St. Helena City Council
December 12, 2023

Context
ULI SF TAP I City of St. Helena 9
Overview of Planning Efforts
The General Plan was adopted in 2019 to provide a
blueprint for future growth, and the city is currently
undergoing a Comprehensive Zoning Code Update. The
effort has involved input from stakeholders, with a draft issued for public review last fall and anticipated adoption in the fall of 2023.7
In addition, the city underwent a visioning and
placemaking effort in 2019 called “Cultivate St. Helena”.8 A key component of this endeavor was the Downtown
Streetscape Plan, which focused on the repair and
replacement of the damaged Main Street sidewalks.

Specific studies have also been conducted to consider
the expansion of the Vine Trail and the potential
redevelopment of certain city-owned properties.

In spite of these varied planning efforts, there continues to be a lack of a unified plan for the revitalization of downtown St. Helena as a whole.
“Cultivate St. Helena” planning process infographic and preferred plan for Main Street. I Agenda Item #13.2.

10 ULI SF TAP I City of St. Helena
TAP Assignment and Process
This ULI TAP was convened to assist the City of St.

Helena with the challenges it is facing and provide input on branding, placemaking, fiscal strengthening, and decisionmaking strategies that will support necessary reinvestment in the city’s downtown.

The panel was composed of real estate professionals with expertise in urban design, development, the public sector, and finance. As background, the panelists were provided with a comprehensive briefing booklet to inform and assist with addressing the following questions asked by the city:

1. What are downtown St. Helena’s strengths,
weaknesses, opportunities and threats (SWOT
analysis) that should be incorporated into
placemaking?

2. What should St. Helena’s distinctive brand be? How
should St. Helena differentiate itself as a distinctive destination city in the wine country region?

3. How can the placemaking effort interact with the
city’s current plan and land use regulations?

4. What is a potential decision-making framework
that can guide city officials in implementing the
placemaking, place-branding and urban design
perspectives? How can existing city tools and
measures be leveraged, modified, or updated to
support implementation?
City briefing presentation.

The two-day workshop began with a briefing by the City
Manager and Community Development Director, followed
by a tour of St. Helena’s downtown with city staff and a representative from the Chamber of Commerce. The tour
highlighted key opportunity sites in and around downtown, and provided the panelists with firsthand experience of walking St. Helena’s historic Main Street to gain a better understanding of its condition and feel.

For the remainder of the first morning, the panelists paired up to interview a number of key stakeholders from the city and community. The insight gained from the interviews
fed directly into a SWOT analysis exercise to assess
St. Helena’s strengths, weaknesses, opportunities, and
threats. This discussion established the framework upon which the panelists would formulate responses to the
questions.

The second day of the workshop was dedicated to further refinement and synthesis of the panelists’ responses,
as each drew from their own professional experience, to provide a comprehensive set of recommendations. At the
conclusion of the second day, the panelists presented their findings to a group that included the Mayor, Vice Mayor, Council members, city staff, and the stakeholders who had been interviewed the previous day.

Agenda Item #13.2.

TAP Assignment and Process
ULI SF TAP I City of St. Helena 11
The panelists on the site tour and in work sessions.

Agenda Item #13.2.

12 ULI SF TAP I City of St. Helena
Stakeholder Input
To better understand the political, business, and social context of downtown St. Helena, the TAP panelists
conducted interviews in small breakout rooms with
key stakeholders invited by city staff. The full list of stakeholder participants can be found here.

The participants in these conversations ranged from
members of the local business community to elected
officials and represented a range of backgrounds with
unique insights on land use, the public realm, user
experience, and the city’s implementation process.

Across all interviews, some common themes emerged:

History and Authenticity
Among the stakeholders, and particularly those who call St. Helena home, pride in its history and its role as “the birthplace of wine country” was evident. Due in part to the preservation of Main Street’s historic buildings, there is a sentiment that St. Helena has an authenticity and
richness of character that might be lacking in some of its newer, neighboring towns throughout Napa Valley. Past
community engagement efforts revealed that the town’s
historic character, or “brand,” was something that the
majority of residents agreed upon, along with a desire to recognize the agricultural tradition that continues today.

While historic character is a critical aspect of St. Helena’s identity, some stakeholders also shared that the historic designation on Main Street can present additional hurdles to implementation and change.

Institutional Stagnation
Regardless of the sector they represented, the vast
majority of stakeholders interviewed spoke to the feeling that St. Helena, and its downtown in particular, had
become stagnant, with buildings that appear tired and
a lack of any new energy. Several stakeholders voiced
concerns that St. Helena is missing out on opportunities and could fall too far behind neighboring towns in the Napa Valley region. They expressed concerns regarding limits to the valley’s shared resources and capacity for growth.

The city has struggled with staff retention over the years and seen a loss of permanent positions in public-serving departments, such as maintenance. Frustration is growing at the lack of tangible progress despite many past planning efforts, as well as concern that the city is unable to get things done or partner with those who can.

Site tour image of historic building plaque. Article describing new hotels and restaurants around Napa Valley in neighboring cities such as Downtown Napa and Calistoga. J Agenda Item #13.2.

Stakeholder Input
ULI SF TAP I City of St. Helena 13
Site tour images of Orin Swift tasting room renovation (left) and Wydown Hotel at the north end of Main Street. (right).

Engaged Community and Entrepreneurs
In spite of these challenges, a number of the stakeholders interviewed represented St. Helena’s engaged citizenry
and proactive local entrepreneurs. These community
members demonstrated a clear commitment to continued
investment and were confident about the capacity of the market to support new development, including at least 150 new hotel rooms.

The community members are educated and engaged
in the future of St. Helena. A vocal subset of longtime residents continues to oppose growth of any kind, but
another stakeholder suggested that they have begun to
see a shift—with the majority of St. Helena’s residents now acknowledging that something needs to be done to
revitalize downtown.

Visitors or Residents
While it is encouraging that a growing portion of the
community may be ready to see some type of change,
many of the conversations alluded to, or directly
referenced, a tension between change that benefits the
residents of St. Helena versus the visitors who come
there. Hotels are the proposed land use that has the most support from the city, but hotels primarily serve visitors and have been contentious with the community due to that fact.

Residents see a loss of community-serving businesses
and a need for affordable housing, and they fear that
new development will exacerbate existing disparities in investment.

Finding the balance between these two groups is an
ongoing challenge for the city, as it continues to rely heavily on retail sales taxes generated through tourism, while also needing support from residents to enact real, long-lasting change.

Agenda Item #13.2.

14 ULI SF TAP I City of St. Helena
Rendering of the new restaurant ‘NOMA House’ under construction at the north end of Main Street. K Based on background information provided by the City,
the site tour, stakeholder interviews, and independent
research, the TAP panelists performed a SWOT analysis to summarize the strengths, weaknesses, opportunities, and threats facing St. Helena. This strategic planning exercise considers both internal and external factors, and lays the groundwork for the recommendations to come.

Strengths
St. Helena’s biggest strengths come from its characterdefining sense of place. It is known for its historic buildings, small-town charm, natural beauty, food, and
wine. This is the basis of the strong business environment that exists here.

A number of local entrepreneurs are invested in and
dedicated to St. Helena, with established successful
businesses, access to capital, and an appetite for more. A handful of exciting projects are in the pipeline that promise to breathe new life into Main Street and keep the retail market strong.

St. Helena has an actively involved community, with good public participation throughout past planning efforts.

Small-town neighborhood events are well executed and
attended, bringing together this engaged, talented, and passionate citizenry.

SWOT Analysis: Strengths, Weaknesses, Opportunities, and Threats Agenda Item #13.2.

SWOT Analysis: Strengths, Weaknesses, Opportunities, and Threats ULI SF TAP I City of St. Helena 15
Site tour images of neglected public realm at Lyman Park (left) and on Main Street. (right).

Weaknesses
The most visible weakness of St. Helena is the poor
condition of its public realm. Limited investment has
allowed public spaces, such as Lyman Park, to fall into disrepair. Main Street struggles to function as both the center of town and as a highway. It is challenged by noise pollution, aging streetscape infrastructure, and the cost of upkeep. The public realm provides a weak pedestrian and bike network and lacks identifiable gathering space and clear gateways to downtown.

While some of these issues have been considered
previously, past efforts have been disconnected and
demonstrate a lack of clear vision. There has been an
inability to secure funding and establish key partnerships to produce results; this is partially caused by the city’s lack of institutional capacity and staffing. In addition, the anti-development sentiment present in the community
has manifested as prescriptive and restrictive zoning that creates unnecessary hurdles for progress.

Agenda Item #13.2.

SWOT Analysis: Strengths, Weaknesses, Opportunities, and Threats 16 ULI SF TAP I City of St. Helena
SWOT analysis working photos of the panelists.

Opportunities
Given that the public realm is something the city can
improve, a number of opportunities exist for better
placemaking. Greater investment can be made with
physical improvements to activate downtown and better
serve residents and visitors alike. Suggested opportunities include raising ambition for the public realm through an expanded, walkable network that engages laneways
and side streets; the extension of the Vine Trail; and an increase of public art.

Several opportunities for new development on vacant or
underused sites also exist. St. Helena has the market
capacity to support and embrace land uses other than
hotels. Suggestions to be considered include mixeduse with affordable housing, and creative commercial endeavors. These types of land uses have the potential to make St. Helena more “livable, walkable, and workable”.

The city is also at a unique inflection point politically, with new staff members and an aligned City Council.

This presents a fresh opportunity to address the need for improvements and rethink strategies for the city’s longterm sustainability. Suggestions included strategies for securing more funding sources, and building advocacy
within an increasingly diverse community.

Agenda Item #13.2.

SWOT Analysis: Strengths, Weaknesses, Opportunities, and Threats Public Parking Lot
1255 Oak Avenue
(vacant Catholic school
parking lot lease opportunity)
1001 Adams Street
(vacant BofA parking lot
interim lease opportunity)
ULI SF TAP I City of St. Helena 17
A quick aerial survey of surface parking lots revealed a potential abundance of parking areas within a five-minute walk of the downtown core—privately owned lots in orange and publicly owned lots in blue, as well as available public street parking.

Threats
A number of factors threaten the entire Napa Valley,
including environmental challenges such as fire, limited water resources, and the impact of climate change on
agriculture, as well as macro-economic challenges like
inflation and loss of workforce availability.

Lack of workforce housing results in difficulty for local businesses to attract talent, and a burdensome commute
for many service workers, exacerbating the existing traffic congestion on Main Street.

St. Helena also faces a series of specific threats to its community, downtown, and economy. Some empty
storefronts on Main Street give the impression of a weak retail market. However, the per capita taxable retail sales here are vastly higher than in any other neighboring
district.9 St. Helena is also a place with more compact development than that of the rural landscape around it, which leads to the impression that parking is difficult. The issue is perceived to be a lack of space for parking, but in reality there is a lack of clear signage and management of existing parking. Nonetheless, these false perceptions pose very real difficulties, particularly when they are used to support arguments by a particular subset of the community against progress.

Implicitly, there are tensions that hinder consensusbuilding within St. Helena. The most obvious tensions are between visitors and the local residents and workforce, but tensions also exist between younger and older members
of the community, and between retailers and hotels.

These types of conflicts can deter economic development, and without acknowledgment and resolution, the city will continue to struggle to find widespread community support for policies and progress on key projects.

The largest threat facing St. Helena is that of inaction. A lack of staffing and funding capacity has hindered the city’s progress to date, and if not corrected, it risks the continued loss of market relevance and an inability to compete with neighboring towns.

Agenda Item #13.2.

18 ULI SF TAP I City of St. Helena
Vibemap generated from adjectives people are using online to describe specific places (examples: “affordable” food at Sunshine Foods or “nightlife” at Ana’s Cantina).

St. Helena Chamber of Commerce logo. L
The Napa Valley region is a world-class destination, but it comprises several unique towns that each offer a distinct experience. The panel emphasized that to differentiate
itself from neighboring competitors, St. Helena must build an identity that is truly authentic: a character that can only originate from and be built together with its residents.

Identity is about more than St. Helena’s “brand,” it is also about the community’s vision for its future.

St. Helena’s Distinctive Character
With its historic legacy as the center of Napa Valley wine culture, St. Helena already has global reach and an
international presence. At the same time, it has maintained its historic small-town feel with the preservation of classic buildings and the surrounding neighborhoods that are
within walking distance of downtown.

St. Helena is more than a tourist town—and more than
Main Street. It has a growing Latinx community, as almost 25 percent of St. Helena’s residents identify as Hispanic or Latino.10 In addition to residents, a workforce population supports the tourism industry, with many of the low-wage workers (under $25,000 annual salary) commuting here
for work.11 St. Helena functions as a real town with a
robust school district, family-owned establishments, and community organizations. This distinctive community
character reaches far beyond Main Street.

Identity: Brand, Aspirations, and Vision
Classic
Magical
Outdoors Romantic Beautiful
Authentic
Creative
Intimate
Family Amazing
Popular
Film
Nightlife Fresh
Comfy Healthy
Casual
Affordable
[food]
International
Hidden Gem
Fantastic
Local
Agenda Item #13.2.

Identity: Brand, Aspirations, and Vision
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Site tour images of both local and visitor serving storefronts including a bar, gallery, shops, and theater. M User Experience
Downtown St. Helena is the heart of the community. It
should be the local destination for shopping and other
daily needs, as well as the place where everyone comes
together to socialize and gather. The user experience of residents spans all days of the week, and all times of the day and night.

In contrast, those who come to visit St. Helena have a
more succinct experience. They come to the heart of Napa Valley to eat and drink, to shop, and possibly to stay. But they primarily activate the downtown on weekends and
during the day. Many of St. Helena’s businesses cater
specifically to visitors’ experience during a condensed time frame, closing early and leaving downtown St. Helena
without activity during off-peak times. This has led to tensions within the local community and a perception that visitor- and resident-serving uses are mutually exclusive.

Trends in tourism today, however, increasingly show that visitors want to go where they are able to live as the locals do. Therefore, what is good for the resident experience should also improve the visitor experience—and attract
tourism.

Agenda Item #13.2.

Identity: Brand, Aspirations, and Vision
20 ULI SF TAP I City of St. Helena
Interactive engagement strategies in Salt Lake City, Utah N, Salinas, California O, and St. Louis, Missouri P that ask the community to define their vision of their city.

Vision Setting and Culture Building
It is important to create spaces for people to come together and strengthen St. Helena’s community identity and build authentic culture. Ultimately, culture is made by working together to achieve something greater than ourselves.

The city and the chamber host a number of events,
such as the Holiday Wine Barrel Tree, that are already
extremely successful at culture building, and more
activities could support local arts and entertainment
and encourage inclusivity. These events can be used to
engage residents, provide a platform to share aspirations, and collectively define St. Helena’s vision for the future.

Building upon this vision, St. Helena can strengthen its “brand” to be a representation of the distinctive identity of the town: something in which the community collectively believes and in which it is invested. This process ensures that St. Helena’s brand will be authentic to its unique characteristics and culture. Through the robust presence the chamber has created on social media, city websites, and more, St. Helena can share its distinctive brand and vision with the world. This authenticity is what will attract visitors.

Agenda Item #13.2.

Identity: Brand, Aspirations, and Vision
ULI SF TAP I City of St. Helena 21
Examples of community events within St. Helena: the Holiday Wine Barrel Tree R, the farmers market, and trivia nights. S Differently themed wayfinding concepts developed as part of Cultivate St. Helena. Q Agenda Item #13.2.

500 - 600 ft. Block Lengths

MAIN STREET
22 ULI SF TAP I City of St. Helena
(Top) Panelist sketch of existing Main Street section with the majority of the R.O.W. dedicated to vehicular uses. (Bottom) How the city sees its Main Street: as a corridor.

The panel observed that St. Helenaʻs image of itself is too one-dimensional. St. Helena is much more than just
its Main Street: it has considerable potential to express itself as a larger district and multi-layered downtown.

Considering the town’s core as a larger district would
create a stronger sense of place, with a wide variety of economic opportunities. Expanding the perception of
downtown to include not only Main Street, but also the side streets of Railroad Avenue and Oak Avenue, creates a rich neighborhood fabric while simultaneously strengthening
Main Street’s role. Instead of a single corridor, downtown St. Helena would become a robust network of pedestrianoriented streets and destinations, organized into loops that connect to an enhanced Main Street and focused
activation at key opportunity sites.

Placemaking: Concentrate, Connect, and Catalyze
67% R.O.W.
dedicated
to vehicles

NARROW SIDEWALKS
11’ 7’ 11’ 11’ 11’ 7’ 11’

THREE TRAVEL LANES
+ PARKING LANES
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 23
Excerpts from the Cultivate St. Helena Downtown Streetscape plans. T (Top right) Sidewalk replacement with same street section and narrow area for pedestrian circulation. (Bottom) Overall streetscape plan scope area.

Existing Main Street
St. Helena’s Main Street remains the centerpiece of the downtown fabric; however, it also has a number of inherent challenges. Most significantly, it is a Caltrans highway and therefore experiences higher traffic volumes. These result in air and noise pollution, which diminish its “linger factor.” The pedestrian experience is confined to narrow sidewalks and is further challenged by long block lengths (500 to 600 feet), which are double what a comfortable pedestrian retail environment would seek to establish.

While the panel held high hopes for planned investment in Main Street, the proposed streetscape project is not much more than a sidewalk replacement project. The panel
saw both an opportunity—and a considerable need—to
address Main Street in a more holistic way, with sidewalk improvements, traffic calming, and an enhanced public
realm as integral parts of this significant undertaking and investment. The panel recommends that the improvements
project as proposed be reimagined, with a focus on making a bigger impact to Main Streetʻs public realm and quality of pedestrian experience.

Agenda Item #13.2.

MAIN STREET
1/4 Mile - 5 Minute Walk
Placemaking: Concentrate, Connect, and Catalyze
24 ULI SF TAP I City of St. Helena
Reimagining Main Street
There are certain constraints to working within the
existing Caltrans right-of-way (R.O.W.), but the lanes and sidewalks could be reconfigured to allocate more space
to the pedestrian realm within the quarter-mile between Adams and Spring streets (the blocks that comprise
the primary pedestrian core). In this segment, if the city pursues the closure and pedestrianization of Hunt Avenue from Main Street to Railroad Avenue, the center turn lane could potentially be removed to allow wider sidewalks on either side.
+25’ to
pedestrian
realm

REMOVE CENTER

TURN LANE
7’ 5’ 5’ 7’ 12’ 12’ 11’ 11’
OPTION 1
SPACE FOR DINING +

PEDESTRIANS
(Top) Conceptual street section of a reimagined Main Street with space reallocated to the sidewalks and flex zone. (Bottom) How the panelists see Main Street: with interconnected pedestrian prioritized loops.

FLEX ZONE
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 25
In addition, solving the perception of parking scarcity will be key to unlocking opportunities for rethinking of the ROW allocation and alleviating the demand for parking space on Main Street. The parking lanes along the entirety of Main Street could then be converted to flexible zones. Flex zones take various forms, depending on their adjacencies and community-determined needs. In some areas, parking
stalls may remain, particularly for ADA accessibility;
elsewhere, they could accommodate service, loading,
and pickup/dropoff areas, planting buffers, bike lanes, outdoor dining and retail, or a combination of amenities for pedestrians.

A case study using this strategy is the successful
transformation of Castro Street in Mountain View.

FLEX ZONE CASE STUDY: Castro Street, Mountain View, California In the 1980s, Mountain View recognized that the lack of a good quality pedestrian experience was detrimental to its downtown main street—Castro Street. By expanding opportunities for parking off Castro Street, the city was able to reimagine the curb lane, planting trees 30 feet apart to either retain parking in between or provide businesses with the opportunity to occupy this “flexible zone” with dining and seating.

A flex zone could be an interesting solution for St. Helena’s Main Street, which could be tested using temporary measures such as parklets.

Today, the City is exploring further modifications to Castro Street post pandemic.

Learn more about this project at: Castro Street 100 Block Feasibility Study Castro Street Redesign U
Conceptual sketch of Main Street flex zone with a combination of parklets, planters, and PUDO (pick-up and drop-off) areas.

Example of flex zone designations on Castro Street, Mountain View. U Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
26 ULI SF TAP I City of St. Helena
Converting Main Street into a more pedestrian-friendly
street would help calm traffic in downtown St. Helena and provide a more multi-modal environment for pedestrians
and cyclists. The Vine Trail alignment could also be
reconsidered as part of this effort, with the opportunity to form a connection directly down Main Street.

The panel also suggested tactical improvements as a
short-term way to demonstrate activation or change
before committing to permanent changes. Parklets and
other temporary curb lane extension strategies provide a lower-cost way of exploring modifications to the parking lane. This type of installation could be as simple as the introduction of tree planters or a complete patio buffered from the adjacent vehicular lane.

By requesting a grant extension for the One Bay Area
Grant (OBAG) funds currently slated for the sidewalk
replacement project and waiting for additional funding
capacity, the city will ensure the best possible outcome for the public realm, making the impacts to businesses and
investment of resources more worthwhile. Reimagining
Main Street will create the space to support the
spontaneous gathering and activation that it lacks today.

Vine
Trail!
(Top) Conceptual street section of a reimagined Main Street with Vine Trail bike lane. (Bottom) Precedent imagery of the Vine Trail V and sidewalk space for dining. W OPTION 2
6’ 5’ 5’ 5’ 5’ 7’ 6’ 12’ 12’ 7’

REMOVE CENTER

TURN LANE

SPACE FOR DINING,
BIKES + PEDESTRIANS
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 27
Guidelines for sidewalk width and clearances to optimize the pedestrian experience. X Agenda Item #13.2.

MAIN STREET
500 - 600 ft. Block Lengths
1/4 Mile - 5 Minute Walk
Placemaking: Concentrate, Connect, and Catalyze
28 ULI SF TAP I City of St. Helena
The Downtown Network
Downtown St. Helena includes a network of streets that
support the entire district. Main Street has several parallel streets and alleys, including Railroad Avenue, Money Way, and Oak Avenue, which are mixed use and present less
traffic-intensive alternatives for pedestrians and cyclists.

With Main Street as the primary attraction in downtown, current patterns show pedestrians moving back and forth along the thoroughfare. This could be expanded to a series of walking routes or loops that include complementary side streets, alleys, and midblock laneways, bringing life and energy to existing businesses.

These supporting parallel streets also provide alternative routes that allow occasional partial street closures. Hunt Avenue was partially closed to vehicular traffic during the Hunt Avenue Hub pilot project, which provided outdoor
dining opportunities during the peak of the COVID-19
pandemic. Although this intervention caused push back by some business owners, the panel encourages St. Helena
to continue to consider parallel streets as opportunities for future activation to strengthen the concept of a
“Downtown” (and by extension, “Main Street”), either
permanently, or through more regular temporary initiatives.

How the panelists envision a multi-modal network of streets with gateways at either end of the Main Street’s core.

Images show pop-up dining on Money Way (left)
and the Hunt Avenue Hub (right).Y
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 29
Heat map data from STRAVA demonstrates how people have already created a functional network through their use patterns. Z

CYCLIST ROUTES

WALKING ROUTES

MAIN STREET

OAK AVENUE

ADAMS STREET

SPRING STREET

HUNT AVENUE

POPE STREET

RAILROAD AVENUE

MAIN STREET

OAK AVENUE

ADAMS STREET

SPRING STREET

HUNT AVENUE

POPE STREET

RAILROAD AVENUE
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
30 ULI SF TAP I City of St. Helena
Precedent imagery of “greening” Guildford Lane in Melbourne, Australia. AA Precedent imagery of an activated Clear Alleys in Seattle, Washington. BB The panel also recommended improvements to St.

Helena’s existing laneways as connections from Main
Street to the parallel streets, and a strategy for creating a finer-grained, more interesting, diverse, and layered network of 300- to 400-foot blocks. In places like
Melbourne, Australia, and Seattle, Washington, these
narrow spaces are prime candidates for public art, intimate dining, and other forms of activation and place branding.

Although once overlooked, in many cities, spaces such
as these have increasingly become compelling signatures within the urban fabric for their uniquely local character and their ability to provide a variety of experiences.
“Cultivate St. Helena” examined Telegraph Alley, and
a citizen-led group has already come up with several
ideas for its connection to an activated Money Way. The panelists support these community-driven initiatives as a complement to larger city-led projects. However, given the somewhat “gritty,” unconventional, and evolving nature of these spaces, the panel recommends that the city, and
sponsors of projects to activate these lanes, treat them as “temporary experimental spaces.” Use simple, low-cost
strategies to learn what works, what resonates, and what provides a ready point of identity for the community. The roles of these places should be “rapid prototyping” to try new ideas and create constant energy through innovation, not a long, drawn-out process that seeks perfection, risking entanglement in laborious code and design reviews.

Through investments in its alley/laneway networks
and by inviting pedestrian traffic through either design interventions or simply better wayfinding, St. Helena can guide people on foot to Railroad Avenue, Money Way, and Oak Avenue, thereby creating a walking district that brings life, commerce, and energy to the greater downtown.

Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 31
(Top) Site tour image of Telegraph Alley.
(Bottom) Citizen-led group vision for Telegraph Alley connection to Money Way. CC Agenda Item #13.2.

Opportunity Site - 1001 Adams Street
Near Term: Infill Boutique Hotel
Opportunity Site - 1115 Main Street
Near Term: Pop-up - Long Term: Redefine Gateway

LANEWAYS WOONERF

GATEWAYS
500 - 600 ft. Block Lengths

MAIN STREET
1/4 Mile - 5 Minute Walk
Opportunity Site - 1480 Main Street
Medium Term: Mixed Use with Affordable
Housing + Neighborhood-Serving Retail
Opportunity Site - 1309 Main Street
Immediate: Reposition of St. Helena Hotel
Placemaking: Concentrate, Connect, and Catalyze
32 ULI SF TAP I City of St. Helena
Opportunity Catalyst Sites
In St. Helena’s downtown, a number of underused sites
hold considerable potential for enhanced place branding and economic value generation through creative new
development and/or activation. Some of these catalyst
sites are publicly owned, whereas others are privately
owned.

Publicly owned sites have the potential for the city to drive catalytic projects by way of strong leadership and more economic flexibility via lower land basis. Privately owned sites may require more market-driven investment
strategies, but the city can be a supportive partner through aligned visioning, streamlined approvals, and (where
appropriate) supportive financial incentives. The panelists considered land uses and public/private partnership
strategies for these sites with a long-term economic view and a balance between visitor and resident priorities.

Hotel Uses: 1309 Main Street & 1001 Adams Street
The panel strongly recommended development of several
new boutique hotels, beginning with the restoration of
the historic St. Helena Hotel and also considering an
opportunity site such as 1001 Adams Street. The recently entitled Farmstead Hotel, at the southern edge of city
limits, is approved for 65 new rooms.12 However, the
market can support far more rooms, and the city would
benefit from the increased transient occupancy tax
(TOT) that such development would generate. Local St.

Helena residents may have a contentious history with
opposing hotels, but neighboring towns in the region have successfully managed new hotel growth and benefited
from the resulting TOT to help fund important resident
quality-of-life investments such as park maintenance,
multi-generational programming, and affordable housing.

Hotels located downtown bring overnight guests who
would directly improve the vitality after 5 p.m. The issue of lack of evening activity was raised time and again during stakeholder interviews. The hotels should include active ground-floor uses, such as bars and/or dining, that engage the street and have the potential to become places for
local residents as much as for tourists.

Opportunity sites on and off of Main Street would serve to activate the entire Downtown network.

See next spread for specific recommendations by site.

Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 33
Mixed Uses & Housing: 1480 Main Street
The panelists also supported housing for the residents
of St. Helena, particularly as part of mixed use projects with affordable options that serve the more economically vulnerable members of the community: families, seniors, and the workforce. Affordable housing should be
considered on publicly owned sites, such as 1480 Main
Street, so that the city can unlock state grant funding for infrastructure and transportation linked to affordable projects. The city could maintain a higher level of design control through a partnership with an affordable housing developer, and ensure a mixed use environment with
ground-floor, neighborhood-serving uses.

Pop-Up Uses: 1115 Main Street
Another creative public/private partnership could be
sponsorship and development of an incubator kitchen.

This growing trend relies on smaller footprints to provide a lower barrier to entry for people new to the restaurant profession and has been demonstrated to support job
creation. Such kitchens would also encourage longer-term investment in the city after a restaurateur becomes more established. Building on the legacy of the Culinary Institute of America, and the “foodie” culture of St. Helena, this is a great economic development tool and program addition for infill development at any number of opportunity sites in the re-envisioned downtown, including the panel-identified site on the parking lot of 1115 Main Street.

Conceptual sketches of the redevelopment potential at the 1480 Main Street site (left) and 1115 Main Street (Sunshine Foods) site (right).

See next spread for specific recommendations.
1480 Main Street,
Former City Hall
Interim activation at Proxy, SF. DD
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
34 ULI SF TAP I City of St. Helena
HOTEL REPOSITION CASE STUDY: The Madrona Hotel, Healdsburg, California Originally built in 1881, the Madrona is a 24-room boutique hotel in Healdsburg, California. Co-owned and restored by renowned interior designer Jay Jeffers, this historic mansion was respectfully restored while still bringing a modern, eclectic, and energetic style to the space. The site restaurant caters to both hotel guests and Healdsburg residents, and has become an important part of the community fabric since reopening.

The repositioning of the historic St. Helena Hotel could similarly breathe new life into Main Street and become an important hub for the community.

Learn more about this project at themadronahotel.com The Madrona Hotel Restoration EE MIXED USE CASE STUDY: Parc on Powell, Emeryville, California Completed in 2015, this mixed-use project consists of multifamily apartments over ground-floor retail space and is adjacent to an off-site public park. The mixture of rental unit types attracts diverse tenants, and the project is a “complementary addition to the surrounding mix of residential and commercial developments.”
The mixture of uses and the mid-rise scale are appropriate to St. Helena’s context and could be a good template for the 1480 Main Street site and adjacent Lyman Park.

Parc on Powell Multi-Family Learn more about this project at: architectmagazine.com/project-gallery/parc-on-powell MIXED USE & HOUSING: Site Recommendations
1480 Main Street: Former City Hall
Mixed use with an affordable housing component,
groundfloor neighborhood-serving retail and
Lyman Park improvements

IMMEDIATE NEAR TERM MEDIUM TERM LONG TERM
HOTELS: Site Recommendations
1309 Main Street: St. Helena Hotel
Refresh and reposition
1001 Adams Street
Hospitality infill hotel with
groundfloor dining

IMMEDIATE NEAR TERM MEDIUM TERM LONG TERM
HOTEL INFILL CASE STUDY: Hotel Healdsburg, Healdsburg California Learn more about this project at hotelhealdsburg.com
Agenda Item #13.2.

Placemaking: Concentrate, Connect, and Catalyze
ULI SF TAP I City of St. Helena 35
POP-UP CASE STUDY: The Wash, East Nashville, Tennessee
Through an adaptive reuse of a former self-serve car wash, “The Wash” converted each of its six bays to create affordable, 400-square-foot spaces for chefs to test new food concepts and develop their business skills. This innovative low-cost offering provides a path for emerging chefs to get a foothold in the local market, refine their menus, and develop a local following before investing in a permanent space. The Wash has attracted a diverse array of talented young chefs and provides a range of moderately priced food options, creating an attractive anchor for locals in this East Nashville neighborhood.

With the Culinary Institute of America nearby for potential support, an incubator kitchen could create a unique St. Helena signature with opportunities for new chefs and constantly changing (and affordable) food options to residents.

Learn more about this project at: eatwash.com
The Wash, Adaptive Reuse Incubator Kitchens FF
POP-UP: Site Recommendations
Additional Future Opportunity Sites
Incubator kitchen
1115 Main Street: Sunshine Foods Parking
Incubator kitchen, Retail, Public Art, Events
(long term consider comprehensive redesign to define gateway)

IMMEDIATE NEAR TERM MEDIUM TERM LONG TERM
With all of these opportunities, the city will need a clear economic development framework, and a heightened
sense of urban design to ensure that the overall vision for downtown is upheld. There are a number of excellent examples on Main Street, where historic architecture
has been renovated with care to preserve the storefront authenticity while modernizing its use. This emphasis
on historic character should serve as a template for how the architecture of new developments can both create
gateways to downtown and reinforce the identity of St.

Helena. Additional opportunity sites not included in the TAP study area could also be considered for these projects and other types of land uses.

Agenda Item #13.2.

36 ULI SF TAP I City of St. Helena
Decision Making: Process, Choices, and Actions
St. Helena has a robust retail market and significant
resources, but it is also facing mounting costs associated with aging infrastructure and lacks funding and staffing resources to meet projected demands. These are
challenges that all cities face, and there are strategies to build a path forward. The final focus area for the panelists was to identify a decision-making framework to ensure
that the city does not remain stuck and that projects are prioritized to deliver long-term economic sustainability.

How to Evaluate Projects
As stated in St. Helena’s General Plan Update 2040,
“creating a sustainable community and stable economy
requires meeting basic needs and providing opportunities for current and future residents.”13 The city has identified a number of projects, many of which require significant resources. While the city clearly needs to advance projects that will generate revenue, the community is concerned
about prioritization of visitors over residents. The city would benefit by focusing on enhancing quality of life for residents while supporting tourism, and recognizing that the latter is a critical component of the city’s long-term economic stability, as the engine that will ultimately fund the services that will sustain the local community.

The city seems to be grappling with a wide range of issues and potential projects. The scope of some of these projects is significant and will require dedicated staff resources.

Adopting a list of decision-making criteria will assist the city in establishing priorities and ranking projects based on their ability to meet key goals. With each potential project, the city should ask itself the following questions:

Does it address a real or perceived problem?
Does it support the residents?
Does it generate revenue? What is the return
on investment (ROI)?
PROJECT EVALUATION CHECKLIST:

Does it leverage outside resources?
Do we have the capacity (budget and staff)
today to implement it?
Is it sustainable—can we maintain it in the
long run?
In addition, projects should be separated by the level of effort required to implement them. Some are “big deals” that will have long-term impacts for St. Helena but will require more upfront investment to execute and bring
to fruition. These include the large-scale infrastructure improvements on Main Street and infill development
projects at various opportunity sites.

Meanwhile, other, smaller projects could be low-hanging fruit, such as improved signage, lighting, public art, and the temporary installation of parklets or planters. These “small wonders” have immediate impact for residents
and demonstrate movement forward, while more intensive
city resources can be dedicated to the mid- to long-term “big deals.”
Precedent examples of “small wonders”: mural programs (left) GG or twinkle lights at Larimer Square (right). HH Agenda Item #13.2.

Decision Making: Process, Choices, and Actions
ULI SF TAP I City of St. Helena 37
Process Tools
More broadly, the city would benefit from establishing an overall economic development strategy. The example
outlined here is borrowed from Morgan Hill’s Economic
PROCESS: Attract Investment through Land Use and Policy Decisions • Identify Opportunities:

What sectors have potential for growth
• Have Clear Intentions:

What are the long-term goals
• Develop Implementation Action Plan:

What is each specific step - Who is responsible
Identify Strategies
Develop Clear Actions
Establish Timeline
Assign Responsibility
Blueprint,14 a unifying vision that serves as the “North Star” for all future growth in a city that has overcome many of the same challenges currently facing St. Helena.

Excerpt from the Morgan Hill Economic Blueprint identifies the primary sectors with potential for growth. II • Foster Partnerships:

Where can partners support the city
• Use Economic Indicators to Evaluate
Progress:

How can success be demonstrated
• Remove Unnecessary Barriers:

How can the city get out of the way
Agenda Item #13.2.

Decision Making: Process, Choices, and Actions
38 ULI SF TAP I City of St. Helena
As projects begin to come online, it is important to be able to quantify their success. This will validate the
framework internally and demonstrate positive progress
to the community. Some economic indicators to consider
are those used in the Morgan Hill Economic Blueprint that demonstrate increased quality of life for residents, fiscal sustainability, job and housing growth, and the vitality of the tourism industry.

Excerpt from the Morgan Hill Economic Blueprint identifies the economic indicators to measure growth and positive feedback for the community. II Agenda Item #13.2.

Decision Making: Process, Choices, and Actions
ULI SF TAP I City of St. Helena 39
Financial Tools
Hand in hand with this economic development strategy is the set of financial tools and funding sources available to support it. To begin with, it is best to focus on leveraging funding sources that the city can control.

The city could also explore a number of powerful revenue sources that would require some level of voter approval, depending on the type of tax or fee proposed. Detailed
descriptions of some of these revenue enhancement
strategies are included in the report prepared for the city by Baker Tilly15 and presented to Council in February
and May 2023. In these instances, it is important to have earned the trust of the community through quick wins
before placing a measure on the ballot to maximize the
potential for it to pass.

FINANCE: Leverage Existing Funding Sources and Expand Financing Potential Under City Control:
• Update development, impact, and user fees:

Ensure new projects pay their fair share.

Maximize revenue for the city without deterring
development.
• Apply for grants:

Develop a strategy for grant applications and
reinforce it as a matter of habit to become
more competitive.

Apply at the local, state, and federal levels.

Require Voter Approval:
• Raise Transient Occupancy Tax (TOT):

Approach to increase local revenue paid
by visitors without direct impact to local
residents.

Rate should be appropriate to regional
context and comparable to neighboring
jurisdictions.
• Implement New Local Sales Tax Measure:

Requires clear consensus on what tax
revenue should be spent on, such as new
public amenities (parks, recreation facilities,
affordable housing, or other resident-serving
uses).

Consider only after having built trust with
local resident community.
• Seek private-sector support:

Reach out to business community for
donations.

Have a naming policy to acknowledge donors.

Establish public/private partnerships for larger
scale projects.

Engage community volunteers: create an
active and involved citizenry.
• Review leases of city-owned properties:

Ensure they are aligned with today’s priorities
and modify as needed.
• Assess a Business License Tax:

Reassess the way that businesses are
taxed and consider the application of gross
receipts model to increase revenues.

Use funds for essential services like fire,
police, and street maintenance.
• Propose General Obligation Bonds:

Likely not politically feasible at this time.

Should be considered only in the future when
the financial situation is approved, as they
pledge community’s general fund revenues
for repayment.

Agenda Item #13.2.

Decision Making: Process, Choices, and Actions
40 ULI SF TAP I City of St. Helena
Special financing districts are also a powerful tool for local communities to raise funds for capital infrastructure costs in designated areas. They require buy-in and approval
from affected property or business owners and should
be evaluated carefully for both costs and benefits as
implementation of these districts can require significant upfront and ongoing resources. Examples of common
districts used in California communities include the
following:

Community Facilities Districts (CFDs)
CFDs are a financing tool, based on a parcel tax, that
can be implemented by local governmental agencies
including cities, counties, special districts, and joint power authorities to pay for a wide range of public facilities, or for certain public services. They require a vote of affected property owners.

Enhanced Infrastructure Financing Districts (EIFDs)
EIFDs are public entities that can finance the construction or rehabilitation of specific types of community
infrastructure, including public realm improvements,
housing, transportation and other infrastructure items.

Also requiring voter or landowner approval, EIFDs have
the authority to use tax increment financing, in addition to other more conventional funding sources such as fees or assessments.16
Property Based Improvement Districts (PBIDs)
PBIDs require a vote of property owners within a planned district. Their vote on a district management plan
would establish a scope of work for the district and the amount of taxation to pay for it, which would be collected through property tax bills. This is a powerful tool for commercial districts that can fund operating programs like ambassadors, but also ensure sufficient steady revenue
to bond against to invest in larger infrastructure programs.

If there are several major landowners in downtown that
are receptive and can help champion this initiative, it may be possible to create a PBID at a relatively low cost ($100,000 to $200,000 in consultant and staff time).

Land Use and Zoning Tools
The last piece of this framework is to more closely
examine zoning codes and plans through an economic
development lens. St. Helena is preparing to adopt a
comprehensive zoning code update17, so this is the time to thoroughly scrutinize it and ensure that the code is supporting the city’s established economic development
strategy and long-term goals.

Make zoning less prescriptive.

Allow spaces to be flexibly programmed.

Allow more uses by right.

Do not be afraid of density; control character
through objective design standards (form).

Make it performance-based zoning.

Invite your colleagues from other
neighboring jurisdictions to give honest
feedback.

CHECKLIST: Take a Red Pen to the Zoning Code
Lastly, be strategic about when a specific plan or a precise plan with an EIR can be conducted in lieu of a master
plan. For example, with the Downtown Specific Plan, this approach could facilitate the development process by
streamlining the community engagement process, building consensus once, and making it easier for individual
projects to move forward in the future.

Agenda Item #13.2.

ULI SF TAP I City of St. Helena 41
Agenda Item #13.2.

42 ULI SF TAP I City of St. Helena
Concluding Recommendations for Implementation
The tools and strategies outlined throughout this report are broad-reaching and will take time to come to fruition.

The intention of the TAP is to establish a direction for a long-range trajectory for building a real downtown in St.

Helena and then to provide actionable steps that can begin immediately.

The first step is to invest in and grow the city team.

The panelists identified a considerable lack of “bench
depth”—capacity and skills needed to achieve St. Helena’s potential. This does not necessarily require hiring more permanent staff positions. The same outcome could be
achieved using a combination of permanent and temporary staff; interns and fellows; and consultants and contractors to address issues of urban design, tactical urbanism,
economic development, and new business procurement.

However, a critical role will need to be filled by someone within the city with the experience, entrepreneurial
sensibilities, and authority to advance St. Helena’s
economic agenda, negotiate on the city’s behalf, and work directly with the City Manager. Together this team needs to start with a clear focus on “how do we get to ‘YES.’”
The second step is to shake the metaphorical “money
tree” and tap into funding and financing sources
identified in this report. St. Helena is not starting from scratch when it comes to building out its financial capacity; there is already a robust existing business community
with capital to tap into. A sustainable financial strategy will include a combination of ongoing and one-time
funding sources, as well as financing tools that build on partnerships and community support.

The third step is to focus on the short-term wins and
actions that have a district-wide impact. The community of St. Helena is fatigued from planning efforts with no identifiable progress forward. One of the most impactful actions would be to catalyze regeneration of the St.

Helena Hotel: getting it back online as a crown jewel of Main Street. The city needs to champion the effort to get a high-quality operator who is willing to invest in bringing the property back to life as a high-end boutique hotel. This reinvestment would demonstrate what Main Street can be
and how it can attract new investment.

The city should use its additional staffing capacity to better articulate the value proposition of other existing assets by creating a marketing map of all downtown
properties. A similar effort could be applied to parking by conducting a comprehensive parking inventory, identifying opportunities for shared parking on underused private lots, and implementing a signage and wayfinding program to
direct people to the available spaces within the broader downtown street network.

Interim activation of the public realm is another easy, visible way to build community support and test the limits of what is possible in downtown St. Helena. Main Street, the laneways, and the broader street network all present opportunities for temporary tactical improvements and
creative activation through public art and programming.

Address deficiencies that impact resident quality of life Internal champion to work on a few heavy lifts
Partner with local business community to sponsor
Hire experts for specific tasks needed to realize goals PERMANENT STAFF:

TEMPORARY STAFF:

INTERNS & FELLOWS:

CONSULTANTS & CONTRACTORS:

Agenda Item #13.2.

Concluding Recommendations for Implementation
Panelists at the final presentation.

ULI SF TAP I City of St. Helena 43
With increased staffing and funding capacity, as well
as buy-in from the community, the city can then begin
to tackle the longer-term “big deal” projects. Use the
decision-making framework to prioritize the following
projects and establish an implementation action plan:

St. Helena is a town with a great deal of potential. By building an authentic brand together with the community, the city will remain true to its historic identity and ensure that it is inclusive and representative of its residents.

Placemaking strategies that support the brand, improve
quality of life for visitors and residents alike, and look beyond just Main Street highlight opportunities for tactical urbanism as well as permanent infill development to
activate the entire downtown fabric. With the outlined
decision-making framework, the city will have the tools necessary to overcome its current institutional stagnation, build increased staffing and funding capacity, and get
projects done.

This combination of community partnerships, intentional investment, and a clear strategy for growth will enable St.

Helena to regain its position as the heart of Napa Valley, operating as a complete “small town” that fulfills the needs of current and future residents while sharing its authentic wine-country lifestyle with its visitors.
• Infill Development of Opportunity Sites
Identify the desired positioning, desired
community benefits, and market differentiation
between two or three new hotels.

Identify experienced partners who can
execute, define the most critical needs, and
establish required design parameters, and
then work to capitalize and build affordable
housing (family, senior, workforce).

Create a mechanism for public/private
partnerships.
• Reimagined Main Street Improvements
• Gateway, Identity, and Wayfinding Strategy
Agenda Item #13.2.

44 ULI SF TAP I City of St. Helena
About the Panel
Jane Lin, AIA, Founding Partner, Urban Field Studio
(TAP Panel Chair)
Jane is a licensed architect and urban designer that wants to make the communities we live in more vibrant, memorable, and enduring. Jane holds a BA in Architecture, MS in Architecture, and a Master’s in City Planning from UC Berkeley and is currently a lecturer in the Master of City Planning and Masters of Real Estate Development + Design programs. Jane was the co-founder of Urban Field Studio and has worked with her partners for many years prior to founding Urban Field Studio in 2014.

Her work includes urban design for transit area planning, revitalizing mixed-use districts, campus planning, and housing policy planning with local agencies throughout the western United States. Jane is particularly concerned about the public outreach process and the way we visually communicate with our communities and neighborhoods. She knows the conceptual strategies that she puts forward can only be successful when they are economically viable, community supported, and physically compelling in design.

Nell Selander, Director of Economic & Community Development, City of South San Francisco (TAP Panel Co-Chair)
Nell serves as the Director of the Economic & Community Development Department with the City of South San Francisco. In this role, she oversees four divisions critical to development throughout South City:

Planning, Building, Economic Development, and Housing. Prior to this role, Nell served as Deputy Director of Economic & Community Development with the City of South San Francisco, managing winding down the former South San Francisco Redevelopment Agency, overseeing the City’s affordable housing programs and Community Development Block Grant, and supporting the City’s vibrant and growing business community. Before joining the City of South San Francisco, Nell served as the Economic Development Coordinator and then Economic Development & Housing Manager with the City of San Carlos. Prior to that, she worked on various, large capital projects for the Columbus Downtown Development Corporation in Columbus, Ohio. Nell received her Bachelor of Arts in American Studies from Stanford University and a Master of Urban Planning degree from New York University’s Robert F.

Wagner Graduate School of Public Service.

Agenda Item #13.2.

About the Panel
ULI SF TAP I City of St. Helena 45
John Bela, Principal and Founder, Bela Urbanism + Design John is an urban designer and landscape architect based in the Bay Area. A former partner at Gehl, the Copenhagen-based design consultancy, and co-founder of the Rebar Art and Design Studio - the creators of Park(ing) Day. John launched Bela Urbanism + Design in 2021, an urban design consulting practice. John’s passion is to create human-scale neighborhoods, great streets, and a diverse, resilient public realm. John is a pioneer in user-generated urbanism and iterative placemaking and is skilled at applying human scale design from the scale of the neighborhood to the eye-level experience of everyday life. He holds degrees in landscape architecture and environmental design from UC Berkeley, biochemistry from UMass, Amherst, and Sculpture from the School of the Art Institute of Chicago.

Noah Friedman, CEO/Co-Founder, Vibemap
Ever since Noah was a kid, he has used his passion and enthusiasm to bring people together. Noah is currently using his skills to help strengthen human connection and increase social consciousness as the CEO and one of the co-founders of Vibemap.

Born and raised in Berkeley, social justice and environmental sustainability are the lenses that inform everything Noah does. He has spent over 20 years in architecture, urban design, planning, and real estate development. At the same time, Noah also has a lifetime of success in real estate and technology investments. Noah is dedicated to his family and friends, and he is committed to making the world a better place for as many people as possible.

Agenda Item #13.2.

About the Panel
46 ULI SF TAP I City of St. Helena
Paul Peninger, Principal, BAE Urban Economics
Paul is an urban economist and planner specializing in the policy and planning intersections between financial feasibility, planning and sustainable development.

Throughout his 25-year career as a consultant, teacher, and community development finance professional, Paul has maintained a strong commitment to affordable housing as the cornerstone of equitable and sustainable communities and has successfully led or participated in hundreds of affordable housing plans, strategies, policy studies, and implementation projects in diverse communities across the country. In addition to housing, Paul has a deep background in real estate feasibility analysis and finance spanning the full range of land use and development types.

Paul is a Principal with BAE. He has led planning and economics projects relating to sustainability and resilience across the United States, Latin America and Australia. He has been an appointed lecturer in land economics for the Master of Urban Design program at the University of California, Berkeley since 2002, and currently teaches the core course on real estate economics and market analysis for Berkeley’s graduate program in Real Estate Development and Design (MRED+D).

A native of California, Paul has lived and worked in Latin America and is fluent in Spanish.

Jim Heid, Founding Partner, UrbanGreen Advisors & CraftWork Development
Jim is an infill developer and strategic real estate advisor focused on the tools and techniques that lead to a more sustainable built environment.

Jim founded CRAFT DnA, a real estate development company focused on incremental development and intentional place-building as a successor to his consultancy UrbanGreen.

A resident of nearby Healdsburg, CA for over 20 years, Jim sits on the community’s Housing Element Update Working Group, and is a recently elected Board member of the Healdsburg Chamber of Commerce. He founded, developed and operates a downtown coworking and business incubator- CraftWork - and designed and developed an awarded high density infill housing project – RiverHouse - amidst the City’s challenging growth management and archaic zoning codes.

An active member of the Urban Land Institute (ULI), Jim has participated in over 16 Advisory Service Panels, most recently Chairing a deep dive into Napa’s Oxbow District (2018) and a panel looking at Tower Renewal in Toronto, Canada (2019). He writes and speaks regularly on sustainable design, resilience, and the value of small scale, incremental development.

His new book – Building Small: A Handbook for Real Estate Entrepreneurs, Civic Leaders and Great Communities was published by ULI in 2021 and has received national acclaim as the best resource for communities seeking alternative approaches to infill and regenerate their community fabric. Based upon research gained through 18 Small Developer Forums which Jim organizes and runs, Building Small articulates the what, why and how of small scale development, and how it results in more economically resilient and socially positive outcomes than institutional development models.

Trained as a landscape architect at the University of Idaho, Jim went on to receive a Master’s degree in Real Estate Development from MIT as a way to more effectively integrate economics, development and design thinking.

Agenda Item #13.2.

About the Panel
ULI SF TAP I City of St. Helena 47
Mariana Ricker, Associate, SWA San Francisco
(TAP Report Writer)
Mariana, a Bay Area native, has a passion for California landscapes and emphasizes the importance of site specific, sustainable landscape design. She enjoys working in urban settings that engage diverse user groups and activate the spaces that are most important to civic life.

As a landscape architect, Mariana seeks to create memorable experiences, connect people to the environment, and provide elegant solutions to programmatic needs. At SWA, she works on a wide range of projects from community parks to large-scale urban development and planning around the Bay Area and beyond.

Mariana holds a degree in landscape architecture from the University of California, Berkeley and is professionally licensed.

Mariana has been a member of ULI since 2018 and has previously been the writer on two TAPs: City of San Jose American Cities Climate Challenge and Parking Management, as well as City of Dublin SCS Property. Currently the vice chair of the TA4C Committee with the ULI SF District Council, Mariana is also involved nationally as a newly appointed member of the Sustainable Development Council.

Edith Ramirez, Assistant City Manager for Development Services, City of Morgan Hill
Edith is the Assistant City Manager for Development Services in Morgan Hill, California (Population ~45,000). She supports the areas of Planning, Building, Code Compliance, Housing and Economic Development as well as the City’s Diversity, Equity, and Inclusion efforts. Edith has 28 years of community, business, and local government experience. Edith is passionate about improving communities by bringing people together to develop tactical plans that result in economic vibrancy, placemaking and long-term sustainability.

Edith started her career in local government as a policy advisor and community relations manager for a Council District 6 in San Jose, CA (Population ~100,000). Later, she spent eleven years with the San Jose Redevelopment Agency and worked in Downtown Development, Project Management, and Industrial Development. For the last twelve years, Edith has led the City of Morgan Hill’s Economic Development program and through extensive community and business engagement championed the revitalization of Downtown and the development of over 2 million square feet of new commercial and industrial investments in a community that had not seen any commercial or industrial development in nearly 3 decades.

Edith is active with the Silicon Valley Economic Development Alliance, the Urban Land Institute (ULI) and International Council of Shopping Centers (ICSC). Edith is on the Boards of Visit Morgan Hill and the Santa Clara County Fairgrounds. Edith holds a bachelor’s degree in Political Science and a Master’s in Public Administration from San Jose State University.

Edith was born in Mexico City and immigrated to the Bay Area as a young adult. She is a mother of two young children, and lives in Morgan Hill.

Agenda Item #13.2.

48 ULI SF TAP I City of St. Helena
Appendixes & Sources
Text Sources

1. U.S. Census Bureau for St. Helena, CA.

2. Briefing book from the City of St. Helena, February
2023.

3. Briefing book from the City of St. Helena, February
2023.

4. Briefing book from the City of St. Helena, February
2023; U.S. Department of Housing and Urban
Development.

5. Briefing book from the City of St. Helena, February
2023.

6. California Department of Tax and Fee
Administration. https://www.cdtfa.ca.gov/legal/
legislative-research.htm#sales-usetax.

7. Briefing book from the City of St. Helena, February
2023.

8. Briefing book from the City of St. Helena, February
2023; Cultivate St. Helena Staff Report.

9. Maya DeRosa, “New business, changes come
to downtown St. Helena,” Napa Valley Register,
February 14, 2023.

10. U.S. Census Bureau for St. Helena, CA.

11. Briefing book from the City of St. Helena, February 2023.

12. Briefing book from the City of St. Helena, February 2023.

13. General Plan Update 2040 (provided by the city).

14. Morgan Hill Economic Blueprint, City of Morgan
Hill, 2017.

15. Staff Report to the City Council, “Long Range
Financial Forecast Budget Strategies.” Memo by
Baker Tilly, February 28, 2023.

16. California Water Commission. Larry J. Kosmont,
Kosmont Companies. “EIFDs: Enhanced
Infrastructure Financing Districts Overview
- California’s Flexible Infrastructure Tool”
Presentation, February 17, 2021.

City of St. Helena Zoning Code Update, Public
Review Draft, October 2022
Image Sources
A. Visit Napa Valley
B. City of St. Helena (logo)
C. City Briefing Presentation
D. City Briefing Presentation.

E. Vinous.com
F. General Plan Historic Resources Figure 6.1
G. Briefing book from the city of St. Helena, February
2023.

H. Visit Napa Valley
I. Cultivate St. Helena Staff Report
J. J’nai Gaither, “Napa Valley’s Most Exciting New
Hotels, Restaurants, and Tastings,” AFAR
magazine, March 14, 2023 (Photo by Randy Andy/
Shutterstock)
K. NOMA House
L. St. Helena Chamber of Commerce (logo)
M. Cameo Cinema
N. Molly Robinson
O. Salinas Alisal Vibrancy Plan, 2020
P. Gephardt Institute
Q. Cultivate St. Helena Staff Report
R. sthelena.com
S. Chamber of Commerce
T. Cultivate St. Helena Staff Report.

U. Castro Street 100 Block Feasibility Study, City of
Mountain View / Gehl, 2021
V. Travels with Elle
W. gettyimages.com
X. West Hollywood Dining OutZones, prepared for
the city of West Hollywood by Studio One Eleven,
August 2022
Y. Napa Valley Register, Photo by Jesse Duarte, Star
Z. Strava
AA. City of Melbourne
BB. The Laneway Project
CC.Money Way Presentation (provided by the city)
DD.Envelope
EE. The Michelin Guide
FF. Southern Kitchen, Photo by Andrew Nelles, The
Tennessean
GG. Sydney Australia’s Laneways Temporary Art
Program
HH. Larimer Square [Official Site]
II. Morgan Hill Economic Blueprint, City of Morgan
Hill, 2017
Agenda Item #13.2.

Appendixes & Sources
ULI SF TAP I City of St. Helena 49
Complete List of Stakeholders
• Cynthia Ariosta, Managing Partner, Tra Vigne
Pizzeria and Restaurant
• Guneet Bajwa, Owner, Alila Hotel Napa Valley
• Oliver Caldwell, Owner, Caldwell Snyder Gallery
• Amy Carabba-Salazar, CEO, St. Helena Chamber
of Commerce
• Antonio Castellucci, Real Estate Developer
• Paul Dohring, Mayor
• Jeff Feeney, Coldwell Banker broker
• David Gates, President Emeritus, Gates +
Associates
• Linda Gates, Vice President, Gates + Associates
• Sarah Gillihan, Visit Napa Valley
• Joel Gott, food and wine entrepreneur
• Eric Hall, Vice Mayor
• Lester Hardy, City Council member
• Mark Hoffmeister, Owner-Operator, Wydown Hotel
• Dave Jahns, Parks and Recreation Director, City
of St. Helena
• David Knudsen, Community Leader/Former City
Council member
• Joe Leach, Public Works Director, City of St.

Helena
• Joaquin Razo, Executive Director, Blue Zones
Project - Upper Napa Valley
• Patrick Rue, Erosion Wine
• Dan Schaefer, Principal and Vice President, BKF
Engineers
• Glenn Smith, Commissioner, Active Transportation
and Sustainability Committee
• Loraine Stuart, Board President, St. Helena Family
Center
• David Walker, President, Engine Real Estate
Linked Reference Materials
• Cultivate St. Helena Staff Report
• City of St. Helena Zoning Code Update, Public
Review Draft, October 2022
• Morgan Hill Economic Blueprint
• Staff Report to the City Council, “Long Range
Financial Forecast Budget Strategies” Memo by
Baker Tilly
• “EIFDs: Enhanced Infrastructure Financing
Districts Overview - California’s Flexible
Infrastructure Tool”
Agenda Item #13.2.

Appendixes & Sources
ULI San Francisco
2 Bryant Street, Suite 300
San Francisco, CA 94105
(628) 231-2197
[email protected]
www.sf.uli.org
www.uli.org
Agenda Item #13.2.

Main Street (between Adam and Spring)
25’ more
space for
pedestrians
and local
businesses
Create flex zone
for parking/
planting/
outdoor dining
Remove
the
center
turn lane
More space
for dining and
pedestrians
Agenda Item #13.2.

ST HELENA DOWNTOWN STREETSCAPE ST HELENA, CALIFORNIA
AUGUST 2019

OVERALL ILLUSTRATIVE
BANK

CAFE DELLA

VALLE GAS CHAMBER OF COMMERCE CINEMA CITY HALL LYMAN PARK

CATHOLIC
SCHOOL

NAPA VALLEY

VINTAGE
HOME

HOTEL MODEL
BAKERY

WOODHOUSE

CHOCOLATE
BANK
POST
OFFICE
GAS
0 30 60 120

CIVIC BLOCK DOWNTOWN CORE GATEWAY THROAT
OVERARCHING INPUT THEMES TYPICAL SIDEWALK CONCEPTS (PHASE 1) • EXPAND PEDESTRIAN AREAS• CREATE SENSE OF PLACE THROUGH ART, HISTORIC AND AGRARIAN

REFERENCES
• EXPAND DOWNTOWN CORE

MAIN ST

MONEY WAY

MAIN ST

OAK AVE

PINE ST

ADAMS ST

HUNT AVE

POPE ST

SPRING ST

MITCHELL DR

RAILROAD AVE
Merchant Zone Emphasis
Merchant Zone + Street Tree Emphasis
Street Tree Emphasis
Enhanced ConcreteStandard Concrete
Seatwall Adirondack Chair Waste
Alt. 2 Alt. 3
Alt. 1
Agenda Item #13.2.

Charlie’s
St. Helena Hotel
Allison’s Wine
Country
City Downtown Alleys
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
City Council
December 12, 2023
ULI SF City of St. Helena TAP Presentation
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
ULI SF City of St. Helena TAP
March 13-14, 2023
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
• Jane Lin, AIA, Founding Partner, Urban Field Studio (TAP Chair) • Nell Selander, Director of the Economic & Community Development Department, City of South San Francisco (TAP Vice Chair) • John Bela, Principal, Bela Urbanism + Design
• Noah Friedman, CEO/Co-Founder, Vibemap
• Jim Heid, Founder, CRAFT DnA
• Paul Peninger, Principal, BAE Urban Economics
• Edith Ramirez, Assistant City Manager for Development Services, City of Morgan Hill
• Mariana Ricker, Associate, SWA Group (TAP Report Writer) The Panel
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
● ULI’s mission is to shape the future of the built environment for transformative impact in communities worldwide. ULI is
committed to:
○ CONNECT active, passionate, diverse members through
the foremost global network of interdisciplinary
professionals
○ INSPIRE best practices for equitable and sustainable land use through content, education, convening, mentoring,
and knowledge sharing
○ LEAD in solving community and real estate challenges
through applied collective global experience and
philanthropic engagement
● Established in 1936, ULI is a nonprofit education and research institute with over 40,000 members across the globe —2,200 here in the San Francisco Bay Area
About the Urban Land Institute (ULI)
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
● Provides independent, objective candid advice
on important land use and real estate issues
● Process
○ Define TAP scope and questions
○ Review background materials
○ Receive client sponsor presentation and
tour
○ Conduct stakeholder interviews
○ Review data, address issues and
solutions, and write recommendations
○ Present findings and recommendations
○ Produce a final report
● 35 Bay Area TAPs conducted since 2006
Technical Assistance Panel (TAP) Program
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
TAP Study Area: Downtown St. Helena
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena

1. What are downtown St. Helena’s strengths, weaknesses, opportunities and threats (SWOT analysis) that should be incorporated into placemaking?

2. What should St. Helena’s distinctive brand be? How should St. Helena differentiate itself as a distinctive destination city in the wine country region?

3. How can the placemaking effort interact with the City’s current plan and land use regulations?

4. What is a potential decision-making framework that can guide city officials in implementing the placemaking, place-branding and urban design perspectives? How can existing City tools and measures be leveraged, modified, or updated to support implementation?
Panel Assignment Questions
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
What We Saw: Site Tour
What We Saw: Site Tour
Thank you to Maya DeRosa, Aaron Hecock, and Stephanie Iacobacci for serving as our tour guides Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Who We Heard From: Stakeholder Interviews
● Cynthia Ariosta
● Guneet Bajwa
● Oliver Caldwell
● Amy Carabba-Salazar
● Antonio Castellucci
● Paul Dohring, Mayor
● David Gates
● Linda Gates
● Joel Gott
● Eric Hall, Vice Mayor
● Jeff Feeney
● Lester Hardy, City Councilmember
● Mark Hoffmeister
● Dave Jahns
● David Knudsen
● Joe Leach
● Joaquin Razo
● Dan Schaefer
● Glenn Smith
● Loraine Stuart
● David Walker
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Reinvigorating the Heart of Napa Valley
Downtown St. Helena should be the
heart of Napa Valley , but it is
performing below its full potential .

With extraordinary character and
wealth of resources , it’s time for the
St. Helena community to come
together to reinvest in Downtown.

Agenda Item #13.2.

SWOT
Strengths,
Weaknesses,
Opportunities, Threats
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena

STRENGTHS
● Sense of Place
○ Wine, Food, Natural Beauty, Health
○ Historic Buildings + Small Town Character
● Strong Business Environment
○ Entrepreneurial Depth + Strong Retail Market
○ Access to Capital
● People
○ Good public participation
○ Active, talented, passionate citizens
Liveable,
walkable,
workable.

Historic
Character
Authenticity
Liveable,
walkable,
workable.

Birthplace of
Wine Culture
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena

WEAKNESSES
● Physical
○ Poor Public Realm: No Clear Center or
Gateways
○ Main Street is a Highway
○ Tired Buildings and Aging Infrastructure
○ Weak Pedestrian and Bike Network
● Civic Organization + Budgetary Limitations
○ Disconnected Thinking: No Clear Vision
○ Lack of Capacity and Institutional Stagnation
○ Inability to Coalesce Key Players
○ Limited Funding Sources Related to Needs
● Anti -Development Sentiment
○ Prescriptive and Restrictive Zoning
○ Deep Cynicism about Anything Happening
Liveable,
walkable,
workable.

Affordable /
Accessible
Options
Liveable,
walkable,
workable.

No Downtown
Cohesive
Identity
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena

OPPORTUNITIES
● Placemaking
○ Better Serve Residents
○ Expand Downtown through Walkable Urbanism
○ More Public Art
○ Activation at all Hours: Lunchtime, Nightlife
● Physical Improvements
○ Multiple Opportunity Sites (including parking lots)
○ Laneways!
○ More Affordable Housing
○ More Hotels
○ Bringing CIA to Main Street
○ Bring Vine Trail through Town
Liveable,
walkable,
workable.

Liveable
Walkable
Workable
Liveable,
walkable,
workable.

Downtown
Walking Loop
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
OPPORTUNITIES (cont)
● Political Climate
○ Aligned City Council
○ Fresh Staff
○ Sense of Urgency for Improvement
● Change Making
○ Awareness of Financial Health
○ More Funding Sources
○ Growing and Diverse Community
Liveable,
walkable,
workable.

Frustrations
=
Opportunities
Liveable,
walkable,
workable.

Share the Cost
and Resources
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
THREATS: Facing the Entire Napa Valley
● Fire
● Water
● Climate Change Impacts on Agriculture
● Greater Economy
● Workforce Competition
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
THREATS: Facing St. Helena
● False Perceptions
○ Lack of Parking
○ Weak Retail Market
● Battles within Community
○ Visitors vs. Local Residents + Workforce
○ Older vs. Younger Demographic
○ Retailers vs. Hotels
● Lack of Staffing + Funding Capacity
● Aging Buildings
● Loss of Market Relevance
Liveable,
walkable,
workable.

Doing
Nothing
Liveable,
walkable,
workable.

Regional Lack
of Affordable
Housing
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Key Observations + Biggest Surprises
● Surface Parking - so much!
● Poor Condition of the Public Realm
● Great Potential beyond Main Street
● Great Potential for Public Art
● City Finances are Not Healthy
● Economic Health - City has Tremendous
Opportunities
○ The Market is Relatively Healthy
○ Level of Quality Entrepreneurship
Agenda Item #13.2.

IDENTITY
Brand, Aspirations,
Vision for the Future
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
St. Helena’s Distinctive Identity
• Historic center of Napa Valley wine
culture with a global reach.
• Walkable downtown with an
historic small town feel.
• Growing Latinx community.
• People actually live here. This is
a real town.

Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
User Experience
Residents
A historic center in the
heart of the town of St.

Helena
● Daily Needs
● Socializing
● Gathering
Visitors
An international
destination in the heart of
Napa Valley.
● Eat and drink
● Shop
● Stay Local, local, local
Visitors want to “live like a local”
What is good for residents is good for visitors.

Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Culture Building
Inclusive Destination Marketing
● Organize events that bring people
together.
● Support local arts & entertainment
● Tell the story to the world
○ Website
○ Social Media
○ Marketing
It’s more than just Main Street…
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Beyond Main Street
● More to St Helena
than just Main St.
● Expand sense of
place beyond Main St.
(East, West, South)
● Complete, healthy
small town.
● Many St Helenas,
not just one.

Classic
Amazing Family
Intimate
Local Magical
Outdoors
Nightlife
Fantastic
Popular
Comfy
Film
Romantic
Creative
Fresh
Healthy
Casual
International
Affordable
Beautiful
Authentic
Hidden Gem
What’s the Vibe?
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Build the brand together
Engage residents to help identify
the identity, character, and brand
of St. Helena.

Ask residents want they want St.

Helena to be in the future?
● Optimistic
● Future oriented
● Inclusive
St Helena is…
Culture
Culture is made by working together to achieve
something greater than ourselves.

True identity leads to real authenticity.

Agenda Item #13.2.

Connectivity
Opportunities
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
You See A Main Street
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
You See A Main Street
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Create a fabric,
not a corridor
We See A Downtown
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Walking Heatmap
Biking Heatmap Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Create a fabric,
not a corridor Create pedestrian
prioritized loops with
activated spaces
We See A Downtown
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Create a fabric,
not a corridor
Define Gateways -
Use Architecture
First
Create pedestrian
prioritized loops with
activated spaces
We See A Downtown
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Concentrate, Connect and Catalyze
Opportunity Site- Mixed
Use
Agenda Item #13.2.

PLACEMAKING
Opportunity Sites
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
ST
#1. IMMEDIATE - St. Helena Hotel
Refresh and
Reposition
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
The Madrona, Healdsburg
Historic property, deep retrofit 24 rooms
Acclaimed, loved by locals, high ADR+TOT
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
#2. Near Term - Bank of America Site
Piazza Hospitality Infill Hotels
Three hotels work together to create
a smaller scale appropriate for towns
and activate the street
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
#3. Mid Term - 1480 Main Former Old City Hall Site
● Mixed Use with Housing
● Ground Floor Neighborhood
Serving Retail
● And other possibilities!
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
#4. Near Term - Site Search Incubator Kitchen
● Build on CIA Icon
● Create lower priced food options
● Incubate New Jobs
● Create Resident Reason to
Come Downtown
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Existing Site: Excellent mix of
neighborhood serving commerce
and retail, but urban form does
not contribute to downtown
Phase 1: Interim Use:
incubator kitchen, retail,
public art, events
Long Term - Define the
gateway, redesign, incorporate
existing and new uses with rear
parking or parking deck
#5. Two Stage - Sunshine Foods / Wells Fargo Site
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
#5. Sunshine Foods / Wells Fargo Site: Interim Use
Proxy SF, The Yard at
Mission Rock
Activation of under-utilized
parking lot to become
community hub
Agenda Item #13.2.

PLACEMAKING
Streets, Parklets,
Woonerfs, Laneways
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Reimagining Main Street
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Reimagining Main
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Main Street (Existing Condition between Adam and Spring) Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Main Street (between Adam and Spring)
25’ more
space for
pedestrians
and local
businesses
Create flex zone for
parking/ planting/
outdoor dining
Remove the
center turn
lane
More space for
dining and
pedestrians
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Larimer Sq, Denver, CO
Reimagining Main Street
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Larimer Sq, Denver, CO
Twinkle Lights
Reimagining Main Street
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Main Street (between Adam and Spring)
Reimagining Main Street
Castro Street, Mountain View
Eating in the Parking Lane
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Precedent: Castro Street, Mountain View
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Precedent: Castro Street, Mountain View
Castro Street, Mountainn View
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Laneway Activation
Parklets, Patios, and Curblane Extensions
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Main Street (between Adam and Spring) Start Now!
Pedestrian Thru Zone Tree Planters / Parklet in curb lane Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Curblane Activation
Parklets, Patios, and Curblane Extensions
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Parklets, Patios, and Curblane Extensions
Agenda Item #13.2.

PLACEMAKING
Laneways, Murals, Art
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Laneway Activation
Laneway Activation, Public Art
Agenda Item #13.2.

Charlie’s
St. Helena Hotel
Allison’s Wine
Country
City Downtown Alleys
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Laneway Activation
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Laneway Activation
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Laneway Activation
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Laneway Activation
Laneway Activation
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Mural Programs
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Mural Programs
Agenda Item #13.2.

DECISION MAKING
Process, Choices, Actions
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
What is a potential decision-making framework
that can guide City officials in implementing the
placemaking and branding recommendations?
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Every City Faces Fiscal Constraints
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
How to Evaluate:

Focus on Enhancing Quality of Life & Achieving Economic Sustainability
Creating a sustainable
community and stable
economy requires meeting
basic needs and providing
opportunities for current and
future residents.

General Plan Update 2040
Visitors
(Economic
Drivers)
Residents
(Primary
Constituents)
Economic
Sustainability
Quality of Life
for Residents
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Separate Projects by Level of Effort
Make Mid- to Long-Term Gains Short-Term Quick Wins
Small Wonders
● Twinkle Lights
● Uplighting
● Signage
● Parklets
● Maintenance
Big Deals
● Downtown
Specific Plan
● Development
Opportunity
Sites
● Streetscape
Improvements
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Process Tools: You need a North Star
Economic Blueprint
• Identify Opportunities
• Have Clear Intentions
• Develop Implementation Strategies
• Foster Partnerships
• Use Economic Indicators to Evaluate
Progress
• Remove Unnecessary Barriers
• Attract Investment through Make Land
Use and Policy Decisions
Example from Morgan Hill, CA
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Implementation Strategy - Action Plan
Identify Strategies
Develop Clear Actions
Establish Timeline
Assign Responsibility
Example from Morgan Hill, CA
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Measures of Success
• Quality of Life : Unemployment rate,
jobs/housing ratio, number of retail
businesses
• Fiscal Sustainability : Sales Tax,
Property Tax, TOT, Commercial
Vacancy Rate
• Job Growth : Number of jobs,
Business to Business Revenue,
Number of companies
• Tourism : Number of Hotel
Rooms,TOT, Occupancy Rate
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Financial Tools: Leverage Funding Sources the City can
Control
● Update developer, impact, and user fees
○ New projects should pay their fair share
● Apply for grants
○ Tie infrastructure to affordable housing
● Seek private -sector support
○ Donations, public private partnerships
● Ensure contracts are aligned with
today’s priorities
Agenda Item #13.2.

RECOMMENDATIONS
Start Tomorrow
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
RECOMMENDATION 1:

Invest in (and grow) your City Team
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Positions Needed
Permanent
Staff
Address
deficiencies
that impact
resident
quality of life
Temporary
Staff
Focus on a
few heavy lifts
that need an
internal
champion to
work
externally
Interns &
Fellows
Partner with
local business
community to
fund positions
to grow
capacity
Consultants &
Contractors
Hire experts
when specific,
hard-to-find
skills are
needed to
realize goals
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
RECOMMENDATION 2:

Shake the Money Tree
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
New Funding and Financing Strategies
Ongoing Funding Sources
● Taxes
● Fees
● Charges for services
● Long-term leases of City-owned properties
One-time Funding Sources
● Federal, State, Local Grants
● Private/Foundation Grants
● Land Sales
Financing Tools (require voter and/or business and property owner approval) ● General obligation and revenue bonds
● Special Financing Districts (e.g. Community Facilities Districts) Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
RECOMMENDATION 3:

Short Term Wins and Actions
(no more plans)
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Short -term Wins and Actions that have a District -wide Impact
● Quick Wins!
○ Earn trust and gain buy-in
● Improve more than Main Street
○ This is your once in a generation opportunity to get it right ○ Don’t just replace, enhance, remake, reimagine
○ Think of the district as a whole and solving more than one problem
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Make a Marketing Map
Articulate the value proposition
• Restaurants
• Shops
• Galleries
• Kids
• Public Art
• Historic Buildings
• Walking Map
• Identify Opportunity sites
(lease, sale, development)
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Direct People to Existing Parking
There are enough
parking spaces:
● Count them
● Direct people to them
● Encourage shared
parking
● Parking management
will unlock more of it
Avoid building a parking
structure or requiring
underground parking
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
Hold and Rethink the Streetscape Project
● Change More than Just Sidewalks
- increase the public realm
○ Remove center turn lane in core
○ Widen sidewalk with parklets
● Short Term - Small Wonders: Put
boxes of trees in the parking areas
and parklets on Main Street as a
temporary move
Agenda Item #13.2.

Technical Assistance Panel · City of St. Helena
District Actions (In -lieu of a Full -blown Plan)
Independent Timeline
(could happen any time)

1. Alley Activation with murals

2. Temporary Activation for
Money Lane or Railroad
Avenue
Big Deal:

Main Street Improvements
● Minimize Interruption to
Businesses
● Ask for an extension to the
grant deadline for Phase 1
● Wait for more funding
capacity to be available
Get more bang for your buck,
more impact for your time, and a
significant change for the public
realm.

Agenda Item #13.2.

“
“
Any action is better
than inaction.
- - St. Helena Resident
Agenda Item #13.2.

Accomplishments Since TAP In March 2023
Big Deal - New Hotels
Announced:
• Adams Street Hotel and
Residences (Downtown)
• St. Helena Resort @ Charles
Krug Winery
Other Movement
● Downtown Specific Plan
funded and RFP released
● Zoning Code Adoption
● Public Art Policy approved
● Mural Permit process
● Activation of alleys being
studied by City (lighting)
Agenda Item #13.2.

Questions for Discussion
● Initial feedback on report
-Wider sidewalks?
-Parklet opportunities?
● “Interim” use of post-demolished old City Hall site (1480 Main Street) will be presented at future Council public meeting Agenda Item #13.2.

Main Street (between Adam and Spring)
25’ more
space for
pedestrians
and local
businesses
Create flex zone for
parking/ planting/
outdoor dining
Remove the
center turn
lane
More space for
dining and
pedestrians
Agenda Item #13.2.

Questions for Discussion -Easy Wins
● Should the City pursue more pedestrian
activation of Hunt Avenue throughout the year?
● More activation of other opportunity areas such
as Railroad Avenue for festivals, pop up events,
etc?
● Lighting the Alleys
Agenda Item #13.2.

Telegraph Alley -City Owned
Agenda Item #13.2.

View looking to Charlie’s Restaurant
Alley Privately Owned
Agenda Item #13.2.

Questions?
View looking at Alley Adjacent to Allison’s
Wine Country -Alley Privately Owned
Agenda Item #13.2.

Charlie’s
St. Helena Hotel
Allison’s Wine
Country
City Downtown Alleys
Agenda Item #13.2.

Agenda Report to the City Council
Agenda Section: NEW BUSINESS
Department: Administration
DATE: December 12, 2023
FROM: Ethan Walsh, City Attorney
SUBJECT: Consideration of a resolution Approving an Updated Water Agreement for Meadowood Napa Valley.

RECOMMENDED
ACTION:

That the City Council adopt a resolution approving the
updated Water Agreement for Meadowood Napa Valley.

PREVIOUS COUNCIL
ACTION:

November 13, 1962 – Entered into original Water Contract with Meadowood Development Company.

September 24, 1990 – Entered into a revised Water
Agreement that limited Meadowood’s use of City water to

20.5 million gallons annually.

STATEMENT OF THE
PURPOSE:

The purpose is to update the Water Agreement for the
Meadowood Napa Valley to modernize the Agreement
consistent with more recent Water Agreements developed
by the City, and to reflect the development of the
Meadowood property following the Glass Fire.

FINANCIAL IMPACT: There will be no financial impact from this item.

BACKGROUND:

Meadowood Napa Valley is a private club and resort located unincorporated Napa County outside of the City limits. The City initially provided water service to the Meadowood property through a water contract entered into on November 13, 1962.

That original water contract was later superseded by an updated Water Agreement entered into on September 24, 1990 (the “1990 Agreement”). The 1990 Agreement provided that the City would provide up to 20.5 million gallons per year to the property commencing January 1, 1991 and every year thereafter, subject to the terms of the agreement. The 1990 Agreement further provided that the water provided would be provided for development on the property approved as of the time of the 1990 Agreement.

On September 28, 2020, the Glass Fire caused significant damage to various buildings and facilities on the Meadowood property, forcing an immediate and indefinite closure of Meadowood. Meadowood contended that it had claims against the City related to damages and losses suffered by it arising from the Glass Fire. The City strongly disagreed with this contention, and in fact believed that the City went to great lengths to restore water service to the Meadowood property. In the meantime, Meadowood has Agenda Item #13.3.

been in the process of securing entitlements from the County to rebuild the portions of the resort property that were destroyed in the fire. Ultimately, the City staff and Meadowood concluded that the parties could move forward by entering into an updated Water Agreement for the Meadowood property that reflect the City’s more recent water agreements with property owners outside the City limits, and would clarify that the Water Agreement would apply to the Meadowood resort property as rebuilt after the fire.

This updated agreement would be deemed to resolve any and all disputes between the parties
DISCUSSION:

The proposed updated Water Agreement maintains the existing annual limitation on water use to the 20.5 million gallons annually, but clarifies that City water can be used for the development on the Property to include the resort development as redeveloped based on the Development Agreement entered into between Meadowood and Napa County as of September 27, 2022. Consistent with the existing 1990 Agreement, Meadowood will pay for City water at the rates applicable to all City water customers, except that in the event water usage exceeds the annual limitation, Meadowood will be required to pay a penalty of 60% of the water rate charge for each hundred cubic feet used in excess of the Annual limitation.

The updated Agreement includes provisions included in more recent water agreements entered into by the City, including provisions making clear that Meadowood is subject to all applicable provisions of the Municipal Code related to water conservation, including the conservation measures required during water emergencies; a requirement to install backflow prevention devices in its landscape irrigation system; provisions making clear that the Agreement does not confer a guarantee of service, and declarations that the Agreement does not give rise to a claim for damages by the respective parties, with limited exceptions for disputes over rates charged or for penalties levied for water use in excess of the annual limitation.

The agreement also requires that as part of the Project, Meadowood will construct a new wastewater treatment system on the Property that will include an update from secondary to tertiary treatment of wastewater, which will generate treated wastewater that may be used for irrigation on the property. While this may not directly decrease City water usage because Meadowood primarily relies on groundwater for irrigation of its property, this will have positive impacts on groundwater supply if Meadowood is able to rely on recycled water and reduce reliance on groundwater.

The agreement additionally makes clear that it resolves all outstanding disputes between the City and Meadowood.

ENVIRONMENTAL REVIEW:

Approval of the updated Water Agreement is not a project under CEQA, because the agreement will not cause a direct physical change in the environment or a reasonably foreseeable indirect physical change to the environment. The updated Water Agenda Item #13.3.

Agreement does not change the annual limitation on water usage for Meadowood or authorize any new development. The updated Water Agreement simply updates the terms to be consistent with more recent water agreements developed by the City, and to acknowledge the development already approved by the County of Napa for the Meadowood property.

DOCUMENTS ATTACHMENTS:

Resolution approving Meadowood Water Agreement-c1
St. Helena - Water Agreement (Meadowood) Final-c1
Agenda Item #13.3.

CITY OF ST. HELENA
RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ST.

HELENA APPROVING AN UPDATED WATER AGREEMENT

WITH MEADOWOOD NAPA VALLEY

RECITALS
A. Meadowood Associates and Meadowood Resort, LLC (collectively, “Meadowood”) is the owner of real property (the “Property”) in the County of Napa, California, generally located at 900 Meadowood Lane, St. Helena, California (Napa County APNs 025-080-032, -033, -034, -035, and -036), which is located adjacent to the city limits of City.

B. City initially provided water service to the Property pursuant to a Water Contract entered into on November 13, 1962, between City and Meadowood Development Company, Meadowood's predecessor in interest (“1962 Water Agreement”).

C. On September 24, 1990, the City and Meadowood entered into a revised Water Agreement that was no longer unlimited and provided Meadowood up to 20.5 million gallons of water per year (the “1990 Water Agreement”).

D. City and Meadowood desire to enter into an updated Water Agreement to clarify the rights and obligations of the parties with respect to the use of City water at the Property

RESOLUTION
NOW, THEREFORE, the City Council of the City of St. Helena resolves as follows:

1. The City Council approves the updated Water Agreement for Meadowood Napa Valley in the form that accompanied this Resolution in the Agenda materials for the City Council meeting of December 12, 2023. The City Manager is hereby authorized and directed to execute such Water Agreement for Meadowood Napa Valley on behalf of the City.

Approved at a Regular Meeting of the St. Helena City Council on December 12, 2023, by the following vote:

Mayor Paul Dohring: _____
Agenda Item #13.3.

Vice Mayor Eric Hall: _____
Council Member Anna Chouteau: _____
Council Member Lester Hardy: _____
Council Member Billy Summers: _____
APPROVED: ATTEST:
______________________ ________________________
Paul Jamison Dohring, Mayor Cindy Tzafopoulos, City Clerk Agenda Item #13.3.

83578.00013\41851771.1
1 EXEMPT FROM RECORDING FEES PURSUANT
TO GOVERNMENT CODE SECTION 6103

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City Clerk
City of St. Helena
1572 Railroad Avenue
St. Helena, California 94574

WATER AGREEMENT FOR

MEADOWOOD NAPA VALLEY
THIS AGREEMENT (“Agreement”), entered into on December ___, 2023, by and between the City of St. Helena, a municipal corporation of the State of California (“City”), and Meadowood Associates, a California limited partnership and Meadowood Resort, LLC, a Delaware limited liability company (collectively, “Customer” or “Meadowood”), each of whom shall be referred to as a “party” and together as the “parties,” provides as follows:

RECITALS
A. Meadowood is the owner of real property (the “Property”) in the County of Napa, California, generally located at 900 Meadowood Lane, St. Helena, California (Napa County APNs 025-080-032, -033, -034, -035, and -036), which is located adjacent to the city limits of City, as more particularly described in Exhibit "A" attached hereto and incorporated herein.

B. City initially provided water service to the Property pursuant to a Water Contract entered into on November 13, 1962, between City and Meadowood Development Company, Meadowood's predecessor in interest (“1962 Water Agreement”).

C. On September 24, 1990, the City and Meadowood entered into a revised Water Agreement that was no longer unlimited and provided Meadowood up to 20.5 million gallons of water per year (the “1990 Water Agreement”).

D. On September 28, 2020, the Glass Fire caused significant damage to various buildings and facilities on the Meadowood Property, forcing an immediate and indefinite closure of Meadowood. Meadowood desires to replace, restore and renovate the facilities destroyed or damaged by the Glass Fire to fully reopen Meadowood to normal capacity for its members, overnight guests, and other visitors to Napa Valley. Meadowood contends it has claims against the City related to damages and losses suffered by it arising from the Glass Fire (the “Claims”); the City denies any liability for such damages and losses.

Agenda Item #13.3.

83578.00013\41851771.1
2 E. On September 27, 2022 Napa County approved a new Development Agreement, recorded in the Official Records of Napa County as Document No. 2022-0020331 granting rights allowing Meadowood to rebuild the same number of units that existed before the fire, increase the approved or developed building areas from 154,000 sf to 192,500 sf, in accord with a Development Plan, which is included as Exhibit E to the Development Agreement, to meet current industry standards for such facilities and to provide procedures for modifications to the Development Plan and Development Agreement, along with granting certain temporary development rights for property located adjacent to the Property and known as “The Napa Valley Reserve” (the “DA”). The uses, development and rehabilitation work described in the DA to be conducted on the Property is defined herein as the “Project” for this Agreement (for clarity, the work described in the DA to be conducted on “Meadowood Napa Valley,” or “Meadowood” is within the Project, and any work to be conducted on “The Napa Valley Reserve” is not within the Project).

F. The parties hereto wish to enter into this Agreement to clarify their rights and obligations for water use under the Agreement.

NOW THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

AGREEMENT

1. Incorporation of Recitals. The recitals set forth above are incorporated herein and are part of this Agreement.

2. Annual Water Limitation. City agrees to and shall provide up to 20.5 million gallons of City-provided potable water per Water Year (“Annual Limitation”) at the Property, upon the terms and conditions set forth herein. As used herein, the term “Water Year” shall mean the City’s fiscal year, which begins annually on July 1 and ends on June 30.

3. Permissible Uses. City water shall be used only for: (a) the prior “Approved Development” as defined by the 1990 Water Agreement and interpreted by the City of St. Helena; (b) St. Helena Municipal Code section 13.12.020 as “domestic use,” which means any treated water used for by a person for cooking, cleaning, bathing, washing clothes, drinking and sanitation; (c) any resolution adopted by the City Council; and/or (d) uses that are developed on the Property pursuant to any permit issued by the County for the Project. City shall not be obligated to provide water service for any other use, nor for any further expansion of the uses that would exceed the Annual Limitation or any uses not permitted as part of the Project under the DA.

4. Rates. Customer shall pay the same rate for water service as all other water customers within the City and shall be billed in the same manner as other similar City water customers. Customer shall pay City for such water service in accordance with the City’s regular billing cycle for water customers.

Agenda Item #13.3.

83578.00013\41851771.1
3 5. No Guarantee of Service. The parties acknowledge and agree that by entering into this Agreement, the City is not guaranteeing the continuous, uninterrupted provision of water.

Customer agrees that City shall not be responsible or liable for any damage, harm, or economic loss suffered by Customer due to interruption, reduction, or cessation of service or in delivery of water under this Agreement due to force majeure events or that are necessary as determined in City’s sole discretion because of maintenance or operational needs. City shall not be responsible for the supply or provision of back-up or reserve potable water if there is an interruption to City water service. A “force majeure” event shall mean a cause beyond a party’s reasonable control despite the exercise of reasonable diligence, an act of God, an act (or failure to act) of a governmental authority (other than City), a fire, a severe weather condition that is not reasonably foreseeable, an earthquake, a strike or other labor disturbance, a flood, war (declared or undeclared), an epidemic, civil unrest, and riot.

6. Applicable Laws. While water is furnished to Customer pursuant to this Agreement, Customer shall be bound by and subject to all lawful resolutions, rules, regulations, directives, ordinances, and orders of the City pertaining to water services as may be enacted from time to time for all other applicable users of City water, including, without limitation, provisions relating to rate charges and changes and water shortage emergencies. Customer shall also be bound by and subject to all applicable provisions within the St. Helena Municipal Code related to water conservation, which may include but shall not be limited to, Article 2 (Water Shortage Emergencies, Drought and Water Conservation) of Chapter 13.04, Chapter 13.12 (Water Use Efficiency and New Development), and section 17.112.140 (Water efficient landscaping).

7. Monitoring of Usage. Meadowood shall monitor its water usage on a monthly basis and employ all measures necessary to ensure that the Annual Limitation is not exceeded. In the event the City Director of Public Works reasonably determines that the Annual Limitation inevitably will be exceeded or that the Annual Limitation has been exceeded, City may require Customer to undertake reasonable additional conservation measures and may require Customer, upon ten (10) days’ prior written notice, to terminate water service for nonessential uses. For purposes of this Agreement, the term “nonessential uses” shall mean uses for which non-potable water would suffice.

8. Installation of Water Efficient Fixtures. Meadowood shall install, on all new construction, only low-volume flush toilets. All existing or new shower heads shall be equipped with flow restrictors. All landscaping shall continue to be irrigated with the present system of using reclaimed water except as may be restricted by the Regional Water Quality Control Board or the Napa County Department of Public Health. All new landscaping which requires city water shall feature native, drought-resistant species requiring minimal irrigation. Meadowood shall additionally make reasonable, good faith efforts to develop alternative water sources, including on-site wells, to supplement or replace City water.

9. Additional Method of Mitigating Water Use. Meadowood is required as part of the Project to construct and use a new, state-of-the-art wastewater treatment system on the Property for all uses on the Meadowood Estate and Madrone Knoll as depicted in the Development Plan, which will include an upgrade from secondary treatment to tertiary treatment of wastewater, which will generate treated wastewater capable for irrigation use on the Property. The treated water will be Agenda Item #13.3.

83578.00013\41851771.1
4 stored within on-site storage ponds or tanks and used for golf course and landscape irrigations, providing for water conservation and efficiency measures to reduce the use of water on the Property.

10. Backflow Prevention Device. Customer shall also cause a backflow prevention device to be installed in its landscape irrigation system unless such requirement is waived by the City Director of Public Works.

11. Ownership, Maintenance and Repair of Water System. The City shall retain its existing ownership and responsibility to repair, maintain and replace the water system serving Meadowood that has been transferred to the City as part of the City’s overall water system.

Nothing in this Agreement shall prohibit Meadowood from installing fencing or similar improvements to visually screen the water tanks serving Meadowood within the water tank easement area.

12. Penalty. In the event Meadowood exceeds its Annual Limitation, but is not under the restrictions contained in paragraph 6, it shall pay to City, as City's sole remedy, a penalty surcharge equal to sixty percent (60%) of the water rate charge for each hundred cubic feet, or portion thereof, used in excess of the Annual Limitation. such penalty surcharge shall be due and payable within 30 days after calculation and demand by city. If Meadowood exceeds its Annual Limitation when the restriction in paragraph 6 apply, then in addition to the 60% surcharge, City may avail itself of all rights and remedies set forth in Section 14 of this Agreement.

13. Notification to the City of Amendments to Project. Meadowood agrees that if any request for approval of modifications to the DA or the Project deemed to be a Major Amendment under the terms of the DA are submitted to the Napa County Planning Department, Planning Commission or Board of Supervisors, City shall be notified by Meadowood on or before the date on which any such requests or applications are submitted. In addition, Meadowood agrees to provide City with copies of all supporting documents or other information submitted in connection with such requests or applications on or before the date such materials are submitted to the County.

Finally, Meadowood agrees to inform the St. Helena City Council of any requests for the Napa County Planning Commission or Napa County Board of Supervisors to agendize discussion of any changes or Major Amendments to the DA or the Project on or before the date on which the request to be agendized is submitted to Napa County.

14. Term and Termination. This Agreement shall be effective as of the date of last execution by the parties (“Effective Date”) and shall continue indefinitely, unless terminated pursuant to this Section. Either party may terminate this Agreement for cause upon a breach of any material term by the other party. Prior to delivering a notice of termination for cause, the nondefaulting party shall provide written notice of breach to the defaulting party and a reasonable opportunity to cure the default of not less than thirty (30) days, except in the event of nonpayment of charges due from Customer, in which event the breach shall be cured in not less than ten (10) days. If the cure of a breach reasonably requires more than thirty days and if the defaulting party has commenced to cure within thirty days and thereafter prosecutes the cure with reasonable diligence, Agenda Item #13.3.

83578.00013\41851771.1
5 then the time within which such failure may be cured shall be extended for such period as may be reasonably necessary to complete the cure with reasonable diligence.

15. Remedies; Prohibition on Damages.
a. As part of the bargained for consideration for this Agreement, the parties agree that any action or proceeding to cure, correct, or remedy any default or to enforce any covenant or promise herein shall be limited solely and exclusively to those remedies expressly provided herein. City and Customer may institute legal or equitable proceedings to cure, correct, or remedy any default, or to enforce any covenant or promise herein, enjoin any threatened or attempted violation, or enforce by specific performance, injunction, declaratory relief, writ of mandate and/or other similar non-monetary relief, the obligations and rights of the parties. b. Other than actions related to Section 4 (Rates) and Section 12 (Penalty) of this Agreement, in no event shall a party, or any of its officers, agents, representatives, officials, employees, or insurers, be liability to the other party for damages for any breach or violation of this Agreement. In the event a party seeks damages in any action or proceeding brought for breach or violation of this Agreement or to enforce any provision hereof, and does not amend its complaint to delete such request within 15 days’ of receipt of written notice from the other party to delete such request for damages, which notice must specifically cite this Section 15 of this Agreement; A party’s failure to amend its complaint shall entitle the other party to immediately commence termination pursuant to Section 14 of the Agreement to end all obligations under this Agreement, irrespective of any provision to the contrary contained herein. The enforceability and validity of the above limitations on the remedies available to the parties, including, without limitation, the specific provision prohibiting the recovery of damages, is part of the bargained for, negotiated consideration for the each party’s agreement to enter into this Agreement, and it is acknowledged that the parties would not have entered this Agreement if it were to be liable in damages under this Agreement.

This provision does not preclude, prohibit, or proscribe a cause of action for damages, if any, that may arise from any alleged violation of law, including without limitation statutory, common law or other law, which is independent of contractual rights and obligations created by this Agreement.

16. Resolution of Claims. The parties hereto recognize that this Agreement is, in part, a settlement of the Claims and by execution of this Agreement, both parties further agree that any other claims they may have against each other arising out of the Glass Fire and prior water agreements are deemed resolved, settled and waived in full.

17. Prior Agreements. This Agreement constitutes the entire understanding and agreement of the parties with respect to the Claims, Development Agreement and the provision of city water for the Property. The parties agree that the terms and conditions of this Agreement fulfill all of the parties' respective obligations under the original 1962 Water Agreement, 1990 Water Agreement and any amendments thereto, and that both parties agree that any claims they may have against each other arising out of or related to water service pursuant to the prior Agreements are deemed resolved, settled and waived in full. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations and previous agreements, including the 1962 Water Agreement, 1990 Water Agreement and any amendments Agenda Item #13.3.

83578.00013\41851771.1
6 thereto, by and between the parties and their predecessors in interest with respect to all or any part of the subject matter hereof, except as provided herein.

18. Notice. Except as otherwise expressly provided by law, any and all notices or other communications required or permitted by this Agreement shall be sent to the parties at the following addresses:

City: Director of Public Works
City of St. Helena
1572 Railroad Avenue
St. Helena, California 94574
Customer: Meadowood Resort LLC
900 Meadowood Lane
St. Helena, CA 94574
Attn: Owner Representative
Meadowood Associates, LP
1030 Main Street, Suite 300
St. Helena, CA 94574
Attn: Owner Representative
With copy to: Kevin Teague
Holman Teague Roche Anglin, LLP
1455 First Street, Suite 217
Napa, CA 94559

19. Construction and Interpretation. This Agreement has been reviewed by legal counsel for both parties and shall be deemed for all purposes to have been jointly drafted by both Customer and City. No presumption or rule that ambiguities shall be construed against the drafting party shall apply to the interpretation or enforcement of this Agreement. The language in all parts of this Agreement, in all cases, shall be construed as a whole and in accordance with its fair meaning and not strictly for or against any party, and consistent with the provisions hereof, in order to achieve the parties’ objectives. The captions of the sections of this Agreement are for convenience only and shall not be considered or referred to in resolving questions of construction. This and enforced in accordance with the laws of the State of California. Should any legal action be brought by either party because of breach of this Agreement or to enforce any provision of this Agreement, the prevailing party in such action shall be entitled to all reasonable attorneys’ fees, court costs, and necessary disbursements in connection with such action. Any action to interpret or enforce this Agreement shall be brought and maintained exclusively in the courts of and for Napa County, California.

16. Severability. The parties hereto agree that the provisions of this Agreement are severable. If any provision of this Agreement is held invalid, the remainder of this Agreement shall Agenda Item #13.3.

83578.00013\41851771.1
7 not be affected and shall remain in full force and effect unless amended or modified by mutual consent of the parties in writing.

17. No Water Rights Conferred. Nothing in this Agreement shall be construed to confer any appropriative, public trust or other right to water on any person or entity. The only rights granted to Customer as a result of this Agreement are those expressly set forth herein.

18. Successors and Assigns. The provisions of this Agreement shall be binding on all tenants, heirs, assigns, and successors in interest to the parties hereto and shall be a covenant that runs with the land.

19. Execution in Counterparts. This Agreement may be executed in duplicate counterparts, each of which shall be deemed an original.

20. Amendment. The provisions of this Agreement may be amended only by mutual written consent of the parties. Any amendments to this Agreement must be in writing and executed by both parties.

21. Authorized Signatories. Both parties represent to the other that they have the requisite power and authority to conduct their business and to execute, deliver, and perform the requirements of, this Agreement. Each party warrants to the other that the individual who has signed this Agreement has the legal power, right, and authority to enter into this Agreement and to bind each respective party.
[Signatures on following page]
Agenda Item #13.3.

83578.00013\41851771.1
Executed the last date written below and effective the first date above written.

CUSTOMER:

MEADOWOOD RESORT, LLC, a Delaware limited liability company ___________________________
By: H. William Harlan
Its: Manager
MEADOWOOD ASSOCIATES, a California limited partnership
___________________________
By: H. William Harlan
Its: President and CEO
CITY: CITY OF ST. HELENA,
a municipal corporation
Dated: By:

Anil Comelo
Its: City Manager
ATTEST:

Cindy Tzafopoulos, City Clerk
APPROVED AS TO FORM:

Ethan Walsh, City Attorney
Agenda Item #13.3.

83578.00013\41851771.1
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 )
) ss.

COUNTY OF NAPA )
On December _____, 2023, before me, _____________________________, a Notary Public, personally appeared H. WILLIAM HARLAN, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signatures on the instrument the person, or the entity upon behalf of which the person 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)

STATE OF CALIFORNIA )
) ss.

COUNTY OF NAPA )
On December ____, 2023, before me, the undersigned, City Clerk of the City of St.

Helena, personally appeared ANIL COMELO, personally known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument.

WITNESS my hand and official seal.

Signature:

Cindy Tzafopoulos, City Clerk
Agenda Item #13.3.

83578.00013\41851771.1 Exhibit A

EXHIBIT A

LEGAL DESCRIPTION OF PROPERTY
[Attached behind this cover page]
Agenda Item #13.3.

WATER AUDIT CALIFORNIA A PUBLIC BENEFIT CORPORATION
952 SCHOOL STREET #316 NAPA CA 94559
(707) 681-5111 [email protected]
December 12, 2023
St. Helena City Council
Mayor Paul Dohring
Vice Mayor Eric Hall
Council Member Anna Chouteau
Council Member Lester Hardy
Council Member Billy Summers
Sent via email to: [email protected]

RE: December 12, 2023
Agenda

13.3. Consideration of a resolution Approving an Updated Water Agreement for Meadowood Napa Valley. 367-381
Water Audit California submits its comment letter addressing the City Council’s consideration of a resolution approving an updated water agreement for Meadowood. We ask that the Mayor and City Council note that some time ago, Water Audit California advised the City of St. Helena that it was necessary for the City to act in its own interests before approving the Meadowood project, as Meadowood is drawing water from the same aquifer that is utilized for the City’s water supply.

The Public Trust
Water Audit California (“Water Audit”) is an advocate for the public trust. Through Government Code § 65800 et seq. the Legislature conveyed to the city the authority to adopt regulations and ordinances to promote the general welfare of the State’s residents.

The City remains subordinate to the control and direction of the senior levels of government. The state endows the highest priority on fish and wildlife protection and conservation. “The Legislature finds and declares that the protection and conservation of the fish and wildlife resources of the state are of utmost public interest.

Agenda Item #13.3.

Water Audit California Comment Letter
Meadowood
December 12, 2023
2 Fish and wildlife are the property of the people, and provide a major contribution to the property of the state …” (Fish and Game Code § 1600) This statement is one of the foundations of Water Audit’s mission, both generally and herein. The City must consider the substantial potential public trust impacts of proposed projects.

The essential idea of the public trust doctrine is that the government holds and protects certain natural resources in trust for the public benefit. (See Illinois Central Railroad v. Illinois (1892) 146 U.S. 387, 452, 456; National Audubon Society v. Superior Court (1983) 33 Cal.3d 419, 441; Berkeley v. Superior Court (1980) 26 Cal.3d 515, 521.) Public trust theory has its roots in Roman and common law. (United States v. 11.037 Acres of Land (N.D. Cal. 1988) 685 F. Supp. 214, 215.) Its principles underlie the entirety of the State of California. Upon its admission to the United States in 1850, California received the title to its tidelands, submerged lands, and lands underlying inland navigable waters as trustee for the benefit of the public. (People v. California Fish Co. (California Fish) (1913) 166 Cal. 576, 584; Carstens v. California Coastal Com. (1986) 182 Cal.App.3d 277, 288.) The People of California did not surrender their public trust rights; the state holds land in its sovereign capacity in trust for public purposes. (California Fish, Ibid.) The courts have ruled that the public trust doctrine requires the state to administer as a trustee all public trust resources for current and future generations, precluding the state from alienating those resources into private ownership and requiring the state to protect the longterm preservation of those resources for the public benefit. (National Audubon, supra. 33 Cal.3d 419, 440-441; Surfrider Foundation v. Martins Beach 1, LLC (2017) 14 Cal.App.5th 238, 249-251.)
The public trust fulfills the basic elements of a trust: intent, purpose, and subject matter. (Estate of Gaines (1940) 15 Cal.2d 255, 266.) It has both beneficiaries, the people of the state, and trustees, the agencies of the state entrusted with public trust duties.

The beneficiaries of the public trust are the people of California, and it is to them that the trustee owes fiduciary duties. As the City of St. Helena is a legal subdivision of the state, it must deal with the trust property for the beneficiary’s benefit. No trustee can properly act for only some of the beneficiaries – the trustee must represent them all, taking into account any differing interests of the beneficiaries, or the trustee cannot properly represent any of them. (Bowles v. Superior Court (1955) 44 C2d 574.) This principle is in accord with the equal protection provisions of the Fourteenth Amendment to the US Constitution.

A public trust trustee "may not approve of destructive activities without giving due regard to the preservation of those [public trust] resources." (Center for Biological Diversity, Inc. v. FPL Group, Inc. (“Bio Diversity”) (2008) 166 Cal.App.4th 1349, 1370, fn. 19, 83 Cal.Rptr.3d 588.) [Emphasis added]
Common law imposes public trust considerations upon the City’s decisions and actions. (Biological Diversity, supra. 166 Cal.App.4th 1349; Environmental Law Foundation v. State Water Resources Control Board (“ELF”) (Cal. Ct. App. 2018) 26 Cal.App.5th 844.) The courts have recognized the State’s responsibility to protect public trust uses whenever feasible. (See, e.g., National Audubon, supra. 33 Cal.3d 419, 435; California Trout, Inc. v. State Water Agenda Item #13.3.

3 Water Audit California Comment Letter
Meadowood
December 12, 2023
Resources Control Bd. (1989) 207 Cal.App.3d 585, 631; California Trout, Inc. v. Superior Court (1990) 218 Cal.App.3d 187, 289.) The City of St. Helena, under Public Resources Code, section 6009.1, has an affirmative duty to administer the natural resources held by public trust solely in the interest of the people of California.

The public trust doctrine requires the State (i.e. City of St. Helena), as a trustee, to manage its public trust resources (including water) so as to derive the maximum benefit for its citizenry. Even if the water at issue has been put to beneficial use, it can be taken from one user in favor of another need or use. The public trust doctrine therefore means that no water rights in California are truly "vested" in the traditional sense of property rights.

Furthermore, there can be no vested rights in water use that harm the public trust.

Regardless of the nature of the water right in question, no water user in the State "owns" any water. Instead, a right to water grants the holder thereof only the right to use water, a "usufructuary right". The owner of "legal title" to all water is the State in its capacity as a trustee for the benefit of the public. Both riparian and appropriative rights are usufructuary only and confer no right of private ownership in the watercourse, which belongs to the State. (People v.

Shirokow (1980) 26 Cal.3d 301 at 307.)
Conclusion
For the foregoing reasons, Water Audit California respectfully requests that the City Council not approve the Meadowood demand as a matter rote. Please stop and think before acting and during the meeting this evening, consider the impacts of an updated water agreement on existing water needs.

Respectfully,
William McKinnon
General Counsel
Water Audit California
Agenda Item #13.3.