establish a quantifiable VMT threshold, such as 15 % lower than a county average (e.g., VMT/employee, VMT/customer) or a no net increase in VMT for retail and other land uses. (Traffic Study,8 p. 53.) Here, the Project would likely increase overall VMTs and thus exceed an applicable threshold and warrant VMT mitigation (e.g., shuttle service to nearby attractions, subsidized public transit for employees/patrons, robust ridesharing program, guaranteed ride home program, etc.). However, the Project relies on a traffic study that claims— without substantial evidence—that the hotel’s VMT should be considered less than significant because it is not a resort hotel, and the Project would merely shift trips (replacing existing traveler trips to other nearby hotels). (Id., at p. 55.) Additionally, there is no quantified analysis, travel demand model, or any other type of quantification showing that VMTs will merely shift. 9 Also, the
Project would include numerous amenities similar to a resort (e.g., ballroom, retail, restaurant, bar, café, pool, spa, etc.) and, according to the Applicant, be the first new downtown hotel in 90 years.

Furthermore, the traffic study suggests that any development within a Transit Priority Area (“TPA”) can be presumed to have a less than significant VMT impact. (Id., at p. 54.) However, as explained by the OPR Technical Advisory (referenced by the traffic study), that is merely a presumption that only applies to “certain projects” like residential, retail, office, or a mix of said uses—nothing mentions hotels.
10 So, too, that presumption may not be appropriate in light of 5 As acknowledged by the Applicant Letter dated 11/13/23, p. 4. (See https://documents.coastal.ca.gov/reports/2023/12/F12a/F12a-12-2023-corresp.pdf.) 6 The Applicant places too much weight on a single eight-year-old staff report cited for the proposition that a set-aside or in-lieu fees are unwarranted here. (Ibid., p. 5.) 7 https://www.cityofsantacruz.com/Home/Components/BusinessDirectory/BusinessDirectory/63/3930. 8 https://ecm.cityofsantacruz.com/OnBaseAgendaOnline/Documents/ViewDocument/ TRANSPORTATION%20STUDY.PDF.pdf?meetingId=2255&documentType=Agenda&itemId=37401&publishI d=57062&isSection=false.
9 Such as a model proposed under the County of Santa Cruz VMT analysis. (See https://sccoplanning.com/Portals/2/County/Planning/policy/Transportation/SantaCruzCounty_VMTGuidel ines_051121.pdf.)
10 Technical Advisory, p. 13, https://opr.ca.gov/docs/20190122-743_Technical_Advisory.pdf.

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project-specific or location-specific information. This new hotel Project will attract more employees and patrons, which must be analyzed and mitigated consistent with the City’s VMT guidelines and not given an ad hoc exemption from a proper VMT analysis. These defects run counter to the specific findings required for a Class 32 CatEx. (CEQA Guidelines § 15332.) In sum, Local 19 is concerned with the Project’s compliance with the Code and Coastal Act— particularly as it relates to the adequacy of affordable housing fees and the lack of on-site lowercost accommodations. So, too, we are concerned with the potentially significant impact on noise and VMTs—which makes a Class 32 CatEx inapplicable. Thus, Local 19 respectfully asks the City to stay action on the Project Approvals until the various errors are cured in a CEQA-compliant environmental review, such as a mitigated negative declaration (“MND”), with noise/VMT mitigation and consideration of on-site lower-cost accommodation rooms and more affordable housing in-lieu fees.

Local 19 reserves the right to supplement this appeal justification at future hearings and proceedings for this Project. (See Galante Vineyards v. Monterey Peninsula Water Management Dist. (1997) 60 Cal.App.4th 1109, 1120 [CEQA litigation not limited only to claims made during EIR comment period].) This Office requests, to the extent not already on the notice list, all notices of CEQA actions and any approvals, Project CEQA determinations, or public hearings to be held on the Project under state or local law requiring local agencies to mail such notices to any person who has filed a written request for them. (See Pub. Res. Code §§, 21092.2, 21167(f) and Gov. Code § 65092.) Please send notice by electronic and regular mail to Jordan R. Sisson, Esq., 801 S. Grand Avenue, 11th Floor, LA, CA 90017 ([email protected]).

Thank you for consideration of these comments. We ask that this letter be placed in the administrative record for the Project.

Sincerely,

LAW OFFICE OF GIDEON KRACOV
__________________________________________________
Jordan R. Sisson

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Cruz Hotel
Santa Cruz, California
Construction Noise Control & Operational
Assessment
SM&W Project #24078
Prepared for:

Lee Butler
Santa Cruz Planning Department
809 Center St # 101,
Santa Cruz, CA 95060
March 13, 2024

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 2 of 10

1. INTRODUCTION
This report assesses possible future construction and operational noise generated by the proposed Cruz Hotel development, located at 310-328 Front Street in Santa Cruz, California. All results and recommendations are based on the 12/22/22 plan set, and coordination with the applicant team. The purpose of this report is to supplement the CEQA Categorial Exemption Review authored by Dudek.

2. PROJECT OVERVIEW AND EXISTING CONDITIONS
The Cruz Hotel will be comprised of 6 occupiable stories and include up to 232 hotel rooms, amenity spaces, common open space, and an occupied rooftop area. The project will include demolition of the existing structure at the project site. No nighttime construction work is anticipated to be required to construct the project (10PM to 8AM).

The area surrounding the project on the west side of the San Lorenzo River currently includes many commercial properties, as well as the Santa Cruz Metro Center bus station. These uses contribute to the local noise environment as part of a vibrant mixed-use area. Additional traffic noise from the adjacent roads also contributes to the existing noise environment. For example, Laurel Street is located immediately south of the project and has 5 vehicle lanes.

The area in the vicinity of the project is expected to become more vibrant due to recently approved and foreseeable future development in accordance with the Downtown Plan. As a result, it is likely that there will be more foot traffic for shopping, new commercial businesses will open, and more general activity will be introduced in the project area.

A survey of existing noise levels at the project site was conducted in 2022 and found that 24-hour average noise levels ranged from 64 to 71 dBA1 on the project site depending on the setback from the road. The Land Use Compatibility guidelines in the Santa Cruz General Plan acknowledge this level of noise as elevated and require noise exposure to be studied and appropriately reduced to protect interior spaces2.

This further confirms that the project area currently experiences noise levels commensurate with an active mixed-use corridor.

3. NOISE SENSITIVE RECEPTORS
Noise associated with the project was analyzed in terms of the noise increases from the project at the nearest noise-sensitive receptors. The most noise sensitive receptors in terms of project-related noise would be residential and hotel land uses because these are places where people will normally sleep.

Sensitive receptors within 500 feet of the project boundary, associated land use type, and approximate distances to the closest property line are listed in Table 1 and shown graphically in Figure 1 below. For the purposes of this assessment, noise levels are estimated at the nearest receiver (800 to 818 Pacific Ave, 313 Front St.) as noise levels at other locations would be lower due to increased distance attenuation. Other non-noise sensitive uses in the project radius include commercial and public properties including, for example, 408 Front St., 333 Front St., and 201 Front St. 1 See table on Page 3 of the noise study The Cruz Hotel by Salter Inc. dated 11/30/2022. 2 Examples: the Land Use Compatibility Guidelines consider noise levels near 65 dBA Ldn to be “conditionally acceptable” for residential, hotel, schools, churches and similar uses provided noise insulation and other features are provided as part of the project.

Additionally, this noise level is considered normally acceptable for most office, commercial and similar uses.

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 3 of 10
Table 1: Noise Sensitive Receptors
#
Direction
to Project
Site
Sensitive Receptor
Address
Land Use
Type Example Properties
Minimum
Setback from
Project Site (ft)
1 West 800 to 818 Pacific Ave,
313 Front St. Mixed-Use Pacific Place Apartments 60
2 East 111 Barson St. Residential Nuevo Sol Housing Complex 490 3 East 114 Barson St, 268 to 280
San Lorenzo Blvd Residential - 490
Figure 1: Sensitive Receptors within 500 feet

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 4 of 10

4. ACOUSTICAL CRITERIA

4.1. CONSTRUCTION NOISE

SANTA CRUZ NOISE ORDINANCE
The City of Santa Cruz Municipal Code does not include quantitative noise limits for construction. Chapter

9.36.010 subsection (a) generally prohibits “offensive noise” during nighttime hours (defined from 10PM to 8AM), which is understood to include construction given the exemptions allowed under subsection (e).

SANTA CRUZ GENERAL PLAN
The City of Santa Cruz General Plan does not include quantitative noise limits for construction but includes general policy goals to reduce the impact of construction noise on the surrounding community.

FTA GUIDELINES
The latest Federal Transit Administration (FTA) Guidance Manual “Transit Noise and Vibration Impact Assessment” (dated September 2018) recommends the following thresholds for construction noise screening depending on the receiving land use. Residential receivers would determine the need for mitigation given they are the nearest receiver and receive the most stringent noise limits compared to commercial or industrial receivers. Only daytime thresholds are considered since construction during nighttime hours is not anticipated for this project.

Since the City Municipal Code and General Plan do not have descriptive requirements in regard to construction noise, the FTA assessment is considered to be the most relevant guideline to the project and is commonly used by jurisdictions as a threshold of significance. • Residential: 90 dBA
• Commercial: 100 dBA
• Industrial: 100 dBA

4.2. OPERATIONAL NOISE

SANTA CRUZ MUNICIPAL CODE
The Santa Cruz Municipal Code, Chapter 24.14.260 states the following limits for operational noise (i.e., as distinct from temporary construction) dependent on the receiving property type. • Residential: 5 dBA above the local ambient
• Commercial & Industrial: 6 dBA above the local ambient As described in Chapter 24.22.488 of the Santa Cruz Municipal Code, the ambient noise level is the mean or middle sound level over a six-minute period, with a minimum ambient noise level of 40 dBA. Therefore, the most conservative noise limit (i.e., for any part of the City with very quiet ambient noise levels) would be 45 dBA3.

Chapter 9.36 of the Santa Cruz Municipal Code does not provide quantitative noise limits therefore, Chapter 24 will be used as a guideline for operational noise limits. 3 40 dBA minimum ambient noise level + 5 dBA over ambient

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 5 of 10

SANTA CRUZ GENERAL PLAN
The Santa Cruz General Plan provides the general land use acceptability limits as stated above. There are no other known criteria to abide by.

5. QUANTITATIVE ASSESSMENT

5.1. CONSTRUCTION NOISE
A quantitative analysis of construction noise throughout the various construction phases was conducted. A list of likely construction equipment for each phase was provided by the Applicant Team as shown in Table 3 below. The amount of construction noise generated by the project would depend on the following elements:
a) The potential construction schedule and expected hours of work. b) The specific pieces of construction equipment planned for each phase of the project and the duration of use. The typical daily and hourly use as well as when the equipment would operate over the entire project is of interest.
c) The location of each piece of equipment on the construction site, relative to applicable measurement distances.

FTA construction noise limits relevant to this project would be the residential limit of 90 dBA and commercial noise limit of 100 dBA at the receiving property line. Section 7.1 of the FTA Transit Noise and Vibration Impact Report4, considers the combined maximum noise of the two loudest pieces of equipment in each project phase at the neighboring uses, if the equipment were operating simultaneously in the center of the project site. At the time of this report, the need for construction during nighttime hours (10PM to 8AM the following morning) is not anticipated and therefore this assessment only considers construction during daytime hours.

Anticipated construction noise levels were estimated using industry standard methodology from the Federal Highway Administration (FHWA) Roadway Construction Noise Model (RCNM) computer software. This model combines noise reference levels for various equipment items and estimates the project-level combined noise levels out to set receptor distances. Where applicable, average noise (LEQ) calculations consider the usage factor (UF), therefore accounting typical expected operational time for each type of equipment. The FHWA does not provide reference noise levels for all equipment types provided – in these cases, equipment items from the FHWA were substituted for similar items on the equipment list (e.g. drum mixer substituted for concrete mixer). For this assessment, no acoustic shielding from fencing or other intervening structures is included to provide a “worst-case” analysis.

None of the construction phases would exceed the FTA criteria of 90 dBA as shown in the following table.

The closest noise sensitive receptor with the most restrictive noise limit is the mixed-use development located about 60 feet west from the center of the project site, which would easily meet the 90 dBA noise limit. It should be noted that this analysis is based on both pieces of equipment operating simultaneously at the nearest property line, which is considered very conservative as construction noise would be lower as equipment moves around the site and operates on an “as needed” basis. Since the conservative residential construction noise limit would be met, the commercial limit of 100 dBA would be easily met since 4 Step 3, Option A

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 6 of 10
it is relatively similar distance away from the project site5 and the commercial limit is 10 dB above the residential limit.

Table 3: Estimated Construction Equipment Noise at Residential (60-ft setback) Project
Phase Project Equipment Substituted Equipment (FHWA)
FHWA Ref.

Noise Level,
dBA Lmax @
50 ft.

Est. Noise
at Receiver
Shoring

1. Drilling Rig Auger Drill Rig 85
81 2. Backhoe Backhoe 80

3. Front Loader Front End Loader 80

4. Concrete mixers Drum Mixer 80

5. Trucks Dump Truck 84
Demolition

1. Excavators Excavator 85
83 2. Front Loaders Front End Loader 80

3. Dump Trucks Dump Truck 84

4. Compressor chipping machine Pneumatic Tools 85
Grading and
Site Prep

1. Scraper Scraper 85
82 2. Front Loaders Front End Loader 80

3. Wheel Tractor Tractor 84

4. Dump Trucks Dump Truck 84
Foundations
& Structure

1. Boom Pump Pumps 77 81 2. Concrete Mixer Trucks Concrete Mixer Truck 85 Building
Construction

1. Pneumatic Nail Guns Pneumatic Tools 85

2. Compressors Compressor (air) 80 82

3. Forklifts Man Lift 85
It should be noted that the area surrounding the proposed project is currently experiencing noise from construction at multiple sites nearby, including the adjacent site across Front Street (Pacific Place Apartments). Since the project does not require unusually loud construction activities (pile driving, etc.), noise levels are anticipated to be similar to what is already experienced in the area from the current construction projects.

As discussed in Sections 2 and 3 above, the nearest residential receiver is the new development across Front Street (Pacific Place Apartments). We understand that the City of Santa Cruz required this project to include noise insulation features such as sound-rated windows and façade elements that would reduce exterior to interior noise transmission, consistent with the General Plan. As a result, the building is better equipped to reduce construction noise more effectively than older structures with only single pane windows and poor acoustic seals, further reducing the temporary effects associated with construction noise.

5.2. OPERATIONAL NOISE FROM ROOFTOP TERRACE
Operational noise from guest activities and outdoor AV systems at the occupied roof are assessed in the sections below.

The estimations conservatively assume no acoustic shielding provided by the project building itself, or any surrounding buildings to provide a “worst-case” assessment. In reality, receiver locations without line 5 40 feet, approximately 9 dB difference from 115 feet.

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 7 of 10
of sight to the majority of the occupied rooftop area would experience lower noise levels due to acoustic shielding provided by the building itself, and any other intervening structures.

Additionally, ambient noise levels in the local area are higher than the worst-case assumption of 40 dBA.

For reference, noise measurements at the project site show that 24-hour average noise levels away from the road are as low as 64 dBA Ldn6, as expected for this active mixed-use corridor. As noted for construction noise in the section above, the modern construction and noise insulation features required for new residential buildings, such as the one across Front Street, would further reduce discernible noise levels from the occupied roof area.

CROWD NOISE
An occupied rooftop terrace is planned above the 6th floor of the project and spans approximately 6,200 sq. ft. of the roof. The project includes outdoor common spaces on the rooftop for common hotel guest use only and will not be open to the public. Hotel guest activity noise in these common areas is not expected to substantially contribute to the total noise environment at the nearest sensitive receptors.

The steady state crowd noise from multiple occupants competing to be heard can be estimated using the occupancy of the space and the properties of nearby sound-reflective surfaces. A maximum capacity of 285 people is planned for the roof deck and conservatively assuming that only one of every three occupants would be actively talking simultaneously (95 people), the average crowd noise level on the roof is estimated to be approximately 65 dBA. Considering that the center of the occupied roof is located 115 feet away from the residential property located west, the crowd noise level experienced at the neighboring property is estimated to be approximately 38 dBA, which meets the conservatively assumed noise limit of 45 dBA.

AMPLIFIED LOUDSPEAKER NOISE
Noise from outdoor TV displays (and associated loudspeakers) proposed on the roof deck may vary in loudness and is dependent on the operational levels decided by the user, but expected to be temporary and intermittent. However, loudspeaker noise is not expected to be elevated above raised conversation levels at a given time in order to preserve speech intelligibility of rooftop conversations and avoid disrupting hotel guests. Noise levels of loudspeakers are assumed to range between 60 to 65 dBA when 3 feet away from the speaker. Therefore, noise levels from this equipment is expected to be similar to crowd noise and would not exceed the noise limit of 45 dBA at the neighboring properties.

6. CONSTRUCTION NOISE MANAGEMENT
While the assessment above shows that noise from construction is anticipated to meet the guidelines published by the FTA, the project proposes the following additional standard practices to manage noise from construction activities in response to General Plan Policy HZ3.1.3:
• Require all construction equipment to be equipped with mufflers and sound control devices (e.g., intake silencers and noise shrouds) that are in good condition and appropriate for the equipment. • Locate construction equipment as far as feasible from adjacent or nearby noise-sensitive receptors.
• When possible, locate stationary equipment in pit areas or excavated areas. 6 Measurement location S-1 from noise study The Cruz Hotel by Salter Inc. dated 11/30/2022.

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 8 of 10
• Require stationary noise sources associated with construction (e.g., generators and compressors) in proximity to noise-sensitive land uses to be muffled and/or enclosed within temporary enclosures and shielded by barriers, to the extent feasible and practical. • Prohibit the idling of inactive construction equipment for prolonged periods (i.e., more than 10 minutes).
• Provide written notification of loud construction activities and equipment (listed below) for nearby buildings prior to the start of such activities.
o Jackhammers
o Drilling Rig
o Concrete Saws
• Use electric motors rather than gasoline- or diesel-powered engines to avoid noise associated with compressed air exhaust from pneumatically powered tools, to the extent feasible and practical.

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 9 of 10

7. APPENDIX A: DEFINITIONS OF ACOUSTICAL TERMS
A WEIGHTING is the decibel scale for sound level measurements using the “A” weighted network of a sound level meter and is denoted as “dBA.” The A-weighted network is shaped to correspond to the response of the human ear so that the results correlate approximately with human perception. It is the accepted standard for environmental noise measurements.

AMBIENT NOISE (see also Background Noise) is the sound pressure level associated with a given environment. It is a composite of sounds from near and far. For the purpose of measuring a specific noise source, it is the sound pressure level of all sources excluding the specific sound source being measured.

BACKGROUND NOISE (also Ambient Noise) is the sound pressure level associated with given environment.

For the purpose of measuring indoor ambient noise, the dominant component of the noise is caused by the HVAC system.

DAY-NIGHT LEVEL (Ldn or DNL) is the A-weighted equivalent continuous sound exposure level for a 24-hour period with a 10 dB adjustment added to the sound levels occurring during nighttime hours (10 PM to 7 AM). Ldn is typically used by regulating agencies to report general environmental noise.

Ldn = [(Ld + 10 Log10 15) & (Ln + 10 + 10 Log10 9)] – 10 log1024 Where Ld = Leq for the daytime
Ln = Leq for the nighttime
& = decibel addition
DECIBEL or properly DECIBEL SCALE is the scale that measures sound level pressure (or other quality of interest) defined as 20 times the logarithm of the ratio of the sound level pressure (or other quality) to a standard reference level that by convention has been selected to approximate the threshold of human hearing. The standard reference in the U.S. is 0 decibel equals a pressure of 0.0002 Micro bar. The abbreviation for decibel is dB.

ENVIRONMENTAL NOISE, contrary to its original meaning referring to natural noise, has become known as the noise in the outdoor environment from transportation systems, machinery or other manmade sources.

FREQUENCY is the pitch of sound and refers to the cyclical variations per unit time. Noise can be composed of sound from the entire spectrum of frequencies. Frequency is expressed in cycles per second or Hertz.

This is abbreviated Hz.

INTEGRATED OR EQUIVALENT SOUND LEVEL is the A-weighted equivalent continuous sound exposure level for a defined time. This is abbreviated Leq (time).

OCTAVE BAND is the range of sound frequencies whose lower limit frequency is half the upper limit frequency (one octave). Octave bands are identified by the geometric mean frequency or center between the lower limit and the upper limit.

OUTDOOR INDOOR TRANSMISSION CLASS (OITC) is the single number rating system to classify the transmission loss of materials used for environmental noise isolation rather than reporting the levels at separate frequency bands. For environmental noise, this rating system is preferred over STC because it was specifically designed to address transportation noise using an average transportation noise spectrum. OITC ratings are calculated from measured values of transmission loss in 1/3 octave bands, according to ASTM Standard E 1332.

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Cruz Hotel – Construction & Operational Noise Assessment March 13, 2024 – Page 10 of 10
SOUND LEVEL METER is an instrument to measure sound pressure levels in dB. Various features are incorporated into an instrument to select specific sound frequency bands, integrate pressure over time and display minimum, mean, and peak levels.

SOUND PRESSURE LEVEL (SPL) is the ratio, expressed in decibels, of the mean-square sound pressure level to a reference mean-square sound pressure level that by convention has been selected to approximate the threshold of human hearing (0.0002 Microbar in the U.S.).

SOUND TRANSMISSION CLASS (STC) is the established single number rating system to classify the transmission loss of materials rather than reporting the levels at separate frequency bands. The rating system was originally designed to address speech isolation and is derived from measured values of transmission loss, according to ASTM E 413. It is not appropriate for use in environmental noise isolation applications because the STC rating does not sufficiently take into account the low frequencies that predominate in transportation noise. Two materials with the same STC rating may achieve very different levels of transportation noise isolation.

TRANSMISSION LOSS is a measure of the sound insulation of a material stated in decibels. Generally, the transmission losses of materials are given in standard 1/3 octave band intervals.

25.1.202
Low Cost Visitor Amenities in the City of Santa Cruz
Attachment to the March 26, 2024 Cruz Hotel City Council Staff Report The City of Santa Cruz provides and protects lower cost visitor and recreation facilities and amenities, consistent the City’s history and with the certified Local Coastal Program (LCP) for the City. The LCP does not contain policies specifically requiring low-cost visitor-serving accommodations. The only mention of cost relative to accommodation in the City’s certified LCP are policies and discussion of upgrading the aging hotel stock and providing a full-service conference hotel facility.

The following are some of the facilities within the City that are low to no-cost:
 Santa Cruz Municipal Wharf – The historic wharf, now present for approximately 110 years, is owned and managed by the City of Santa Cruz. The wharf provides recreation, fishing, walking ½ mile into the bay, restrooms, dining, shopping and parking for visitors. Access is free. Most of the water edge of the wharf is directly accessible to pedestrians, unlike other piers in California. The City recently adopted a Wharf Master Plan that seeks to maximize coastal access even further and to maintain the wharf for the foreseeable future.
 Santa Cruz Beach Boardwalk – The Boardwalk amusement park offers free access, as well as free entertainment such as the summer concert series.  Carmelita Cottages – The City recognizes the importance of providing lower cost visitor serving accommodations and has taken several actions over the years to ensure that affordable accommodations are provided. The City has directly subsidized the sustainable operation of Carmelita Cottages, a hostel run by the Santa Cruz Hostel Society. The City owns the property and adjacent park land which it leases to the Santa Cruz Hostel Society for $1/year. The hostel is located a block and a half from the beach and is in the coastal zone. The 30-year lease agreement requires that the Santa Cruz Hostel Society operate Carmelita Cottages as a hostel accommodation and that the adjacent park land be made available to all guests and the general public.
 Monterey Bay National Marine Sanctuary Exploration Center – This state-of-the art visitor center opened July 23rd, 2012. Overlooking the ocean, the Sanctuary Exploration Center is located in the heart of Santa Cruz's beach area just steps away from the city's Municipal Wharf. The center features interactive and multimedia exhibits to help visitors explore the sanctuary's marine environment. The City owns the property and the

25.1.203
Exploration Center building and managed its construction. By terms of the City’s agreement with NOAA, admission is free.
 West Cliff Drive Bicycle and Pedestrian Path – The highly used path connects the Main Beach to Natural Bridges State Beach and coastal parks to the north, providing walkers, joggers, and bikers recreational activities as well as beautiful views of the Monterey Bay.
 San Lorenzo Levee Path – This bike path connects the Harvey West area to Downtown to the Beach Boardwalk. It runs on the west side of the San Lorenzo River and crosses under the road bridges.
 Lighthouse Field State Beach – The 38-acre open space provides hiking, and is home to the Santa Cruz Surfing Museum located in the Memorial Lighthouse. The City and County were instrumental in saving that property from development to create public ownership and access in perpetuity.
 Beach Area/Downtown Shuttle - The City with its business partners provides an allelectric beach/downtown shuttle that is currently $1 per ride.  Public Access Points to the Coast – All access points to the coast identified in the LCP have been acquired, provided and maintained.
 Santa Cruz Greenbelt – Over many years and through many voter approved tax initiatives the City of Santa Cruz has purchased a public open space greenbelt around the entire city. The greenbelt properties (some in the Coastal Zone) provide free public access and natural habitat resource protection.
 Other Beaches, Parks, and Open Spaces – In addition to the Greenbelt Open Spaces, the City owns and operates a number of parks and open spaces in the Coastal Zone that offer free recreational access to natural amenities and park spaces, such as Arana Gulch, Ocean View Park, Depot Park, and Neary Lagoon. Many publicly accessible beaches are also dispersed along the City’s coastline. Some beaches are managed by State Parks, while others are managed by the City.
 Santa Cruz Harbor – Approximately two miles of walking area around the harbor.

The City, as reflected in its LCP, has proactively considered and provided lower cost visitor and all visitor serving amenities into an integrated tourist experience over the years.

25.1.204
From: Dennis Hagen
To: City Plan
Subject: 324 Front St Project
Date: Friday, February 9, 2024 11:19:41 PM
Dear Commissioners:

I fully support the 324 Front St Project.

I drive on Front St every day and despite a small increase in traffic, I believe the project will benefit downtown businesses, increase tax revenues and create a safer area for both locals and visitors.

Dennis Hagen
Lower Westside
Santa Cruz

25.1.205
From: [email protected]
To: City Plan
Subject: comments on 324 Front Street: Cruz Hotel Project Public Hearing 2/15/24 Date: Tuesday, February 13, 2024 6:29:59 AM
Dear Commissioners: Please ensure that there is adequate, safe and convenient bicycle access within the project area, especially for cyclists on the river levee attempting to get down to Front Street. Please direct revisions to the currently proposed site plans to accomplish this objective. This is especially important because ramps north of the project area that cyclists previously used have been removed and are not being replaced. The project plans and sketches show lively bicycle activity on the levee and substantial bicycle parking. But, if bicycle access is difficult and inconvenient, the potential for these uses will diminish.

For cyclists riding south along the San Lorenzo River levee, the plans show a zig-zag ramp leading toward Front Street (see proposed plan below left). The proposed sharp turns will be difficult to ride.

The bottom of this ramp will pass right by a business door. If cyclists continue straight through to avoid riding into the adjacent seating area with tables, they will enter the Front Street away from the curb cut and crosswalk leading to the planned Maple Alley paseo.

If continuing south along the levee before attempting to reach Front Street, cyclists will be dumped off the pathway into a free-standing right turn on Laurel Street. At the point where cyclists can leave the path, the bike lane on Laurel Street is already to the left of the right turn lane and the marked crossing to the bike lane is to the north of this intersection. According to the project illustrations, this narrowed ramp area will also be filled with foot traffic. And, if cyclists chose to take the sidewalk down to Front Street, they will have to compete with all of the anticipated pedestrians.

Similar concerns were expressed by the cycling community with regard to the lack of bicycle access through the Riverfront project. At its September 3, 2020 hearing, five out of the six Planning Commissioners who spoke voiced support for bicycle access to and from the levee between Soquel Avenue and Laurel Street. Please make good on that support by directing that these connections from the River levee to Front Street be redesigned to be safe, attractive and rideable for cyclists and to minimize pedestrian conflicts. For example, the northern ramp can be revised to align with the paseo crosswalk and avoid passing directly between a business door and its seating (see better concept in purple below right).

Thank you for supporting cycling in our city,
Rick Hyman
Coulson Ave.

25.1.206
Proposed Plan Better Concept
in Purple

25.1.207
From: jarwoodsc Wood
To: City Plan
Subject: Re: Proposed Hotel/Conference Center, Front St.

Date: Wednesday, February 14, 2024 8:01:44 PM
Dear Santa Cruz Planning Commission,
I am writing to beg you NOT to approve the Mega Hotel/Conference Center proposed for Front Street by the San Lorenzo River. This project goes against everything Santa Cruz stands for. The River restoration project, more housing, low-income housing, to name a few. The environmental impact of a project of this size, including removal of 11 Heritage Trees, and the sensitivity of the river area make this project unconscionable. This project will block sunlight for residents of the new apartment complex on the other side of Front Street as well as destroy the view of the river for Santa Cruz residents.

We don't need another hotel! Our town cannot bare the tourist traffic this monstrosity will bring.

I urge you to come to your senses and DENY this project! Thank you,
Joy Wood
219 Merced Avenue
Santa Cruz, 95060
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25.1.208
From: Judi Grunstra
To: City Plan
Subject: Planning Commission meeting Feb 15 2024 Public Hearing Date: Wednesday, February 14, 2024 8:10:08 AM
Commissioners:

With regard to the proposed hotel on Front St, Item 2 on your agenda, I would like you to raise the question about the number of parking spaces. With fewer spaces than hotel rooms, where are hotel employees supposed to park? How many employees does the hotel plan to employ? At the very least, the hotel management should provide free bus passes for all employees.

Thank you.

Judi Grunstra

25.1.209
From: Savitri Jones
To: City Plan
Subject: cruz hotel
Date: Wednesday, February 14, 2024 9:01:23 AM
To the Santa Cruz Planning Commission:

As a long-time resident of Santa Cruz I am strongly opposed to allowing the building of the Cruz Hotel. Our city is on a fast track of profits over people, with private equity and greedy investors being catered to. The monster buildings that are already being built do the opposite of beautifying the city or serving those who need affordable housing.

I'm appalled that the city council and planning commission are promoting these projects.

None of them are addressing people who are integral to our town. The decision makers are choosing to cater to the very wealthy and the profiteers.

In great numbers we are losing teachers for our kids, service people of all kinds, workers across the board, caregivers for those like my special needs son, students who need housing, middle income folks.

And what are the millionaires/billionaires here who could invest in alleviating the homeless crisis?
The beauty of Santa Cruz is rapidly eroding, it's soul is being lost. It's appalling.

Sincerely,
Savitri Jones

25.1.210
From: Dan C
To: City Plan
Subject: Support for Cruz Hotel
Date: Wednesday, February 14, 2024 11:13:32 AM
Planning Commission Members,
Thank you for your service to the Planning Commission and the City of Santa Cruz. I'd like to offer my support for the Cruz Hotel development currently on the docket for tomorrow's meeting. It would be a wonderful addition to the city and attract tourists and business conferences (and the associated revenue) to the area. Those lots along Front St. are in need of improvement and we are fortunate to have this option available to us.

Best -
Dan Coughlin

25.1.211
From: DK
To: City Plan
Subject: Planned Hotel for Front street
Date: Wednesday, February 14, 2024 12:19:29 PM
Just a thought, having witnessed a building collapse in Manila, and flooded basements at projects next to water sources: Is it really a good idea to build a multi-story building in a flood plain (with a basement) right next to the river? What is the soil there? What about liquefaction? I will remind all of the 1989 earthquake where I witnessed the ground rise 2 feet into an "A" at Arana Gulch , and that the 1906 earthquake move the ground 6 feet up and 6 feet sideways . I'm not an engineer but there is no denying that anything is possible.

John Knoll Jr.

Cal Fire retired
Santa Cruz

25.1.212
From: Paul Lillig-Gruesser
To: City Plan
Subject: Building
Date: Wednesday, February 14, 2024 10:17:29 PM
Please, please, no 7 story hotel/conference center on Front St!! Enough is enough

25.1.213
From: Ron Pomerantz
To: City Plan
Subject: April 15, 2024 Item #2: 302, 310, 314, 322, 324, 326, 328 Front Street Project Number: CP21-0051 Assessor"s Parcel Numbers: 005-151-29; 005-151-34; 005-151-35; 005-151-48; 005-151-51 Date: Wednesday, February 14, 2024 10:29:06 PM
Good day Planning Commissioners.

The city’s planning development mantra and policy is housing, housing, and more housing at any and all costs. Now a few well connected developers dangle revisionist history and inflated promises to build a hotel, using 3 city parcels no less, the mantra is magically suspended. At least until some other sites down the road open up for 150’ developments. Sure looks, feels, and smells like hypocrisy in motion. Approval of this oversized Monolith to Stupidity in the flood plan, with inadequate parking that goes below the river level, little improvement for pedestrian and bike access and safety, increased congestion, inaccessibly priced for the majority of residents or visitors, and a lost opportunity to comply with RHNA (California State Regional Housing Needs Allocation) all point to denying this project.

Thank you for your time and thoughtful consideration.

Ron Pomerantz
PS. Another ground for the project's denial is the slight of hand trick. The hotel developers asked and got increased height from the General Plan's 50' to 70’, but in the hotel’s plans they've added 15’ more to that. When does the shuckin' and jivin' end?

25.1.214
From: Ian McRae
To: City Plan
Subject: Front Street Hotel Project
Date: Thursday, February 15, 2024 8:13:40 AM
Dear Planning Commision,
As a fourth generation Westside Santa Cruz resident, and Downtown Santa Cruz business owner for the past 18 years, I believe I have some perspective and insight on the benefits a Downtown Santa Cruz hotel would bring to our community. Right now there are way too many vacant storefronts in our Downtown area. We here in Santa Cruz have what many small cities envy, and that is an old school, Downtown/Main Street feel. A walkable, tree lined thoroughfare, with locally owned and operated stores that provide jobs for our residents, and keeps the money that is spent there in our community. What we don't have is a Downtown Hotel that would cater to the needs of people that want to visit our area, and spend their money in our community. With our extensive bike trails, beautiful and walkable streets, and the Beach Boardwalk Shuttle, our Downtown is well prepared to accommodate hotel residents in an environmentally responsible way. Throw in the good jobs that the hotel and hospitality industry provides, and they are good jobs, I think this project would be a great benefit to our community.

Ian McRae
Hula's Island Grill

25.1.215
From: Pierluigi Oliverio
To: City Plan
Subject: Cruz Hotel
Date: Thursday, February 15, 2024 1:56:01 PM
Dear Planning Commissioners,
Thank you for your continued service.

I wanted to reach out and stress the importance of a unanimous vote this evening, recommending approval of the Cruz Hotel.

This is likely the best proposal for Downtown and tax revenue ever.

The Downtown continues to struggle and so does the city budget This proposal is what has been envisioned for the Downtown by the City and residents for years. Downtown needs these hotel visitors who would walk and spend money in Downtown.

Their activity would add much needed vibrancy and help Downtown merchants while generating sales tax (split between the city and other local government entities). 12 cents of every dollar these hotel visitors spend on lodging goes to the City (TOT tax). The hotel will also generate ongoing property taxes for the city, county and school district plus ongoing utility taxes for the City. The City of Santa Cruz does not pay city employees with goodwill but rather with tax revenue and in turn these employees provide city services on behalf of residents.

The scale of the hotel fits into the Downtown and the public improvements for public open space and the river would likely never happen without this development. In addition, the $5 million in fees for low income housing would also not happen without this development along with all of the other significant city fees paid by this development which I suspect are in the seven figure range. Finally, this hotel would also make an annual payment for Business Improvement Assessment which is paid to the Downtown Association. This is the type of project that will bring people back to the Downtown who may have chosen to patronize other areas due to some of the challenges facing Downtown.

Please recommend approval.

Thank you for your consideration.

Pierluigi

25.1.216
From: Judi Grunstra
To: City Council
Subject: Agenda Item 25_Cruz Hotel
Date: Friday, March 22, 2024 7:37:45 PM
Dear Mayor and Council Members:

Several things interested me as I read through the lengthy hotel details.

It was interesting to read (on page 244) "The City does not have regulations or thresholds regarding construction noise levels."
Perhaps you should direct staff (Planning Dept?) to incorporate such thresholds in future projects.

With regard to the Health in All Policies justification, it conveniently ignores the fact that there will be FOUR bars in the hotel.

Under the Resolution of Findings, number 26 states "The proposed use is consistent with the surrounding neighborhood character. The bar uses are common amenities associated with a hotel of this size and will be compatible with the surrounding uses in the downtown area." It cannot be denied that there are already many police calls to the downtown to deal with inebriated individuals. Adding four more will not contribute to the city's "health." Nor does the HiAP note that the increased demand for water by hotel guests (towels, pools, laundry, etc.) will impact the "health" of our water system, especially in periods of drought.

As several other letter writers have pointed out, this project is in a flood plain, so how can it be feasible to have 3 levels of underground parking?
The report points out that Santa Cruz is not lacking in hotel rooms, and that this will not be a "destination" hotel. Yet the city has deemed this project more important than the housing we hear is desperately needed. This certainly screams "gentrification," especially when one reads of the room rates of $330, with the larger suites undoubtedly much costlier.

Judi Grunstra

25.1.217
From: Ron Pomerantz
To: City Council
Subject: March 26, 2024 Council Agenda Item #25: Cruz Hotel Date: Monday, March 25, 2024 11:30:51 AM
Re. March 26, 2024 City Council Agenda Item #25: Cruz Hotel Good day Council and Mayor.

The City’s planning development mantra and policy for a long time has been housing, housing, and more housing at any and all costs. Now a few well-connected developers dangle revisionist history and inflated promises to build a luxury hotel, using city parcels no less, the mantra is magically suspended. At least until some other sites down the road open up for 150’ developments. Sure looks, smells, and feels like hypocrisy in motion. Approval of this oversized Monolith to Environmental Stupidity in the river floodplain, with inadequate parking that goes 3 levels below the river level and will require continual pumping, little improvement for pedestrian and bike street access and safety, increased congestion, inaccessibly priced rooms for the majority of residents or visitors, and most importantly a lost opportunity to comply with RHNA (California State Regional Housing Needs Allocation).

All this points to denying this project.

Where’s the Environmental Impact Report for the river and wildlife and alteration of the levy? What does the City Attorney say about the City’s liability in 20 or 30 years when liquefaction causes damage to this structure. What does he say if this project’s modification of the levy causes it to fail leading of damage to other surrounding properties. Will the residents of the city be on the hook for these failures and damages?
The hotel developers asked and got increased height from the General Plans 50' to 70’, and in the hotel’s plans they've added 15’ more to that with Council approval. These changes were supposed to be incentives for affordable housing not a luxury hotel. When does the shuckin' and jivin' end? Should you approve this development, with all the benefits the City has given the developers how about negotiating some substantial public benefits. ie. Housing for their employees. Year-round affordable rooms. Year-round affordable use of the facilities by local organizations. Wider sidewalks. Increased TOT. Increased parking. The display of big-hearted generosity of $50k to the Hostel Society and $50K to the Boys and Girls Club takes my sarcastic breathe away. How about a significant financial commitment to other worthy local organizations? How about a few of these public benefits for all the benefits bestowed upon the developers?!
Sure would be honorable and fair for Staff to also represent the residents and public interest rather than shilling for the developers. I heard excellent questions from Planning commissioners with pap answers given by Owen Lawler and Bonnie Lipscome and Lee Butler. It sure feels like the fix is in to give the developers what they want and the public be damned. I strongly request you hold ground and assure major public benefits are required.

There’s always the Coastal Commission to assure environmental protection and public benefits are seriously considered.

This luxury hotel should be rejected and our public land should be used to meet Santa Cruz’s number one problem: truly affordable housing for our workforce in conformity to city policy.

Thank you for your time and thoughtful consideration.

25.1.218
Ron Pomerantz

25.1.219
From: George Ow
To: City Council
Subject: Letter Of Support For Cruz Hotel at 324 Front Street.

Date: Monday, March 25, 2024 1:58:33 PM
TO: City of Santa Cruz City Council--Sent Via Email. Please confirm receipt. Thank you.

FROM: George Ow, Jr., 203 Highland Avenue, Santa Cruz, CA, 95060, [email protected].

This is a letter of support for the Cruz Hotel at 324 Front Street. Please approve this project and facilitate construction and completion.

My name is George Ow, Junior. I am the patriarch of our family 50 plus member family, which has lived and done business in Santa Cruz for five generations over at least a 120+ year period. I have led our family business interests and philanthropic activities since 1970, 54 years.

Chinatown. My family and I lived in the 4th and last Chinatown that went from Cooper and Front to the Santa Cruz Chinatown Dragon Gate on the San Lorenzo River. We owned 324 Front Street years back and sold the property to Santa Cruz Community Credit Union so they could expand. We once owned the small block nearby that includes Ace Hardware. We were involved with businesses downtown. We partnered up with a public-private team to revive and reopen the years empty Del Mar Theater. We are involved with many other businesses and properties in the City and throughout the County—but no businesses or properties in the downtown area.

I note the progress on the hundreds of units that are climbing up and think of the care put into the design of the buildings and the comforting idea that people will soon be warm and snug in the coming residences. I think of the long espoused dream of connecting the downtown with the Boardwalk and the wharf. The residences and the Cruz Hotel follow these plans.

Now is the time. Santa Cruz is being offered a gorgeous hotel--on both the river front side and the Front Street side. The Cruz Hotel will bring tourists, who will bring much needed life and add good dollars to our economy. It will bring hotel tax dollars and sales tax dollars. This project should be welcomed and encouraged. The project is so positive economically and we need businesses to complement the housing. This is the perfect business. Please support it whole heartedly.

Thank you.

George Ow, Jr.

25.1.220
From: Bonnie Bush
To: City Council
Subject: Fwd: Items 25, 25.1, 25.2 on the March 26 City Council Agenda -- Support Date: Monday, March 25, 2024 7:09:39 PM
Bonnie Bush
City Clerk
City of Santa Cruz
809 Center St., Room 8, Santa Cruz, CA 95060
Phone: 831-420-5035
Email:[email protected] Web: www.cityofsantacruz.com Begin forwarded message:

From: Casey Beyer <[email protected]>
Date: March 25, 2024 at 4:58:55 PM PDT
To: Fred Keeley <[email protected]>, Renee Golder <[email protected]>, Sandy Brown <[email protected]>, Martine Watkins <[email protected]>, Shebreh Kalantari-Johnson <SKalantari[email protected]>, Scott Newsome <[email protected]>, Sonja Brunner <[email protected]>
Cc: Bonnie Bush <[email protected]>, Matt Huffaker
<[email protected]>, Bonnie Lipscomb
<[email protected]>, Lee Butler <[email protected]> Subject: Items 25, 25.1, 25.2 on the March 26 City Council Agenda -- Support
Dear Mayor Keeley, Council members and City Staff:

I will be brief, the Downtown Recovery Plan has included the development of a hotel in our downtown for many years. The Santa Cruz County Chamber of Commerce primary mission is to promote the economic vitality of our central coast communities. The inclusion of a new hotel in our downtown is and will be an economic investment for the future. On behalf of the Chamber Board of Directors, we support the recommendation outlined below that is included in the staff report.

Resolution to acknowledge the environmental determination (Categorical Exemption Section 15332, Class 32) and approve the Coastal Permit, NonResidential Demolition Authorization Permit, Design Permit, Boundary (Lot) Line Adjustments, Special Use Permit, Administrative Use Permit, Additional Height Request, a Revocable License for an Outdoor Extension Area, and Heritage Tree Removal Permit to construct a 232-room hotel and associated facilities, and make a finding that the sale of the exempt surplus properties is consistent with the General Plan in accordance with the Surplus Lands Act, based on the Findings and Conditions of Approval listed in the attached draft resolution.

25.1.221
Respectfully submitted,
Casey
Casey Beyer
Chief Executive Officer
Santa Cruz County
Chamber of Commerce
(831) 457-3713

25.1.222
Cruz Hotel
City Council
March 26, 2024 25.1.223
Site Location
Privately
Owned
City Owned Paseo
City Owned
Parcels to
be Acquired

25.1.224
Project Proposal
Demolish commercial building
Six-story 232 room Hotel
3 floors of underground parking
Ground floor retail
Banquet/Conference Space
Restaurant/Bar/Café
Gym/Spa/Rooftop Pool

25.1.225
Project Permits
Nonresidential Demolition Authorization
Permit
Heritage Tree Removal Permit
Boundary Adjustment
Coastal Permit
Special Use Permit
Administrative Use Permit
Design Permit
Revocable License for Outdoor Ext Area

25.1.226
Planning Commission
 February 15, 2024
 Commission comments:
 Well thought out, attractive building, downtown identity  Great location next to riverwalk, affordable housing
nearby
 First rate public spaces (Maple Alley/Riverwalk) - huge public benefit
 Hotel big part of downtown economic development
 Employee parking
 Great amenities (rooftop/riverwalk/etc.)
 Approved 6-0

25.1.227
General Plan Designation
Regional Visitor Commercial
(RVC)/Downtown Santa Cruz
Natural Area (NA)
Downtown Plan/San Lorenzo Urban
River Plan calls for publicly
accessible outdoor extension area
connecting to Riverwalk

25.1.228
General Plan Policies
• Community Design CD1.5.2 Provide incentives for new
development adjacent to the San Lorenzo River that
includes patios overlooking the river, enhanced
connections to the levee trails, and other design features that connect the built environment to the river.
• Community Design CD5.2.1 Encourage buildings to be
oriented towards sidewalks, public plazas, walkways, or rivers and to include features such as public benches and natural seating areas.
• Mobility Development Policy M1.3 - Create pedestrianfriendly frontage and streetscapes and attractive pedestrian-oriented areas.
• Economic Development ED1.1.2 – Support the
development and expansion of businesses that make a
balanced contribution to the cultural, environmental, and economic health of the city.

25.1.229
General Plan Policies
• Economic Development ED 1.1.6 - Revitalize the RiverFront area.
• Economic Development ED 1.5.1 - Encourage the
development of facilities that would accommodate
conferences and conference-goers in conjunction with
existing or new hotel development.
• Economic Development ED 1.5.2 - Attract a top-end, fullservice hotel to expand and improve the year-round conference segment of the tourism market.
• Economic Development ED5.1.1 Provide for the
development of supporting land uses adjacent to retail
shopping areas, while assuring protection of existing
residential neighborhoods.
• Parks, Recreation, and Open Space PR4.1.3 Maintain and enhance the recreational value of the San Lorenzo River walkway

25.1.230
Downtown Plan
 Unique character but consistent with DP design standards  Consistent with Height Zone B
 Visitor-Serving
 Strong Linkage to Riverwalk
 Enhances pedestrian and bike usage

25.1.231
Downtown Plan
Additional Height Request

25.1.232
Affordable Housing In-Lieu Fee
 $5.00/square foot above 50-foot base height
 45,500 sq ft x $5.00 = approx. $230,000
 Affordable Workforce Housing
 Four offsite dwelling units to be made
available at subsidized rents for low or verylow income employees  Pay no more than 30% of income
 If not feasible, provide in-lieu fee equivalent to
cost of providing four low-income units

25.1.233
Design Permit

25.1.234
Front St. Elevation

25.1.235
Second Floor Plan

25.1.236
Laurel St. Elevation

25.1.237
Parking
CC Reso NS-30,132
.25 spaces per room
58 spaces required
214 parking spaces provided
82 Class 1 Bike Spaces
32 Class 2 Bike Spaces

25.1.238
Off-Site Improvements
 Sidewalk expansion
12’ Front St.
 8’Laurel St
 Four new streetlights along Front
 Maple Alley pedestrian/bike connection
 Riverwalk (levee pathway)
 New street trees
 Directional curb ramp install at Front/Laurel St
 Extension of Riverwalk along Laurel to
intersection
 Underground utilities25.1.239
Maple Alley

25.1.240
Coastal Permit
Located in CZ-O and SP-O districts
Consistent with Local Coastal
Program
Provides visitor-serving uses
Low-Cost Visitor and Recreational
Facilities

25.1.241
Low Cost Visitor & Recreational
Facilities
 $50,000 contribution to Santa Cruz Hostel Society
 $50,000 contribution to the Boys and Girls Clubs of SC County to revitalize their indoor swimming pool
 Free bike rentals
 Bike rentals
 Free public Wifi
 Community days for local non-profits to have access to rooftop/conference facilities
 Restroom, bar, restaurant services will remain publicly accessible during operating hours
 $50,000 contribution toward City Trolley Service
 Tower viewers for visitors to view the river habitat

25.1.242
Low Cost Visitor Accommodations
 Six family suites w kitchenettes
Low Cost Visitor Inlieu Fee (Voluntary)57.25 room x
$144,750
$8.3 Million
Housing In-lieu Fee
(Required)
$5.00/sq ft x 45,400
sq ft
-$230,000
Additional Housing
Benefit (Voluntary)
4 units x $700,000 -$2.8 Million
Hostel Society
Contribution
(Voluntary)
$50,000 -$50,000
Boys & Girls Club
Contribution
(Voluntary)
$50,000 -$50,000
Total Low Cost
Overnight After
Credits
Approx
$5.17 Million

25.1.243
Environmental Review
CEQA Categorical Exemption
Project within developed urban
area
CEQA Guidelines Section 15332
(Class 32 – Infill Development
Projects)
VMT
Noise
Flooding 25.1.244
Recommendation
That the City Council:
 Acknowledge the environmental determination; and
 Approve the Coastal Permit, Non-Residential Demolition Authorization Permit, Design Permit, Boundary Line
Adjustment, Special Use Permit, Administrative Use Permit, Additional Height Request, a Revocable License for an
Outdoor Extension Area, and Heritage Tree Removal Permit to construct a 232-room hotel and associated facilities, and make a finding that the sale of the exempt surplus properties is consistent with the General Plan in accordance with the Surplus Lands Act, based on the
Findings and Conditions of Approval listed in the Draft Resolution (Attachment 1).

25.1.245
End

25.1.246
City Council

AGENDA REPORT
DATE: 03/18/2024
AGENDA OF: 03/26/2024
DEPARTMENT: Economic Development and Housing
SUBJECT: Consideration of an Option and Purchase Sale Agreement Between the City of Santa Cruz and SCFS Venture LLC for the City-owned Property, Located at 302 and 326 Front Street, North of the Intersection with Laurel Street, APNs 005-151-48 and 005-151-35 (EDH)
RECOMMENDATION: Resolution authorizing and directing the City Manager to execute an Option and Purchase and Sale Agreement between the City of Santa Cruz and SCFS Venture LLC, a Delaware limited liability company, for the purchase of City-owned property located at 302 and 326 Front Street, in a form approved by the City Attorney subject to any non-substantive changes, and to take any further actions and authorize the City Manager to execute any other related documents necessary to conclude the sale.

BACKGROUND: The City of Santa Cruz (City) owns certain vacant land currently improved and used as parking lots or staging areas including portions of (1) the lot identified as Assessor's Parcel Number 005-151-48, which is located on Front Street, north of the intersection with Laurel Street ("302 Front Street"), and (2) the lot identified as Assessor's Parcel Number 005- 151-35 ("326 Front Street"), which is also located on Front Street north of the intersection with Laurel Street. SCFS Venture LLC (SCFS) desires to purchase the property with the intent to develop a 232-room hotel which will also include certain public improvements to the adjacent property owned by the City for the purpose of creating a public paseo, pursuant to the Downtown Plan.

In 2021, SCFS approached the City about a potential hotel project on Front Street that would connect to the Riverwalk and help activate the lower Pacific/Front downtown area. Santa Cruz, as a major tourist destination and tourist-based economy, has long been significantly underserving the demand for hotel accommodation in our community. Studies over the last 15 years have indicated that there is a need for additional quality hotel rooms and that the City could help bolster the local economy and be more competitive with the surrounding region for attracting conferences and other revenue generating events if additional hotel accommodation could be provided.

Hotels additionally serve to expand the City’s tax base, generate new revenue funding sources for the City, including increased transient occupancy tax (TOT) and sales and use taxes, create new job opportunities and generally improve economic and physical conditions in the City.

These collective benefits enhance the quality of facilities, goods and services available to the

25.2.1 City and its residents, such as police, fire, street maintenance and parks and recreation improvements and programs.

The downtown, in particular, would greatly benefit from a hotel that draws visitors to the area and serves as a convenient pedestrian-friendly shopping and dining environment with nearby connections to the Riverwalk, beach, boardwalk and wharf. As online sales have increased in recent years and the pandemic has reset the dining and shopping patterns in cities across the country, having a hotel in your urban core that provides a steady tourist population can be a lifeline for brick-and-mortar retail and restaurants, helping to ensure the long-term sustainability of our downtown and its vibrant businesses.

Following feedback from City staff on the viability of a hotel on lower Front Street, SCFS subsequently submitted an application for development in 2021 subject to City Council authorization to sell the City-owned land included in the proposed project. Over the last several years, SCFS has revised the proposed plans based on City and community feedback and the project was recently approved by the Planning Commission at its meeting of February 15, 2024.

DISCUSSION: A term sheet of major deal points for the purchase of the City-owned parcels was approved by the City Council in closed session. Due to the long-term nature of the entitlement process for a development of this size and complexity, SCSC has asked the City to consider a longer than normal escrow period. As a result, the negotiated terms include a non refundable deposit and an extended option and escrow period that allows for termination of the agreement in any of the following events: 1) the Option is not exercised by three and one-half years from effective date, 2) the Buyer does not obtain a building permit for the proposed project along with evidence of financing satisfactory to the City within four years of the effective date.

These terms specifically protect the City and its development interests. The specific negotiated terms of the proposed Option and Purchase and Sale Agreement beyond standard sale provisions are as follows:

Buyer: SCFS Venture LLC (Buyer)
Seller: City of Santa Cruz
Price: $2,050,000 (Two Million and Fifty Thousand Dollars), AS-IS Sale Additional Consideration: Public Benefit Contribution: $500,000 additional consideration shall be paid to the City at the earliest of: 1) 15 days following building permit issuance, 2) termination of the parking leaseback/license agreement, 3) Sale to a third party, 4) Submittal of a new project application, 5) Within three (3) months of the close of escrow
Option Term Deposit: $150,000 nonrefundable, due five days after effective date, applicable to purchase price
Option Term: Three and one-half (3.5) years from effective date Option Exercise: Buyer must submit for a building permit for the Project to the City and pay all applicable plan check fees in order to exercise Option

25.2.2 Close of Escrow: Up to six months (180 days) beyond Option Period, but may close earlier in the event of City confirmation of completion of plan check process, readiness for building permit issuance, and evidence of financing satisfactory to the City. On or before Closing, Buyer shall execute an enforceable commitment, secured by a performance bond or other security instrument approved by the City in its reasonable discretion, to pay all applicable impact and other fees and pull a building permit for construction of the Project within forty-five (45) days of Closing. Close of escrow may not extend beyond four years from effective date without City approval.

Default: In the event of a Buyer’s default, the City shall retain the $150,000 deposit. In the event of a Seller’s default, the Buyer shall be refunded the $150,000 deposit.

Parking and Parking
Leaseback: City shall have the right to license from Buyer parking stalls within the existing parking lots at 302 Front Street, 316 Front Street and 326 Front Street beyond the close of escrow.The lease of 302 and 326 Front Street shall be at no cost to the City and the lease of 316 Front Street shall be at pre-existing terms subject to a former license agreement between the City and the Buyer. The final terms of the parking lease back shall be determined after further negotiation between the parties, subject to approval from the City.

Additional Benefits: The Option and Purchase and Sale Agreement contains an acknowledgement and agreement that the project entitlements will include a condition of approvals that includes the following conditions to be fulfilled prior to issueance of a building permit or certificate of occupancy for the project:
1) The parties will enter into a definitive agreement implementing Buyer’s obligation to construct a public paseo adjacent to the Project, generally known as the Maple Alley Paseo extension prior to issuance of a building permit for the project,
2) The parties will enter into a definitive agreement implementing Buyer’s obligation to maintain the Maple Alley Paseo extension area and other extension areas prior to issuance of a certificate of occupancy of the project,
3) If the hotel is developed on the property, the future hotel owner will enter into a Voluntary Fee Collection Agreement which provides hotel guests with an opportunity to voluntarily contribute to the City of Santa Cruz, as further defined in the Conditions of Approval.

25.2.3 Closing Costs: Buyer and Seller split all closing costs, transfer taxes, title insurance premiums, escrow fees and recording costs.

Staff recommends that the City Council adopt a resolution authorizing and directing the City Manager to execute an Option and Purchase Sale Agreement between the City of Santa Cruz and SCFS Venture LLC with the agreed upon terms stated above, or any directed modifications thereof, for the City-owned property located at 302 and 326 Front Street, in a form to be approved by the City Attorney, and to take any further actions and to authorize the City Manager or his designee to execute any other related documents necessary to conclude the sale.

HEALTH IN ALL POLICIES: The proposed Option and Purchase and Sale Agreement aligns directly with the City’s commitment to “Health in All Policies.” By supporting the establishment of a hotel in our downtown core and the growth of employment locally, we enhance the quality of life for residents. This not only contributes to economic growth and prosperity but also fosters health equity and sustainability in our community. As the proposed hotel has proposed suites for families with kitchenettes reducing the overall trip cost, the proposed project provides a more affordable visit to Santa Cruz, leading to a more inclusive and healthier urban environment and a more vibrant city for all residents.

FISCAL IMPACT: Any potential sale proceeds including any and all deposits and additional consideration resulting from the sale of City-owned property would be deposited into the City’s Public Trust Fund unless otherwise directed by the City Council. There is no negative fiscal impact to approving and executing the proposed Option and Purchase Sale Agreement. Should the Buyer terminate, without cause, the Option and Purchase Sale Agreement during the option period, escrow period or in the condition of default, the City would retain the $150,000 nonrefundable deposit.

Prepared and Submitted By:

Bonnie Lipscomb
Director of Economic
Development and Housing
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. RESOLUTION.DOC

2. OPTION AND PURCHASE AND SALE AGREEMENT.DOCX

25.2.4 RESOLUTION NO. NSRESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ AUTHORIZING

AND DIRECTING THE CITY MANAGER TO EXECUTE AN OPTION AND PURCHASE

AND SALE AGREEMENT BETWEEN THE CITY OF SANTA CRUZ AND SCFS VENTURE LLC FOR THE CITY-OWNED PROPERTY, LOCATED AT 302 AND 326 FRONT STREET, NORTH OF THE INTERSECTION WITH LAUREL STREET, APNS 005- 151-48 AND 005-151-35
WHEREAS, the City of Santa Cruz (‘City”) owns certain real property improved and used as parking lots or staging areas including portions of (1) the lot identified as Assessor's Parcel Number 005-151-48, which is located on Front Street, north of the intersection with Laurel Street ("302 Front Street"), and (2) the lot identified as Assessor's Parcel Number 005-151-35 ("326 Front Street"), which is located on Front Street and the intersection with Laurel Street; and WHEREAS, the property has been previously declared by the City Council to be exempt surplus property and offered for lease or sale to entities listed in Government Code Section 54222; and
WHEREAS, the City has reported this declaration to the State of California as required by California Government Code Section 54220 et seq. (the “Surplus Lands Act”), and has received a letter, dated February 23, 2024, from the California Department of Housing and Community Development stating that the City has no further obligations under the Surplus Lands Act; and WHEREAS, SCFS Venture LLC has offered to purchase the property AS-IS for the appraised value subject to certain negotiated terms for the purposes of building a hotel; and WHEREAS, the Planning Commission serving in the capacity as the City’s planning agency has made a finding of general plan consistency determination pursuant to Section 65402 of the Government Code; and
WHEREAS, any and all monies collected under the proposed Purchase Sale Agreement shall be deposited into the City Public Trust Fund unless otherwise directed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Cruz that the City Manager is authorized and directed to execute an Option and Purchase Sale Agreement between the City of Santa Cruz and SCFS Venture LLC, a limited liability company, for the purchase of City-owned property located at 302 and 326 Front Street, in a form to be approved by the City Attorney subject to any non-substantive changes, and to take any further actions and authorize the City Manager to execute any other related documents necessary to conclude the sale.

25.2.5 RESOLUTION NO. NS2
PASSED AND ADOPTED this 26th day of March, 2024, by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: _________________________
Fred Keeley, Mayor
ATTEST: _____________________________
Bonnie Bush, City Clerk Administrator

25.2.6 82811.00018\42126244.1
018718.0001 4861-6946-1142.9

OPTION AND PURCHASE AND SALE AGREEMENT AND JOINT ESCROW

INSTRUCTIONS

THIS OPTION AND PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this "Agreement") is made and entered into as of ______________, 2024 for reference purposes only, by and between the City of Santa Cruz, a California municipal corporation ("Seller"), and SCFS Venture LLC, a Delaware limited liability company ("Buyer").

The date upon which both Buyer and Seller have executed this Agreement and delivered the same to one another, shall hereinafter be referred to as the "Effective Date".

RECITALS
A. Seller is the owner of the Property, as defined below.

B. Buyer desires to purchase the Property, as described below, with the intent to develop a 232-room hotel that will also include certain public improvements to adjacent property ("Project"). The Project is subject to discretionary approvals from the City, including but not limited to, a Non-Residential Authorization Permit, Design Permit, Administrative Use Permit, Conditions of Approval, and any other necessary permits, as well as necessary minor amendments to the Downtown Plan and Local Coastal Program, which were approved by the City of Santa Cruz Planning Commission on February 15, 2024, and which remain subject to approval of the Santa Cruz City Council (collectively the "City Entitlements"). In addition, the Project required the California Coastal Commission to certify and approve the amendments to the Local Coastal Program in order for the City to consider the City Entitlements ("Coastal Commission Approvals"), which occurred on December 15, 2023. Collectively, the City Entitlements and the Coastal Commission Approvals are referred to as the "Project Entitlements." C. Buyer and Seller desire that for a temporary period of time following the Closing (as defined below), Seller, as “Licensee” shall have the right to license from Buyer, as “Licensor”, certain parking stalls within the existing parking lot at 302 Front Street (as defined below), 316 Front Street, and 326 Front Street (as defined below), pursuant to a written agreement (the “Temporary Parking License”) between Buyer and Seller, on the terms set forth in this Agreement.

D. Accordingly, Buyer desires to acquire from Seller, and Seller desires to grant to Buyer, an exclusive option to purchase Seller's right, title and interest in the Property, subject to the terms and conditions set forth herein.

IN CONSIDERATION of the respective agreements hereinafter set forth, Seller and Buyer hereby agree as follows:

1. Grant of Option.
(a) Grant of Option. Seller hereby grants to Buyer an option ("Option") to purchase the Property, as defined below, on the terms and conditions specified in this Agreement. (b) Option Consideration. Failure to make any payment required by this section on or before the date specified shall cause this Option to terminate. As used in this Agreement,

25.2.7 82811.00018\42126244.1
018718.0001 4861-6946-1142.9 2
the term "Option Consideration" means the consideration for the Option Term (as defined below) in the amount of ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000), which must be deposited into Escrow Holder, as defined below, within five (5) business days of the Effective Date. The Option Consideration will be immediately released to Seller. If Buyer does not timely pay the Option Consideration, the Agreement shall not go into effect and all terms, conditions and obligations stated herein shall be deemed cancelled. Upon receipt by Escrow Holder, Escrow Holder shall immediately transfer the Option Consideration to Seller. The Option Consideration is payable to Seller in exchange for the right to purchase the Property on the terms and conditions set forth herein and is nonrefundable. Buyer must pay the Option Consideration in accordance with Escrow Holder's written instructions. All Option Consideration shall be applicable to the purchase price.
(c) Option Term.
(i) The Option must be exercised, if at all, prior to the expiration of 5:00 p.m., California time, on the day that is three and one-half (3.5) years following the Effective Date (the “Option Term”). If Buyer (A) fails to exercise the Option prior to the expiration of the Option Term, or (B) provides a written notice to Seller that it will not exercise the Option, then this Agreement automatically terminates, and the parties shall have no further obligations hereunder, except to the extent obligations are specifically stated to survive. (d) Exercise.
(i) The Option shall be exercised, if at all, after completion of the Due Diligence under Section 4, and prior to the expiration or earlier termination of the Option Term. (ii) As a condition to exercising the Option, Buyer must submit for a building permit for the entire Project to the City and have paid all applicable plan check fees. If this condition is not satisfied within the Option Term, then this Agreement automatically terminates, and the parties shall have no further obligations hereunder, except to the extent obligations are specifically stated to survive.
(iii) In order to exercise the Option, Buyer must give written notice to Seller that Buyer exercises the Option prior to the expiration of the Option Term. Buyer will use commercially reasonable efforts to provide Seller written notice (which may be via email only) that Buyer intends to exercise the Option at least five (5) days prior to exercising the Option. (iv) Upon election to exercise the Option, Buyer waives any termination right under this Agreement except if any Condition Precedent (as defined below) is not satisfied pursuant to Section 7 or in the event of a Seller default as provided in Section 9(g)(ii). (e) Memorandum of Option. The parties shall execute a memorandum or short form of this Agreement, in the form attached hereto as Exhibit E (the "Memorandum") to be recorded, filed or published in the public records of Santa Cruz County and provide such notice to Escrow Holder for recording within three (3) business days of the execution of this Agreement. (f) Quitclaim Deed. Upon expiration or termination of this Option without the Option having been effectively exercised, Buyer agrees that it shall, within five (5) days of any

25.2.8 82811.00018\42126244.1
018718.0001 4861-6946-1142.9 3
request therefor, execute and deliver to Seller a quitclaim deed releasing the Memorandum. The provisions of this section shall survive the termination of this Agreement

2. Purchase and Sale Price.
(a) Upon proper exercise of the Option, Seller hereby agrees to sell "AS-IS" and convey to Buyer, and Buyer hereby agrees to purchase from Seller, subject to the terms and conditions set forth herein, that certain vacant land currently improved and used as parking lots or staging areas including portions of (1) the lot identified as Assessor's Parcel Number 005-151-48, which is located on Front Street, north of the intersection with Laurel Street ("302 Front Street"), and (2) the lot identified as Assessor's Parcel Number 005-151-35 ("326 Front Street"), which is located on Front Street and the intersection with Laurel Street, Santa Cruz, California, all as more fully described in Exhibit A (the "Land"), together with all rights, privileges, easements or appurtenances to or affecting the Land (collectively, the "Appurtenances") (collectively, the "Property").
(b) The purchase price for the Property ("Purchase Price") shall be Two Million Fifty Thousand Dollars ($2,050,000.00).
(c) The Purchase Price shall be paid as follows:
(i) Within five (5) business days following the Effective Date, Seller and Buyer shall open an escrow in connection herewith ("Escrow") with First American Title Company, 2425 Porter Street, Suite 12, Soquel, CA 95073, Attention: Joyce Avila ("Escrow Holder"), and Buyer shall deposit into Escrow Holder the Option Consideration required under Section 1(b), in cash or other immediately available funds. (ii) If the Closing (as defined herein) contemplated hereunder should occur, then the Option Consideration shall be applied to the Purchase Price at the Closing. (iii) On or before the Closing, Buyer shall deposit into Escrow cash or other immediately available funds in the amount of the balance of the Purchase Price, less any amounts paid for the Option Consideration or credits due Buyer hereunder (the "Closing Amount"). The Closing Amount shall be applied towards the Purchase Price at the Closing. (d) Public Benefit Contribution Agreement. As additional consideration, Buyer, on its behalf and its successors and assigns, agrees to make a public benefit contribution in the amount of Five Hundred Thousand Dollars ($500,000.00) ("Public Benefit Contribution").

On or before the Closing Date, Buyer and Seller shall enter into a definitive agreement setting forth Buyer’s obligation to make the Public Benefit Contribution, on the terms and conditions of the form of agreement attached hereto as Exhibit F (the "Public Benefit Contribution Agreement"). The full execution of the Public Benefit Contribution Agreement is a condition precedent to Closing. As set forth in the Public Benefit Contribution Agreement, the Public Benefit Contribution shall be paid upon the earlier of the following: (i) fifteen (15) days following the issuance of a building permit for the Project, (ii) the termination by Buyer, as “Licensor”, of Seller’s rights to license parking stalls pursuant to the Temporary Parking License, (iii) the sale of the Property or any parcel that is part of the Project to a third party, (iv) Buyer’s submission to Seller of an application for any project other than the Project or entitlement unrelated to the Project

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on the Property or any parcel that is part of the Project, or (v) the date that is three (3) months following the Closing Date as defined herein. Upon satisfaction of one of the foregoing conditions in accordance with the Public Benefit Contribution Agreement, Buyer shall make the Public Benefit Contribution directly to the City in cash or other immediately available funds.

3. Title to the Property. At the Closing, Seller shall cause to be conveyed to Buyer fee simple title to the Property by duly executed and acknowledged grant deed substantially in the form attached hereto as Exhibit B and incorporated herein by this reference (the "Deed"). As used in this Agreement, closing (the "Closing") shall be deemed to occur upon the recording of the Deed. Evidence of delivery of fee simple title shall be the issuance by Escrow Holder to Buyer of an ALTA standard coverage owner's policy of title insurance in the amount of the Purchase Price, insuring fee simple title to the Property in Buyer as of the date and time of Closing, subject only to such exceptions as Buyer shall have approved as provided below (the "Title Policy"). The Title Policy shall provide full coverage against mechanics' and materialmen's liens and no title exception for parties in possession, and shall contain such special endorsements as Buyer may require, including, without limitation, any endorsements required as a condition to Buyer's approval of any title exceptions (the "Endorsements"). Buyer shall have the right, at its sole expense, to request and obtain an ALTA extended coverage owner's policy of title insurance, provided that such additional coverage shall not be a condition precedent to, or otherwise excuse or delay any of, Buyer's obligations under this Agreement. Buyer shall have sole responsibility for obtaining, and bearing the cost of, any survey required by the Title Company or desired by Buyer. Within five (5) business days following the Effective Date, Seller shall order a preliminary title report with respect to the Property, together with copies of all underlying documents referenced therein and a map containing a plotting of all easements capable of being plotted (collectively, the "Preliminary Report"), to be prepared by the Escrow Holder. No later than thirty (30) days after the Effective Date, Buyer shall give written notice to Seller of any items contained in the Preliminary Report which Buyer disapproves ("Buyer's Disapproval Notice"). Failure of Buyer to notify Seller of Buyer's disapproval of all or any item on the Preliminary Report shall be deemed to be an approval by Buyer of such item(s). In any event, Seller shall remove as exceptions to title prior to the Closing, any mortgages, deeds of trust, and other monetary encumbrances, and any liens or encumbrances that have been voluntarily placed against the Property by Seller after the Effective Date (collectively, "Disapproved Liens") shown on the Preliminary Report except for real property taxes not delinquent. Seller shall notify Buyer no later than five (5) business days after receipt of Buyer's Disapproval Notice whether it elects to remove such other items disapproved by Buyer. If by the expiration of the Due Diligence Period, there remain exceptions to title which have not been modified to the satisfaction of Buyer and/or removed prior to the Closing Date, then Buyer may elect to do either of the following by the expiration of the Due Diligence Period:
(i) accept such exceptions and proceed to take title to the Real Property subject to such exception(s); or (ii) this Agreement may be terminated in accordance with Section 4(b). In the event Buyer elects to terminate this Agreement pursuant to this Section 3, neither party shall have any further obligations to the other hereunder (except under provisions of this Agreement which specifically state that they survive termination), and Buyer shall not be entitled to a refund of the Option Consideration paid to Escrow.

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4. Due Diligence.
(a) From and after the Effective Date until the Closing or earlier termination of this Agreement, Seller shall afford authorized representatives of Buyer access to the Property, upon reasonable prior notice to Seller (which may be via email only), and so long as such access does not unreasonably interfere with the conduct of business on or use of the Property, for purposes of conducting such physical inspections and investigations of the Property as Buyer deems necessary (the "Inspections"). Seller's representative shall be present with Buyer or Buyer's representative for any access to the Property. The Inspections may include, without limitation, (i) a review of existing zoning, entitlement, planning or similar issues applicable to the Property; (ii) a review of the physical condition of the Property and the systems serving the Property; (iii) a review of the environmental condition of the Property, including a Phase I environmental site assessment and any proposal regarding a Phase II environmental site assessment. Buyer agrees not to conduct or cause to be conducted a Phase II environmental site assessment without the prior written consent of Seller, which shall not be unreasonably withheld or delayed. Buyer's Inspections shall be subject to Section 15. Buyer shall be solely responsible for any and all costs relating to any Inspections, including but not limited to a Phase I (or, if necessary, Phase II) environmental site assessment, subject to Section 15.
(b) As used herein, the term ("Due Diligence Period") shall refer to a period of time to expire at 5:00 p.m., California time, on the fortieth (40th) calendar day following the Effective Date. Buyer may elect, by written notice to Seller at any time prior to the expiration of the Due Diligence Period, to terminate this Agreement, which election shall be in Buyer's sole and absolute discretion. If Buyer desires to terminate this Agreement pursuant to this Section (b) then before the expiration of the Due Diligence Period, Buyer shall deliver written notice to Seller of Buyer's election to terminate (the "Buyer's Notice to Terminate"). If Buyer desires to proceed, subject to the remaining conditions set forth in this Agreement, then on or before the expiration of the Due Diligence Period, Buyer shall deliver written notice to Seller of such election to proceed (the "Buyer's Notice to Proceed"), electing to waive Buyer's right of termination pursuant to this Section (b).
(c) If, prior to the expiration of the Due Diligence Period, Buyer fails to deliver either Buyer's Notice to Terminate or Buyer's Notice to Proceed, then this Agreement shall automatically be terminated. In the event of the termination of this Agreement pursuant to this Section 4, neither party shall have any further obligations to the other hereunder (except under provisions of this Agreement which specifically state that they survive termination), and Buyer shall not be entitled to a refund of the Option Consideration paid to Escrow. (d) In the event this Agreement is terminated for any reason, Buyer shall return all Seller's Deliveries to Seller. Buyer further agrees that Buyer shall provide Seller with copies of all studies, reports, appraisals and other materials commissioned by or prepared for Buyer by third parties relating to or regarding the Property, but specifically excluding any attorney work product or other confidential information ("Buyer's Reports"), at no cost to Seller. Seller acknowledges that Buyer shall deliver such Buyer's Reports subject to the rights of third parties and without representation or warranty as to the accuracy or reliability. The obligations under this Section 4(d) shall survive the termination of this Agreement.

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5. Seller's Deliveries. Within five (5) business days following the Effective Date, Seller shall deliver to Buyer the materials described on Exhibit C, which shall contain copies of documents in Seller's possession or control, or to which Seller has access (collectively, the "Seller's Deliveries"). Except as provided in Section 10 below, Seller makes no representation whatsoever about the content, accuracy, completeness or value of any of Seller's Deliveries. All Seller's Deliveries will be provided to Buyer without warranty from Seller regarding the accuracy or completeness of the information contained therein, and such documents may or may not be assignable to Buyer. The delivery of such reports and studies shall be subject to the proprietary rights of any engineer or other consultant preparing the same and any limitations on use imposed by them. Buyer assumes all risk of reviewing and understanding any and all information contained in Seller's Deliveries.

6. Conditions to Seller's Obligations. Seller's obligations hereunder, including, but not limited to, its obligation to consummate the purchase transaction and proceed to Closing as provided for herein, are subject to the satisfaction, of each of the following conditions, each of which is for the sole benefit of Seller and may be waived by Seller in writing in Seller's sole and absolute discretion:
(a) Buyer shall not be in default under this Agreement. (b) Each representation and warranty made in this Agreement by Buyer shall be true and correct in all material respects at the time as of which the same is made and as of the date of the Closing.
(c) Buyer shall have executed and deposited with Escrow the Public Benefit Contribution Agreement in the form attached hereto as Exhibit F. (d) Buyer’s acceptance of and agreement to the City Entitlements in effect at Closing, including but not limited to the conditions of approval referenced in Section 18 of this Agreement and the requirement that, if a hotel is developed on the Property, the owner of the Property will enter into an agreement with Seller to offer an opportunity for Project guests to provide voluntary contributions to the City of Santa Cruz prior to the issuance of a building permit for the Project.
(e) Buyer shall have timely delivered all items required to be delivered by Buyer pursuant to Section 9.
(f) Buyer has complied with all requirements to exercise the Option. (g) [intentionally blank]
(h) The City of Santa Cruz Building Official and Planning Director have confirmed on or before the Closing that the plan check process is complete, and the City is ready to issue a building permit for the Project, following the Closing and the merging of the Property with the other parcels that comprise the Project.
(i) Buyer and Seller have executed a Temporary Parking License, if requested by Seller, on substantially the same terms as previously agreed to by between the Parties; provided

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that there shall be no charge or fee for City’s use and operation of a public parking lot at 326 Front Street.
(j) Evidence satisfactory to Seller, delivered to Seller on or before Closing, that Buyer will be able to cover the cost of constructing the Project, as City may determine in its reasonable discretion after reviewing one or more of the following: (1) the execution by Buyer and a bank or other lender of a term sheet for one or more construction loans, (2) the submission by Buyer of its financial model or pro forma that includes pro forma equity contributions and/or debt financing terms, or (3) any other reasonable form of evidence of the financial feasibility of Buyer’s development of the Project.

7. Conditions Precedent to Closing. The following are conditions precedent to Buyer's obligation to purchase the Property (the "Conditions Precedent"). The Conditions Precedent are intended solely for the benefit of Buyer and may be waived only by Buyer in writing in Buyer's sole and absolute discretion. In the event any Condition Precedent is not satisfied, Buyer may, in its sole and absolute discretion, terminate this Agreement, subject to the provisions of Section 8.
(a) Buyer's inspection, review and approval, within the Due Diligence Period, of all of the following:
(i) The physical characteristics and condition of the Property (including without limitation the condition of the soils);
(ii) Seller's Deliveries; and,
(b) Escrow Holder shall be unconditionally committed to issue the Title Policy to Buyer upon the Closing in the form and with such exceptions and endorsements as have been approved, or are deemed approved, by Buyer as provided in Section 3 above. (c) The Property shall be secured and not be occupied by any licensees, tenants, or any other occupants permitted by Seller.
(d) Seller shall have timely delivered all items required to be delivered by Seller pursuant to Section 9.
(e) Seller shall have executed and deposited with Escrow the Public Benefit Contribution Agreement in the form attached hereto as Exhibit F. (f) Seller shall have complied with all of Seller's duties and obligations contained in this Agreement and all of Seller's representations and warranties contained in or made pursuant to this Agreement shall have been true and correct when made and shall be true and correct as of the Closing Date.
(g) The Project shall have received "Final Entitlement Approval," which for purposes of this Agreement means the later of the following: (i) the date which is ninety (90) days after receipt of the Project Entitlements, as defined in the Recitals, (ii) if any appeal from the Project Entitlements is filed with the California Coastal Commission, the date which is ninety (90)

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days following the date on which the appeal is resolved in a manner acceptable to Buyer as determined by Buyer in Buyer’s sole discretion, or (iii) if litigation against the Project Entitlements is commenced within ninety (90) days following approval of the Project Entitlements or resolution of any appeal taken to the California Coastal Commission, the date on which the litigation is resolved in a manner reasonably acceptable to Buyer as determined by Buyer in Buyer’s sole discretion.

8. LIQUIDATED DAMAGES. IF THE SALE OF THE PROPERTY PURSUANT

TO THIS AGREEMENT IS NOT CONSUMMATED SOLELY BECAUSE OF A DEFAULT

UNDER THIS AGREEMENT ON THE PART OF BUYER, THE OPTION CONSIDERATION THAT IS ACTUALLY PAID, AND ALL BUYER'S REPORTS (SUBJECT TO SECTION 3 ABOVE), SHALL BE RETAINED BY SELLER AS LIQUIDATED DAMAGES. THE

PARTIES HAVE AGREED THAT SELLER'S ACTUAL DAMAGES, IN THE EVENT OF A

DEFAULT BY BUYER, WOULD BE EXTREMELY DIFFICULT OR IMPRACTICABLE TO DETERMINE. THEREFORE, BY PLACING THEIR INITIALS BELOW, THE PARTIES

ACKNOWLEDGE THAT THE OPTION CONSIDERATION AND BUYER'S REPORTS (SUBJECT TO SECTION 3 ABOVE) HAVE BEEN AGREED UPON, AFTER NEGOTIATION,

AS THE PARTIES' REASONABLE ESTIMATE OF SELLER'S DAMAGES AND AS

SELLER'S SOLE AND EXCLUSIVE REMEDY AGAINST BUYER, AT LAW OR IN EQUITY, IN THE EVENT OF A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER.

UPON THE OCCURRENCE OF ANY SUCH DEFAULT BY BUYER, SUBJECT TO SECTION 3 ABOVE, BUYER SHALL DELIVER WITHIN 2 BUSINESS DAYS OF SELLER'S REQUEST ALL BUYER'S REPORTS. SELLER HEREBY WAIVES ANY AND ALL BENEFITS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 3389. FURTHERMORE, THE

PAYMENT AND RETENTION OF SUCH OPTION CONSIDERATION AS LIQUIDATED

DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENALTY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 AND 3369, BUT IS INTENDED

TO CONSTITUTE LIQUIDATED DAMAGES TO SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677. UPON BUYER'S DEFAULT, SELLER MAY

INSTRUCT ESCROW HOLDER TO CANCEL THE ESCROW, AND PROMPTLY UPON

RECEIPT OF SAID INSTRUCTIONS, ESCROW HOLDER SHALL CANCEL THE ESCROW

AND DISBURSE TO SELLER THE OPTION CONSIDERATION PURSUANT TO THIS SECTION 8.

INITIALS: Seller _________ Buyer __________

9. Escrow; Closing, Prorations.
(a) Upon mutual execution of this Agreement, the parties hereto shall deposit an executed counterpart of this Agreement with Escrow Holder and this Agreement shall serve as instructions to Escrow Holder for consummation of the purchase contemplated hereby. Seller and Buyer shall execute such supplemental Escrow instructions as may be appropriate to enable Escrow Holder to comply with the terms of this Agreement, provided such supplemental Escrow instructions are not in conflict with this Agreement as it may be amended in writing from time to time. In the event of any conflict between the provisions of this Agreement and any supplementary Escrow instructions signed by Buyer and Seller, the terms of this Agreement shall control.

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(b) The Closing shall take place (the "Closing Date") on the date designated by Buyer at the time that Buyer delivers its Exercise Option to Seller and all conditions of Closing have been satisfied, provided that such date is no later than 180 days following the date that Buyer delivers its Exercise Option to Seller, or on such other date as agreed to by the parties in writing. (c) At least one (1) business day prior to the Closing Date, Seller shall deliver to Escrow Holder or Buyer the following:
(i) the duly executed and acknowledged Grant Deed for the Property; (ii) a duly executed bill of sale, conveying to Buyer all of Seller's right, title and interest in and to the personal property, in a form reasonably acceptable to Buyer (the "Bill of Sale");
(iii) a duly executed Owner's Affidavit, in the form required by Escrow Holder to issue the Title Policy in the form and with such exceptions and endorsements as have been approved, or are deemed approved, by Buyer as provided in Section 3 above (including any extended coverage);
(iv) a duly executed Temporary Parking License, if applicable; (v) a duly executed affidavit that Seller is not a "foreign person" within the meaning of Section 1445(f)(3) of the Internal Revenue Code of 1986 in the form attached as Exhibit D and incorporated herein by this reference together with a duly executed non-foreign person affidavit and evidence that Seller is exempt from the withholding obligations imposed by California Revenue and Taxation Code Sections 18805, 18815, and 26131; (vi) evidence reasonably acceptable to Escrow Holder that the documents delivered by Seller have been duly authorized and executed on behalf of Seller and constitute valid and binding obligations of Seller;
(vii) any other documents which the Escrow Holder may reasonably require from Seller in order to close Escrow which do not materially increase Seller's obligations hereunder;
(viii) a closing statement in form and content satisfactory to Buyer and Seller (the "Closing Statement") duly executed by Seller; and (ix) any other instruments, records or correspondence called for hereunder which have not previously been delivered.
(d) At least one (1) business day prior to the Closing Date, Buyer shall deliver to Escrow Holder or Seller the following:
(i) the Closing Statement, duly executed by Buyer;
(ii) a duly executed Temporary Parking License, if applicable;

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(iii) the Closing Amount; and
(iv) evidence reasonably acceptable to Escrow Holder that the documents delivered by Buyer have been duly authorized and executed on behalf of Buyer and constitute valid and binding obligations of Buyer.
(e) Seller and Buyer shall each deposit such other instruments as are reasonably required by Escrow Holder or otherwise required to close the Escrow and consummate the purchase of the Property in accordance with the terms hereof, including but not limited to: the Public Benefit Contribution Agreement.
(f) The following are to be paid by Buyer or Seller or apportioned as of the Closing Date, as follows:
(i) Buyer shall be responsible for any and all real property taxes, assessments, and fees applicable to Buyer's period of ownership, and Seller shall be responsible for any and all real property taxes, assessments, and fees applicable to Seller's period of ownership, even if such real property taxes, assessments, and fees are not yet due and payable. (ii) Any property operating expenses, utilities or other recurring costs relating to the Property shall be apportioned as of the Closing Date on the basis of a thirty (30)- day month.
(iii) All costs and expenses of Escrow incurred in this transaction shall be split evenly between Seller and Buyer, with each paying one-half (1/2) of the following:
(1) All sales, use and documentary transfer taxes;
(2) The cost of a standard ALTA coverage owner's policy of title insurance, provided, however, that Buyer shall pay the additional premium for any extended ALTA coverage and endorsements if desired;
(3) Escrow fees, recording fees and related expenses;
(4) Any city or county transfer taxes due; and
(5) Any other costs of escrow.
(iv) The provisions of this Subparagraph (f) shall survive the Closing. (g) Default; Right to Terminate.
(i) Buyer's Default. In the event that Buyer materially breaches an obligation of this Agreement prior to Closing, then Seller may terminate the Agreement by serving a written notice of default and Buyer fails to cure the default within three (3) days; provided, however, that if the default reasonably requires additional time to cure, then Buyer shall be allowed a reasonable time to cure that does not exceed sixty (60) days. Upon termination by Seller, Seller shall be entitled to the Liquidated Damages set forth in Section 8 of this Agreement.

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(ii) Seller's Default. In the event that Seller breaches an obligation of this Agreement, then Buyer may (A) terminate the Agreement by serving written notice of default and Seller fails to cure the default within three (3) days; provided, however, that if the default reasonably requires additional time to cure, then Seller shall be allowed a reasonable time to cure that does not exceed sixty (60) days, or (B) seek the remedy of specific performance as allowed by law. Upon termination by Buyer pursuant to this sub-paragraph (ii), Buyer shall be entitled to obtain a refund of the Option Consideration as its exclusive remedy. (iii) Failure of a Condition Precedent to Closing. Either party may terminate this Agreement, without cause, for failure of a condition precedent in favor of such party set forth in Section 6 (as to Seller) and Section 7 (as to Buyer), provided (i) such party is not in default hereunder, and (ii) such party has not waived such condition in writing. Upon such termination, Buyer shall not be entitled to a refund of the Option Consideration paid under this Agreement.
(iv) Upon a termination of this Agreement under this Section 9, the parties shall have no further obligations under this Agreement (except under provisions of this Agreement which specifically state that they survive termination).

10. Representations and Warranties of Seller. As of the date hereof and again as of Closing, unless otherwise specified below, Seller represents and warrants to Buyer as follows:
(a) Status; Due Authority. Seller is duly organized, validly existing and in good standing under the laws of the State of California. This Agreement and all documents executed by Seller which are to be delivered to Buyer at the Closing are and at the time of Closing will be duly authorized, executed and delivered by Seller, and at the time of Closing will be legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms. As of the date of Closing, to the best of Seller’s actual knowledge, Seller has obtained all necessary authorizations, approvals and consents to the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby, and Seller's legal authority to convey the Property is not subject to legal challenge or restriction, and the City Council for the City of Santa Cruz, or its legally authorized designee, has authorized the final terms and conditions of this Agreement. Other than as set forth in Section 10(g) below, Seller is not required to obtain any consent to the sale of the Property to Buyer from any governmental agency or public administrative body or any other person or entity.
(b) No Action. No attachments, execution proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings are pending against Seller, nor are any such proceedings contemplated by Seller. (c) Litigation and Condemnation. There is no pending or threatened litigation, arbitration or similar proceeding against Seller arising out of the ownership or operation of the Property. There are no pending condemnation or eminent domain proceedings affecting the Property or any part thereof, and no such proceedings have been threatened in writing against the Property.

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(d) Environmental. Seller has received no written notice of any outstanding environmental remediation orders or decrees issued by the federal government or the State of California regarding the Real Property (including, without limitation, written notice of any release of Hazardous Materials (as defined below) in violation of applicable Hazardous Materials laws).

Except as disclosed in that certain Phase 1 Environmental Site Assessment – 310, 316, 320, 322, 324, 326, and 328 Front Street, Santa Cruz California, EIS, Inc. Project #1977-1, dated February 11, 2020 and that certain Phase II Limited Subsurface Investigation Report – 310, 316, 320, 322, 324, 326, and 328 Front Street, Santa Cruz California, EIS, Inc. Project #1977-2, dated April 13, 2020 (collectively, the "Environmental Reports"), has no knowledge of any Hazardous Materials on, under or about the Property.
(e) Leases, Licenses, and Contracts. There are no leases, licenses, or other occupancy agreements affecting the Property, except for that License Agreement between Seller, as licensor, and Echelon, Inc., a California corporation and Anton DevCo, Inc., a California corporation, as licensee (collectively, "Licensee"), dated [June __, 2022] with respect to a portion of 302 Front Street (as the same may be amended, the "Construction Staging Agreement").

Except for (i) Licensee, with respect to 302 Front Street, and in accordance with the Construction Staging Agreement, and (ii) third parties using or occupying 326 Front Street for temporary parking permitted by Seller, the Property is vacant and there are no third parties using or occupying the Property. Except as disclosed in the Seller's Deliveries, there are no contracts affecting the Property.
(f) Option Rights. Except for this Agreement, Seller has not granted, and no third party has a contract, option, right of first refusal or right of first offer to purchase the Property. (g) Surplus Lands Act. Seller has declared the Property as exempt surplus land and reported this declaration to the State of California as required by California Government Code Section 54220 et seq. (the "Surplus Lands Act"), and has received a letter, dated February 23, 2024, from the California Department of Housing and Community Development stating that the City has no further obligations under the Surplus Lands Act. Based upon the foregoing, the City understands that it has complied with all requirements under the Surplus Lands Act for the consummation of the transactions contemplated hereby.
(h) No Representations as to Property. Except as expressly provided in this Agreement, there are no representations, agreements, arrangements, or circumstances, oral or written, between the parties relating to the subject matter contained in this Agreement that are not fully expressed in the Agreement, and Seller has not made and does not make any representation or warranty concerning any matter or thing affecting or relating to the Property, including but not limited to its fitness for a particular use, its physical condition or any other matter. (i) Sale "AS-IS". Subject to Seller's representations, warranties and covenants contained herein or in the documents signed by Seller at Closing, Buyer's election to purchase the Property will be based upon and will constitute evidence of Buyer's independent investigation of the Property, its use, development potential and suitability for Buyer's intended use, including (without limitation) the following: the feasibility of developing the Property for the purposes intended by Buyer and the conditions of approval for any subdivision map; the size and dimensions of the Property; the availability, cost and adequacy of water, sewerage and any utilities serving or

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required to serve the Property; the presence and adequacy of current or required infrastructure or other improvements on, near or affecting the Property; any surface, soil, subsoil, fill or other physical conditions of or affecting the Property, such as climate, geological, drainage, air, water or mineral conditions; the condition of title to the Property; the existence of governmental laws, statutes, rules, regulations, ordinances, limitations, restrictions or requirements concerning the use, density, location or suitability of the Property for any existing or proposed development thereof including but not limited to zoning, building, subdivision, environmental or other such regulations; the necessity or availability of any general or specific plan amendments, rezoning, zoning variances, conditional use permits, building permits, environmental impact reports, parcel or subdivision maps and public reports, requirements of any improvement agreements; requirements of the California Subdivision Map Act, and any other governmental permits, approvals or acts (collectively "Permits"); the necessity or existence of any dedications, taxes, fees, charges, costs or assessments which may be imposed in connection with any governmental regulations or the obtaining of any required Permits; the presence of endangered plant or animal species upon the Property; and all of the matters concerning the condition, use, development or sale of the Property.

Seller will not be liable for any loss, damage, injury or claim to any person or property arising from or caused by the development of the Property by Buyer.

Except with respect to a default by Seller hereunder (including a breach of Seller's warranties and representations), Buyer at the Closing expressly waives its rights granted under California Civil Code Section 1542, which provides as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING

THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST

HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT
WITH THE DEBTOR."
Buyer's Initials: ________ Seller's Initials: ________.

11. Representations, Warranties and Covenants of Buyer. Buyer hereby represents and warrants to Seller as follows:
(a) Buyer is a Limited Liability Company duly organized, validly existing and in good standing under the laws of Delaware and qualified to do business in California. This Agreement and all documents executed by Buyer which are to be delivered to Seller at the Closing are and at the time of Closing will be duly authorized, executed and delivered by Buyer, are and at the time of Closing will be legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, and do not and at the time of Closing will not violate any provision of any agreement or judicial order to which Buyer is subject. Buyer has obtained all necessary authorizations, approvals and consents to the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby. (b) Buyer warrants that Buyer is a sophisticated owner and buyer of real property, familiar and experienced with requirements for the development of real property. Buyer

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has examined the Property or will have done so by Closing, is or will be familiar with its physical condition, and accepts the Property in an "AS-IS" condition. (c) Buyer has conducted or will conduct an independent investigation with respect to zoning and subdivision laws, ordinances, resolutions, and regulations of all governmental authorities having jurisdiction over the Property, and the use and improvement of the Property and is, or at Closing will be, satisfied with the results of such investigation. (d) Buyer agrees to the City Entitlements for the Project in place as of the date of this Agreement, and that this Agreement is not intended, and shall not be construed, to limit, restrict, or waive the authority of the City of Santa Cruz, or any of its officers, employees, or agents, to exercise regulatory authority over Buyer or the Project, or with respect to the City Entitlements.
(e) Except as otherwise provided in this Agreement, the Property is being sold "AS-IS" and with all faults.

12. Environmental Matters/Release. As used in this Agreement, "Hazardous Materials" includes petroleum, asbestos, radioactive materials or substances defined as '"hazardous substances," "hazardous materials" or "toxic substances" (or words of similar import) in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601, et seq.), the Hazardous Materials Transportation Act (49 U.S.C. Section 1801, et seq.), the Resource Conservation and Recovery Act (42 U.S.C.

Section 6901, et seq.), and under the applicable laws of California. Buyer must rely on its own investigation and not on any representation by Seller regarding Hazardous Materials. Buyer shall rely solely upon its own investigation and inspection of the Property and the improvements thereon and upon the aid and advice of Buyer's independent expert(s) in purchasing the Property, and shall take title to the Property without any warranty, express or implied, by Seller or any employee or agent of Seller. Except for Seller's representations and warranties contained herein or in the documents signed by Seller at Closing, Seller makes no representations regarding Hazardous Materials in, on or under the Property. Seller's knowledge and disclosures regarding Hazardous Materials are limited to the contents of Seller's Deliveries and the Environmental Reports.

Accordingly, Buyer hereby expressly waives and relinquishes any and all rights and remedies Buyer may now or hereafter have against Seller, whether known or unknown, with respect to any past present, or future presence of Hazardous Materials on, under or about the Property or with respect to any past, present or future violations of any rules, regulations or laws, now or hereinafter enacted, regulating or governing use, handling, storage or disposable of Hazardous Materials, including, without limitation (i) any and all remedies Buyer may now or hereafter have under the Comprehensive Environmental Response Compensation and Liability Act of 1980 ("CERCLA"), as amended, and any similar law, rule or regulation, (ii) any and all rights Buyer may now or hereafter have against Seller under the Carpenter-Presley-Tanner Hazardous Substance Account Act (California Health and Safety Code, Section 25300 et seq.), as amended and any similar law, rule or regulation, and (iii) any and all claims, whether known or unknown, now or hereafter existing, with respect to the Property under Section 107 of CERCLA (42 U.S. C.A. § 9607).

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BUYER HEREBY ACKNOWLEDGES THAT IT HAS READ AND IS
FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542 ("SECTION 1542"), WHICH IS SET FORTH BELOW
"A GENERAL RELEASE DOES NOT EXTEND TO

CLAIMS WHICH THE CREDITOR DOES NOT KNOW

OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME

OF EXECUTING THE RELEASE, WHICH IF KNOWN

BY HIM MUST HAVE MATERIALLY AFFECTED HIS
SETTLEMENT WITH THE DEBTOR"

BY INITIALING BELOW, BUYER HEREBY WAIVES THE PROVISIONS OF SECTION 1542 IN CONNECTION WITH THE MATTERS WHICH ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES.
_______________
(Buyer's Initials)

13. Covenants of Seller and Buyer.
(a) Covenants of Seller:
(i) Seller shall not, after the Effective Date, enter into any leases, contracts, licenses, agreements, or amendments of same, pertaining to the Property without obtaining the prior consent of Buyer, which approval may be withheld by Buyer in its sole discretion, provided that Seller will not be obligated to obtain Buyer's written approval if such contract will expire and terminate prior to the Closing Date or can be terminated without payment or penalty upon thirty (30) days' prior notice. Seller shall terminate prior to the Closing, at no cost and expense to Buyer, any leases, contracts, licenses, agreements, or amendments of same, pertaining to the Property, including, but not limited to, the Construction Staging Agreement.

Other than the Construction Staging Agreement or as permitted under this subsection (i), Seller shall keep the Property vacant and shall remove any trespassers and encampments. (ii) Seller shall not encumber the Property with any liens, encumbrances, or other instruments creating a cloud on title or otherwise transferring or disposing of all or any part of the Property or any interest therein, unless the same will be removed, discharged, or paid in full on or before the Closing.
(iii) Seller shall not offer the Property for sale or otherwise solicit, make, pursue, negotiate, or accept offers for the sale of the Property to any third party. (iv) Seller shall keep its customary property insurance, if any, covering the Property in effect until the Closing (provided, however, that the terms of any such coverage maintained in blanket form may be modified as Seller deems reasonably necessary). At Seller's sole cost and expense, Seller shall maintain or cause to be maintained the Property in a safe, secure and reasonably clean condition substantially similar to the condition of the Property as of the date hereof.

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(b) Covenants of Buyer:
(i) Buyer will exercise commercially reasonable efforts to obtain the Project Entitlements within one (1) year from the Effective Date of this Agreement. (ii) Buyer will reasonably cooperate and negotiate in good faith with the City of Santa Cruz the terms and conditions of the Public Paseo Improvement Agreement, the Public Paseo Maintenance Agreement, and the Voluntary Fee Collection Agreement (each as defined in Section 18 below), which are expected to become part of the Project Entitlements, as further described in Section 18 below. Buyer accepts the City Entitlements in place as of the date of this Agreement and accepts responsibility to defend the City Entitlements and the Project Entitlements in the event of any claim or challenge to either, and that Seller shall have no obligation to defend the City Entitlements or Project Entitlements, and shall indemnify, defend and hold harmless the City, its officers, employees and agents, in accordance with the conditions of the Project Entitlements.
(iii) Buyer shall execute an enforceable commitment, secured by a performance bond or other security instrument approved in its reasonable discretion, to pay all applicable impact fees and other fees due and pull a building permit for construction of the Project within forty-five (45) days after Closing.

14. Continuation and Survival. All representations and warranties by the respective parties contained herein or made in writing pursuant to this Agreement are intended to and shall be deemed made as of the date of this Agreement or such writing and again at the Closing, shall be deemed to be material. All representations and warranties by Seller contained herein or made in writing pursuant to this Agreement, unless expressly provided to the contrary, shall survive the execution and delivery of this Agreement, the Deed and the Closing. Any claim based on a breach of any representation or warranty must be submitted in accordance with the requirements of applicable law. No claim for a breach of any representation or warranty of Seller shall be actionable or payable if (1) the damages are less than Twenty-Five Thousand Dollars ($25,000.00), or (2) the breach in question results from or is based on a condition, state of facts or other matter which was known to Buyer prior to Closing (it being agreed that information that is set forth in the Seller's Deliveries shall be deemed "known" to Buyer). In no event shall Seller's aggregate liability to Buyer for breach of any representation or warranty of Seller in this Agreement exceed the amount of the Cap; provided, however, that the Cap shall not apply to, and there shall be no limitation on the maximum recovery for, any valid claims by Buyer for fraud or indemnity under Section 21 hereof. As used herein, the term "Cap" shall mean the total aggregate amount of One Hundred Fifty Thousand Dollars ($150,000.00).

15. Indemnity.
(a) Seller's Indemnity. Subject to Section 14 of this Agreement and the limits prescribed elsewhere in this Agreement including, but not limited to, Section 12, as of the Closing Date, Seller shall indemnify, defend and hold Buyer harmless of and from any and all liabilities, claims, demands and expenses, of any kind or nature (except those items which by this Agreement specifically become the obligation of the Buyer) accruing on or before the Closing Date and which are in any way related to the ownership or operation of the Property, and all expenses related

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thereto including, without limitation, court costs and attorneys' fees, except to the extent any liability, claim, demand, or expense arises from Buyer’s negligence or willful misconduct.

Notwithstanding the foregoing, Seller shall have no obligation under this Section 15(a) to the extent it relates to any actions, claims or demands that arise from or challenge or seek to invalidate the Project Entitlements or this Agreement.
(b) Buyer's Indemnity. Buyer agrees to indemnify Seller and the Property against, and to hold and save Seller and the Property harmless from, all claims, demands, suits, actions, damages, obligations, liabilities, losses, costs and expenses, including but not limited to attorneys' fees and court costs, arising from any challenge to this Agreement, or the City Entitlements or Project Entitlements, or as a result of the Inspections, including Buyer’s acts or omissions relating to the Inspections; provided, however, that Buyer will not be obligated to indemnify Seller (1) with respect to its own negligence or willful misconduct, or (2) for the mere discovery of any conditions existing on or about the Property prior to Closing, except to the extent the condition is caused by an act or omission of Buyer or Buyer’s agents, employees, or representatives. The foregoing indemnity shall survive termination of this Agreement. Buyer shall not suffer or permit any mechanic's or materialmen's or other lien to stand against the Property in connection with any labor, materials or services furnished or claimed to have been furnished by or on behalf of Buyer in connection with or as a result of any Inspections. If any such lien shall be filed against the Property, Buyer shall cause such lien to be discharged or bonded within thirty (30) days after such filing. Following any Inspections, Buyer shall restore the Property to substantially its physical condition as existed prior to such inspection (except for any changes to the Property caused by Seller, or its agents or employees). Prior to any entry on the Property, Buyer or its consultant shall at its sole cost obtain a policy of liability insurance with a combined single limit in an amount not less than One Million Dollars ($1,000,000); Seller shall each be named an additional insured on said policy; and Buyer or its consultants shall furnish to Seller a certificate of insurance confirming such coverage.

16. Condemnation.
(a) In the event a governmental entity commences eminent domain proceedings to take any portion of the Property after the date hereof and prior to the Closing, then Buyer shall have the option to terminate this Agreement by written notice to Seller within ten (10) business days after Buyer first learns of such commencement. In the event of any such termination, the Earnest Money, together with all interest, shall be returned to Buyer. Buyer and Seller shall each be liable for one-half of any escrow fees or charges, and neither party shall have any further liability or obligation under this Agreement. Seller shall give notice to Buyer promptly after Seller's receiving notice of the commencement of any proceedings for the taking of all or any part of the Property by eminent domain proceedings .
(b) In the event a governmental entity commences eminent domain proceedings to take any part of the Property after the date hereof and prior to the Closing and this Agreement is not terminated pursuant to Section 16(a), then the Closing shall occur as scheduled notwithstanding such proceeding; provided, however, that Seller's interest in all awards arising out of such proceedings (except for any award attributable to the loss of Seller's business or income, Seller's personal property, or the property of any tenant of the Property) shall be assigned to Buyer

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as of the Closing or credited to Buyer if previously received by Seller. Seller's obligations pursuant to this Section 16(b) shall survive the Closing.

17. Possession. Possession of the Property shall be delivered to Buyer on the Closing Date free of any occupant (whether or not permitted) or property not being conveyed to Buyer as provided hereunder, and free of the Construction Staging Agreement.

18. Development Plans. As described in the Recitals above, Buyer desires to purchase the property for the purpose of developing a hotel, projected as of the date hereof to have 232 rooms, the development of which will result in certain public improvements to the adjacent property. To that end, Buyer advises Seller that as of the date hereof, Buyer is pursuing the Project Entitlements. In addition, Buyer has invested significant resources and taken other actions in furtherance of the Project, including, but not limited to design. The parties anticipate that the Santa Cruz City Council will consider authorization for this Agreement concurrently with consideration of the City Entitlements. Buyer acknowledges and agrees that the parties expect the City Entitlements to include as Conditions of Approval the following conditions to be fulfilled prior to issuance of a building permit or certificate of occupancy for the Project: (1) the parties will enter into a definitive agreement implementing Buyer's obligation to construct a public paseo adjacent to the Project, generally known as the Maple Street Alley extension (the "Public Paseo Improvement Agreement") prior to issuance of a building permit for the Project, (2) the parties will enter into a definitive agreement implementing Buyer’s obligation to maintain the Maple Street Alley extension area and other extension areas prior to issuance of a certificate of occupancy for the Project (the “Public Paseo Maintenance Agreement”), and (3) if a hotel is developed on the Property, the owner of the Property will enter into an agreement with Seller to offer an opportunity for Project guests to provide voluntary contributions to the City of Santa Cruz prior to the issuance of a building permit for the Project (the "Voluntary Fee Collection Agreement").

19. Seller's Cooperation with Buyer. At no cost to Seller, Seller shall cooperate and do all acts as may be reasonably required or requested by Buyer, at no additional cost to Seller, with regard to the fulfillment of any Condition Precedent. Seller hereby authorizes Buyer and its agents to make all inquiries with and applications to any third party, including any governmental authority, as Buyer may reasonably require to complete its due diligence and Inspections and satisfy the Conditions Precedent.

20. Brokers and Finders. Neither party has had any contact or dealings regarding the Property, or any communication in connection with the subject matter of this transaction, through any real estate broker or other person who can claim a right to a commission or finder's fee in connection with the sale contemplated herein. In the event that any such broker or finder claims a commission or finder's fee based upon any contact, dealings or communication, the party through whom the broker or finder makes its claim shall be responsible for said commission or fee and all costs and expenses (including, without limitation, reasonable attorneys' fees) incurred by the other party in defending against the same. The party through whom any such other broker or finder makes a claim shall hold harmless, indemnify and defend the other party hereto, its successors and assigns, agents, employees, officers and directors, and the Property from and against any and all obligations, liabilities, claims, demands, liens, encumbrances and losses (including, without limitation, attorneys' fees), arising out of, based on, or incurred as a result of such claim. The provisions of this Section 20 shall survive the Closing or termination of this Agreement.

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21. Legal Fees and Costs. In the event legal action is commenced to enforce or interpret any of the terms or provisions of this Agreement, the prevailing party in such action shall be entitled to an award of reasonable attorney's fees and costs incurred in connection with the prosecution or defense of said action. Unless otherwise provided for herein, the recovery of attorney’s fees and costs under this section is not limited by any other provision of this Agreement.

22. Publicity and Confidentiality. Buyer is aware that this Agreement shall be subject to disclosure in a public hearing and shall be public record under the Public Records Act.

23. Miscellaneous.
(a) Notices. Any notice, consent or approval required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been given upon (i) hand delivery, (ii) one business day after being deposited with Federal Express or another reliable overnight courier service for next day delivery, (iii) two business days after being deposited in the United States mail, registered or certified mail, postage prepaid, return receipt required, or (iv) or confirmation of delivery of email if sent prior to 5:00 p.m. Pacific Time on a business day (otherwise, the next business day), provided that a copy of any notice by email must also be sent via one of the other methods permitted in this Section 23(a), and addressed as follows (or such other address as either party may from time to time specify in writing to the other in accordance herewith):

If to Seller: City of Santa Cruz
Economic Development Department
337 Locust Street
Santa Cruz, CA 95060
Attn: Bonnie Lipscomb
Email: [email protected]
With a copy to: City Attorney
Anthony P. Condotti
333 Church Street
Santa Cruz, CA 95060
E-Mail: [email protected]
If to Buyer: SCFS Venture LLC
Attn: Owen Lawlor
612 Spring Street
Santa Cruz, CA 95060
Email: [email protected]
And Stephen Chan
SCFS Venture LLC
372 Court Street
Brooklyn, NY 11231-4287
Email: [email protected]

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018718.0001 4861-6946-1142.9 20
With a copy to: Coblentz Patch Duffy & Bass LLP
Attn: Frank Petrilli
One Montgomery Street, Suite 3000
San Francisco, CA 94104
Email: [email protected]
To Escrow Holder: First American Title Company
2425 Porter Street, Suite 12,
Soquel, CA 95073
Attention: Joyce Avila
(b) Successors and Assigns. Buyer shall have the right to assign this Agreement to any entity controlling, controlled by or under common control with Buyer without Seller's consent or approval, and otherwise Buyer shall have the right to assign this Agreement to any entity subject to Seller's prior approval, which approval shall not be unreasonably withheld, conditioned or delayed. Any such assignee shall assume all obligations of Buyer hereunder; however, Buyer shall remain liable for all obligations hereunder. Seller shall have the right to assign this Agreement. Except as otherwise permitted by this paragraph, neither this Agreement nor the rights of either party hereunder may be assigned by either party. This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors, heirs, administrators and assigns.
(c) Amendments. This Agreement may be amended or modified only by a written instrument executed by Seller and Buyer.
(d) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California.
(e) Construction. Headings at the beginning of each Section and subparagraph are solely for the convenience of the parties and are not a part of the Agreement. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties had prepared the same. Unless otherwise indicated, all references to Sections and subparagraphs are to this Agreement. All exhibits referred to in this Agreement are attached and incorporated by this reference.
(f) No Joint Venture. This Agreement shall not create a partnership or joint venture relationship between Buyer and Seller.
(g) Merger of Prior Agreements. This Agreement and the exhibits attached hereto constitute the entire agreement between the parties and supersede all prior agreements and understandings between the parties relating to the subject matter hereof, including without limitation, any letters of intent previously executed or submitted by either or both of the parties hereto, which shall be of no further force or effect upon execution of this Agreement. (h) Time of the Essence. Time is of the essence of this Agreement. As used in this Agreement, a "business day" shall mean a day which is not a Saturday, Sunday or recognized federal or state holiday. If an expiration date, deadline or the last date for performance by either

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party under this Agreement occurs on a day which is not a business day, than the expiration date, deadline, or last date for such performance shall be extended to the next occurring business day. (i) Severability. If any provision of this Agreement, or the application thereof to any person, place, or circumstance, shall be held by a court of competent jurisdiction to be invalid, unenforceable or void, the remainder of this Agreement and such provisions as applied to other persons, places and circumstances shall remain in full force and effect. (j) Further Assurances. Each of the parties shall execute and deliver any and all additional papers, documents and other assurances and shall do any and all acts and things reasonably necessary in connection with the performance of their obligations hereunder and to carry out the intent of the parties.
(k) Exhibits. All exhibits attached hereto and referred to herein are incorporated herein as though set forth at length.
(l) Captions. The captions appearing at the commencement of the sections and paragraphs hereof are descriptive only and for convenience in reference. Should there be any conflict between any such caption and the section at the head of which it appears, the section and paragraph and not such caption shall control and govern in the construction of this Agreement. (m) No Obligation To Third Parties. Execution and delivery of this Agreement shall not be deemed to confer any rights upon, directly, indirectly or by way of subrogation, nor obligate either of the parties hereto to, any person or entity other than each other. (n) Waiver. The waiver by any party to this Agreement of the breach of any provision of this Agreement shall not be deemed a continuing waiver or a waiver of any subsequent breach, whether of the same or another provision of this Agreement. (o) Interpretation. This Agreement has been negotiated at arm's length and between persons (or their representatives) sophisticated and knowledgeable in the matters dealt with in this Agreement. Accordingly, any rule of law (including California Civil Code § 1654 and any successor statute) or legal decision that would require interpretation of any ambiguities against the party that has drafted it is not applicable and is waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the purpose of the parties and this Agreement. (p) Counterparts/Facsimile/.PDF Signatures. This Agreement may be executed in counterparts and when so executed by the parties, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument that shall be binding upon the Parties, notwithstanding that the parties may not be signatories to the same counterpart or counterparts. The parties may integrate their respective counterparts by attaching the signature pages of each separate counterpart to a single counterpart. In order to expedite the transaction contemplated herein, facsimile or .pdf signatures may be used in place of original signatures on this Agreement. Seller and Buyer intend to be bound by the signatures on the facsimile or .pdf document, are aware that the other party will rely on the facsimile or .pdf signatures, and hereby waive any defenses to the enforcement of the terms of this Agreement based on the form of signature.

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(q) CEQA. The parties acknowledge and agree that Seller entering into this Agreement does not prevent Seller from evaluating mitigation measures or alternatives for the Property other than the Project, nor does this Agreement commit Seller to any particular course of action with respect to the Project Entitlements or compliance with its obligations under the California Environmental Quality Act.
[Remainder of Page Intentionally Left Blank: Signatures Follow]

25.2.28 82811.00018\42126244.1
Signature Page to Option and Purchase and Sale Agreement and Joint Escrow Instructions IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date written below.

SELLER:

City of Santa Cruz, a municipal corporation
By:_______________________________________
Name: ___________________________________
Its: ______________________________________
Date: ____________________________________
BUYER:

SCFS Venture LLC, a Delaware limited liability
company
By:_______________________________________
Name: Stephen Chan
Its: Authorized Signatory
Date: ____________________________________

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EXHIBIT A

LEGAL DESCRIPTION
[To be inserted]

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EXHIBIT B

FORM OF DEED

RECORDING REQUESTED BY AND

WHEN RECORDED MAIL TO, AND
MAIL TAX STATEMENTS TO:
[buyer address or attorney]
__________________________________________________________________________ A.P.N.: _________________________ (Space Above Line for Recorder's Use Only) The Undersigned Grantor(s) Declare(s):

Document is exempt from recorder's fees under Government Code §27383 Document is exempt from the fee imposed by the Building Homes and Jobs Act - SB2 (Government Code §27388.1) as it is recorded in connection with a transfer subject to Documentary Transfer Tax.

DOCUMENTARY TRANSFER TAX $________; CITY TRANSFER TAX $________; SURVEY MONUMENT FEE $ ________ [ ]
computed on the consideration or full value of property conveyed, OR [ ]
computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale, [ ]
unincorporated area; [ ] City of __________________, and

GRANT DEED
FOR VALUE RECEIVED, City of Santa Cruz ("Grantor"), grants to ____________________________ ("Grantee"), all that certain real property situated in the County of ________________, State of California, described on Schedule 1 attached hereto and by this reference incorporated herein (the "Property").

IN WITNESS WHEREOF, Grantor has executed this Grant Deed as of ________________, 20__.

GRANTOR:
__________________________________________
By:_______________________________________
Name: ___________________________________
Its: ______________________________________

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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA )
)
COUNTY OF ________________ )
On ___________________, before me, _____________________________, a Notary Public, personally appeared _____________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature _____________________________ (Seal)

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EXHIBIT C

TRANSFEROR'S CERTIFICATION OF NON-FOREIGN STATUS
This form is provided so that the Buyer and/or Seller in this transaction can certify compliance with the Foreign Investment in Real Property Tax Act to the Escrow Agent and/or Buyer. Buyer ("Transferee") must retain a copy of this document until after the fifth taxable year following the transfer.

Section 1445 of the Internal Revenue Code of 1986, as amended ("Code") provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person.

For U.S. tax purposes (including section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform Transferee that withholding of tax is not required upon the disposition of a U.S. real property interest, the undersigned hereby certifies the following on behalf of SCFS Venture LLC, a Delaware limited liability company ("Transferor"):

1. The Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign estate or foreign person (as those terms are defined in the Code and the Income Tax Regulations promulgated thereunder).

2. The Transferor is not a disregarded entity as defined in Income Tax Regulation Section 1.1445-2(b)(2)(iii).

3. The Transferor's U.S. employer or tax identification number is ______________.

4. The Transferor's office address is
The Transferor understands that this Certification may be disclosed to the Internal Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment, or both.

Under penalties of perjury I declare that I have examined this Certification and to the best of my knowledge and belief it is true, correct and complete, and I further declare that I have authority to sign this document on behalf of the Transferor.

Date:______________, 20__ TRANSFEROR:

City of Santa Cruz, a municipal corporation
By:_______________________________________
Name: ___________________________________
Its: ______________________________________

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EXHIBIT D

SELLER'S DELIVERIES

1. Licenses. Any and all licenses, permits and agreements affecting or relating to the ownership, subdivision, possession or development, maintenance, service, repair, improvement, or management of the Property, or any portion thereof, in the possession or control of Owner, its agents or representatives.

2. Agreements. Copies of any and all existing contracts or agreements relating to the operation, maintenance, service, repair, development, improvement, management, or ownership of the Property, or any portion thereof.

3. Leases. Copies of any leases or other use or occupancy agreements affecting the Property, or any portion thereof.

4. Operating Expenses. A statement of operating expenses, in reasonable detail, on a line item basis, for the last twenty-four (24) months, together with a description of any capital improvements made to the Property during that period of time.

5. Utility Bills. Copies of any bills for public or private utility services to the Property or any portion thereof for the last twelve (12) months.

6. Insurance Policies. Copies of all liability, casualty and other insurance policies currently in effect for the Property, and a description of any claims made against such policies during the last twenty-four (24) months. Copies of Owner's existing Title Policy, if any.

7. Taxes and Bonds. All property tax statements pertaining to the Property for the last twenty-four (24) months. A schedule reflecting all bonds and other assessments against the Property, the amount of each such assessment and the payment schedules therefor.

8. Surveys, Maps and Plans. Copies of the most recent survey(s), if any, pertaining to the Property or any portion thereof, and any and all tentative, parcel and/or final maps, development plans, site plans, building permits, certificates of occupancy, specifications, and any other governmentally approved or processed documents relating to the subdivision or development of the Property.

9. Reports and Studies. Any and all reports, investigations, studies or other documents or written information pertaining to the Property, including, but not limited to, any and all environmental reports, soils reports, engineering data, wetland studies, wildlife studies, archaeological reports, and other data or studies pertaining to the Property or any portion thereof.

10. Governmental Correspondence. Copies of all applications and correspondence or other written communications to or from any governmental entity, department, or agency regarding any permit, approval, consent, or authorization with respect to the sale of the Property, together with copies of notices of violations of any code, law, ordinance, rule, or regulation received by Owner, whether or not such violations have been cured.

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11. Hazardous Materials. A list of any known hazardous materials currently stored or used at the Property.

12. Historical Information. Any and all information relative to prior owners of the Property and prior uses to which the Property has been put, including, but not limited to, any agreements, covenants, representations, or warranties by any prior owners of the Property relative to the condition of the Property or the generation, manufacture, transportation, treatment, storage, handling, disposal, removal, or clean-up of any Hazardous Substances.

13. Additional Material Information. Any other information in Owner's possession or reasonable control that could materially impact the current value of the Property.

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EXHIBIT E

FORM OF MEMORANDUM OF OPTION AGREEMENT
WHEN RECORDED MAIL TO: |
|
|
Coblentz Patch Duffy & Bass LLP |
One Montgomery Street, Suite 3000 |
San Francisco, CA 94104 |
Attention: Frank Petrilli |
|
|
Above space for recorder's use
Document is exempt from recorder's fees under Government Code §27383

MEMORANDUM OF OPTION AND PURCHASE AND SALE AGREEMENT AND

JOINT ESCROW INSTRUCTIONS

THIS MEMORANDUM OF OPTION AND PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS ("Memorandum"), is made as of , 2024, between the City of Santa Cruz, a California municipal corporation ("Seller"), and SCFS Hotel Venture LLC, a Delaware limited liability company ("Buyer"), who agree as follows:

RECITALS
A. Seller is the owner of the real property located in the City of Santa Cruz, Santa Cruz County, California, as more particularly described in Exhibit A (the "Property").

B. Seller and Buyer have entered into that certain Option and Purchase and Sale Agreement and Joint Escrow Instructions dated [ , 2024], (the "Agreement") with respect to the sale of the Property, upon and subject to the provisions and conditions set forth in the Agreement.

AGREEMENT

1. This Memorandum is subject to all of the terms, conditions and provisions of the Agreement, and in the event of any inconsistency between the terms of this instrument and the Agreement, the terms of the Agreement shall prevail.

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2. This Memorandum is being recorded to provide notice to all subsequent interests in the Property of the rights and obligations of the parties to the Agreement and is not intended to modify or change the provisions of the Agreement. To the extent of any inconsistency between the Agreement and this Memorandum, the Agreement shall control. This Memorandum shall inure to the benefit of and shall be binding upon Buyer and Seller and their respective successors and assigns.

3. The Option Term expires on the date that is three and one-half (3.5) years following the date of the full execution and delivery of the Agreement.

4. Upon the recordation of a grant deed executed and acknowledged by Seller that conveys all or a portion of the Property to Buyer or its affiliate, this Memorandum shall automatically terminate with respect to such portion of the Property (but shall remain in effect with respect to any portion of the Property that has not been conveyed to Buyer).

5. This Memorandum may be signed in multiple counterparts, each of which is an original, but all of which comprise one agreement.
[Remainder of Page Intentionally Left Blank; Signatures Follow]

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IN WITNESS WHEREOF, the parties hereto have executed this Memorandum as of the date written below.

SELLER:

SCFS Hotel Venture, LLC, a Delaware limited
liability company
By:_______________________________________
Name: Stephen Chan
Its: Authorized Signatory
Date: ____________________________________

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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of )
County of )
On ____________________, before me, ____________________________, a Notary Public, personally appeared _______________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

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EXHIBIT A to Form of Memorandum of Option Agreement
Legal Description of the Property
[To be Inserted]

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018718.0001 4861-6946-1142.9 Exhibit F, Page 1

EXHIBIT F

PUBLIC BENEFIT CONTRIBUTION AGREEMENT
THIS PUBLIC BENEFIT CONTRIBUTION AGREEMENT ("Agreement") is made and entered into as of ______________, 2024 for reference purposes only, by and between the City of Santa Cruz, a California municipal corporation ("City"), and SCFS Hotel Venture LLC, a Delaware limited liability company ("SCFS").

R E C I T A L S :

A. City and SCFS previously entering into that certain Option and Purchase and Sale Agreement and Joint Escrow Instructions, dated as of ___________ ___, 2024 (the "Option and Purchase Agreement"), pursuant to which City granted to SCFS an exclusive option (the "Option") to purchase that certain real property and improvements located at the parcels identified as Assessor's Parcel Number 005-151-48 and 005-151-35, Santa Cruz, California, as more particularly described in Exhibit A attached hereto ("Property").

B. As provided in the Option and Purchase Agreement, as additional consideration for the purchase of the Property and as a condition to Closing, SCFS agreed to enter into an agreement on or before the Closing Date whereby SCFS agrees to make a public benefit contribution payment in the amount of Five Hundred Thousand Dollars ($500,000) (the "Public Benefit Contribution") to the City of Santa Cruz.

C. SCFS exercised its Option, and on or about the date hereof, SCFS purchased the Property in accordance with the Option and Purchase Agreement.

D. In accordance with the Option and Purchase Agreement, the parties desire to enter into this Agreement to provide for the Public Benefit Contribution.

A G R E E M E N T:

NOW, THEREFORE, in consideration of the above and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows:

1. Certain Definitions. Capitalized terms used in this Agreement and not defined below or elsewhere in this Agreement shall have the meanings set forth in the Option and Purchase Agreement.

2. Public Benefit Contribution. Prior to the earlier to occur of (i) fifteen (15) days following the issuance of a building permit for the Project, (ii) the termination by SCFS, as “Licensor”, of the City’s rights to license parking stalls pursuant to the Temporary Parking License (as defined in the Option and Purchase Agreement), (iii) the sale of the Property or any parcel that is part of the Project to a third party, (iv) SCFS’s submission to the City of an application for any project other than the Project, or entitlement unrelated to the Project, on the Property or any parcel that is part of the Project, or (v) the date that is three (3) months after the Closing Date as defined in the Option and Purchase Agreement. Upon satisfaction of one of the foregoing conditions, Buyer agrees to make the Public Benefit Contribution directly to the City in cash or other

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immediately available funds, and the City agrees to provide a written receipt for such payment to SCFS.

3. Default.
a. Default. In the event that any party hereto believes the other party is in breach of its obligations under this Agreement (a "Default"), such party shall deliver written notice of such alleged breach and the actions necessary to cure such breach to the other party. Such party shall be in default under this Agreement (i) if it has not cured the breach within thirty (30) days from the receipt of such notice, or (ii) if the breach is not reasonably susceptible to cure within such thirty (30) day period, then if such party has not commenced the cure of such breach within the thirty (30) day period and diligently prosecuted the cure to completion, but in no event to exceed ninety (90) days.
b. Remedies. In the event of a Default by either party hereunder, either party shall have all rights and remedies available to it at law or in equity. To the maximum extent permitted by law, all rights, options and remedies contained in this Agreement, or under law, shall be cumulative, and no one remedy shall be exclusive of any other remedy. Notwithstanding the foregoing, each party hereby waives the right to recover any indirect, consequential, or special damages.

4. Miscellaneous.
a. Notices. Any notice, consent or approval required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been given upon (i) hand delivery, (ii) one business day after being deposited with Federal Express or another reliable overnight courier service for next day delivery, (iii) two business days after being deposited in the United States mail, registered or certified mail, postage prepaid, return receipt required, or (iv) or confirmation of delivery of email if sent prior to 5:00 p.m. Pacific Time on a business day (otherwise, the next business day), provided that a copy of any notice by email must also be sent via one of the other methods permitted in this Section 4(a), and addressed as follows (or such other address as either party may from time to time specify in writing to the other in accordance herewith:

If to City: City of Santa Cruz
Economic Development Department
337 Locust Street
Santa Cruz, CA 95060
Attn: Bonnie Lipscomb
Email: [email protected]
With a copy to: City Attorney
Anthony P. Condotti
333 Church Street
Santa Cruz, CA 95060
E-Mail: [email protected]

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If to SCFS: SCFS Venture LLC
Attn: Owen Lawlor
612 Spring Street
Santa Cruz, CA 95060
Email: [email protected]
And
Stephen Chan
SCFS Venture LLC
372 Court Street
Brooklyn, NY 11231-4287
Email: [email protected]
With a copy to: Coblentz Patch Duffy & Bass LLP
Attn: Frank Petrilli
One Montgomery Street, Suite 3000
San Francisco, CA 94104
Email: [email protected]
b. Amendments. This Agreement may be amended or modified only by a written instrument executed by Seller and Buyer.
c. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California.
d. Successors and Assigns. This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors, heirs, administrators and assigns.
e. Legal Fees and Costs. In the event legal action is commenced to enforce or interpret any of the terms or provisions of this Agreement, the prevailing party in such action shall be entitled to an award of reasonable attorney's fees and costs incurred in connection with the prosecution or defense of said action.
f. Publicity and Confidentiality. SCFS is aware that this Agreement shall be subject to disclosure in a public hearing and shall be public record under the Public Records Act. g. Construction. Headings at the beginning of each Section and subparagraph are solely for the convenience of the parties and are not a part of the Agreement. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties had prepared the same. Unless otherwise indicated, all references to Sections and subparagraphs are to this Agreement. All exhibits referred to in this Agreement are attached and incorporated by this reference.
h. No Joint Venture. This Agreement shall not create a partnership or joint venture relationship between City and SCFS.

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i. Merger of Prior Agreements. This Agreement and the exhibits attached hereto constitute the entire agreement between the parties and supersede all prior agreements and understandings between the parties relating to the subject matter hereof, including without limitation, any letters of intent previously executed or submitted by either or both of the parties hereto, which shall be of no further force or effect upon execution of this Agreement. j. Time of the Essence. Time is of the essence of this Agreement. As used in this Agreement, a "business day" shall mean a day which is not a Saturday, Sunday or recognized federal or state holiday. If an expiration date, deadline or the last date for performance by either party under this Agreement occurs on a day which is not a business day, than the expiration date, deadline, or last date for such performance shall be extended to the next occurring business day. k. Severability. If any provision of this Agreement, or the application thereof to any person, place, or circumstance, shall be held by a court of competent jurisdiction to be invalid, unenforceable or void, the remainder of this Agreement and such provisions as applied to other persons, places and circumstances shall remain in full force and effect. l. Further Assurances. Each of the parties shall execute and deliver any and all additional papers, documents and other assurances and shall do any and all acts and things reasonably necessary in connection with the performance of their obligations hereunder and to carry out the intent of the parties.
m. Exhibits. All exhibits attached hereto and referred to herein are incorporated herein as though set forth at length.
n. Captions. The captions appearing at the commencement of the sections and paragraphs hereof are descriptive only and for convenience in reference. Should there be any conflict between any such caption and the section at the head of which it appears, the section and paragraph and not such caption shall control and govern in the construction of this Agreement. o. No Obligation To Third Parties. Execution and delivery of this Agreement shall not be deemed to confer any rights upon, directly, indirectly or by way of subrogation, nor obligate either of the parties hereto to, any person or entity other than each other. p. Waiver. The waiver by any party to this Agreement of the breach of any provision of this Agreement shall not be deemed a continuing waiver or a waiver of any subsequent breach, whether of the same or another provision of this Agreement. q. Interpretation. This Agreement has been negotiated at arm's length and between persons (or their representatives) sophisticated and knowledgeable in the matters dealt with in this Agreement. Accordingly, any rule of law (including California Civil Code § 1654 and any successor statute) or legal decision that would require interpretation of any ambiguities against the party that has drafted it is not applicable and is waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the purpose of the parties and this Agreement. r. Counterparts/Facsimile/.PDF Signatures. This Agreement may be executed in counterparts and when so executed by the parties, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument that shall be binding upon

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the Parties, notwithstanding that the parties may not be signatories to the same counterpart or counterparts. The parties may integrate their respective counterparts by attaching the signature pages of each separate counterpart to a single counterpart. In order to expedite the transaction contemplated herein, facsimile or .pdf signatures may be used in place of original signatures on this Agreement. City and SCFS intend to be bound by the signatures on the facsimile or .pdf document, are aware that the other party will rely on the facsimile or .pdf signatures, and hereby waive any defenses to the enforcement of the terms of this Agreement based on the form of signature.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date written below
CITY:

City of Santa Cruz, a municipal corporation
By:

Name:

Its:

Date:

SCFS:

SCFS Hotel Venture, LLC
By:

Name:

Its:

Date:

25.2.46 From: Ron Pomerantz
To: City Council
Subject: Re. March 26, 2024 City Council Agenda Item #25.2: re. Consideration of an Option and Purchase Sale Agreement Between the City of Santa Cruz and SCFS Venture LLC for the City-owned Property, Located at 302 & 326 Front Street, North of the Intersection...

Date: Monday, March 25, 2024 10:41:19 AM
Re. March 26, 2024 City Council Agenda Item #25.2: re. Consideration of an Option and Purchase Sale Agreement Between the City of Santa Cruz and SCFS Venture LLC for the City-owned Property, Located at 302 & 326 Front Street, North of the Intersection with Laurel Street, APNs 005-151-48 and 005-151-35 (EDH) Good day Council and Mayor Keeley.

The City should give a very reasonable 50-year lease arrangement to the developers of Hotel Cruz for our city land. Historically land is extremely valuable and will most likely be so into the future, barring accelerated sea level rise at this location due to climate change. Such an arrangement will also lower the cost of the project.

Should Council refuse this option the public land has more value than presented in the Staff report.The appraisal is over a year old. Through Council action zoning has been significantly upgraded. The project has been granted an additional 15’ of height in excess of the Downtown Plan. Based on inflation estimates a 3.5 year sale timeline will reduce the property value by 10 to 15%. Also property values have gone up over the past year. Additionally why should the City pay 1/2 the closing costs, the developers have no brokerage fees? Staff time to put the sale together should be compensated and not subsidized by taxpayers. The buyers should pay all closing costs. All these factors strongly indicate the current selling price is underpriced. Another appraisal should be done to reflect the worth of our public property before a sale is consummated.

Why would the sale proceeds go into the City’s Public Trust Fund? These proceeds must be put into the Housing Trust Fund. Since theses public lands will not be directed to benefit the most critical need as stated time and again through Council public statement and policy, this sale must go towards truly affordable housing for our workforce and put directly into the Housing Trust Fund.

Thank you for your time and thoughtful consideration.

Ron Pomerantz

25.2.47 From: Judi Grunstra
To: City Council
Subject: Agenda Item 25_Cruz Hotel
Date: Friday, March 22, 2024 7:37:45 PM
Dear Mayor and Council Members:

Several things interested me as I read through the lengthy hotel details.

With regard to the Health in All Policies justification, it conveniently ignores the fact that there will be FOUR bars in the hotel.

Judi Grunstra

25.2.48 From: Ron Pomerantz
To: City Council
Subject: March 26, 2024 Council Agenda Item #25: Cruz Hotel Date: Monday, March 25, 2024 11:30:51 AM
Re. March 26, 2024 City Council Agenda Item #25: Cruz Hotel Good day Council and Mayor.

All this points to denying this project.

There’s always the Coastal Commission to assure environmental protection and public benefits are seriously considered.

This luxury hotel should be rejected and our public land should be used to meet Santa Cruz’s number one problem: truly affordable housing for our workforce in conformity to city policy.

Thank you for your time and thoughtful consideration.

25.2.49 Ron Pomerantz

25.2.50 From: George Ow
To: City Council
Subject: Letter Of Support For Cruz Hotel at 324 Front Street.

Date: Monday, March 25, 2024 1:58:33 PM
TO: City of Santa Cruz City Council--Sent Via Email. Please confirm receipt. Thank you.

FROM: George Ow, Jr., 203 Highland Avenue, Santa Cruz, CA, 95060, [email protected].

This is a letter of support for the Cruz Hotel at 324 Front Street. Please approve this project and facilitate construction and completion.

Thank you.

George Ow, Jr.

25.2.51 From: Bonnie Bush
To: City Council
Subject: Fwd: Items 25, 25.1, 25.2 on the March 26 City Council Agenda -- Support Date: Monday, March 25, 2024 7:09:39 PM
Bonnie Bush
City Clerk
City of Santa Cruz
809 Center St., Room 8, Santa Cruz, CA 95060
Phone: 831-420-5035
Email:[email protected] Web: www.cityofsantacruz.com Begin forwarded message:

25.2.52 Respectfully submitted,
Casey
Casey Beyer
Chief Executive Officer
Santa Cruz County
Chamber of Commerce
(831) 457-3713

25.2.53 Joby Employment
Incentive Loan Agreement
Option and Purchase and Sale Agreement
between the City of Santa Cruz and SCFS
Venture LLC
• March 26, 2024

25.2.54 Consideration of Option and Purchase and Sale Agreement In 2021, SCFS approached the City
about a potential hotel project on Front
Street
In order to move forward with the
project, SCFS would need to purchase
from the City two City-owned parcels
The proposed 232 room hotel would
also include certain public
improvements adjacent to the property
owned by the City for the purpose of
creating a public paseo and activated
Riverwalk, pursuant to the Downtown
Plan

25.2.55 Consideration of an Option and Purchase and Sale Agreement for the City-owned land at 302 and 326 Front Street Proposed Disposition of City Property (outlined in blue, below)

25.2.56 Proposed Development Site Plan (City-owned property outlined in blue, below)

25.2.57 • Santa Cruz, as a major tourist destination and tourist-based economy, has long been significantly underserving the demand for hotel accommodation in our community.
• Studies have indicated that there is a need for additional quality hotel rooms and that the City could help bolster the local economy and be more competitive with the surrounding region for attracting conferences and other revenue generating events
• Hotels expand the City’s tax base, generate new revenue funding sources including TOT, sales and use taxes, create new job opportunities and contribute towards the provision of goods and services to the City including police, fire, street maintenance and parks and recreation improvements and programs • The Downtown specifically will benefit from the increase of visitors who will shop and dine in our local stores and restaurants, helping to ensure long-term sustainability of our downtown Rationale for a hotel in the downtown core

25.2.58 Consideration of Option and Purchase and Sale Agreement Terms • Purchase Price: $2,050,000
• Additional Consideration: $500,000 to be paid at the earliest of 1) 15 (Public Benefit) days following building permit issuance, 2) termination of parking lease, 3) Sale, 4) new
project 5) 3 months of close of escrow

• Deposit: $150,000, nonrefundable
• Option Period: Up to 3.5 years from execution
• Option Exercise: Buyer must submit all building plans and pay all plan check fees
• Close of Escrow: 180 days beyond Option period, but may close earlier on completion of plan check process,
readiness for building permit issuance and
evidence of financing. On or before closing,
Buyer shall execute an enforceable
commitment and pay all applicable impact
and other fees and must pull the permit
within 45 days of closing

25.2.59 Consideration of Option and Purchase and Sale Agreement Terms • Default: In the event of a Buyer’s default, the City
shall retain the $150,000 deposit. In the
event of a Seller’s default, the Buyer shall be
refunded the $150,000 deposit
• Parking Lease: City shall have the right to license from Buyer parking stalls within the existing
parking lots at 302 Front Street, 316 Front
Street and 326 Front Street beyond the
close of escrow. The lease of 302 and 326
Front Street shall be at no cost to the City
and the lease of 316 Front Street shall be at
pre-existing terms subject to a former
license agreement.

• Closing Costs: Buyer and Seller split all closing costs, transfer taxes, title insurance premiums,
escrow fees and recording costs.

25.2.60 Consideration of Option and Purchase and Sale Agreement Terms • Additional Benefits: Agreement includes an acknowledgement that the following Conditions of Approval with be fulfilled prior to issuance of building permit or
certificate of occupancy for project:
1) Buyer’s obligation to construct the Public Paseo: Maple Alley Paseo 2) Parties will enter into an agreement
codifying Buyer’s obligation to maintain and operate the Maple Alley Paseo and other extension areas prior to issuance of a certificate of occupancy for the Project 3) Hotel owner will enter into a Voluntary Fee Collection Agreement which provides hotel guests with an opportunity to contribute to
the City of Santa Cruz

25.2.61 Option and Purchase and Sale Agreement
Edits
• 6 (g) Conditions to Seller’s Obligations
The Project shall have received "Final Entitlement Approval," which for purposes of this Agreement means the later of the following: (i) the date which is ninety (90) days after receipt of the Project Entitlements, as defined in the Recitals, (ii) if any appeal from the Project Entitlements is filed with the California Coastal Commission, the date which is ninety (90) days following the date on which the appeal is resolved in a manner acceptable to Buyer as determined by Buyer in Buyer’s sole discretion, or (iii) if litigation against the Project Entitlements is commenced within ninety (90) days following approval of the Project Entitlements or resolution of any appeal taken to the California Coastal Commission, the date on which the litigation is resolved in a manner reasonably acceptable to Seller as determined by Seller in Seller’s reasonable discretion {intentionally blank}.

25.2.62 Option and Purchase and Sale Agreement
Edits
• 9 (g) Default; Right to Terminate
(ii) Seller’s Default In the event that Seller breaches an obligation of this Agreement, then Buyer may (A) terminate the Agreement by serving written notice of default and Seller fails to cure the default within three (3) days; provided, however, that if the default reasonably requires additional time to cure, then Seller shall be allowed a reasonable time to cure that does not exceed sixty (60) days, or (B) seek the remedy of specific performance as allowed by law. Upon termination by Buyer pursuant to this sub-paragraph (ii), Buyer shall be entitled to obtain a refund of the Option Consideration as its exclusive remedy and waives any other remedy at law or equity (other than the remedy of specific performance set forth above) in the context of Buyer’s termination of this Agreement. Buyer acknowledges the protections in California Civil Code Section 1542 regarding the waiver and release provided herein, which states:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE

CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE

RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.”
By initialing below, Buyer knowingly and voluntarily waives the provisions of Section 1542 in connection the waiver and release of this Section 9(g)(ii). However, the foregoing provisions of this Section 9(g)(ii) shall not serve to release Seller from any claim for fraud against Seller.

25.2.63 Option and Purchase and Sale Agreement
Edits
13 Covenants of Seller and Buyer:
(b) Covenants of Buyer:
(iii) Prior to Closing, Buyer shall execute an enforceable commitment, secured by a performance bond or other security instrument approved by Seller in its reasonable discretion, to pay all applicable impact fees and other fees due and pull a building permit for construction of the Project within forty-five (45) days after Closing.

25.2.64 Recommendation
Resolution authorizing and directing the City
Manager to execute an Option and Purchase and
Sale Agreement between the City of Santa Cruz and
SCFS Venture LLC, a Delaware limited liability
company, for the purchase of City-owned property
located at 302 and 326 Front Street, in a form to be
approved by the City Attorney subject to any nonsubstantive changes, and to take any further actions and authorize the City Manager or his designee to
execute any other related documents necessary to
conclude the sale.

25.2.65 Questions?

THANK YOU

25.2.66 Motion to direct staff to deposit the sale proceeds and additional consideration into the Affordable Housing Trust Fund
Council Motion (1st Motion)

25.2.67 Motion to further direct staff to explore options for designating a portion of the sale proceeds, additional consideration, and future transient occupancy Tax (TOT) revenue from the hotel for the following three affordable housing programs funded by the City and administered by City partners; the Security Deposit Program, the Emergency Rental Assistance Program, and the Landlord incentive Program/Owner Assurance Program, with the goal of broadening the reach of the programs and the level of assistance received by recipients and to make such program changes, as necessary, in order to achieve these goals. Such changes may include, but not be limited to, the following:
1) Conversion of program funding from loans to grants (Security Deposit program) 2) Increase of term of assistance (Security Deposit program) 3) Increased funding when needed to provide assistance for additional recipients (all programs) 4) Lowering the threshold to qualify for assistance (all programs) Council Motion (2nd Motion)

25.2.68 Questions?

THANK YOU

25.2.69 Option 1: Motion to direct staff to deposit the sale proceeds and additional consideration into the Affordable Housing Trust Fund
Option 2: Motion to direct staff to deposit the sale proceeds and additional consideration into the following funds:
1) 50% of all sale proceeds and additional consideration ($1,275,000) to be deposited into the City’s Affordable Housing Trust Fund; and
2) 50% of all sale proceeds and additional consideration ($1,275,000) to be deposited into the City’s Public Trust Fund
Council Motion (1st Motion)

25.2.70

Santa Cruz City CouncilMarch 26, 2024

Santa Cruz City Council
March 26, 2024