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CITY OF STOCKTON
OFFICE OF THE CITYATTORNEY
Citv Hall• 425 N. El Dorado Street• Stockton, CA 95202-1997 • 209/937-8333 • Fax 209/937-8898 , . . . -�JW.:.w�sto-ckton gov.com . .
iJ � � � � W I� 1� ·, REPLYTO: _______ _
. . -- ..... _._,- ... -- �- - . .
DATE: April 4, 2002
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c:·1 .' G�: ��!".:'.'� . , · ·,r;1ru .. :::::G Di'Jl;'! f''1 • · TO: KATHERINE GONG MEISSNER, City Clerk
FROM: GUY D. PETZOLD, Deputy City Attorney
RE: DEVELOPMENT AGREEMENT BETWEEN THE CITY OF STOCKTON
AND A.G. SPANOS CONSTRUCTION, INC.--SPANOS PARK WEST
Attached is a fully executed Development Agreement dated January 29, 2002. Said Development Agreement was authorized by City Council Ordinance No. 005-02, effective February 28, 2002. Said Development Agreement was recorded as Instrument No. 2002- 041898 on March 11, 2002.
Said Development Agreement may be retained for your files.
OFFICE OF THE CITY ATTORNEY
. . · .. i.
By G.., �- P,}G,;,zj GUY D. PETZOLD 7
DEPUTY CITY ATTORNEY
GDP:plc
Attachment
cc: Community Development (Attn: Dave Stagnaro)
Public Works (Attn: Barry O'Regan)
A.G. Spanos Construction, Inc.
Attn: Jerry Sperry
1341 W. Robinhood Dr., Suite B-5
Stockton CA 95207
::ODMA\GRPWISE\COS.CA.CA_LIBRARY:17854.1
Stockton
•• ,,.AWmericaCity
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1999
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This docul!lent is recorded for the
benefit of tLe City of Stockton and
is entitled to be recorded free of
charge in accordance with Sections
6103 and 27383 of the Government Code.
\.Vben recorded, mail to:
City of Stockton
4..2ij N. El Dorado
Stockton, California 95202
Attn: City Attorney
DA 1-00
•
DOC � 2002-041898
03/11/2002 02:49P Fee:88.00
County of San Joaquin
Gary LI. Freeman Aps�essor-Recorder-County Clerk
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SP ANOS PARK WEST
DEVELOPMENT AGREEMENT
CITY: CITY OF STOCKTON, a municipal corporation of the State of California
OWNER: A.G. SPANOS CONSTRUCTION, INC.,
a California Corporation
ORIGINAL-
Devdopment Agr January 9, 7.002
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MASTER
ATTACHMENT C
Table of Contents
Page
1. General Provisions . ............................................................................................... .-... 3
1.1 Incorporation of Recitals ....................................................................................... 3
1.2 Covenants .. ................. , ................................................. .' ....................................... 3
2. Definitions .. ................................................ ; ............................................................. 3
2.1 Approvals ........................... : .................................................................................. 3
2.2 City Laws ..................................... �······--···--·························································· 3
2.3 Director ..................................... , .......................................................................... 3
2.4 Enacting Ordinance .. ........... �·: ............................................................................... 3
2.5 Exactions ........................................................ · ...................................................... 3
2.6 Existing City Laws ................................................................................................ 3
2.7 Law or Laws ................................ , ......................................................................... 4
2.8 Mortgage .. ............................................................................................................ 4
2.9 Mortgagee .. .......................................................................................................... 4
3. Effective Date, Term ........ : ..................................................................... -.................... 4 · 3.1 Effective Date .. ..................................................................................................... 4
3.2 Term .. .................................................................................................................. 4
4. General Development of the Business Park. ............................................................... 4
4.1 Business Park ........................................................................................................ 4
4.2 Permitted Uses ...................................................................................................... 5
4.3 Project Phasing . .................................................................................................... 5
4.4 Applicable Laws and Standards ............................................................................. 5
4.5 Development Review Process ................................................................................ 6
4.6 Processing and Approvals .. :�, ................................................................................ 7
4. 7 Other Governmental Permits . ............................................................................... 7
4.8 Additional Fees . ................................................................................................... 7
5. Specific Criteria Applicable to Development of the Business Park. ...... :· ....................... 8
5.1 Application of New City Laws . ............................................................... : ............. 8
5.2 Future Growth Control Ordinances/Policies, Etc.· ................................................. 8
5.3 Allowable Heights, Size and Bulk Within Business Park. ..................................... 11 5 .4 Business Park Use ............................................................................................... 11
5.5 Parking Ratio ...................................................................................................... 11
5.6 Easements: Improvements, Abandonments . ........................................................ 11
5.7 Subdivision ofBusiness Park. .............................................................................. 12
6. Indemnity: Insurance ............................................ : ....... · ........................................... 12
6.1 Indemnity ........................................................................................................... 12
6.2 Insurance ............................................................................................................ 12
7. Periodic Review of Compliance . .............................................................................. 12 7 .1 Annual Review ....................................... · ............................................................ 12 ····1.2 Owner's Submission ............................................................................................ 13 7 .3 Finding of Compliance ........................................................................................ 13
7.4 Finding ofNoncompliance .................................................................................. 13
8. Permitted Delays; Supersedure by Subsequent Laws ................................................. 13
8.1 Permitted Delays . ............................................................................................... 13
8.2 Supersedure by Subsequent Laws . ......... : ............................................................. 14 Development Agr January 9, 2002
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9. Events of Default, Remedies, Termination; Attorneys' Fees . ..................................... 14
9.1 Events ofDefault .. ......... · ..................................................................................... 14
9.2 Remedies .................................................... · ........................................................ 14
9.3 · Waiver, Remedies Cumulative . ........................................................................... 14
9.4 Effect of Termination .......................................................................................... 15
9.5 Limitations on Actions ..................................... : .................................. : ............... 15
9. 6 Effect of Court Action ...................... : .................................................................. 15
9.7 Estoppel Certificate ............................................................................................. 15
10. · Mortgagee Protection: Certain Rights of Cure . ......................................................... 16 10 .1 Mortgagee Protection ................................................................................ .-......... 16
10.2 Mortgagee Not Obligated ...................................... : ............................................. 16
10.3 Notice of Default to Mortgagee, Right of Mortgagee to Cure . .............................. 16
11. Assignment .. ........................................................................................................... 17
11.1 Release Upon Transfer ......................................................................................... 17
11.2 Covenants Run with the Land ............................................................................. 17
12. Amendment and Termination .................................................................................. 17
12.1 Amendment or Cancellation . .............................................................................. 17
12.2 Recordation ......................................................................................................... 17
13. Notices ..................................................................................................................... 18
13.1 Procedure . .......................................................................................................... 18
14. Miscellaneous .......................................................................................................... 18
14.1 Negation of Partnership .. ................................................................... : ................ 19
14.2 Consent(s) . ......................................................................................................... 19
14.3 Project Approvals Indepen_dent . .......................................................................... 19
14.4 Not a Public Dedication .... :· ................................................................................. 19
14.5 Severability ......................................................................................................... 19
14.6 Exhibits . ............................................................................................................. 20
14.7 Entire Agreement. ...................................... , ........................................................ 20
14.8 · Construction of Agreement . ................................................................................ 20
14.9 Further Assurances; Covenant to Sign Documents ............................................... 20
14.10 Governing Law ................................................................................................ 20
14.11 Time ...... ; .......................................................................................................... 20
14.12 Dispute Costs and Fees . ................................................................................... 21 I l llllll llllll lllll llllll II l\11111111111\\\1111111111111 Development Agr January 9, 2002
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DEVELOPMENT AGREEMENT
Tms DEVELOP:MENT AGREE:MENT (" Agreement") is made and entered into as of this 29th day of January, 2002, by and between the CITY OF STOCKTON, a municipal corporation of the State of California ("City"), and A.G. SPANOS CONSTRUCTION, !Ne., a California corporation ("Owner"), pursuant to the authority of California Government Code Sections 65864-65869.5 and Stockton Municipal Code ("Code") Chapter 16, Part IX, Sections 16-180 through 16-195, inclusive.
RECITALS:
This Agreement is entered into on the basis of the following facts, understandings, and intentions of the parties:
A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Government Code Sections 65864-65869 .5 authorizing City to enter into development agreements in connection with the development of real property within its jurisdiction by qualified applicants with a requisite legal or equitable interest in the real property that is the subject of such development agreements.
B. As authorized by Government Code Section 65865(c), City has adopted Code Chapter 16, Part IX establishing the procedures and requirements for the consideration of development agreements within the City.
C. Owner is a corporation organized under the laws of the State of California and is in good standing thereunder.
D. Owner owns fee title to that certain parcel ofland commonly referred to as Spanos Park West. Owner holds certain entitlements for the development of Spanos Park West, i.e. two (2) approved tentative maps, TM 54-89 and TM 56-89. Owner has made application to City to modify Owner's existing entitlements into two separate components of Owner's Spanos Park West Project, a residential component, commonly referred to as The Villages at Spanos Park, and an M-X, mixed use, Component, commonly referred to as A.G. Spanos Business Park (the "Business Park"). The Business Park is the subject of this Agreement and is more fully described in Exhibit "A," attached hereto and incorporated herein by reference.
E. Pursuant to the California Environmental Quality Act (Public Resources Code § 21000-21177) ("CEQA"), City prepared and circulated a draft supplemental environmental impact report ("SEIB.") for the Spanos Park West Project including the Business Park component. On January 29, 2002, City certified that the SEIR was adequate; that it satisfied the requirements of CEQA, the CEQA Guidelines, and applicable City regulations; and that it fully and accurately described the Business Park component.
Notices of Determination for Spanos Park West were filed on January 30, 2002 with the San Joaquin County Clerk and on January 30, 2002, with the Office of Planning and Research of the State of California.
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F. The Business Park is located in an area having a general plan and zoning designation of "MX" (mixed use as described in Code Section 16-075). As required by Code Section 16-075.1, a master development plan was submitted to City on January 29, 2002. On January 29, 2002 the City approved A.G. Spanos Business Park Master Development Plan dated January 9, 2002 (the "Master Development Plan"). The Master Development Plan sets forth the distribution, location and extent of uses for the Business Park and identifies regulations and criteria for development of the site through subsequent implementing projects. Code Section 16-204.C. requires that a development agreement be completed to implement the Master Development Plan and that such development agreement be processed with the Master Development Plan. City has determined that this Agreement is appropriate for the development of the Business Park and that a development agreement will eliminate uncertainty in City's land use planning for and secure orderly development of the Business Park and otherwise achieve the goals and purposes for which the Chapter 16, Part IX of the Code was enacted by City. In exchange for these benefits to City and the public benefits of the Business Park, Owner desires to receive assurance that City shall grant permits and approvals required for the development of the Business Park in accordance with the Master Development Plan, subject to the terms and conditions contained in this Agreement. In order to effectuate these purposes, the parties desire to enter into this Agreement.
G. The Master Development Plan was approved based on its stated intention to provide a comprehensive description of all land uses proposed for the Business Park, while maintaining the greatest amount of flexibility possible in the planning review process. The Master Development Plan provide� for a range of land uses for each parcel within the Business Park, each of which is consistent and compatible with the overall land use concept for the Business Park and consistent with the policies, general land uses and programs of the City's general plan. The Master Development Plan and the SEIR established the criteria for consideration of, and all action upon, all future specific proposals for development ofland within the Business Park.
H. On December 20, 2001, after conducting a duly noticed public hearing pursuant to Code Section 16-188.A., the City Planning Commission recommended that the City Council approve this Agreement, based on the following findings and determinations that: i) this Agreement is consistent with the objectives, policies, general land uses and programs specified in the City of Stockton General Plan and the Master Development Plan for the Business Park; and ii) the Business Park complies with the requirements of CEQA, and state and local CEQA guidelines.
I. On January 29, 2002, the City Council held a duly noticed public hearing on this Agreement pursuant to Code Section 16-188.B. and made the same findings and determinations, which are set forth in Enacting Ordinance 007-02 approving this Agreement thereafter adopted by the City Council, a copy of which is attached hereto, marked Exhibit "B".
Now, THEREFORE, pursuant to the authority contained in Government Code Sections 65864-65869.5 and Code Chapter 16, Part IX, and in co:i:isideration of the mutual covenants and promises of the parties herein contained, the parties agree as follows:
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1. General Provisions.
Ll Incorporation of Recitals. The Recitals set forth above, the introductory paragraph preceding the Recitals, and all defined\terms set forth in both, are hereby incorporated into this Agreement as it set forth herein in full.
1.2 Covenants. The provisions of this Agreement shall constitute covenants or servitudes which shall run with the land comprising the Business Campus and the burdens and benefits thereof shall bind and inure to the bJnefit of all estates and interests in the Business Campus, or any portion thereof, and all successors in interest, transferees or assignees to the parties hereto.
2. Definitions. Each reference in this Agreement to any of the following terms shall have the meaning set forth below for each such tcirm. Certain other terms shall have the meaning set forth for such term in this Agreement.
. 2.1 Approvals. Any and all permits o� approvals of any kind or character required under the Master Development Plan and applicable City Laws in order to develop the Business Park, including, but not limited to, donditional use permits, tentative and final parcel or subdivision maps, building permits, site clearance, grading plans and permits, and certificates of occupancy.
2.2 City Laws. The Stockton MuniciP,al Code, resolutions, cod�s, rules, regulations, decisions and official policies of Citylgoverning the design, improvement and construction standards and specifications applicable to the development of the Project. I Specifically, but without limiting the generality of the foregoing, City Laws shall include the General Plan.
2.3 Director. The Director shall mean, the Director of Community Development for City.
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2.4 Enacting Ordinance. Ordinance \001-02 , enacted by the City Council on January 29 200..Z.., approving this Agreement, as described herein. 2 5 E . All . . li J . d d' . . xactions. exactions, m- eu 1ees or payments, e 1cat1on or reservation requirements, obligations for on-or off-site impro.Jements or construction requirements for public improvements or services or other conditiohs of approval called for in connection with the development of, or construction on, the Business Park under Existing City Laws, whether such exactions constitute public improvetnents, mitigation measures in connection with environmental review of any project, or impbsitions.
2.6 Existing City Laws. The Plannin� and Zoning Code (Chapter 16 of the Stockton Municipal Code), resolutions, rules, re�lations, decisions and official policies of City governing the subdivision, design and improvement standards applicable to the . development of the Business Park in effect as ofilie Effective Date (as defined in Section 3.1 I
below). I
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2. 7 Law or Laws. The laws and constitution of the State of California, the laws and Constitution of the United States and any codes, statues or executive mandates in a�y court decision, state or federal, thereunder.
2.8 Mortgage. A mortgage, deed of trust, ground lease, sale and leaseback arrangement in which the Business Park or a portion thereof or an interest therein is sold by Owner and leased back concurrently therewith (which arrangement is subject to no prior contractual encumbrances securing payment of money), or other transaction in which the Business Park, or a portion thereof or an interest therein, is pledged as security, contracted in good faith and for fair value.
2.9 Mortgagee. The holder of the beneficial interest under a Mortgage.
3. Effective Date, Term.
3.1 Effective Date. This Agreement shall be dated and the obligations of the parties hereunder shall be effective as of the effective date of the Enacting Ordinance, pursuant to Government Code Section 36937, as specified herein (the "Effective Date").
Not later than ten (10) days after the Effective Date, City and Owner shall execute and acknowledge this Agreement, and thereafter the City Clerk shall cause this Agreement to be recorded in the Official Records of the County of San Joaquin, State of California.
3.2 Term. The Term of this Agreement shall commence on the Effective Date and shall terminate twenty years from said Effective Date, unless earlier terminated under the terms of this Agreement.
4. General Development of the Business Park.
4.1 Business Park. Owner shall have the right, and the obligation, to develop the Business Park in accordance with the Master Development Plan, the terms and conditions of this Agreement, and such amendments thereto as shall from time to time be approved pursuant to this Agreement, and City shall have the right to control development of the Business Park in accordance with the provisions of the Master Development Plan, this Agreement, and such amendments thereto as shall from time to time be approved pursuant to this Agreement. Except as otherwise specified in this Agreement, the Master Development Plan and applicable Existing City Laws (including those Code Sections concerning MX zoning and Master Development Plans) shall control the overall design, development and construction of the Business Park, and all improvements and appurtenances in connection therewith, including, without limitation, the permitted uses on the Business Park, the density and intensity of use, maximum height and maximum and minimum size of buildings, the number of parking spaces and all mitigation measures required in order to minimize or eliminate adverse environmental impacts and other adverse impacts of the Business Park. In accordance with the purpose ofMX zoning as stated in Code Section 16-075, the specific land uses and specific development standards for the Business Park have been determined on a site-by-site basis by the Master Development Plan. By entering into this Agreement, Owner agrees to develop the Business Park pursuant to the following schedule: Ten years after the Effective Date, Owner shall have developed a Development Agr January 9, 2002
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- minimum of forty percent (40%) of the Business Park based on acreage available for development; Fifteen years after Effective Date, Owner shall have developed a minimum of sixty (60%) of the Business Park based on net acreage available for development.
4.2 Permitted Uses. The permitted uses of the Business Park, the density and intensity of use, the maximum height, bulk and size of proposed structures and location of public improvements, location of public utilities and other terms and conditions of development applicable to the Business Park shall be those set forth in the Master Development Plan, as may be modified from time to time as agreed to by City and Owner. Permitted uses shall be determined by the following:
(a) Commercial development may consist of the permitted uses provided for in Section 6,4 of the Master Development Plan.
(b) High Densisty Residential development may consist of the permitted uses provided for in Section 6.5 of the Master Development Plan. (c) Office development may consist of the permitted uses provided for in Section 6.6 of the Master Development Plan.
(d) Open space permitted uses may consist of those provided for in Section 6. 7 of the Master Development Plan.
(e) Neighborhood Park permitted uses may consist of the permitted uses provided for in Section 6.8 of the Milster Development Plan. (f) Utility Easement permitted uses may consist of the permitted uses provided for in Section 6.9 of the Master Development Plan. (g) Development Standards for site development, building standards, landscaping and circulation within the Business Park shall be those provided for in Section 6 .10 of the Master Development Plan.
4.3 Project Phasing. Owner presently intends to develop the Business Park in phases and the parties acknowledge that Owner cannot presently predict the timing or sequence of any such phasing. Such decisions depend upon numerous factors which are not within the control of Owner, such as market conditions and demand, interest rates, competition and other similar factors. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal. 3d 465, that failure of the parties therein to provide for the timing of development resulted in a later-adopted initiative restricting the timing of development to prevail over the parties' agreement, it is the parties' intent to address that issue by acknowledging and providing that Owner shall have the right to develop the Business Park in phases in such order and at such times as Owner deems appropriate within the exercise of its subjective business judgment and in accordance with Chapter 5 of the Master Development Plan and the provisions of this Agreement. All improvements required pursuant to the Master Development Plan shall be constructed by Owner congruent with the development of each phase of the Business Park, as such Development Agr January 9, 2002
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'- -·----·-·-··--------·----� .. . ,.,,. -- - --='='•·--"--''-�----·--�----"·' ---�----- -----.. --�·· -------· ---·- ------ ........................ _ ... .,. •• ..,,�· �- �<..�..:-:::.·,u-=.'ll.�t:.::.'..:J . ..:.,.•=�r.::,.,:::=.;:-��::u=L;.::...:.>o.:�.�-:'l::::·.�;.a:=::..:..;�._..=.:::=:..::::.-,:_;-;,:-,.U..::��• improvements relate thereto and are necessary for the development and operation of such phase of the Business Park.
4.4 Applicable Laws and Standards. Notwithstanding any change in any Existing City Laws including, but not limited to, any change by means of ordinance, resolution, initiative, referendum, policy or moratorium, and except as otherwise provided in this Agreement, the laws, regulations, standards and policies applicable to the Business Park are set forth in the Master Development Plan, the Existing City Laws (regardless of future changes in these by City) and this Agreement. The Business Park is entitled to be built and occupied and Owner has the right to complete the Business Park, in accordance with this Agreement, provided that City may apply and enforce its codes, regulations and laws applicable under this Agreement. The Master Development Plan includes Development Standards, Design Guidelines and Regulations (the "Development Regulations") which provide for the location, arrangement, development and use of the parcels �thin the Business Park. Should the Development Regulations conflict with similar regulations contained in the Existing City Laws, the Development Regulations shall take precedence. When any issue, condition or situation arises or occurs that is not covered or provided for in the Development Regulations, those provisions in the Existing City Laws which are most similar to the issue, condition or situation as determined by the Director, or his designee, shall apply, subject to this Agreement. Notwithstanding any other language or implication to the contrary in this Agreement, all construction shall comply with all provisions of, Chapter 14, Uniform Codes, of the Stockton Municipal Code, including , but not limited to, the Uniform Building Code, and the various related mechanical, electrical, plumbing, and fire codes as the same may be applicable at the time of application for the relevant permit.
4.5 Development Review Process.
(a) This Agreement shall implement the provisions of the Master Development Plan, which provides that in any future application for development or use of any portion of the Business Park, Owner shall comply with any criteria for issuance of permits for the development other than those as established in the Master Development Plan and the certified SEIR. Development within any portion of the Business Park may not occur until the Design Review Board for A. G. Spanos Business Park (the "Design Review Board"), City's Community Development Director (the "Community Development Director")and City's Public Works Director (the "Public Works Director")have made the determinations provided for in Section 8.2 of the Master Development Plan. (b) Chapter 7 of the Master Development Plan provides the design guidelines applicable to the Business Park.
(c) The development review process for all Approvals shall be as described in Section 8.2 of the Master Development Plan. This process consists, generally, of review and approval by the Design Review Board and site plan review a�d approval by the Development Agr January 9, 2002
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· Community Development Director, and infrastructure facility plan review and approval by the Public Works Director.
(d) Once approved by the Design Review Board, consistency with the ·Master Development Plan of a proposed development project shall be reviewed and approved by the City, as described in Section 8.2 of the Master Development Plan, by the Community Development Director, which shall be City's primary discretionary process for determining that the proposed development is consistent with the Master Development Plan, and, if such a finding 'is made, it shall include that the application is consistent with the City's General Plan and the application shall thereby be approved.
Agreement.
( e) Any proposed development project or use shall be consistent with this
4.6 Processing and Approvals. Upon submission by Owner of any ·and all necessary and required applications for Approvals and payment of any and all appropriate processing and other fees as provided in this Agreement, City shall promptly commence and diligently complete all steps necessary to approve or issue the requested Approvals including, but not limited to, (a) the holding of any and all required public hearings and notice for such public hearings, and (b) the granting of the requested Approval to-the extent that it complies with applicable Law and this Agreement. Such Approvals shall include, but not be limlted to:
(a)
parcel maps;
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
final.
the adoption or amendment of any tentative or final subdivision or · the issuance of Use Permits;
architectural and site plan reviews;
lot line adjustments;
.building permits;
site clearance or demolition permits;
grading plans and permits;
landscape plans;
certificates of occupancy, or their equivalent, whether temporary or
4. 7 Other Governmental Penn.its. Owner shall apply for such other permits and approvals from governmental or quasi-governmental agencies, other than City, having jurisdiction over the Business Park as may be required for the development of, or provision of services to, the Business Park, including but not limited to:
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(a) Public utility district permits or service agreements; (b) Army Corps of Engineers permits;
(c) Reclamation District 2042 permits.
4.8 Additional Fees. Except as provided in this Agreement, City may impose any further or additional fees, taxes or assessments, whether through the exercise of the police power, the taxing power, or any other means, which provide a reasonable benefit (nexus) to the development and/or maintenance of the Business Park provided that:
(a) City may charge owner public facility fees and processing fees for land use approvals, building permits, plan checks and other similar permits and entitlements which are in force and effect on a City-wide basis at the time application is submitted for those permits.
(b) If state or federal laws are adopted which require cities to impose fees on existing projects and if, consequently, City adopts enabling legislation and imposes fees on existing projects on a City-wide or area-wide basis, as defined below, these fees may be imposed on the Business Park, which fees shall be consistent with the fees imposed on other properties within the City or area similarly situated.
(c) If Owner requests the creation of a community facilities district for the purpose of financing some or all of the public capital facilities and services necessary for the development of the Business Park1 City may adopt a special tax pursuant to the provisions of the Mello-Roos Community Facilities Act of 1982 (Government Code sections 53311 et seq), sufficient to pay for all of the public facilities and services requested by Owner.
5. Specific Criteria Applicable to Development of the Business Park.
5.1 Application of New City Laws. Nothing herein shall prevent City from applying to the Business Park new City Laws that are not inconsistent or in conflict with the Existing City Laws or the intent, purposes or any of the terms, standards or conditions of this Agreement, and which do not materially interfere with the development of the Business Park as contemplated herein. Any action or proceeding of City that has any of the following effects on the property within the Business Park shall be considered to be in conflict with this Agreement and the Existing City Laws:
(a) limiting or reducing the density or intensity of all or any part of the Business Park, or otherwise requiring any reduction in the square footage or total number of buildings and other improvements, including, but not limited to, the parking spaces; (b) limiting the Owner's ability to transfer permitted uses, intensity of uses or maximum height of buildings between sites within the Business Park in a manner that is inconsistent with or more restrictive than limitations included in the Master Development Plan;
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(c) limiting the timing of the development of the Business Park or the number of phases of the Business Park in a manner that is inconsistent with or more restrictive than limitations included m the Master Development Plan. (d) · limiting the location of building sites, grading or other improvements on the Business Park in a manner that is inconsistent with or more restrictive than the limitations included in the Master Development Plan;
5.2 Future Growth Control Ordinances/Policies, Etc.
(a) One of the specific purposes of this Agreement is to assure Owner that no growth-control ordinance, measure, policy, regulation or development moratorium of City adopted by the City Council or by vote of the electorate after the Effective Date of this Agreement will apply to the Project, whether enacted by urgency ordinances, interim ordinances, initiatives, referendums or any other change in the laws of the City by any method or name which would alter in any way City's General Plan, Zoning Ordinance, Subdivision Ordinance, Uniform Codes or any other ordinance, enactment, resolution, approval, policy, rule, regulation, decision, or other action of City. There are currently no adopted growth control ordinances, policies or measures which would restrict the ability of Owner to complete the Project.
Therefore, the parties hereto agree that, except as otherwise expressly provided in Section 5 .1 herein, or o_ther provision of this Agreement which unambiguously and expressly authorizes City to make such pertinent changes, no ordinance, policy, rule, regulation, decision, or any other City action, or any initiative or referendum voted on by the public, which would be applicable to the Project and would affect in any way the rate of development and construction of the Project, or limit the Project's ability to receive any other City service shall be applicable to any portion of the Project during the term of this Agreement, whether such action is by ordinance, enactment, resolution, approval, policy, rule, regulation, decision or other action of City or by public initiative or referendum. (b) City, through the exercise of either its police power or its taxing power, whether by direct City action or initiative or referendum, shall not establish, enact or impose any additional conditions, dedications, fees or other exactions, policies, standards, laws or regulations, which directly relate to the development of the Project except as provided in Section 5 .1 herein or other provision of this Agreement which unambiguously and expressly allows City to make such changes. Further, City shall not approve a Mello-Roos assessment, or other type of district to cause bonded indebtedness on any portion of the Project without Owner's prior written approval, which approval may be given or withheld in Owner's sole and absolute discretion. Nothing herein prohibits the Project from being subject to a (i) City-wide bond issue, (ii) City-wide special or general tax, or (iii) special assessment for the construction or maintenance of a City-wide facility as may be voted on by the electorate or otherwise enacted; provided that such tax, assessment or measure is City-wide in nature, does not discriminate against the land within the Project and does not distinguish between developed and undeveloped parcels.
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(c) This Agreement shall not be construed to limit the authority of City to charge processing fees for land use approvals, public facilities fees and building permits as they relate to plumbing, mechanical, electric or fire code permits, or other similar permits and entitlements which are in force and effect on a city-wide basis at the time those permits are applied for, except to the extent any such processing regulations would be inconsistent with this Agreement.
(d) Notwithstanding subdivision (b), the City may condition or deny a permit, approval, extension, or entitlement if it determines any of the following:· (1) A failure to do so would place the residents of the Business Park or the immediate community, or both, in a condition
1 dangerous to their health or safety, or both.
(2) The condition or denial is required in order to comply with state or federal law.
5.3 Allowable Heights, Size and Bulle Within Business Park.Owner shall have the right, subject to the standards specified in this Agreement and the Master Development Plan, to alter the height, size and bulk of buildings, until such time as the maximum density of the Business Park under this Agreement has been achieved and so long as the maximum height, size and bulk for the Business Park is consistent with tlie Master Development Plan.
5.4 Business Park Use. Owner shall have the right to use any portion of the Business Park as provided for in Chapter 3 of the Master Development Plan. TABLE 3-1 is intended to describe a wide range of land use options that comply with the criteria established by this Agreement.
5.5 Parking Ratio. Owner shall have the right to satisfy the parking ratio requirements for any portion of the Business Park by granting parking easements for the benefit of such portion of the Business Park on any other adjacent portion of the Business Park for the amount of parking necessary to satisfy such parking ratio requirements as prescribed by the Master Development Plan subject to the review and approval of the Community Development Director.
5.6 Easements: Improvements, Abandonments. City shall cooperate with Owner in connection with the abandonment of existing utility or other easements and facilities and the relocation thereof, or the creation of any new easements within the Business Park necessary or appropriate for development of the Business Park. If any such easement is owned by City or any agency of City, City or such agency shall, at the request of Owner and at Owner's cost, take such action and execute such documents as may be necessary to abandon existing easements and relocate them, as necessary or appropriate in connection with the development of the Business Park.
5.7 Subdivision of Business Park. Owner shall have the right, fromtime to time or at any time, to initiate resubdivisions the Business Park, as may be necessary in order to develop a particular phase, or to sell, lease or finance a portion of the Business Park in connection with the development of any phase or portion of the Business Park. Owner shall Development Agr January 9, 2002
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initiate such subdivision through an application under the Existing City Laws. Each such application shall be processed in accordance with the Laws, the Master Development Plan and Existing City Laws. Each tentative subdivision map approved under the Master Development Plan shall have a term of nofless than the remaining term of this Agreement as of the date such map is approved by the City.
6. Indemnity: Insurance.
6 .1 Indemnity. Owner shall indemnify, defend and hold City, and its elective and appointive boards, commissions, officers, agents, and employees, harmless from any and all claims, causes of action, damages, costs or expenses (including reasonable attorneys' fees) arising out of or in connection with, or caused on account of, the development of the Business Park, any Approval with respect thereto, or claims for injury or death to persons, or damage to the Business Park, as a result of the operations of Owner or its employees, agents, contractors or representatives with respect to the development, operation and maintenance of the Business Park.
6.2 Insurance. Owner shall maintain insurance in order to assure Owner's ability to provide the indemnity described in Section 6.1. The amount and terms of such insurance shall be as follows:
(a) Commercial general liability and property damage insurance covering the risks of bodily injury and/ or death, property damage, and personal injury liability, with total limits of not less than One Million Dollars ($1,000,000.00) (b) Worker's Compensation Insurance as required by law, together with a contingent employer's liability endorsement in favor of City, covering employees of Owner, employees of any contractor, subcontractor, agent of representative of Owner.
If available, each policy of insurance carried by Owner as required by this Indemnity Section, shall provide that it may not be canceled without at least thirty (30) day prior written notice to City. Upon request of City, Owner shall furnish to City a copy of each policy of insurance, or a certificate thereof, stating that such insurance is in full force and effect and, in the case of the public liability insurance, showing City named as an additional insured. Any insurance required to be maintained by Owner may be maintained under a so called "blanket policy" insuring other parties and other locations, so long as the amount of insurance required hereunder is not thereby diminished.
7. Periodic Review of Compliance.
7 .1 Annual Review. City, through the Planning Commission, shall, at least every twelve (12) months during the term of this Agreement, review the extent of good faith substantial compliance with the terms of this Agreement and the Master Development Plan pursuant to Government Code Section 65865.1 and Code Section 16-192.
7.2 Owner's Submission. Within thirty (30) days of Owner's receipt of the written request of the Planning Commission made not more than once each year at least Development Agr January 9, 2002
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sixty (60) days prior to the anniversary date of this Agreement, Owner shall submit to the Planning Commission a letter setting forth Owner's good faith compliance with the terms and conditions of this Agreement. Such letter shall be accompanied by such documents and other information as may be reasonably necessary and available to Owner to enable the Planning Commission to undertake the review of Owner's good faith compliance with the terms of this Agreement, and shall also state that such letter is submitted to City pursuant to the requirements of Government Code Section 65865.1 and Code Section 16-192 7 .3 Finding of Compliance. The Planning Commission shall review the Owner's submission to ascertain whether it contains sufficient information to determine whether Owner has complied in good faith with the terms of this Agreement. Upon receipt of the submission, the Planning Commission shall conduct a review of the good faith compliance by Owner with the terms of.this Agreement. If the Planning Commission finds good faith compliance by Owner with the terms of this Agreement, the Director shall, upon request by Owner, provide to Owner written confirmation of such finding.
7.4 Finding ofNoncompliance. If the Planning Commission, on the basis of substantial evidence, finds that Owner has not complied in good faith with the terms of this Agreement, the Planning Commission shall specify in writing to Owner the respects in which Owner-has failed to comply and the Planning Commission may recommend that the City Council hold a public hearing and terminate or modify the Agreement. The City Council may (a) establish a reasonable time for Owner to comply with this Agreement, which time shall not be less than thirty (30) days and shall be reasonably related to the time necessary for Owner to adequately bring its performance into good faith compliance with the terms of this Agreement, or (b)"inay take action to terminate or modify this Agreement.
No action to terminate or modify the Agreement shall be taken without a public hearing before the City Council using the same process as was used for its adoption.
8. Permitted Delays; Supersedure by Subsequent Laws.
8.1 Permitted Delays. In addition to any specific provisions of this Agreement, performance by either party of its obligations hereunder shall be excused during any period of delay caused at any time by reason of acts of God or civil commotion, riots, strikes, picketing, or other labor disputes, shortage of materials or supplies, or damage to work in process by reason of fire, floods, earthquake, or other casualties, restrictions imposed or mandated by governmental or quasi-governmental entities, enactment of conflicting Laws (including, without limitation, new·or supplementary environmental regulations), litigation, acts or neglect of the other party, or any other cause beyond the reasonable control of a party. Each party shall promptly notify the other party of any delay hereunder as soon as possible after the same has been ascertained.
8.2 Supersedure by Subsequent Laws. Except as provided in this Agreement with respect to City Laws, if any Law made or enacted after the date of this Agreement prev:ents or precludes compliance with one or more provisions of this Agreement, then the provisions of this Agreement shall, to the extent feasible, be modified or suspended as may be necessary to comply with such new Law. Immediately after enactment of any such new Law, the parties shall meet and confer in good faith to determine ·the feasibility of any such· Dev.elopment Agr January 9, 2002
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modification or suspension based on the effect such modification or suspension would have on the purposes and intent of this Agreement. If such modification or suspension is infeasible in Owner's reasonable business judgment, then Owner shall have the right to terminate this Agreement by written notice to City. Owner shall also have the right to challenge the new Law preventing compliance with the terms of this Agreement, and, in the event such challenge is successful, this Agreement shall remain unmodified and in full force and effect.
9. Events ofDefault, Remedies, Termination; Attorneys' Fees.
9.1 Events of Default. Subject to any extensions oftime by mutual consent in writing, and subject to the provisions of this Agreement regarding periodic reviews, or permitted delays, any failure by either party to perform any material term or provision of this Agreement shall constitute an Event of Default, (i) if such defaulting party does not cure such failure within thirty (30) days following notice of default from the other party; where such failure is of a nature that can be cured within such thirty (30) day period, or (ii) if such failure is not of a nature which can be cured within such thirty (30) day period, the defaulting party does not within such thirty (30) day period commence substantial efforts to cure such failure, or thereafter does not within a reasonable time prosecute to completion with diligence and continuity the curing of such failure.
9.2 Remedies. Upon the occurrence of an Event of Default, the non- defaulting party may: (i) bring any proceeding in the nature of declaratory relief, specific performance, injunctive relief or mandamus, and/or (ii) the non-defaulting party shall have the right to terminate this Agreement pursuantto Government Code Section 65868. The remedies provided herein are exclusive and in no event shall either party be liable to the other for monetary damages for an event of default or any other breach of this Agreement.
9.3 Waiver, Remedies Cumulative. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such party's right to demand strict compliance by such other party in the future. No waiver by a party of an Event of Default shall be effective or binding upon such party unless made in writing by such party, and no such waiver shall be implied from any omission by a party to take any action with respect to such Event of Default. No express written waiver of any Event of Default shall affect any other Event of Default, or cover any other period of time, other than any Event of Default and/or period of time specified in such express waiver.
The exclusive remedies provided in this Agreement shall be cumulative and not alternative, and invocation of any permitted remedy shall not constitute a waiver or election with respect to any other permitted remedy.
9.4 Effect of Termination. If this Agreement is terminated on account of an Event of Default, such termination shall not affect any right or duty emanating from any Exactions already satisfied, City entitlements or Approvals with respect to the Business Park that have been approved concurrently or subsequently to the approval of this Agreement, but the rights, duties and obligations of the parties hereunder shall othervvise cease as of the date of such termination.
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9.5 Limitations on Actions. City and Owner hereby renounce the existence of any third party beneficiary to this Agreement and agree that nothing contained herein shall be construed as giving any person or entity third party beneficiary status. If any action or proceeding is instituted by any third party challenging the validity of any provision of this Agreement, or any action or decision taken or made hereunder, the parties shall cooperate in defending such action or proceeding. Owner shall bear its own costs of defense as a real party in interest in any such action, and shall reimburse City for all reasonable court costs and attorneys' fees expended by City in any such action or other proceeding and for any attorneys' fees and costs awarded to a party to be paid by City . .,.- 9.6 Effect of Court Action. If any court action or proceeding is brought by any third party to challenge any Approval, this Agreement, or any other permit or approval required from City or any other governmental entity for development or construction of the Business Park, or any portion thereof, and without regard to whether or not Owner is a party to or real party in interest in such action or proceeding, then Owner shall have the right, but not the obligation, (i) to defend, at Owner's expense, such action or proceeding on behalf of City and City shall fully cooperate with Owner in such defense; or (ii) to terminate this Agreement upon thirty (30) days notice in writing to City, given at any time during the pendency of such action or proceeding, or within ninety (90) days after the final determination therein (including any appeals), irrespective of the nature of such final determination. Any such action or proceeding shall constitute a permitted delay under the provisions of this Agreement.
9. 7 Estoppel Certificate. Either party may, at any time, and from time to time, deliver written notice to the other party requesting such party to certify in writing that, to the knowledge of the certifying party, (i) this Agreement is in full force and effect and a binding obligation of the parties, (ii) this Agreement has not been amended or modified either orally or in writing, and if so amended, identifying the amendments, and (iii) the requesting party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. A party receiving a request hereunder shall execute and return such certificate within thirty (30) days following the receipt thereof. The Director shall have the right to execute on behalf of City any certificate requested by Owner hereunder. City acknowledges that a certificate hereunder may be relied upon by transferees and Mortgagees acting in good faith.
10. Mortgagee Protection: Certain Rights of Cure.
10.1 Mortgagee Protection. This Agreement shall be superior and senior to any lien placed upon the Business Park, or any portion thereof, including the lien of any Mortgage. Notwithstanding the foregoing, no breach hereof shall defeat, render invalid, diminish or impair the lien of any Mortgage made in good faith and for value, but all of the terms and conditions contained in this Agreement shall be binding upon and effective against any person (including any Mortgagee) who acquires title to the Business Park, or any portion thereof, by foreclosure, trustee's sale, deed in lieu of foreclosure, or otherwise.
10.2 Mortgagee Not Obligated. Notwithstanding the provisions of this Agreement, no Mortgagee shall have any obligation or duty under this Agreement to Development Agr January 9, 2002
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construct or complete the construction of improvements, or to guarantee such construction or completion; provided, however, that a Mortgagee shall not be entitled to devote the Business Park to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by this Agreement, the Master Development Plan or otherwise under City Laws.
10.3 Notice of Default to Mortgagee, Right of Mortgagee to Cure. If City receives notice from a Mortgagee requesting a copy of any notice of default given Owner hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Owner, any notice of an Event of Default or determination of noncompliance given to Owner. Each Mortgagee shall have the right (but not the obligation) for a period of ninety (90) days after the receipt of such notice from City to cure or remedy, or to commence to cure or remedy, the Event of Default claimed or the areas of noncompliance set forth in City's notice. If the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession, such Mortgagee shall seek to obtain possession with diligence and continuity through a receiver or otherwise, and shall thereafter remedy or cure the Event of Default or noncompliance within ninety (90) days after obtaining possession. If any such Event of Default or noncompliance cannot, with diligence, be remedied or cured.within such ninety (90) day period, then such Mortgagee shall have such additional time as may be reasonably necessary to remedy or cure such Event of Default or noncompliance if such Mortgagee commences cure during such ninety (90) day periods, and thereafter diligently pursues completion of such cure to the extent possible.
11. Assignment. Owner's rights hereunder may be sold or assigned in conjunction with the transfer, sale or assignment of all or any portion of the Business Park at any time during the term of this Agreement upon the following terms and conditions:
11.1 Release Upon Transfer. Upon the sale, transfer or assignment of Owner's rights and interests under this Section of this Agreement, Owner shall be released from its obligations pursuant to this Agreement with respect to the Business Park or portion thereof so transferred provided such obligations are expressly assumed by the Transferee prior to the transfer and evidence is provided to the Director showing Transferee can perform Owner's obligations.
11.2 Covenants Run with the Land. All of the provisions, agreements, rights, powers, standards, terms, covenants and obligations contained in this Agreement shall constitute covenants that shall run with the land comprising the Business Park, and the burdens and benefits shall be binding upon and inure to the benefit of each of the parties and their respective heirs, successors (by merger, consolidation, or otherwise), assignees, devisees, administrators, representatives, purchasers and lessees.
12. Amendment and Termination.
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12.1 Amendment or Cancellation. Except as provided for herein with respect to City's annual review, this Agreement may be canceled, modified or amended only by mutual consent of the parties in writing, and then only in the manner provided for in government Code Section 65868 and Code Section16-193. Pursuant to Code Section 16- 193.C., any amendment to this Agreement which does not relate to the Term, permitted uses, density or intensity of use, height or size of buildings, provisions for reservation and dedication ofland, shall not require a noticed public hearing before the parties may make such amendment. Any fees paid or land dedicated pursuant to this Agreement prior to the date of cancellation shall be retained by City.
12.2 Recordation. Any amendment, termination or cancellation of this Agreement shall be recorded by the City Clerk not later than ten (10) days after the effective date of the action effecting such amendment, termination or cancellation with any costs of recordation to be paid by Owner. Failure to record shall not affect the validity of any amendment, termination or cancellation.
13. Notices.
13.1 Procedure. Any notice to either party shall be in writing and given by delivering the same to such party in person or by sending the same by facsimile transmission or registered or certified mail, or Express Mail, return receipt requested, with postage prepaid, to the party's mailing address. The respective mailing addresses and facsimile numbers of the parties are, until changed as hereinafter provided, the following:
CITY:
with a copy to:
OWNER:
with a copy to:
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CITY OF STOCKTON
425 North El Dorado
Stockton, California 95202
Attention: City Manager
Facsimile No.: (209) 937-7149
City Attorney, City of Stockton
425 North El Dorado
Stockton, California 95202
Facsimile No.: (209) 937-8898
A.G. SPANOS CONSTRUCTION, INC.
1341 West Robinhood Drive Suite B-5
Stockton, California 95207
Attention: Jerry Murphy
Facsimile No.: (209) 955-2562
John Briscoe
Washburn, Briscoe & McCarthy
55 Francisco Street, Suite 600
San Francisco, California 94133
Facsimile No.: (415) 421-5044
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Either party may change its mailing address and/ or facsimile number at any time by giving . written notice of such change to the other party in the manner provided herein at least ten (10) days prior to the date such change is effected. All notices under this Agreement shall be deemed given, received, made or communicated on the date personal delivery is effected or, if mailed upon the expiration of five (5) days after the date of mailing, or, if sent by facsimile transmission, on the date of receipt as shown on written transmission verification.
14. Miscellaneous.
14.1 Negation of Partnership. The parties specifically acknowledge that the Business Park is a private de_velopment, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the parties in the business of Owner, the affairs of City, or otherwise, nor shall it cause them to be considered joint venturers or members of any joint enterprise.
14.2 Consent(s). Unless otherwise herein provided, whenever consenter satisfaction (collectively referred to in this Section 14.2 as a "consent") is required of a party pursuant to this Agreement, such consent shall not be umeasonably withheld. Consent shall be deemed given if the party from whom the consent is sought neither approves or disapproves of the request within thirty (30) days, or such other applicable time period specified in this Agreement, after receipt of the written request for consent. If a party shall disapprove, the reasons therefore shall be stated in reasonable detail in writing. Consent by a party to or of any act or request by the other party shall not be deemed to waive or render unnecessary consent to or of any similar or subsequent acts or requests.
14.3 Project Approvals Independent. All Approvals which may be granted pursuant to this Agreement, and all Approvals or other land use approvals which have been or may be issued or granted by City with respect to the Business Park, constitute independent actions and approvals by City. If any provision of this Agreement or the application of any provision of this Agreement to a particular situation is held by a court of competent jurisdiction to be invalid or unenforceable, or if City terminates this Agreement for any reason, such invalidity, unenforceability or termination of this Agreement or any part hereof shall not affect the validity or effectiveness of any Approvals or other land use approvals._ In such cases, such Approvals will remain in effect pursuant to their own terms, provisions and conditions.
14.4 Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or dedication of the Business Park, or portion thereof, to the general public, for the general public, or for any public use or purpose whatsoever. Owner shall have the right to prevent or prohibit the use of the Business Park, or any portion thereof, including common areas and buildings and improvements located thereon, by any person for any purpose inimical to the operation of a private, integrated development project as contemplated by Development Agr January 9, 2002
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this Agreement except for those areas designated in the Master Development Plan or implementing project approvals as public easements.
14.5 Severability. Invalidation of any of the provisions contained in this Agreement, or of the application thereof to any person, by judgment or court order, shall in no way affect any of the other provisions hereof or the application thereof to any other person or circumstance and the same shall remain in full force and effect, unless enforcement of this Agreement as so invalidated would be unreasonable or grossly inequitable under all the circumstances or would frustrate the purposes of this Agreement.
14.6 Exhibits. The Exhibits listed in the Table of Contents and referred to herein are deemed incorporated into this Agreement in their entirety.
14. 7 Entire Agreement. This written Agreement and the Exhibits contain all the representations and the entire agreement between the parties with respect to the subject matter hereof. Except as otherwise specified in this Agreement, any prior correspondence, memoranda, agreements, warranties or representations are superseded in total by this Agreement and Exhibits.
14.8 Construction of Agreement. The provisions of this Agreement and the Exhibits shall be construed as a whole according to their common meaning and not strictly for or against any party in order to achieve the objectives and purpose of the parties. The captions preceding the text of each Section, Subsection and the Table of Contents are included only for convenience of reference and shall be disregarded in the construction and interpretation of this Agreement. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neuter genders, or vice versa. All references to "person" shall include, without limitation, any and all corporations, partnerships or other legal entities. This Agreement has been reviewed and revised by legal counsel for both Owner and City, and any presumption or rule that ambiguities shall be construed against the drafting party shall not apply to the interpretation or enforcement of this Agreement.
14. 9 Further Assurances; Covenant to Sign Documents. Each party covenants, on behalf of itself and its successors, heirs and assigns, to take all actions and do all things, and to execute, with acknowledgment or affidavit if required, any and all documents and writings that may be necessary or proper to achieve the purposes and objectives of this Agreement.
14.10 Governing Law. This Agreement, and the rights and obligations of the parties, shall be governed by and interpreted in accordance with the laws of the State of California.
14.11 Time. Time is of the essence of this Agreement and of each and every term and condition hereof.
14.12 Dispute Costs and Fees. In any legal action or proceeding brought to enforce or interpret any provision of this Agreement, or otherwise arising from or related to DevelopmentAgr January 9, 2002
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•
this Agreement, the prevailing party shall be entitled to an award of its attorneys', investigators', expert witness' and consultants' fees and costs incurred in relation to that action or proceeding, in addition to any other relief awarded.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written.
Attest:
A roved as to Form:
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CITY:
CITY OF STOCKTON, a municipal
co oration of the State of California
OWNER:
By/I)��.�
Its U,u q�
By ______________ _
Its. ____________ _
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EXHIBIT "A"
Legal Description of Business Park
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EXHIBIT "A"
Legal Description of Business P�k
. �--: -�
.. ··----·-·-··---------
All that certain real property situate, lying and being in Section l, Township 2 North, Range 5 East and Section 6, Township 2 North, Range 6 East, Mount Diablo Base and Meridian, being a portion' of the 321.034 and 330.704 Acre parcels of land shown on the Map of survey filed in Book 28 of su�veys at page 134A, San Joaquin County Record�, and being more par�icularly described as follows:
commencing at the southeast corner of said 321,034 acre parcel of land; thence o� the following three (3) courses:
l) �orth 87 ° 46'42" West 561.39 feet to the southeast corner of said Section 1;
2) North B7 ° 46' ◄ 2" West 1983.90 .feet;
3) North 00 ° l 6'58'' East 943. 34 feet to the TRUE POINT OF BEGINNING; thence from said POINT OF BEGINNING the following thirty five (35) courses:
1) North 00 ° 16'58µ East 847.47 feet;
2) North 71 ° 31'52µ West 85.10 feet;
3) So�th 23 ° 28'08" West� 175.oo feet;
4) South 29 ° 28'08" West 150,00 feet;
5) Sobth 38 ° 28'08� West l�0.00 feet;
6) South 50 9 28'08" West 150,00 feet;
7) South 6B 0 28'08ll West 131,17 feet;
8) North 24 ° 55'31" East 50.25 feet;
9) North 44 ° 47'10ll West 28.1 6 feet;
10) Northwe�terly along the arc of a non-tangent curve concave to the southwest,· having a radius of 70.00 feet, whose radius point bears South 77.
0 15' 23" West, through a central a ngle .of
40 ° 4,'24", an arc distance of 49.83 feet;
i1) on a tangent line, North 53 ° 32'00" West 38.16 feet ta the beginning of a tangent curve, concave to the northeast, having a radius of 90.00 feet and a central angle of 08 ° 44'51"; 12) Northwesterly ( along the a�c of said curve, 13.74 feet; 13) Nert� 44 ° 47 1 10" We�t 67.07 feet;
14) North 02 ° 26'55" West 26�94 feet to a point on a non-tangent ·--··---·-·---·--·curve ... _eohcave to the northwest, having a radius of 1036.00 · · feet, whose radius point bears North 50 ° 06'39"' West; 15) Northeasterly, along the· arc of said curve, through a central angle of 17 °06' 00_" an arc di�.:t-anc.e of 309.20 feet; 16} on a non-tangent line, N or_th 123 ° 13'36" Eas_t 104.03 .feet to I \ \II\\\ 11\1\1 \\\IHII\I\ \I \\\1\\1 \l\11\ \\\ 11\111111 \Ill rt.-1
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the beginning of a non-tangent cµrve concave to the northwest, having a :radius of .1042. 00 feet,' whose radius point bears North 72 ° 56' 26'' West;
17) Northeasterly, along the aic of said curve, through a central angle of 16 ° 46'Q9P , an arc distqnce of 304.97 feet;
18) o� a tangent line, North 00 ° 17'25n East 2094.q2 feet to the beginning of a curve concave to the southeast, having a radius of 958.00 feet and a central angle of 10 ° 42'42";
19) Northeasterly, along the arc of said curve, 179.10 feet; 20} On a non-tangent line, North 59 ° 51' 59" East 30 ._13 feet; 21) North 18 ° 43'50" East 72.00 feet to a point on a non-tangent curve, concave �o the southwest, having a radius of 786.00 feet, whose radius point bears South l8 ° 43'50n West;
22) Northwesterly, along the arc of said curve, throu·gh a central angle of 01 ° 45'2_6", an arc distance of 24.11 feet;
23} North 71 ° 06'14" East 60.15 feet; •
24) North 00 ° 2i'15" East 648.86 !eet;
25) North 89 ° 23' 43" E ast 1482. 4'1 feet;
26) South 1B 0 36'32n East 859.38 feet;
27} South 16 ° 22'33" Ea�t 292.09 feet;
28) South 14 ° 30'339 East 656.30 feet;
29) South 13 ° 21'48" East 2540.46 feet;
30) Sputh.12 ° 38'50" East 400.05 feet;
31) South l3 ° 21'48" East·� 209.44 feet;
32) North 89 ° 51'03" West 670.59 feet to a point on a non-tangent curve concave to the southwest, whose radius point bears South 87 ° 50'34" West, ha�ing a �adius of 1173.00 feet; 33) Northwesterly, along th� arc of said.curve, through a central angle of 30 ° 23'59", an arc distance of 622.36 feet;
34) thence, on a non-tangent line, North 84 ° 01'53" West 995.00 feet;
35) South 79 ° 28'07'' West 693.47 feet to the point of beginning.
Containing 211.71 Acres, more or less.
�.
The pasis of bearings for- this description is the Californ'ia - Coordin�te System.-B�, ·Zone 3, using the bearing of North. 11 °10' 39'' West between City of Stockton Monuments "4N-l 7" and "HARTE", as calculated from the data shown on City of Stockton Traverse Control· �o�ument Survey, -filed for record. in Book 33 of Surveys, ---a-i:E Page 20, San Joaquin.County Records. All distances are ground level distances.
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EXHIBIT "B"
City· Council Findings and Determinations
A. The provisions of the Developme'nt Agreement are consistent with the General and specific plans for this area; and
B. The proposed development complies with the requirements of the California Environmental Quality Act (CEQA) and the City of Stockton-Guidelines for the Implementation of CEQA.
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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Place Notary Seal Above
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0'J)ersonally known to me
□ proved to me on the basis of satisfactory
evidence
to be the person(ia}.. whose name(� is/•
subscribed to the within instrument and
acknowledged to me that he/s�l}8Y executed
the same m his/h�/th�r authorized
capacity(i/ts), and that by his/ll8r./tlt&ir
signature(� on the instrument the person(�. or
the entity upon behalf of which the person('a.)
acted, executed the instrument.
my hand and official seal.
-----------OPTIONAL----------
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: __________________________ _ Document Date: _________________ Number of Pages: ______ _ Signer(s) Other Than Named Above: ______________________ _ Capacity(ies) Claimed by Signer
Signer's Name: ________________________ _ RIGHT THUMBPRINT OF SIGNER □ Individual Top of thumb here
□ Corporate Officer - Title(s):
□ Partner - □ Limited □ General
□ Attorney in Fact
□ Trustee
□ Guardian or Conservator
□ Other: ___________________________
Signer Is Representing: ______________________ ._ ______, ' - .. . - . - .. .. . - . - .. . ---· -- ---
C 1999 National Notary Association• 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313--2402 • www.nationalnotary.org Prod. NO. 5907 Reorder: Call Toll-Free HI00-876-6827 I I IIIIII IIIIII IIIII IIIIII {I IIIIIII IIIIII Ill lllllll II IIII 2flfl2-fl41898
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.,,
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CALIFORNIA
}
State of
County of ___ S_ A_N_J_O_A_Q_U_I_N __ _
on February 5, 2002 before me, TAMMY L. HUNT, NOTARY PUBLIC DATE NAME, TITLE OF OFFICER- E.G. "JANE DOE, NOTARY PUBLIC" personally appeared MARK LEWIS, ESQ.
NAME(S) OF SIGNER{S)
[8J personally known to me - OR -D proved to me on the basis of satisfactory evidence to be the person(s ) wh ose name(s) is/are
subscribed to the within instrument and ac-
- 1. ♦ ♦ ♦ ♦ 6 ♦ ♦ ♦ + ♦ ♦ + ♦ ♦ �owledged �o m� that he/sh�/they exe�uted ]t .. T \/1 y H NT I e same in h1s/her/the1r authorized -;- � ct�:/ #Li22�,36 ;::apacity(ies), and that by his/her/their fri
_
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_
·'" �j NDTAIW PuB_uc_-Ct,LIFJ:i�iL;
..
�ignature(s) on the instrument the person(s),
� \·, _ !V SAN JOAQlllN cpu�tl;' ... .!Qr the entity upon behalf of which the �I "-(.::c.�.:r Mv Cornmi,,•Gr :xn,;·es .,1iy '�- c. - 3J(erson(s) acted, executed the instrument. •♦¥4' 'f'fY fYY♦♦'♦'♦'\
WITNESS my hand and official seal.
- OPTIONAL SECTION -
CAPACITY CLAIMED BY SIGNER
Though statute does not require the Notary to
fill in the data below, doing so may prove
invaluable to persons relying on the document.
□ INDIVIDUAL
t8J CORPORATE 0FFICER(S)
CITY MANAGER
(
□ PAR TNER(S)
B
LIMITED
GENERAL
□ ATTORN EY-1 N- FACT
□ TRUSTEE(S)
□ GUARDIAN/CONSERVATOR
□ OTHER: _______
SIGNER IS REPRESENTING:
NAME OF PERSON(S) OR ENTITY(IES)
CITY OF STOCKTON
THIS CERTIFICATE MUST BE ATTACHED TO
THE DOCUMENT DESCRIBED AT RIGHT:
TITLE OR TYPE OF oocuMENrSPANOS PARK WEST DENSITY
TRANSFER DEVELOPMENT AGREEMENT
Though the data requested here is not required by law,
it could prevent fraudulent reattachment of this form.
NUMBER OF PAGES 26 DATE OF DOCUMENTJanuary 29, 2002
SIGNER(S) OTHER THAN NAMED ABOVE As attached ---------------- \ I IIIIII IIIIII IIIII IIIIII II IIIIIII IIIIII Ill lllllll II IIII 2002-041898
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