City Council and Concurrent Authorities
April 2, 2024

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)

against any and all claims and causes of action which result in liabilities, judgments, awards, losses, damages, expenses, and costs (including reasonable attorneys’ fees, expert and consultant fees, and other expenses of litigation) including, but not limited to, death or injury to persons, or damage to property, which arise out of any violation of federal, state, or municipal law or ordinance, to the extent damages are caused by the Consultant’s negligent services provided under this Agreement, or are in any way caused by the negligent performance of work by the Consultant or Consultant’s officers, agents, employees, or subcontractors. Consultant shall not be obligated to indemnify or defend City for claims finally determined by a court of law or arbitrator to arise from the negligence or willful misconduct of the City. It is the intent of the Parties that this indemnity obligation is at least as broad as is permitted under California law. To the extent California Civil Code sections 2782, et seq., limit the defense or indemnity obligations of Consultant to City, the intent hereunder is to provide the maximum defense and indemnity obligations allowed by Consultant under the law. The indemnity set forth in this section shall not be limited by insurance requirements or by any other provision of this Agreement.

With the exception that this section shall in no event be construed to require indemnification by Consultant to a greater extent than permitted under the public policy of the State of California, and in addition to the other indemnity obligations in this Agreement, Consultant shall indemnify, defend, and hold harmless City, its Mayor, Council, officials, representatives, and employees from and against claims, losses, expenses, and costs including, but not limited to, reasonable attorneys’ fees, arising out of any claim brought against the City by an employee of Consultant, regardless of whether such claim may be covered by any applicable workers compensation insurance.

Consultant’s indemnification obligation is not limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Consultant under workers’ compensation acts, disability acts, or other employee benefit acts.

5. SCHEDULE AND TERM. Consultant shall perform the scope of work as described in Exhibit A according to the schedule detailed in Exhibit C, which is attached to this Contract and incorporated by this reference. This Contract shall commence on the date written above and shall expire on March 30, 2028, unless extended by mutual agreement through the issuance of a Contract Amendment. a. Invoices submitted by Consultant to City must contain a brief description of work performed, time used, and include the City project number. Payment shall be made within thirty (30) days of approval of invoice by City. b. Upon completion of work and acceptance by City, Consultant shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limitation. City shall have no obligation or liability to pay any invoice for work performed which Consultant fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after work is accepted by City.

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)

6. CONFORMANCE TO APPLICABLE LAWS. Consultant shall comply with all applicable federal, State, and Municipal laws, rules, and ordinances. Consultant shall not discriminate in the employment of persons or in the provision of services under this Contract on the basis of any legally protected classification, including race, color, national origin, ancestry, sex or religion of such person.
a. TITLE VI
Title VI of the Civil Rights Act of 1964 requires that “no person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance.” (42 USC Section 2000d).
http://www.dol.gov/oasam/regs/statutes/titlevi.htm .

The City of Stockton requires compliance with the requirements of Title VI in all of its programs and activities regardless of funding source. b. DISCRIMINATION AND HARASSMENT POLICY
The City of Stockton has a Discrimination and Harassment Policy (Exhibit E). The purpose of this policy is to reaffirm the City’s commitment to demonstrating respect for all individuals by strictly prohibiting discrimination and harassment, including sexual harassment in the workplace, to define the types of behavior and conduct prohibited by this policy, and to set forth a procedure for reporting, investigating, and resolving complaints of discrimination and harassment in the workplace.
c. LABOR STANDARDS PROVISIONS/CALIFORNIA LABOR CODE
The bidder shall understand that conditions set forth in Chapter 1, Part 7, Division 2 of the California Labor Code shall be considered part of the contract
agreement. https://leginfo.legislature.ca.gov/faces/codes_displayText.xht ml?lawCode=LAB&division=2.&title=&part=7.&chapter=1.&article=2. d. PREVAILING WAGE RATES
Consultant and any subcontractor shall pay each employee engaged in the trade or occupation not less than the prevailing hourly wage rate. In accordance with the provisions of Section 1770 of the Labor Code, the Director of Department of Industrial Relations of the State of California has determined the general prevailing rates of wages and employer payments for health and welfare, pension, vacation, travel time, and subsistence pay

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)

as provided for in Section 1773.1, apprenticeship or other training programs authorized by Section 3093 and similar purposes applicable to the work to be done. Consultant performing the work under this contract shall obtain a copy of the wage rate determination and shall distribute copies to each subcontractor. As the wage determination for each craft reflects an expiration date, it shall be the prime Consultant and each subcontractor's responsibility to ensure that the prevailing wage rates of concern is current and paid to the employee.
i. The Consultant performing the work shall be responsible for obtaining a copy of the State wage rate determination. State wage rates may be obtained at
http://www.dir.ca.gov/OPRL/pwd/Determinations/Northern/Northern.p df. The Consultant shall be responsible for posting said wage rates at a prominent location at the work site and shall maintain same in a good readable condition for the duration of the work.
ii. Should the Consultant choose to work on a Saturday, Sunday or on a holiday recognized by the Labor Unions, the Consultant shall reimburse the City the actual cost of engineering, inspection, superintendence, and or other overhead expenses which are directly chargeable to the contract. Should such work be undertaken at the request of the City, reimbursement will not be required. To conform strictly with the provisions of Division 2, Part 7, Chapter 1, Article 2, of the Labor Code of the State of California. To forfeit as a penalty to City the sum of TWENTY-FIVE AND NO/100 DOLLARS ($25.00) for each laborer, worker, or mechanic employed by CONTRACTOR, or by any subcontractor under Consultant, in the execution of this contract, for each calendar day during which any laborer, worker, or mechanic is required or permitted to work more than eight (8) hours and who is not paid the general prevailing rate of per diem wages for holiday and overtime work in violation of the provisions of Sections 1770 to 1781 of the Labor Code of the State of California. That all sums forfeited under the provisions of the foregoing sections shall be deducted from the payments to be made under the terms of this contract. iii. PAYROLL RECORDS - The Consultant to whom the contract is awarded shall ensure that the prime and each subcontractor will, in accordance with Section 1776 of the Labor Code, maintain certified payroll records. A copy of said records shall be provided with each invoice to the Public Works Department, Attention: Contract Compliance Officer. It shall be the Consultant’s responsibility to obtain copies of the current prevailing wage rate determination for all subcontractors. Additionally, certified payroll records must be uploaded to the DIR website as required by labor code.

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)
iv. APPRENTICESHIP STANDARDS - The Consultant shall comply with the provisions established in Section 1777.5 of the Labor Code concerning the 1) certified approval by local joint apprenticeship committees for the employment and training of apprentices, and 2) contribution of funds to administer and conduct apprenticeship programs, if applicable to the job.
e. SANCTIONS
Deliverables must conform with all applicable federal, state, and local laws.

Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.

7. RIGHTS AND DUTIES OF CITY. City shall make available to Consultant all data and information in the possession of City which both parties deem necessary to complete the work, and City shall actively aid and assist Consultant in obtaining such information as may be deemed necessary from other agencies and individuals.

8. OBLIGATIONS OF CONSULTANT. Throughout the term of this Contract, Consultant represents and warrants that it has or will have at the time this Contract is executed, all licenses, permits, qualifications, insurance, and approvals of whatsoever nature which are legally required for the Consultant to practice its professions, and Consultant shall, at its own cost and expense, keep in effect during the life of this Contract all such licenses, permits, qualifications, insurance, and approvals. Consultant shall meet with the Public Works Director or other personnel of City or third parties as necessary on all matters connected with the carrying out of Consultant’s services. Such meetings shall be held at the request of either party hereto. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

9. OWNERSHIP OF WORK. All reports, drawings, designs, plan review comments, work product, and all other documents completed or partially completed by Consultant in the performance of this Contract shall become and remain the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Consultant agrees to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Contract. If any materials are lost, damaged, or destroyed before final delivery to the City, the Consultant shall replace them at its own expense. Consultant shall keep materials confidential. Materials shall not be used for purposes other than performance of services under this Contract and shall not be disclosed to anyone not connected with these services unless the City expressly provides prior written consent.

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)

10. CONTRACT AMENDMENTS. City reserves the right to make such alterations as may be deemed necessary or advisable and to require such extra work as may be required for the proper completion of the work contemplated by Consultant. Any such changes will be set forth in a Contract Amendment which will specify, in addition to the work done in connection with the change made, adjustment of contract time, if any, and the basis of compensation for such work. A Contract Amendment will not become effective until approved by the authorized City official.

11. TERMINATION. The City may terminate this Contract at any time by mailing a notice in writing to Consultant. The Contract shall then be deemed terminated and no further work shall be performed by Consultant. If the Contract is so terminated, the Consultant shall be paid for that percentage of work actually completed at the time the notice of termination is received.

12. CONSULTANT STATUS. In performing the obligations set forth in this Contract, Consultant shall have the status of an independent contractor and Consultant shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Consultant are its agents and employees, and are not agents of the City. Subcontractors shall not be recognized as having any direct or contractual relationship with the City. The persons engaged in the work, including employees of subcontractors and suppliers, will be considered employees of Consultant.

The Consultant shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Contract. The Consultant is responsible to the City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them. a. If in the performance of this Contract any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Consultant.
i. It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant’s personnel.
ii. As an independent contractor, Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against the City based upon any contention by any third party that employer-employee relationship exists by reason of this Contract.

13. ASSIGNMENT. Consultant shall not assign, sublet, or transfer this Contract or any interest or obligation in the Contract without the prior written consent of the City,

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)
and then only upon such terms and conditions as City may set forth in writing. Consultant shall be solely responsible for reimbursing subcontractors.

14. HEADINGS NOT CONTROLLING. Headings used in the Contract are for reference purposes only and shall not be considered in construing this Contract.

15. NOTICES. Any and all notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed as follows:

To Consultant: Rogers Stringer & To City: Public Works Director McClelland, Inc. City of Stockton
1981 N. Broadway, Suite 385 22 E. Weber Ave., Rm. 301
Walnut Creek, CA 94596 Stockton, CA 95202

16. LICENSES, CERTIFICATIONS, AND PERMITS. Prior to the City’s execution of this Contract and prior to the Consultant’s engaging in any operation or activity set forth in this Contract, Consultant shall obtain a City of Stockton business license, which must be kept in effect during the term of this Contract. Consultant covenants that it has obtained all certificates, licenses, permits and the like required to perform the services under this Contract.

17. RECORDS AND AUDITS. City reserves the right to periodically audit all charges made by Consultant to City for services under this Contract. Upon request, Consultant agrees to furnish City, or a designated representative, with necessary information and assistance.

Consultant agrees that City or its delegate shall have the right to review, obtain, and copy all records pertaining to performance of the Contract. Consultant agrees to provide City or its delegate with any relevant information requested, and shall permit City or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purposes of determining compliance with this Contract. Consultant agrees to maintain such records for a period of three years from the date that final payment is made.

18. CONFIDENTIALITY. Consultant shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.

19. CONFLICTS OF INTEREST. Consultant covenants that other than this Contract, Consultant has no financial interest with any official, employee, or other representative of the City. Consultant and its principals do not have any financial interest in real property, sources of income or investment that would be affected in any manner or degree by the performance of Consultant’s services under this Contract. If such an interest arises, Consultant will immediately notify City.

Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)

20. WAIVER. In the event either City or Consultant at any time waive any breach of this Contract by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Contract, whether of the same or of any other covenant, condition, or obligation.

21. GOVERNING LAW. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the federal District Court of California, Eastern District, Sacramento Division.

22. NO PERSONAL LIABILITY. No official or employee of City shall be personally liable to Consultant in the event of any default or breach by City or for any amount due Consultant.

23. INTEGRATION AND MODIFICATION. The response by Consultant to the Request for Proposals and the Request for Proposals on file with the City Clerk are hereby incorporated herein by reference to the extent that such documents do not differ from the provisions and terms of this Contract that shall supersede such response to Request for Proposals. This Contract represents the entire integrated agreement between Consultant and City, supersedes all prior negotiations, representations, or agreements, either written or oral, between the parties, and may be amended only by written instrument signed by Consultant and City. All exhibits and this contract are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Contract and the attached exhibits, the terms of this Contract will prevail.

24. SEVERABILITY. The provisions of this Contract are severable to the extent that should any of its provisions or terms be declared void in whole or in part by operation of law or agreement of the parties, the remainder of the provisions or terms not expressly declared void shall remain enforceable and in full effect.

25. THIRD PARTY RIGHTS. Nothing in this Contract shall be construed to give any rights or benefits to anyone other than City and Consultant. //
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Professional Services Contract -ROGERS STRINGER & MCCLELLAND INC. – PROJECT NO. CR23018 (Updated 07/12/22)

26. AUTHORITY. The undersigned hereby represent and warrant that they are authorized by the parties to execute this Contract.

IN WITNESS WHEREOF: the parties have executed this Contract the day and year first hereinabove written.

CITY OF STOCKTON ROGERS STRINGER & MCCLELLAND, INC.

By: By:

HARRY BLACK Signature

CITY MANAGER
ATTEST:

Print Name
BY:

ELIZA R. GARZA, CMC Title:

CITY CLERK
APPROVED AS TO FORM:

BY:

DEPUTY CITY ATTORNEY

James P. McClelland
President
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EXHIBIT B
543
1981 North Broadway, Suite 202 Walnut Creek, California 94596 (925) 286-2336 Project Schedule
Revised January 24, 2024
Upon the commencement of the Project, RSM shall submit for the Owner's approval a detailed Microsoft Project schedule for Project which may be adjusted as the Project proceeds. Following is a general timeline anticipated for the project.

Task Est. Start Est. Completion
Task 1 - Document Existing Conditions April 22, 2024 May 31, 2024 Task 2 - Environmental Services June 1, 2024 October 31, 2024 Task 3 - Utility Coordination June 1, 2024 October 31, 2024 Task 4 - Conceptual Design Phase June 1, 2024 August 31, 2024 Task 5 - Schematic Design Phase September 1, 2024 September 30, 2024 Task 6 - Design Development Phase October 1, 2024 October 31, 2024 Task 7 - Construction Documents Phase November 1, 2024 December 31, 2024 Task 8a - Agency Review Phase (Health)1 December 1, 2024 January 31, 2025 Task 8b - Agency Review Phase (Building) February 1, 2025 March 31, 2025 Task 9 - Bidding Assistance Phase April 1, 2025 April 30, 2025 Construction Contract Staff Report / City Council Award May 1, 2025 August 15, 2025 Construction Contract Execution August 16, 2025 September 14, 2025 Task 10 - Construction Administration Phase2 September 15, 2025 March 15, 2026 1 Health Department and Building Department reviews are sequential. 2 Construction period to start at end of 2025 summer swim season.

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Insurance Requirements for Professional Services
Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (nonowned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if consultant provides written verification it has no employees)

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
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The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.

Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.

Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.

Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this EXHIBIT D Page 22 of 38 ATTACHMENT B 546
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provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.

Claims Made Policies
If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claimsmade policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

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Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City of Stockton is an additional insured on insurance required from subcontractors.

Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Special Risks or Circumstances
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:

City of Stockton
Its Officers, Officials, Employees, and Volunteers
400 E Main Street, 3rd Floor – HR
Stockton, CA 95202
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City of Stockton
Legislation Text
File #: 24-0111, Version: 1

REJECT BIDS FOR THE TRANSPORTATION MANAGEMENT CENTER EQUIPMENT UPGRADE

PROJECT

RECOMMENDATION
It is recommended that the City Council approve a motion to reject all bids received for the Transportation Management Center Equipment Upgrade, Project No. WT21010/Federal Project No.

CML-5008(191), pursuant to Stockton Municipal Code section 3.68.160(B).

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this motion.

Summary
The Transportation Management Center (TMC) Equipment Upgrade project is funded by the Federal Highway Administration’s Congestion Mitigation and Air Quality (CMAQ) Program grant funds. The TMC Equipment Upgrade project will construct a new TMC and include upgrades to the central servers, local traffic signal controllers, closed-circuit television cameras, communication equipment, and new fiber optic network cabling (Attachment A - Vicinity Map). The project was included in the 2021-26 Five-Year Capital Improvement Plan (CIP).

On November 2, 2023, the City received three bids for this project. However, all bidders failed to submit complete Disadvantaged Business Enterprise (DBE) information due to an error in the assembled bidding documentation. After consulting with Caltrans (funding administrator) and the City Attorney’s Office, it was deemed that all bidders were non-responsive. Pursuant to Stockton Municipal Code (SMC) section 3.68.160(B), staff recommends Council approve a motion to reject all bids received.

The project will be re-advertised in spring of 2024.

DISCUSSION
Background
The TMC Equipment Upgrade project is funded by the Federal Highway Administration’s CMAQ Program grant funds. The project will construct a new TMC in the Public Works Department at new City Hall. The project will also upgrade the existing traffic management system which includes the upgrades to central servers, local traffic signal controllers, closed-circuit television cameras, communication equipment citywide, and installation of new fiber optic network cabling to support the new TMC (Attachment A). The TMC will allow engineers to remotely manage and/or monitor the traffic signal system when needed in real time. The benefits gained from the system are remote, real City of Stockton Page 1 of 3 Printed on 3/27/2024
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time diagnostics and troubleshooting, better maintenance response, and enhanced vehicle progression (reduced driver delays), which helps air quality and creates a better driving experience for the citizens.

The TMC Equipment Upgrade, Project No. WT21010/Federal Project No. CML-5008(191), was included in the 2021-26 Five-Year CIP. The project was approved for CMAQ funding in the amount of $3,906,000 and local share in the amount of $150,000 for an estimated total project cost of $4,056,000. The approved funding for construction is $3,756,000.

Since the project is funded with federal transportation dollars, DBE program rules apply. DBE rules require that the prime contractor either meet a calculated project-specific DBE participation goal or undertake and document good faith efforts to do so. If the apparent low bidder does not meet the project goal, a Good Faith Efforts Evaluation must be made examining several specific factors.

Failure to meet the goal or provide evidence of adequate good faith efforts are grounds for rejecting the bidder as non-responsive.

A DBE is a socially and economically disadvantaged small business owned by a woman or by a specified ethnic group that has been properly certified by Caltrans. These groups include:
· African American
· Asian Pacific American
· Native American
· Women
· Hispanic American
· Subcontinent Asian American
Per Caltrans Local Assistance Produces Manual, a DBE goal of 21 percent was established for this project. The goal was calculated by examining the breakdown of the types of work to be performed, and the availability of certified DBE companies in our market area to perform the work. A pre-bid meeting was held on October 11, 2023, to emphasize the DBE requirements, and to provide information on how to meet the project DBE goal.

Present Situation
On September 21, 2023, the TMC Equipment Upgrade, Project No. WT21010/Federal Project No.

CML-5008(191), was advertised for bids. On November 2, 2023, three bids were received with the following results:

COMPANY NAME BID AMOUNT
Econolite System, Inc. (Fremont, CA) $3,125,495.25
St. Francis Electric, LLC (San Leandro, CA) $5,020,740.00 Tennyson Electric, LLC (Livermore, CA) $5,487,750.00
Engineer's Estimate $3,411,818.00
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File #: 24-0111, Version: 1
Econolite System, Inc. of Fremont, CA, submitted the lowest bid in the amount of $3,125,495.25, which is below the engineer’s estimate. However, all bidders failed to submit complete DBE information due to an error in the assembled bidding documentation. After consulting with Caltrans (funding administrator) and the City Attorney’s Office, it was deemed that all bidders were nonresponsive.

SMC section 3.68.160(B) provides that Council shall award a contract to the lowest and best regular responsible bidder or reject all bids. Staff recommends Council approve a motion to reject all bids received. The project will be re-advertised at a later date.

FINANCIAL SUMMARY
The current unencumbered balance for the TMC Equipment Upgrade, Project No. WT21010/Federal Project No. CML-5008(191), is $3,686,581.63 for construction, contingencies, and salaries.

There is no impact to the City’s General Fund or any other unrestricted fund as a result of taking the recommended action.

Attachment A - Vicinity Map
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+

ATTACHMENT A
Old City Hall
SEB New City
Hall/TMC
Vicinity Map - Transportation Management Center Equipment Upgrade 566
City of Stockton
Legislation Text
File #: 24-0108, Version: 1
APPROVE THE 2024 STOCKTON TOURISM BUSINESS IMPROVEMENT DISTRICT BUDGET AND SERVICE PLAN, AND 2023 ANNUAL REPORT

RECOMMENDATION
It is recommended that the Stockton City Council adopt a Resolution:

1. Approving the 2024 Operating Budget and Assessment for the Stockton Tourism Business Improvement District;

2. Approving the 2024 Annual Service Plan and 2023 Annual Report for the Stockton Tourism Business Improvement District;

3. Authorizing the City Manager, or designee, to take necessary and appropriate actions to carry out the purpose of this resolution.

Summary
The City of Stockton contracts with the Stockton Convention & Visitors Bureau (Visit Stockton) to manage assessed funds collected from the Stockton Tourism Business Improvement District (STBID) and provide tourism-supporting services as described in the approved Management District Plan.

The contract requires Visit Stockton to submit an Annual Service Plan for the upcoming year, and an Annual Report from the prior year. The 2024 Annual Service Plan consists of the proposed operating budget, assessment, and anticipated goals for this calendar year. City Council is being asked to approve the 2024 Operating Budget and the 2024 Annual Service Plan / 2023 Annual Report for Visit Stockton, which are attached as Exhibits 1 and 2 to the Resolution.

DISCUSSION
Background
The STBID was established in December 2010 for a five-year term. Prior to its expiration in 2015, it was renewed and extended for an additional ten years, set to expire on December 31, 2025. The STBID includes all lodging businesses, existing and future, available for public occupancy within the boundaries of the City of Stockton.

The formation of the STBID was made possible under the California Property and Business Improvement District Law of 1994 to act as a funding mechanism to promote tourism.

These businesses are assessed a 4% rate of gross revenue for short-term stays that are less than 31 days. Tourism Business Improvement Districts (TBIDs) allow lodging and tourism-related business City of Stockton Page 1 of 3 Printed on 3/29/2024
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File #: 24-0108, Version: 1
owners to use the assessed funds for marketing, promotion, and tourism-related activities. The City of Stockton contracts with Visit Stockton to manage the funds and report annually on services and marketing activities. Its mission statement is, ...to enhance the region’s quality of life by collaboratively leading the promotion of Stockton’s richly diverse community and advocating for initiatives that will enhance the City’s quality of place.

Present Situation
The primary goal of Visit Stockton is to increase hotel occupancy, through marketing, specialized campaigns, support of sporting events and festivals. Though it has been nearly four years since the beginning of the pandemic the local economy still struggles to recover.  Like many others in our region and valley, Stockton faced reduced foot traffic and hotel bookings. Visit Stockton remains vigilant in bolstering the City’s lodging and hospitality sector.

Benchmark statistics are as follows:
· Overall hotel demand decreased by 7.7%,
· Average hotel occupancy rate was 59.9%, down 5.8% from 2022, · Average Daily Rate (ADR) for Stockton hotels was $117.13 per night, up 0.9% from 2022 ADR of $116.03, and
· Hotel revenue generated from overnight stays was $57,129,202, down 24% from 2022’s total, $75,428,413.

The anticipated budget for 2024 is $1,899,670.

Revenue
TBID Assessment $ 1,700,000
Events/ Misc. $ 178,200
Carry over from previous year $ 21,470
Total Revenue $ 1,899,670
Expenses
Administration & Operation $ 279,130
Sales & Marketing $ 1,535,540
TBID Contingency 5% $ 85,000
Total Expenses $ 1,899,670
The above category allocations are consistent with the STBID Management District Plan that was adopted by the City Council on November 4, 2014, and with the intent of the Tourism Business Improvement District Assessment.

The 2024 Annual Service Plan addresses the proposed budget, strategies, and objectives of Visit Stockton.

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File #: 24-0108, Version: 1
The goals for 2024 are as follows:
· Reclaim Hotel Leakage - Implementing Hotel Awareness campaigns to retain hotel bookings, reducing “leakage” to nearby cities/towns.
· Share the Stockton Story - Include “This is Stockton” narrative through videos spotlighting small businesses, producing podcasts, vertical video content, and collaboration with Visit California using Google Stories.
· Data-Driven Decision Making - Using and leveraging data platforms to identify high-value visitors and regions.
· Event Growth - Through widespread distribution of the Planner Guide, optimizing outreach efforts in the dynamic events market, and enhancing internal events.

The proposed Resolution summarizes the action items needed for approval.

FINANCIAL SUMMARY
The City will retain 3% of the collected STBID assessment revenue amount (estimated to be approximately $51,000) to offset the ongoing cost of processing and collecting the assessment.

These funds are received to the Maintenance District Fund, Business Development Division, STBID Program and the corresponding administration cost is budgeted through the annual budget process.

There is no other direct financial impact to the City of Stockton with this action.

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569
Resolution No.

STOCKTON CITY COUNCIL
APPROVE THE 2023 STOCKTON TOURISM BUSINESS IMPROVEMENT DISTRICT BUDGET AND SERVICE PLAN, AND 2022 ANNUAL REPORT
In December 2010, the City Council established the formation of the Stockton Tourism Business Improvement District (District) to provide services to the District, including the promotion of Stockton as a business, conference, sports, and visitor destination; and
The District expired in 2015, but was renewed for an additional ten years, set to expire on December 31, 2025; and
The City of Stockton (City) contracts with the Stockton Convention & Visitors Bureau (Visit Stockton) to manage the District’s funds and provide services; and The contract requires Visit Stockton to submit an Annual Service Plan and budget for the upcoming year, and an Annual Report from the prior year for review comment and approval, and
The District serves as an important economic development tool to grow and enhance not only the tourism sector in Stockton, but a positive image of the community to visitors; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Council hereby approves the Operating Budget, incorporated herein as Exhibit 1 respectively, in the amount of $1,899,670 and Annual Assessment of 4% fee per hotel room, per night, as proposed by the Stockton Convention and Visitors Bureau (Visit Stockton) for marketing and promotion of Stockton as a tourist, meeting, and event destination.

2. The City Council hereby approves the 2023 Annual Report for activities performed by Visit Stockton in 2023 and the 2024 Annual Service Plan, incorporated herein as Exhibit 2.

3. The proposed amounts are in compliance with “Property and Business District Law of 1994” and the charge is levied without regard to property valuations. //
//
570

4. The City Manager is hereby authorized to take whatever actions are necessary and appropriate to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED April 2, 2024 .

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
571
Total
INCOME
TBID Assessment 1,700,000.00
Events/Contracts/Misc. Income 178,200.00
Fund Balance from Previous Year 21,470.00
Total Revenue $ 1,899,670.00

EXPENSES

ADMINISTRATION & OPERATIONS
Administration & Operations, Office Expenses, Salaries, Taxes & Benefits $ 279,130.00

SALES & MARKETING
Marketing/Promotions, Website, Research/Data, Public
Relations, Prefessional Development, Printing, Hospitailty 511,700.00 Sports/Event Sponsorships, Trade Show Expenses 84,470.00 Events/Contracts 136,000.00
Salaries, Taxes & Benefits - Sales/Marketing $ 803,370.00 Total Sales & Marketing $ 1,535,540.00
Total Expenses $ 1,814,670.00
Net Operating Income $ 85,000.00
TBID Contingency & Renewal - 5% 85,000.00
Total Other Expenses $ 85,000.00
Net Other Income -$ 85,000.00
Net Revenue $ 0.00
Visit Stockton
Budget Overview
January - December 2024
Exhibit 1 572
1 |
2023

ANNUAL REPORT
& 2024 SERVICE PLAN
EXHIBIT 2 573
Partners, Stakeholders, and Community Members,
Welcome to 2024!
As we enter the new year and look back at 2023, we can’t help but wonder, what is our new normal? Though we are nearly four years from the beginning of the pandemic, our local visitor economy still struggles to recover. Last year, like many others in our region and the valley, Stockton faced reduced foot traffic and hotel bookings. While challenging, our resolve hasn’t wavered. Our team remains dedicated to bolstering our city’s lodging and hospitality sector.

Looking deeper at the numbers, hotel occupancy in Stockton dropped 5.8% in 2023, with average daily rates holding steady and ending the year at a healthy $117. When we look at visitor foot traffic, utilizing our geolocation platform Placer.ai, we see foot traffic down 10.7% for visitors traveling 30 miles or more and staying 30 minutes or more.

Similar decreases are seen in the other two large San Joaquin County cities as well as communities in the valley all the way south to Bakersfield. While difficult to pinpoint the reasons behind these declines in the valley, many continue to point to ongoing economic uncertainty and the shifting travel behaviors of Californians.

One challenge we look to address in 2024 is hotel leakage where often visitors to Stockton are often choosing to stay at newer properties in bordering communities.

This, coupled with a short-term rental market (Airbnb/VRBO) that continues to grow, is also attributed to lower overall occupancy. Despite this, we were excited to welcome Stockton’s first new hotel built in over 15 years with the opening of the Hampton Inn and Suites in May. Equally encouraging, the Hilton Stockton completed significant renovations to all the hotel’s rooms and suites. Overall, the lodging inventory continues to struggle as Stockton, the 11th largest city in California, has less hotel rooms today than a decade ago.

In 2024, our strategy targets reversing hotel leakage by amplifying targeted marketing campaigns across search engines and social media, specifically aimed at our primary overnight markets. Furthermore, we’re revitalizing the small group meetings sector with an enhanced and more robust Meetings Incentive Program, designed to attract new group business to Stockton’s lodging facilities. We’re optimistic that these proactive measures, coupled with an upturn in the economy, will counteract the downward trends observed in 2023.

On the bright side, this past year brought us plenty of positives. In March we launched a fun, image-enhancing, campaign titled Fantastic4Stockton, an effort to get recognition from Marvel Studios to acknowledge Stockton as the rightful birthplace of the Fantastic Four. The campaign not only created significant media attention, but also garnered a Silver Award from the Hospitality Sales and Marketing Association International for its creativity and achievement. Our team also produced a second successful Stockton Flavor Fest, with over 16,000 people joining our celebration held on the downtown Stockton Waterfront in May with the support of the City of Stockton. The event again garnered multiple awards from the International Festival & Events Association (see the list in page 8), and a prestigious international award nomination from City Nation Place. We hope you can join us for the third Stockton Flavor Fest, May 17-19.

We remain positive about the prospects 2024 holds and look forward to a year that’s brighter and more secure than the last. At Visit Stockton, we take pride in our role within and contribution to the Stockton community. Wishing everyone a safe and healthy 2024.

Wes Rhea
Chief Executive Officer

A LETTER FROM THE CEO
2 | Letter from CEO
EXHIBIT 2
574

TABLE OF CONTENTS

TOURISM & LODGING

SPORTS &

DEVELOPMENT
2024 ANNUAL SERVICE PLAN

SIGNATURE
EVENTS

MARKETING

CAMPAIGNS

REPUTATION

MANAGEMENT
The tourism industry faced a challenging
2023, not just within Stockton, but also
the Central Valley. Learn more to see how
Stockton and other cities performed.

We help bring
regional, national, and
international sporting
events to our city.

See our goals for 2024, and learn more on what
we have in store for the upcoming year!
Visit Stockton’s
Signature Events
play a pivotal role in
shaping the narrative
of “things to do”
in the city, enticing
visitation to the area!
Our marketing
campaigns highlight
the stories in Stockton,
leveraging the diverse
communities and small
business owners.

Stockton could always
use a feel-good and
positive presence in
the media. Our projects
highlight the “fun facts”
and the hidden gems
of our city.

Also in this issue
Marketing Metrics
Special Projects
14 17
4 6 10 12
16 18

MEET THE TEAM

ADMINISTRATION & OPERATIONS
Wes Rhea, CDME
Chief Executive Officer
[email protected]
Christa Griffith
Office Manager
[email protected]

SPORTS, EVENTS, & TOURISM

DEVELOPMENT
Rebecca Scharmann
Director of Sports, Events, & Tourism
Development
[email protected]
Diana Nuño
Events & Community Engagement
Manager
[email protected]
Nicholas Ramirez
Events Services Manager
[email protected]

MARKETING & COMMUNICATIONS
Amy Alpers
Director of Marketing &
Communications
[email protected]
Anthony Esteves
Social Media Content Manager
[email protected]
Jesse Salazar
Video Production Manager
[email protected]
Wesley Sosa
Graphic Designer & Brand Manager
[email protected]

BOARD OF DIRECTORS
George Kaplanis
President
Omega Hospitality
Wes Yourth
Vice President
University of the
Pacific
Susan Obert
Treasurer, Haggin
Museum
Alex Munro
Hilton Stockton
Rhona Miles
University Plaza
Waterfront Hotel
Isadora Harness
Marriott Properties
Jai Patel
Red Roof Inn
Michael Blower
Council Appointee
Councilmember,
District 3,
City of Stockton
3 | Table of Contents
EXHIBIT 2 575
One of our primary goals
for the upcoming year is to
minimize hotel leakage from
neighboring communities.

Our focus is on encouraging
individuals visiting Stockton
to choose accommodations
within the city, reinforcing
the commitment to keeping
guests within the local area.

Lodi
Manteca
Stockton
Modesto
Fresno
Bakersfield
-12.4%
-10.0%
-10.4%
-7.7%
-4.5%
-13.5%

3.9mil

7.8mil

17.6mil

12.1mil

27.9mil

18.5mil
-8%
-6%
-4%
-2%
0%
2%
4%
Bakersfield
Fresno
Modesto
Manteca/
Lathrop
Stockton
Lodi

2.0%

3.4%

1.7%

6.8%

4.3%

1.2%
YtD Change in Lodging Revenue
2023 vs. 2022
YoY Change in Visits* 2023 vs. 2022 and Total Visits* in 2023 Source: STR Report
Other cities
in the Central
Valley saw a
decrease in
visitors in 2023.

Even though
Stockton saw a
decrease in foot
traffic, it still had the
highest visitation in
San Joaquin County
at 17.6M visits.

STATE OF

TOURISM IN

THE CENTRAL
VALLEY
In 2023, Stockton’s hotel occupancy
dropped by 5.8%, and foot traffic for
visitors traveling 30 miles or more
decreased by 10.7%.

Similar declines were observed in
other cities in San Joaquin County
and the valley down to Bakersfield.

The reasons are unclear, but
economic uncertainty and changing
travel behaviors among Californians
are thought to contribute.
*Visit is defined as a person who traveled to the city from 30+ miles away, and stayed 30 minutes or more.

Source: Placer.ai
4 | Tourism Updates
Foot traffic
was down
throughout the
Valley.

EXHIBIT 2 576
5 | Tourism Updates
Stockton continues its recovery from the
impact of the pandemic. Within this report,
we will spotlight the initiatives implemented
in 2023 to reinvigorate visitation and outline
our strategic plans for 2024.

STATE OF TOURISM

IN STOCKTON
487.7k
593.1k
2023
2022
2021
Room Nights

YOY CHANGE

7.7%

10.9%

13.9%
0 400k 700k
528.2k

10.7%

59.9%

63.6%

71.2%
2023
2022
2021
Hotel Occupancy

YOY CHANGE

5.8%

12.1%
0% 50% 100%
$117.13 0.9%
$116.03
$107.01
2023
2022
2021
Average Daily Rate

YOY CHANGE

8.4%

12.5%
$0 $80 $160
Direct Travel Impact 2022
$
57,129,202
2023 Hotel Revenue
Generated from
Overnight Visits
Presented here are the consolidated findings from the 2023 STR Report. Although there were declines in occupancy
and room nights, the average daily rate exhibited resilience.

Recognizing the potential for growth, Visit Stockton is dedicated to identifying strategies to enhance overnight visitation in 2024.

Direct Travel Impact Data, compiled by Dean Runyan
Associates, describes the economic impact of travel
to and through our community, including detailed
estimates of travel spending, the employment and
earnings generated by this spending, and travelgenerated tax receipts.

This information is important because it allows us to
assess how the business of travel impacts our tax base, and what sort of burden they would face if we didn’t
support the industry.

Source: Dean Runyan Associates, U.S. Bureau
of Labor Statistics
EXHIBIT 2
577
OUR

SIGNATURE
EVENTS
Visit Stockton’s Signature Events play
a pivotal role in shaping the narrative
of “things to do” in the city. These
events not only promote visitation
but also contribute to storytelling,
creating a compelling backdrop for
our community. Moreover, they serve
as an inspiration for other events
professionals, encouraging the
production of large-scale activities
that contribute to the dynamic
cultural fabric of our community.

Tourism Breakfast
The Annual Tourism Breakfast serves
as a platform for our organization to
showcase achievements from the previous
year and outline plans and goals for the
upcoming year with our valued partners and
stakeholders.

The highlight was a presentation by Lynn
Carpenter, the VP of Marketing, who shared
Visit California’s program plans, provided
insights on enhanced partner involvement,
and offered an excellent opportunity for us
to spotlight Stockton.
6 | Our Signature Events
EXHIBIT 2
578
$
10,800
Raised for the San Joaquin
Delta Culinary Arts Program
Feast at the Fox, our annual farm-to-fork dinner under
the Bob Hope Theatre marquee, serves as a signature
fundraiser for the Delta College Culinary Arts Program.

The final funding amount for Delta was $10,800, and
the event welcomed 176 guests, including four major
program sponsors and 10 table sponsors. Seven Delta
College professors took center stage as featured
chefs, with 36 student chefs contributing to the
preparation and execution.

Despite a slight drizzle, the event was a resounding
success, and we look forward to reimagining it for
years to come!
7 | Our Signature Events
EXHIBIT 2 579
8 | Our Signature Events
Stockton Flavor Fest, held from May 19 to 21, 2023, at the Weber Point Events Center, celebrated the diverse food, music, and cultures of Stockton. In collaboration with the City of Stockton (ARPA funding) and local partners, the festival aimed to instill pride and excitement in the community.

Building on lessons from the first year, significant changes were implemented, including the addition of a third day, Friday, providing more opportunities for community engagement and exposure for vendors, artists, and partners. New programs, sponsors like San Joaquin RTD, Tia Linda’s Margarita, and the Stockton Kings, as well as increased vendor and artist participation, contributed to the festival’s success.

ESTIMATED

ECONOMIC IMPACT
$
1,207,709
Total Business Sales
$
14,832
Total Local Tax Collections

ATTENDANCE
Friday
3,400
Sunday
5,700
Saturday
5,400
14,500
Total Attendees
Source: Placer.ai
20%
GROWTH
from 2022's
attendance
$
29,179.89
Funds Raised for Non-Profits

VOLUNTEER PROGRAM
2,700+
Volunteer Hours
675
Volunteers
City Percentage
Stockton 60.5%
Sacramento 8.9%
Lodi 3.2%
Manteca 3.1%
Modesto 2.0%
Pittsburg 2.6%
Patterson 2.2%
Other 16.7%

VISITORS BY CITY
Stockton

60.5%
Sacramento

8.9%
Lodi

3.2%
Manteca

3.1%
Source: Placer.ai

AWARDS & RECOGNITION
International Festivals &
Events Association (IFEA)
Wilkerson & Haas Awards
Winner
Best Instagram Site
Best Digital Ad Series
Best Hat
Best Promotional Photo
Silver
Grand Pinnacle for
Overall Best Festival
Bronze
Best Single Ad
Best Newspaper Ad
Best Radio Promotion
Best T-Shirt
City Nation Place
Finalist
Best Placemaking Initiatve
$760k
Overall Budget
EXHIBIT 2 580
Back for its second year, the Sport City Golf Tourney is a great way to celebrate sports in Stockton while raising funds to bring even more sporting excitement to the city! The tournament was held at Brookside Country Club and featured on-course activations, an awards banquet, amazing raffle prizes, and a whole lot of fun! 9 | Our Signature Events
Visit Stockton in the Community (Highlights)
$
23,748
Total Income
Asparagus Festival
Parents by Choice Trunk or Treat Stockton Pride Festival Bread of Life Volunteering LAZ Parking Day National Night Out
EXHIBIT 2 581

MARKETING

CAMPAIGNS
At Visit Stockton, marketing
campaigns serve as the
cornerstone of our promotional
efforts. Guided by data-driven
decisions, these campaigns are
strategically crafted around
themes that are distinctly
Stockton, aiming to attract
visitors and inspire exploration
of our vibrant city.

Stocked Full of Dining Campaign
Marketing Photo Shoot
San Joaquin County Tourism Grant TV Campaign
In a groundbreaking move, our 13-year January dining promotion embraced a digital-only strategy based on industry feedback. Through three weekly dining blogs, two videos on social media, digital TV commercials, website takeovers, and weekly giveaways, we engaged a wider audience, transcending our traditional Stockton Restaurant Week approach. The inaugural “Restaurant Month” garnered significant success, evidenced by a 21% rise in local restaurant visits in 2023 compared to 2022, as revealed by Placer.ai.

In collaboration with photographer Grant Taylor, Visit Stockton conducted a lifestyle photoshoot campaign, highlighting dynamic scenes of on-the-water activities, attraction visits, dining, and shopping. These captivating images can be accessed in the media hub for partners and are prominently showcased in the 2024 Visit Stockton Guide.

Visit Stockton secured a $100,000 San Joaquin County Tourism Recovery Grant in March 2023, leveraging research indicating Stockton as the county’s most-visited city with extended dwell times. The grant aims to attract a high-spending audience.

Focused on key pillars like dining, sports, and family recreation, a 6-month video promotion program was developed and distributed through EffecTV to target the regional drive audience.
10 | Marketing Campaigns
EXHIBIT 2
582
Stocked Full of Arts & Entertainment
Visitor Guide & Calendar
Digital Display Campaign
The Visit Stockton Guide, a beloved printed material for locals and visitors, showcases neighborhood highlights, dining recommendations, attractions, and Stockton’s history.

Distributed to partners and online, it inspires travel to our area and a serves as a companion to visitors in-market. The 2024 calendar, a cherished tradition, features user-generated images, highlights initiatives like the Stockton Savings Pass, and promotes events like Stockton Flavor Fest 2024, distributed to patrons, partners, and visitors, enhancing our promotional impact.

From July - December, we initiated a data-driven digital marketing campaign to target high-yielding travelers to ultimately visit and spend in destination. This valuable data empowers us to tailor our marketing approach, moving away from a generic message to one that resonates with our unique visitor market. Centered on familyfriendly attractions and Stockton’s arts and entertainment offerings, the campaign yielded 7.7M impressions and 10.3K clicks to our website.

Following our successful all-digital strategy for celebrating Stockton’s dining scene in January, we extended this approach to our promotion of arts and entertainment in September and October. Traditionally funded by a grant from the California Arts Commission, administered through the City of Stockton (expired in 2022), Stockton Arts Week underwent a shift to a marketing-focused approach. This involved featuring arts organizations on the This is Stockton podcast, utilizing blogs, hosting hashtag contests on social media, and employing vertical video promotion.

Notable News Coverage
Stockton Flavor Fest returns on
Friday through Sunday. Here’s what
to know – KCRA3 (May)
Stockton Flavor Fest – Good Day
Sacramento (May)
Stockton Flavor Fest Studio
Interview – Studio40 (May)
11 | Marketing Campaigns
1,557,354+ Impressions78,203
Engagement
29,310
Post Link Clicks
Social Performance:

Sep 2023 vs.

Sep 2022

7.7mil
Impressions

10.3k
Clicks
$13:1
Measured ROI
$970k
Measured VIsitor
Spend
EXHIBIT 2
583

AWARENESS
& REPUTATION

ENHANCEMENT
In our public relations endeavors at
Visit Stockton, a paramount focus
is placed on narrating the Stockton
Story, emphasizing the distinctiveness
of our community’s people,
places, and events. We understand
the significance of our voice in
disseminating positive news about
the community, actively shaping the
narrative for both locals and visitors.

This commitment underscores our
dedication to portraying Stockton
in its true essence and fostering a
positive perception.

This is Stockton Podcast
Our bi-monthly series, “This is Stockton,” showcasing our community’s people and events, has achieved considerable success, expanding our subscriber list and attracting new listeners each month.

In December 2022, we introduced the video counterpart to diversify our audience and raise broader awareness. Featuring Stockton through the perspectives of small business owners and leaders, the series encourages viewers to experience Stockton firsthand. The campaign, including two new videos in January 2024, contributes to our ongoing growth and outreach efforts.
24 Episodes
245
Subscribers

4.9/5
Apple
Podcasts
5/5
Spotify
This is Stockton Video Series
2023 Podcast Stats
12 | Reputation Enhancement
67k
views on
Youtube
EXHIBIT 2
584
To boost positive media coverage for Stockton, we initiated the “Fantastic 4 Stockton” campaign, aiming to feature the city in the upcoming Marvel blockbuster. With support from Mayor Kevin Lincoln, Al Greco (owner of Al’s Comics), Joe Field (the originator of Stockton becoming the home of the Fantastic Four), and the Visit Stockton team, we launched a petition accompanied by an engaging video and social campaign to unite the community around our shared enthusiasm for the Fantastic Four and love for Stockton.

The campaign garnered notable media coverage, positive sentiment across social channels, and wonderful comments on our petition page.

41.6k
Engagements
135.2k
Video Views

1.3mil
Impressions

4.0k
Shares

10.5k
Link Clicks
255
Media Pickup
PRESIDENT’S AWARD
Integrated Campaign:

Reputation Management
Hospitality Sales and Marketing
Association International
(HSMAI) Adrian Awards
13 | Reputation Enhancement
Fantastic 4 Stockton Campaign
EXHIBIT 2 585
14 | Marketing

DIGITAL MARKETING
Within our digital marketing initiatives, the Visit Stockton team leverages data-driven strategies to establish measurable Return on Investments (ROIs). This approach grants us flexibility, enabling us to adapt and refine our campaigns based on real-time metrics. By precisely targeting audiences with tailored messaging, our objective is to consistently deliver the right message to the right people, ultimately generating the most actionable and impactful results.

VISITSTOCKTON.ORG
2023 SNAPSHOT
TOP 5 BLOGS OF 2023

1. Top Things to Do in Stockton
According to TripAdvisor

2. Top 8 Restaurants in Stockton, CA
According to TripAdvisor

3. What to Expect at the Stockton
Lantern Festival

4. The Best Road Trip: Enjoy Farms and
Markets in Stockton, CA

5. 5 Popular Restaurants in Stockton, CA
According to Yelp
473,401
Engaged
Sessions
UP 3.3%
723,897
New Users
UP 6.8%
112,741
Direct
Acquisition
UP 21.5%
135,822
Organic Social 9.4% UP
406,586
Organic Search 6.9% UP
1,517,137
Pageviews 1.4% UP
All website statistics were generated from GA4,
which is the new industry standard.

SOCIAL MEDIA
20,035,047
Impressions 2%
20% 37% 12% UP UP UP

PROFILE PERFORMANCE (FB, IG, TIKTOK)

YOUTUBE VIDEO STATS
374,706
VIEWS

5.5%

CLICK THROUGH RATE
1,828.5

WATCH TIME
(in hours)

SOCIAL MEDIA FOLLOWERS

60.1K 25.3K 8.9K 1.1K 1.0K
733,474
Engagement
UP 15.1%

3.7%
Engagement Rate
(per Impression)
UP 17.5% 124,784
Audience 13% UP
224,080
Post Link Clicks 9.7% UP

VISIT CALIFORNIA

TRAVEL STORIES
WEEKLY

NEWSLETTER
837,873
Google
Impressions
438,679
Emails Sent

7.3%
Click Rate

0.11%
Google Click
Through Rate

6.8%
Story Click
Through Rate
52%
Open Rate

0.10%
Unsubscribe Rate
7,333
Story Views
Sources: Sprout Social and YouTube Source: GA4
Source: Localhood Source: Mailchimp
14 | Marketing
DOWN
EXHIBIT 2
586
15 | Marketing
210.6k
Engagements
887.8k
Video Views

6.1mil
Impressions

2.8k
Saves

41.0k
Link Clicks
Visit Stockton, under contract with ASM Global, took charge of all marketing requirements for the City’s inaugural Stockton Lantern Festival. The Stockton Ballpark was transformed, themed as “Koda’s Journey to the Magic Forest,” hosting over 50 days of the immersive light experiences.

Visit Stockton assumed creative leadership, handling logo creation, print advertisements, digital ads placement, commercials, and public relations for the event. The festivities commenced on November 25th and concluded on January 14th.

Social Media Metrics
ASM Global’s Stockton Lantern Festival Marketing Contract Source: Sprout Social
Media Coverage
Lantern Festival Opens in Stockton
Fox40 News
Stockton Lantern Festival
Good Day Sacramento
Stockton Lantern Festival - Fantasy
Comes to Life in Stockton
KCRA3
First Ever Lantern Festival Takes Over
Stockton Ballpark
ABC10
EXHIBIT 2 587
2,000+
Visitors & Players
60+
Room Nights
Equestrian Order of
the Holy Sepulchre
of Jerusalem
Meetings Hosted
In 2023, we demonstrated our dedication to revitalizing meetings in Stockton, successfully hosting a meeting for a religious group, laying the groundwork for ongoing excellence in event hosting within the vibrant city.

OTB Pro
Disc Golf
Open 2023
Pacific Invitational
Men’s Golf
$
589,838
Business Sales
$
38,858 Local Tax Collections2,550
Attendees
185
Room Nights
300+
Attendees
9 College Teams
17 College Teams
259
Room Nights
2023 National Collegiate
Women’s Water Polo
Championship
Visit Stockton and the University of the
Pacific hosted 8 top-tier programs in May
for the 2023 National Collegiate Women’s
Water Polo Championship (including the
championship event and student-athlete
banquet held at the Stockton Golf &
Country Club)

SPORTS &

DEVELOPMENT
Organizing sporting events at
the amateur, collegiate, and
professional tiers plays a crucial
role in stimulating overnight stays
within our regions. Visit Stockton
collaborates with sports planners
nationwide to deliver top-tier
competition and entertainment,
enriching our local community.
16 | Sports & Development
$
144,974 Total Business Sales
EXHIBIT 2
588
17 | Special Projects

SPECIAL

PROJECTS
Our special projects manifest
in diverse forms, ranging from
public relations initiatives and
market research to special
promotions and more. We relish
the chance to showcase our
programs in unconventional, and
often spontaneous, ways, seizing
opportunities to highlight our
endeavors beyond traditional
approaches.

Visit California collaborated with Visit Stockton and four rural partners to showcase our marketing prowess at a special one-day event. We highlighted Stockton’s uniqueness with partners like Stockton Soul and the San Joaquin Pride Center, receiving rave reviews. Expect to see Stockton featured in national and regional publications, thanks to Visit California and our team’s impactful collaboration.

Once again, Visit Stockton joined forces with the University of the Pacific (UOP) to execute a Resident Sentiment survey. Despite being a visitors bureau, our organization is committed to community benefit, and this survey ensures we uphold that commitment to our stakeholders. Building upon the 2021 survey, the current survey will serve as a baseline for our 2023 findings. Data collection was completed in late summer 2023, and current students are analyzing, comparing, and will provide a comprehensive report on their findings.

The Marketing and Development teams dedicated significant effort to research and execute the redesign of our Meeting Planner Guide, a key collateral piece essential for attracting new event business to Stockton. This comprehensive guide showcases local hotels, meeting spaces, and sports facilities while utilizing compelling storytelling and relevant case studies. Designed to resonate with meeting and event planners nationwide, the guide serves as an inspirational tool, driving informed decision-making in choosing Stockton as their
preferred destination.

Visit California Destination Mixer
Resident Sentiment Survey
EXHIBIT 2
589
2024

SERVICE
PLAN
General Overview
The current Stockton Tourism
Business Improvement District
(TBID) was established effective
January 1, 2016 by the Stockton
City Council and expires December
31, 2025. The current TBID
assessment levies a 4% fee per
hotel room, per night. The funds
are used for the marketing and
promotion of Stockton, targeted
toward increasing overnight stays.

The assessment is applied to all
lodging establishments within the
city limits of Stockton; at this time
there are no proposed changes to
the boundary of the district.

Included in this Annual Service
Plan are the strategies and
objectives of Visit Stockton for the
year ending December 31, 2024.
2024 BUDGET OVERVIEW
The attached budget is in compliance with the percentage thresholds set forth in the Stockton Tourism Business Improvement District Management District Plan approved by City Council in December of 2014.
2024 GOALS AND OBJECTIVES
2024 Anticipated Revenue
$1,899,670
TBID Assessment
$1,700,000.00
Misc. Revenue (Events,
Contracts, etc.)
$178,200.00
Fund Balance from
Previous Year
$21,470.00
The 2024 Budget includes a carryover of $21,470 from 2023 and also reflects a 5% contingency fund allotment of $85,000 (5% of $1.70M) as per the TBID Management District Plan.

Objective 1:Reclaim Hotel Leakage
Reclaiming hotel leakage is vital for our area’s economic growth. Targeting likely travelers and implementing Hotel Awareness campaigns are key strategies to boost visibility and attract visitors. Emphasizing a re-imagined Meeting & Incentives plan further solidifies our appeal, ensuring we retain hotel bookings and position ourselves as a competitive destination for various travelers.
18 | Service Plan
EXHIBIT 2
590
Objective 2:Share the Stockton Story
Objective 3: Data-Driven Decision-Making
Objective 4:Event Growth
Our objectives include continuing the “This is Stockton” narrative through videos spotlighting small businesses, producing bi-monthly episodes for the successful podcast, creating engaging organic vertical video content for social media, and enhancing visual awareness through Google Stories in collaboration with Visit California. These efforts collectively emphasize our commitment to impactful storytelling and strategic visibility.

Our objectives center on leveraging data platforms for informed decision-making.

We aim to identify high-value visitors and regions, including Sacramento and the Bay Area, utilizing data tools for targeted advertising. Additionally, our focus extends to recognizing personas likely to convert from day-trippers to overnight stays during special events and promotions. These objectives highlight our commitment to precise, data-driven strategies.

Our goals include widespread distribution of the Planner Guide, integrating the Development team into meetings and sports markets, prioritizing CRM mastery for effective communication, and enhancing internal events like Stockton Flavor Fest, Feast at the Fox, and Sports City Golf Tourney. These objectives underscore our commitment to staying current and optimizing outreach efforts in the dynamic events markets.

UPCOMING
EVENTS

CONFIRMED HOSTED
EVENTS IN 2024
CIF Sac-Joaquin
Wrestling
Championships
February 16 - 17
NCAA Division II
Women’s Golf West
Regional
May 6 - 8
OTB Disc Golf Pro Tour
May 17 - 19
Tourism Breakfast - April 17
Stockton Flavor Fest - May 17 - 19
Feast at the Fox - September 6
Sport City Golf Tourney - October 18
19 | Service Plan
EXHIBIT 2 591
20 | Service Plan

WHO WE ARE
Visit Stockton is the official destination
marketing organization for Stockton, California
and as such, is charged with the promotion and
marketing of the City of Stockton as a leisure
travel, sports, events, and meetings destination.

Founded in 1979 as a 501(c)6, non-profit
corporation, Visit Stockton is dedicated to
positively impacting the local economy through
its programming and elevating civic pride
while highlighting the Stockton community as
a positive place to work, live, and visit. Visit
Stockton is funded in partnership with local
hotel properties through the Stockton Tourism
Business Improvement District.

Mission Statement
Visit Stockton is dedicated to enhancing the
region’s Quality of Life by collaboratively
leading the promotion of our richly diverse
community and advocating for initiatives that
will enhance the city’s Quality of Place.

Vision Statement
Stockton is widely respected as a diverse and
welcoming community, providing unique and
authentic experiences and opportunities for all.

Our Organizational Values
ACCOUNTABILITY • HAVE FUN
EXCELLENT SERVICE • GIVING BACK

LEARN AND IMPROVE
146 W Weber Ave, Stockton, CA 95202
EXHIBIT 2 592
L

HIGHLIGHTS FOR THE YEAR AHEAD
City Council Meeting
April 2, 2024
Agenda Item 15.1
593
2023 STOCKTON LODGING
• Hotel Occupancy Continues to Decline While Rates Remain Stable • While Stockton Opened a New Hotel in 2023, there are 188 Less Rooms Available to Rent than in 2019 • No New Hotels Currently Under Construction
• Hilton Finished Complete Room Renovation; Scheduled to Start Lobby Renovations in 2024 • Renovations starting/finishing in 2024 Included the Marriott Properties and La Quinta Inn 594

REGIONAL LODGING DATA
595

SHORT TERM RENTAL MARKET
596
DIRECT TRAVEL IMPACT: 2022
597

VISITOR VOLUME
598

VISITOR ORIGIN
599
600
X
601
675
Volunteers
2,700+
Volunteer
Hours
16,600+
Visits
$1,207,709
Economic
Impact
602
International Festivals &
Events Association (IFEA)
Awards
Winner
Best Instagram Site
Best Digital Ad Series
Best Hat
Best Promotional Photo
Silver
Grand Pinnacle for
Overall Best Festival
Bronze
Best Single Ad
Best Newspaper Ad
Best Radio Promotion
Best T-Shirt
City Nation Place Awards
Finalist
Best Placemaking Initiative
603
604
Reclaim Hotel
Leakage
• Reclaiming hotel leakage is vital for our area’s economic growth. Targeting likely travelers and implementing Hotel Awareness campaigns are key strategies to boost visibility and attract visitors. Emphasizing a re-imagined Meeting & Incentives Plan further solidifies our appeal, ensuring we retain hotel bookings and position ourselves as a competitive destination for various travelers.
605
Share the
Stockton
Story
Our objectives include continuing the “This is Stockton” narrative through videos spotlighting small businesses, producing bimonthly episodes for the successful podcast, creating engaging organic vertical video content for social media, and enhancing visual awareness through Google Stories in collaboration with Visit California. These efforts collectively emphasize our commitment to impactful storytelling and strategic visibility. 606
Data-Driven
DecisionMaking
Our objectives center on leveraging data platforms for informed decision-making. We aim to identify high-value visitors and regions, including Sacramento and the Bay Area, utilizing data tools for targeted advertising. Additionally, our focus extends to recognizing personas likely to convert from day-trippers to overnight stays during special events and promotions. These objectives highlight our commitment to precise, data-driven strategies.
607
Event Growth
Our goals include widespread distribution of the Planner Guide, integrating the Development team into meetings and sports markets, prioritizing CRM mastery for effective communication, and enhancing internal events like Stockton Flavor Fest, Feast at the Fox, and Sports City Golf Tourney. These objectives underscore our commitment to staying current and optimizing outreach efforts in the dynamic events markets.
608
609
City of Stockton
Legislation Text
File #: 24-0192, Version: 1

ADOPT A RESOLUTION TO APPROVE THE DOWNTOWN STOCKTON PROPERTY AND BUSINESS IMPROVEMENT DISTRICT 2023 ANNUAL REPORT, FISCAL YEAR 23/24 ASSESSMENTS, AND PROPOSED 2024 OPERATING BUDGET

RECOMMENDATION
It is recommended that the City Council adopt a resolution:

1. Approving the 2023 Annual Report for the Downtown Stockton Property and Business Improvement District; and

2. Approving the Proposed 2024 Operating Budget and Property Assessments for the Downtown Stockton Property and Business Improvement District; and

3. Authorizing the City Manager, or designee, to take necessary and appropriate actions to carry out the purpose of this resolution.

Summary
The Downtown Stockton Property and Business Improvement District (DSPBID) is one of the oldest Property and Business Improvement Districts in California, having been established in 1996. The City executed a contractual agreement with Downtown Stockton Alliance (DSA), a non-profit corporation, to manage and operate the DSPBID as its owners’ association for ten years beginning January 1, 2018; this includes developing the goals and preparing and managing the DSPBID’s annual budget.

It is required by contract that the DSA provide the City Council with its operating budget and the annual report of accomplishments for approval each year. The 2023 Annual Report, Fiscal Year 2023/2024 Assessments, and the 2024 Operating Budget for the DSPBID are included as Exhibits 1, 2, and 3 to the Resolution, respectively.

DISCUSSION
Background
The Property and Business Improvement District Law of 1994 authorizes local government entities to establish property and business improvement districts - a flexible financing tool for creating privatesector, self-governed management districts by levying new or increased assessments for properties and businesses within the district. These districts provide the means for enhanced maintenance, safety, marketing, management, and advocacy services.

The Downtown Stockton Property and Business Improvement District (DSPBID) was created in 1996 and the Downtown Stockton Alliance (DSA), consisting of the district’s “owner’s association”, was incorporated in 1996 as a 501(c)(6) to manage the DSPBID.

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In 2017, the City Council adopted the Downtown District Management Plan and authorized an agreement with the DSA to manage the DSPBID for a ten-year term beginning January 1, 2018, through December 31, 2027.

Pursuant to the Property and Business District Law of 1994 and adopted Management Plan, DSA is required to submit its annual report and proposed budget to the City each year by February 1st and report on the improvements, maintenance, and activities supported by the assessments, and is subject to Council approval.

Present Situation
Pursuant to the Management Plan, the DSA has submitted its 2023 Annual Report. During 2023, DSA continued to be a key partner in business support and economic recovery efforts in the aftermath of the pandemic.

Below are some of the DSPBID 2023 accomplishments:
· Began operations out of the Belding Building.
· Continued its partnership with San Joaquin County in administering various ARPA-funded programs to assist private small business owners, private property owners, supplementing parking for public events, and more.
· Partnered with the City of Stockton to launch and administer the Business Façade Grant Program, assisting more than 80 commercial property owners. · Co-hosted various cultural and community events, including the Annual Mid-Autumn Festival, Annual National Night Out, Annual Christmas at the Children’s Museum, and the new Music under the Marquee.
· Created a commercial and increased social media content, which increased DSA’s audience and helped promote Downtown Stockton’s venues, landmarks, businesses, and events. · Continued production of 12 new episodes for the video series - Talk to Downtown, Doorways to Downtown, and Spirits of Downtown - featuring guest speakers and highlighting distinguished district businesses and buildings.

DSA’s proposed 2024 operating budget includes more than $1.2 million from property assessments and more than $1.35 million in other non-assessment income. The DSPBID assessments are paid to the County by the private property owners located within the district as part of their annual tax bill, while the City pays its assessments directly to the DSA. The total assessments to be paid in 2024 are $1,235,053, which is accounted for in DSA’s proposed operating budget and will be administered accordingly.

In 2024, the DSA is looking to continue its partnership with the City of Stockton and San Joaquin County in assisting with economic recovery and continuing its efforts in being the stewards of Downtown Stockton’s growth and success. These activities include the management of the Downtown Ambassador Program, overseeing maintenance and cleanup within the Downtown, City of Stockton Page 2 of 3 Printed on 3/27/2024
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partnering with local organizations to host important cultural and community events, promoting available job opportunities within the district, and building upon previous years success in reaching new audiences through various marketing and outreach efforts that promote Downtown Stockton as a hub for entertainment, shopping, and community.

Staff recommends the adoption of the attached Resolution to approve the 2023 Annual Report (Exhibit 1), Fiscal Year 2023/2024 Assessments (Exhibit 2), and the proposed 2024 Operating Budget (Exhibit 3) for the Downtown Stockton Management District.

FINANCIAL SUMMARY
The DSPBID’s operating budget consists of the property assessments and other sources. The property assessments are paid directly to the County by private property owners as part of their tax bill then transferred to the DSA, while the City pays its assessments directly to the DSA. The estimated income from all property assessments to be paid to the DSA in 2024 is $1,235,053.

The City of Stockton, Parking Authority, and Successor Agency (formerly known as the Stockton Redevelopment Agency) pays property assessments to the DSA for the respective parcels owned within the Downtown Stockton Management District. With the dissolution of the Stockton Redevelopment Agency in 2012, under Assembly Bill X1 26 (AB 26), the assessments on the Agency -owned property were transferred to the Stockton Successor Agency, which is overseen by the Stockton City Council.

The annual assessments for the City-owned, Parking Authority-owned, and Successor Agencyowned parcels within the DSPBID is $364,975 demonstrated in the table below:

Owner / Entity Fund Assessment
Amount
City of Stockton General Fund $ 263,262
Parking Authority Parking 100,941
Successor Agency Successor Agency 772
Total: $ 364,975
There is no financial impact other than the assessments due from City-owned properties, which totals $364,975.

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Resolution No.

STOCKTON CITY COUNCIL
RESOLUTION APPROVING THE 2023 ANNUAL REPORT AND PROPOSED 2024

OPERATING BUDGET FOR THE DOWNTOWN STOCKTON PROPERTY AND

BUSINESS IMPROVEMENT DISTRICT
In 1996, the City Council established a property and business improvement district for downtown Stockton called the Downtown Stockton Property and Business Improvement District (DSPBID) pursuant to the Property and Business Improvement District Law of 1994, Streets and Highways Code sections 36600 et seq.; and The DSPBID was established to provide new services and activities, including enhanced maintenance, public security and safety, and marketing and promotions beyond the City’s capacity; and
On May 23, 2017, the City Council adopted Resolution No. 2017-05-23-1401 to renew the DSPBID and the Downtown Stockton Management Plan; and On July 25, 2017, the City Council adopted Resolution No. 2017-07-25-1501 to contract with the Downtown Stockton Alliance (DSA) to manage the DSPBID for a ten-year period beginning January 1, 2018, through December 31, 2027; and The Management Agreement between the City of Stockton and the DSA requires City Council approval of the annual report, assessments, and annual operating budget; and The DSPBID serves as an important economic development tool to promote and maintain Downtown Stockton; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Council hereby approves the 2023 Annual Report for activities performed by the Downtown Stockton Alliance in 2023 (Exhibit 1), the Fiscal Year 2023/2024 Assessments for City-owned property in the amount of $364,975.20 (Exhibit 2), and the proposed 2024 Operating Budget (Exhibit 3).

2. The proposed amounts are in compliance with the “Property and Business District Law of 1994” and the charge is levied without regard to property valuations. //
//
//
//
613

3. The City Manager, or designee, is hereby authorized to take any and all necessary and appropriate actions to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED April 2, 2024 .

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
614
DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 1

ANNUAL REPORT
2023
EXHIBIT 1
615
2 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE
EXHIBIT 1
616
DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 3

MARKETING

ECONOMIC DEVELOPMENT
2023 & 2024 BUDGETS

SPECIAL EVENTS
GOALS FOR 2024

BOARD OF DIRECTORS

LETTER FROM THE CEO

DSA STAFF

DOWNTOWN BY THE NUMBERS
14 15
17 19
21 5
6 8
10 For decades, Downtown Stockton was an
urban core awaiting renaissance. Today, we
are experiencing new investment & business
openings, housing development, and an
explosion of cultural and arts initiatives.

The Downtown Stockton Alliance (DSA) is a
major partner contributing to environmental
improvements and economic development
downtown. We are an advocate for great
downtown projects, a partner in strategies for
promoting investment, and a liaison to many
community partners interested in downtown
events and opportunities.

DSA oversees the safety, maintenance, and
hospitality of downtown; supports public and
private partnerships; encourages investment;
co-sponsors special events, arts, and cultural
activities downtown. These efforts are funded
through the 123-square block Downtown
Property Based Business Improvement District
established in 1997 and recertified in
2002, 2007 and 2017. Our PBID promotes
business, housing, arts & entertainment to
help create a vibrant, sustainable, and urban
community in Downtown Stockton.

TABLE OF CONTENTS

OUR MISSION
EXHIBIT 1
617
4 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE
EXHIBIT 1
618
DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 5
2023 BOARD OF DIRECTORS

TONY YADON
Parents By Choice

MARCIA CUNNINGHAM
San Joaquin County

CARLOS JIMENEZ
MXGlobal

TINA MCCARTY
City of Stockton EDD

MAHALA BURNS
Burns Group

BEJAN BROUKHIM
Property Owner Simply Divine Inc.

KARI MCNICKLE
SJ Bike Coalition

DONNA WILLIAMSON
SJC Office of Education

JACOB BENGUEREL
Law Office of Jacob L. Benguerel

DAVID LIPARI
SJ Regional Rail Commission

JOE MICHAEL
Pacific Development Group
Not Pictured:

AARON EDWARDS
SJ Regional Transit District
EXHIBIT 1
619
6 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE

MESSAGE FROM THE EXECUTIVE DIRECTOR
2023 was a new chapter in the
history of the DSA as we began the
year in our new office in the historic
Belding Building on the 5th floor.

Boy what a year it has been.

We took on a plethora of projects
that will bring attention to our
beautiful Downtown Stockton.

In partnership with San Joaquin
County and funded by an American
Rescue Plan Act grant we were
able to help multiple properties
and businesses with programs
that included a broken window
fund, street pole banner program,
reimbursement for new Chamber
memberships, a window wrap
program, free parking for Stockton
Con, and the reimbursement
of our private property owners’
2022/2023 assessment fees in an
effort to provide some relief from the
economic effects of the pandemic.

Another exciting program was
the Public/Private partnership with
the City of Stockton through an
American Rescue Plan Act grant
to improve the façade of over 80
properties. This grant included
structural restoration; window and
door replacements; exterior finishes
such as paint, siding, stucco, or
veneer; awnings; lighting; signage;
and outdoor dining enclosures. You
have probably been able to see
the difference in how Downtown
looks as the revitalization efforts
continue to make Downtown the
thriving heart of our amazing City.

This year, we co-hosted recurring
annual events, including the MidAutumn Festival, National Night Out, and Christmas at the Children’s
Museum. For something new, we
also partnered with Tony Yadon and
the Parent’s by Choice agency, who
owns the Courthouse Plaza, for the
Main Street Market’s Music under the
Marquee; this event featured food
and craft vendors and live music
at the Bob Hope/Fox California
Theater on the second and fourth
Tuesdays of May, June, and July.

We handed off the Bathroom/
Shower unit to Loads of Hope in July.

Their organization which provides
services to the unsheltered was
a great fit; they added the unit to
their portfolio, continuing to make
the St. John’s Episcopal Church
a place people in need can get
a shower, wash their clothes, get
medical exams, and connect them
with agencies that can help them
transition out of homelessness.

Through a grant from the City of
Stockton, we boosted our social
media platforms to increase the
reach of our posts and the size of
our network of followers. We also
received tourism funding through
the County which we used to
produce a commercial highlighting
the remarkable things we have
here in Downtown Stockton. It
was shown for three months on
two different networks, reaching
an audience in a 50-mile radius.

We accomplished all these
projects while continuing to
keep Downtown clean and safe.

I want to thank the County and City
for the support and partnerships,
but most importantly, I want to thank
my staff at the DSA for working so
hard, taking on the above projects
and executing them to completion.

They truly do go above and beyond
the daily call of duty. They inspire
me daily with their commitment and
dedication to their jobs. When you
look around Downtown, you can see
the fruits of their labor. Please when
you pass by a DSA team member, let
them know you notice their efforts.

I can’t wait to see what we
can do to top 2023 in 2024.

EXHIBIT 1
620
EXHIBIT 1
621

JOHNNY PALACIOS
Projects Manager

COURTNEY WOOD
Economic Developmentt

CHEVELL SIMMS
Community Ambassador
Supervisor

D S A S TA F F

SHAUN CHATRATH
Digital Media Manager

CHARISSE LOWRY
Office & Operations Manager
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 9
EXHIBIT 1
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20 23
EXHIBIT 1
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BY
THE

NUMBERS
EXHIBIT 1
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12 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE

DEMOGRAPHICS
4,213

PUBLICATIONS
4,335

VISITORS ASSISTED
1,956

BUSINESS CONTACTS

HOSPITALITY
Population
(within 1 mile)
Households Families Employment Rate Average Income

DISTRIBUTED
329

EVENTS ADDED

TO CALENDER

COMMUNITY AMBASSADOR
7,050 150 30 250
23,087 7,792 4,026 93.92% $53,000
(within 1 mile) (within 1 mile) (within 1 mile) (within the City of Stockton)
EXHIBIT 1
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 13

MAINTENANCE

PBSU PROGRAM
101
2,979
12,471 97
1,639 1,600 25
175
EXHIBIT 1
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14 In 2023, the Downtown Stockton Alliance
marketing division achieved several milestones.

We featured the following five businesses in
our Doorways to Downtown series: Orlando’s
Deli and Market, San Joaquin County Law
Library, Law Office of Jacob Benguerel, Mexican
Heritage Center and Gallery, Cast Iron Trading
Co. Furthermore, the Downtown Stockton
Alliance continued our live monthly podcast Talk
to Downtown, across multiple platforms such as
YouTube, Instagram, Facebook, X, and Linkedin.

This year’s Spirits of Downtown episode
featured Americana Stockton, located on North
San Joaquin Street, and was well-received with
the highest video premiere view count in DSA
history. In addition, our YouTube channel saw a
massive spike in viewership across all our videos.
2023 also saw the creation and premiere of
the Downtown Stockton Alliance’s first televised
commercial. The DSA’s 30-second spot was
shown on KOVR and FOX40 throughout Northern
and Central California. The commercial alone
reached over 80,000 views when uploaded
to the Downtown Stockton YouTube page.

A popular event the marketing division helped
facilitate in collaboration with the San Joaquin
Office of Education, San Joaquin Probation
Office, and Parents by Choice was National
Night Out, which brought hundreds of people
around Bob Hope Theater and Diversity Plaza
for an evening of music, prizes, food, and
entertainment. In addition, the Downtown
Stockton Alliance participated in multiple events
such as Trunk or Treat and National Parking Day.

Ticket giveaways for downtown events also
contributed to increased foot traffic in the area.

During the calendar year, the DSA gave tickets
away to many of our social media followers for
events such as Stockton Ports games, Stockton
Kings games, Adventist Health Arena shows,
and the Magic Lantern Festival. The team also
focused on creating monthly e-newsletters for
subscribers and partners. These efforts led to
significant growth in social media followers and
website traffic. In addition to these newsletters,
ad boosting dollars curiosity of the previous
year’s social media marketing ARPA grant
were spent to increase engagement on the
DSA’s YouTube, Instagram, Facebook, and X.

A significant initiative in 2023 was the Downtown
Window Wrap program, funded through the
American Rescue Plan Act, which beautified and
advertised many downtown businesses.
- Alex Floral
- The F.I.T. Me
- Eat @ Clark’s
- Courthouse Market
- Success Ink
- Uniqo Salon
- Exotic Tobacco
- Trail Coffee Roasters
- Daniismealprep LLC
- Courthouse Plaza
- Stay Winning
- Eckerd Connects
- Martinez Tailor Shop
- A.I. Holdings LLC
- Barber City Barbershop
- Bagel Café
- Mexican Heritage
Center & Gallery
- Visit Stockton
- RTD
Looking ahead to 2024, the team aims to build
on the previous year’s successes and elevate
its marketing efforts while continuing to support
Downtown Stockton’s growth and potential as a
hub for entertainment, shopping, and community
outreach in the area.

Best,
Shaun Chatrath
DSA Digital Media Manager

MARKETING DIVISION
2023 GROWTH
Instagram Followers X Followers Facebook Followers YouTube Lifetime Views Website
12,355 4,991 12,905 202,376
+10.4%
61,610 Unique Vistors
82,814 Page Views
+5.3% +66.4% +1,195.7%

SCAN THIS QR

CODE TO VISIT

THE DOWNTOWN

STOCKTON
WEBSITE:

SCAN THIS QR

CODE TO GO TO

OUR YOUTUBE

CHANNEL

SCAN THIS QR

CODE TO VISIT

THE DOWNTOWN

STOCKTON MEDIA
CONTENT LINKS:

EXHIBIT 1
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 15
2023 STATS AND QR CODES

ECONOMIC DEVELOPMENT
2023 has been a major year of execution and reporting for the Economic Development Department!
Grants Galore
This year, we continued expending the $1M+ of San Joaquin County (SJC) ARPA funding to support our Downtown Stockton business owners and property owners through several impactful programs and initiatives. Thanks to this funding, we launched and completed our SJC ARPA Downtown Stockton Entrepreneur Support Program, through which we reimbursed 68 businesses for up to $1,000 of 2023 chamber membership or business development workshop fees! It’s wonderful to have been able to help our small businesses get access to memberships and educational programs that can fuel their success. A full list of the businesses who benefited from this one-time funding program is outlined below:
- A. Plus
Janitorial
- Acceptance
Insurance
- ASM Global
- Barber City
- Blazin’
Cajun
- Burns Group
- Butter Hair
Studio
- Child Abuse
Prevention
Council
- Cast Iron
Trading Co.
- Central
Valley
Testing
- Children’s
Museum of
Stockton
- Code Stack
Academy
- Diffusion
Consulting
- Dirt Nurses
- Dr. Benkle
Optometry
- Eat @ Clark’s
- Echo
Chamber
- Edible
Arrange
ments
- El Concilio
- Eloquent
Design &
Apparel &
Things
- Factory
Certified
- FANHS
- Fat City BBQ
- Friends of
the Fox
- Inspire
Beauty
Academy
- Jene Wah
- Kimberly
Warmsley‘s
Therapeutic
& Trauma
Services
- KreHaitian
Kitchen
- KTJ
Design
- La Vaca
En Brazas
- Larry’s Auto
Repair
- Lima Beauty
Lounge
- Maid 2
Perfection
- Make Every
Move Count
- Mango
Crazy
- Manuel
Luna
Farmers
Ins. & Fin.

Services
- Marthella
- Mayra
Cuevas
- Mexican
Heritage
Center &
Gallery
- Misaki
Sushi & Bar
- Nena’s
Mexican
Restaurant
- One Eleven
Web Design
- Parents By
Choice
- Peachy’s
- Rainbow
Velvet Café
- Reinvent
Stockton
- Relax
Meditation
- Rising Sun
- Rollin Sushi
- SJC
Department
of Child
Support
Services
- SCORE
- ShareSTAFF
- SJC Bar
Association
- Stay
Winning
- Stockton
Community
Kitchen
- Stockton
Ports
- Stockton
Record
- Synergetic
Communica
tions
- Tantra Ink
House of
Permanent
Makeup
- The F.I.T. Me
- The Kitchen
@ Plaza
Perks
- The S.H.A.W
Bar
- Tierra Luna
Cellars
- Tuleburg
Press/The
Write Place
- University
Plaza
Waterfront
Hotel
- Verve IT
- Via Ventures
- Western
Alinement
Through the SJC ARPA Downtown Stockton Window Repair
Reimbursement Program, we reimbursed 18 businesses for the repair of at least 43 windows in 2023. Businesses who have used the program so far include:
- AI Holdings
- American
Furnishings
- Bella Vista
- Cancun
- Courthouse
Plaza
- Eat @
Clark’s
- Hi-Grade
Cleaners
- Huddle
Co-Work
+ Create
- Mexican
Heritage
Center &
Gallery
- Natural Do
- Nomellini
& Grilli
- Riteway
Cleaners
- RTD
- St. John’s
Church
- Stay
Winning
- Subway
- 308 N.

California
- 209 Party
Zone
There is still funding available for window repairs, so if you are a downtown business owner who has had a broken window repaired since January of 2023, use the QR code below for the Window Repair Reimbursement Program to receive reimbursement for up to $800 per window while funding lasts!
We helped at least 21 businesses through our SJC ARPA
Downtown Stockton Window Wrap Fund; paid $9,000 to provide free visitor parking at the 2023 Summer StocktonCon; and used other SJC ARPA dollars to place banners down Miner Avenue, in Diversity Plaza, along Ring Road, and throughout Downtown.

The largest downtown initiative funded by SJC ARPA dollars this year was the reimbursement issued to ALL downtown private property owners for their 2022/2023 assessments, an amount totaling to $615,352.52. We are thankful to the county for this opportunity to provide one-time relief to our property owners, and for investing so much into restoring the economic vitality of our downtown.

The remainder of SJC ARPA funding will be spent by 2026.

Separate from the SJC ARPA funding, we applied for and received a SJC Tourism Promotion Grant in early 2023 through which we were able to create and launch a commercial promoting Downtown’s venues, landmarks, businesses, and events! This $58,800 grant paid for the commercial’s in-house production; airing on FOX40, KMAX31, and CBS13; and social media promotion, leading to over 80,000 Youtube views.

Beyond the many county-funded projects we took on this year, we also completed spending of the $100,000 City of Stockton (COS) ARPA Marketing Grant, through which we were able to put money behind 100 business promos, 116 job posts, and 360 events posts, which highlighted over 400 jobs and 1,400 events. An average of 15 businesses benefitted every month. This grant led to a reach of 3,941,234 on FB & IG; 8,759,044 in LinkedIn & Twitter impressions; 669,287 impressions/8,986 clicks on Youtube channels; and an increase of nearly 5,000 followers on Facebook alone! The aim of this grant was attraction of patrons to our downtown businesses and events; connection of locals with Downtown job opportunities; and growth of the DSA’s social media engagement and follower count.

All of these goals were achieved! Just a few of the businesses and organizations who benefited from this grant included:
- Americana
Stockton
- ASM Global
- Blazin’
Cajun
- Cast Iron
Trading Co.
- Cesar
Chavez
Public
Library
- Children’s
Museum of
Stockton
- Child Abuse
Prevention
Council
- Downtown’s
Regal
Cinema
- Eat @ Clark’s
- FANHS
Museum
- The FED
- Friends of
the Fox
- Indigenous
People’s
Adjustment
Program
- LAZ Parking
- Makers
Made
- Mango
Crazy
- Martinez
Tailor Shop
- Mexican
Heritage
Center &
Gallery
- Misaki Sushi
& Bar
- Orlando’s
Deli
- Parents by
Choice
- Stockton
Kings
- Stockton
Ports
- Tuleburg
Press/The
Write Place
- Visit
Stockton
- Xochimilco
- 209 Toys
Another huge grant project we took on this year in partnership with the City of Stockton was the launch and management of the Business Façade Improvement Grant Program. This program provided the opportunity for Downtown business and property owners to apply for and receive up to $25,000 in façade improvements. As of December 2023, we have completed façade improvements for 25 properties.

We will be accepting the last applications at the end of January 2024; by the time you are reading this report, the funding will have been fully allocated! If you want to view the impact of our staff’s work on this project so far, I encourage you to take a trip downtown to see the improvements to the following buildings/businesses:
- Alex Floral
- BAC
Community
Bank
- Belding
Building
- Cancun
Restaurant
- Children’s
Museum of
Stockton
- El Concilio
- Fusion Boba
Café
- Gameroom
Envy
- Jene Wah
- Kabob &
Gyro House
- Keith’s
Trophy
Supply
- Kress
Building
- Mary
Magdalene
- Mexican
Heritage
Center &
Gallery
- Newberry
Building
- Orlando’s
Deli
- Oxford
Hotel
- Parents By
Choice
- San Joaquin
Family Law
- Trail Coffee
- United Auto
Repair
- Velvacon
Paint
- Waterfront
Warehouse
- Yasoo Yani
- Zeiter Eye
Medical
Group
In a final word on grants, we also completed the spending of 4 grants received from the City and County for our Portable Bathroom & Shower Unit program, which we handed off to Uplift All in the middle of the year!
Ongoing DSA Work
Beyond our extensive grant work, in 2023, we also continued production of our three regular video series – Talk to Downtown, Doorways to Downtown, and Spirits of Downtown. We hosted 12 new episodes of Talk to Downtown. Our guests this year were:
• Jordan Peterson from the City of Stockton EDD
• Representatives from the African American Chamber of Commerce, Greater Stockton Chamber of Commerce, and Hispanic Chamber of Commerce • SJC Employment & Economic Development Department’s Katie Poole • Amy Alpers from Visit Stockton
• Parents by Choice’s Tony Yadon
• El Concilio’s Ines Ruiz-Houston and Mark Apostolon
• Jordan Feneck from the Stockton Ports
• Carrie Grover from the Children’s Museum of Stockton
• Paula Sheil from Tuleburg Press/The Write Place
• Gracie Madrid from the Mexican Heritage Center & Gallery • Brando Villapudua, Stockton City Council District #5 representative • Michael Huber of the Downtown Stockton Alliance
We added the following 5 businesses to our Doorways to
Downtown playlist, in our ongoing effort to highlight local gems:
• Orlando’s Deli
• SJC Law Library
• Mexican Heritage Center & Gallery
• Law Office of Jacob Loyal Benguerel
• Cast Iron Trading Co.

This year’s Spirits of Downtown episode featured a paranormal investigation of Americana Stockton!
Our 6th year of #propertymondays featured 34 unique Downtown Stockton properties in 45 #propertymondays posts on Facebook and X, creating a reach of 39,505 accounts on FB and 5,016 on X, and drawing 2,233 views of the DSA’s real estate directory pages.

In terms of stakeholder outreach, we sent out our 12 monthly business owner enewsletters, and 12 monthly property owner enewsletters to keep you informed of DSA updates, news, resources, investment opportunities, and more. We also put out 2023 stakeholder surveys, which are still active/accepting responses. If you haven’t already taken the survey, please take them via the QR codes below! In relation to our Downtown Stockton Enterprise Loan Fund (DSELF), this year we signed a new contract with Valley First Credit Union, giving them the ability to underwrite our DSELF loans. At the moment, we have over $180,000 of funding available to loan out specifically to Downtown Stockton business and property owners in amounts from $10,000 - $65,000! View the QR code below if you want to learn more.

We were happy to serve as advocates and ambassadors this year in multiple ways. We participated in Business Team San Joaquin; a COS North Shore Area-Wide Plan working group; the Downtown Stockton Transformation Project Open House, and the COS EDD’s meetings aimed at the development of the Stockton Entrepreneurship Ecosystem Map – a useful tool for any business looking to navigate local entrepreneurship resources. Our Executive Director and myself also attended the International Downtown Association’s 2023 Conference in Chicago this past October, at which we represented our Downtown and were exposed to the inspiring projects and ideas of other business improvement districts.

State of Downtown
We have seen movement in real estate this year. Over the course of the year, at least 29 properties were sold within the district, and at year’s end, there were 32 properties listed for sale and/or lease in our directory.

At the end of 2023, 404 businesses were listed in our Downtown Stockton directory. Here are a few Downtown businesses which opened in 2023:
- 209 Toys
- ABK House
of Fashion &
Beauty
- Barber City
- City Smoke
& Groceries
- Coconut
Boat Rentals
- Electric
Life CA
- I’ll Rise
Independent
Liberated
Living
- Lima Beauty
Lounge
- Make Every
Move Count
- Mango
Crazy
- Peke’s Ice
Cream
- Sheila B’z
Café
- Sonic
Drive-In
- Stay
Winning
Boutique
- Synergetic
Communica
tions
- Tantra Ink
House of
Permanent
Makeup
- Tax Express
& Cuevas
Insurance
Agency
- The Kitchen
@ Plaza
Perks
- The Shaw
Bar
- Valley
Strong
Credit Union
New Growth
Throughout 2023, we served as busy stewards of a plethora of programs for which we received funding, bringing many of them to exciting fruition. This has certainly been one of the most action-packed and prolific years I have ever had the privilege of experiencing as a member of the DSA team. In the coming year, we will continue that efficient stewardship; maintain ongoing campaigns promoting and supporting our business community; and launch free 1:1 business coaching for Downtown Stockton business owners. Here’s to another year in service of Downtown’s success!
Best,
Courtney Wood,
Window Repair
Reimbursement Program Business Owner Survey Property Owner Survey For More About DSELF 1:1 Business Coaching Scheduling
COS CDBG for PBSU
COS Commercial Façade Grant
COS Digital Marketing Grant
COS ESG-CV for PBSU
SJC ARPA for multiple programs
SJC CDBG for PBSU
SJC ESG-CV for PBSU
SJC Tourism Promotion Grant
$37,000+
$2,000,000+
$100,000
$52,000+
$1,000,000+
$10,500
$220,000
$58,800
Completed
Work In Progress
Completed
Completed
Work In Progress
Completed
Completed
Completed

THIS YEAR IN GRANTS
12 Business Owner Newsletters 42.7% Open Rate 12 Property Owner Newsletters 52.25% Open Rate EXHIBIT 1
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16 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE
DSA
BUDGET
EXHIBIT 1
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 17
INCOME
Assessments
Atlas Contract
Banner Income
Contracts - WMN & Sanitation
Outside Services - Miracle Mile
Outside Services - LAZ
Grants
Misc. Income
Budd Alley Compactor Service
CDBG Restroom Funding - City
CDBG Restroom Funding - County
City Focus Block Funding
Lodi Ambassadors Income
Façade Program / City / ARPA
Digital Grant / ARPA
Digital Grant Administration Fee
SJC ARPA Funding
Interest Income

TOTAL INCOME
$1,242,583.80
$25,350.00
$6,030.00
$69,383.93
$75,840.28
$115,300.00
$57,158.15
$20,145.24
$13,922.27
$28,203.12
$48,302.89
$5,000.00
$140,871.00
$1,531,875.00
$40,000.00
$10,000.00
$847,129.87
$536.90
$4,277,632.45

EXPENSES
Payroll & Benefits
Education & Networking
Advertising/Marketing
Event Expenses
Banners
Economic Development
WEB Projects
Office Expenses & Supplies
Maintenance & Cleaning
Community Ambassador Program
Lodi Ambassadors
Insurance
Taxes
Utilities/Rent
Professional & Fin. Services
Miscellaneous Expense
Reserves Expense

TOTAL EXPENSES

NET INCOME
$1,125,006.06
$87,754.11
$59,898.48
$741.33
$39,329.18
$1,669,103.86
$36,532.32
$30,509.60
$77,138.44
$24,144.88
$768.44
$53,183.44
$291.15
$86,152.13
$29,150.14
$922.81
$10,000.00
$3,330,626.37
*$947,006.08
2023
2024
*Includes ARPA facade money to be spent in 2024
INCOME
Assessments
Atlas Contract
Banner Income
City ARPA Admin
Contracts - WMN & Sanitation
Outside Service
Outside Services - Miracle Mile
Outside Services - LAZ
Budd Alley Compactor Service

SJC ARPA
SJC ARPA Admin

TOTAL INCOME
$1,235,053
$24,000
$13,000
$204,000
$67,651
$500
$67,176
$206,720
$12,000
$735,692
$25,000
$2,590,792

EXPENSES
Payroll & Benefits
Education & Networking
Advertising/Marketing
Event Expenses
Banners
Economic Development
WEB Projects
Office Expenses & Supplies
Maintenance & Cleaning
Community Ambassador Program
Insurance
Taxes
Utilities/Rent
Professional & Fin. Services
Miscellaneous Expense
Reserves Expense
APRA Facade Expenses

TOTAL EXPENSES

NET INCOME
$1,160,700
$10,500
$22,500
$5,700
$10,850
$34,000
$14,000
$32,000
$123,000
$31,000
$50,200
$1,025
$83,000
$36,500
$1,000
$10,000
$797,804
$2,423,779
$167,013
EXHIBIT 1
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18 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE
EXHIBIT 1
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 19
Mid-Autumn Moon Festival
Main Street Market
National Night Out
Santa Photos at the Children’s Museum
Business Team San Joaquin Meetings
California Downtown Association Conference
CalTrans Downtown Stockton Tranformation Project Meeting City of Stockton Entrepreneur Ecosystem Meeting
Downtown Business Watch
International Downtown Association Conference
RTD National Parking Day
Parents By Choice Christmas Toy Drive
Stockton Hell’s Angels Toy Drive
Safe Trunk or Treat at the Courthouse Plaza
Stockton PD and SUSD Trunk or Treat
Northshore Area-Wide Plan Working Group Meetings
TLC School for Homeless Children Foundation Toy Drive
General
ASM Global
Bank of Stockton
Caltrans
City of Stockton (COS)
Codestack
COS Economic
Development (EDD)
COS Parking
LAZ Parking
Little Manila
Mexican Heritage Center
Miracle Mile Improvement
District
Parents by Choice
Port of Stockton
SJ Regional Rail Commission
SJC Admin
SJ Delta College
SJCOG
SJC Economic Development
Stockton Kings
Stockton Police Department
Stockton Ports
Visit Stockton
Business Facade
Improvement Grant
Program
Alliance Buildings
BGS Builders
Freeman
City of Stockton (COS)
Creative Property Renewal
Dream Quality Builders
JMA
Downtown Stockton
Commercial and FOX40
Feature
ASM Global
Cast Iron Trading Co.

Children’s Museum of
Stockton
FED Restaurant
FOX40
K-MAX
Mikey’s
Nena’s Mexican Cuisine
SJ Regional Transit District
(RTD)
Stockton Kings
Stockton Ports
University Plaza Waterfront
Hotel
Visit Stockton
Main Street Market
Parents by Choice
LAZ Parking
OUR 2023 PARTNERS

EVENTS AND MEETINGS PARTICIPATED IN

SPECIAL EVENTS & PROJECTS

EVENTS HOSTED OR ORGANIZED
Doorways to Downtown
Downtown Stockton Commercial
PBSU Homeless Shower Program
Spirits of Downtown
Talk to Downtown

PROJECTS
PBSU
City of Stockton
Loads of Hope Laundry
Orlando’s Deli
Ready to Work
San Joaquin County
SJC Public Health Services
St. John’s Episcopal Church
Santa Photos
Children’s Museum of
Stockton
Talk To Downtown
COS Economic
Development Department
Greater Stockton Chamber
of Commerce
Treasurer of African
American Chamber of
Commerce
San Joaquin County
Hispanic Chamber of
Commerce
San Joaquin County
Employment & Economic
Development Department
Visit Stockton
Parents by Choice
El Concilio
Stockton Ports
Children’s Museum of
Stockton
Tuleburg Press
Mexican Heritage Center
& Gallery
District #5 Stockton City
Councilmember
Music To Our Ears
Hotel Stockton
The HUB
National Night Out 2023
Parents by Choice
San Joaquin Office of
Education
San Joaquin Probation
Office

AMERICAN RESCUE PLAN ACT PROGRAMS (ARPA)
Downtown Stockton Business Facade Improvement Grant Program Downtown Stockton Entrepreneur Support Program
Downtown Stockton Private Owner 2022/2023 Assessment Reimbursement Downtown Stockton Window Wrap Program
Downtown Stockton Window Repair Reimbursement Program
EXHIBIT 1
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20 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE
EXHIBIT 1
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 21
- Continue making
downtown clean and safe!
- Continue co-hosting
events like Mid-Autumn
Festival, National Night
Out, Santa Photos, and
Main Street Market!
- Continue marketing
businesses and events in
the downtown district.
- Continue marketing
media content (Doorways
to Downtown, Talk to
Downtown, and Spirits of
Downtown).
- Launch 1:1 business
coaching
- Continue administration of
County ARPA programs
- Complete administration
of Business Facade
Improvement Grant
Program
2024 GOALS
EXHIBIT 1
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22 2023 ANNUAL REPORT // DOWNTOWN STOCKTON ALLIANCE
EXHIBIT 1
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DOWNTOWN STOCKTON ALLIANCE // 2023 ANNUAL REPORT 23
EXHIBIT 1
637
110 N. San Joaquin Street, 5th Floor
P.O. Box 2375
Stockton, CA 95201
www.downtownstockton.org

POSTAGE
EXHIBIT 1
638

CITY OF STOCKTON PARKING
Parcel Zone Assessment Parcel Zone Assessment Parcel Zone Assessment 137-190-29 1 $ 11,412.18 139-110-06 1 $ 1,289.94 137-190-32 1 $ 4,078.78 137-250-29 1 $ 1,027.20 139-110-07 1 $ 1,686.26 137-202-13 1 $ 477.34 137-260-05 3 $ 434.48 145-190-03 3 $ 2,377.74 137-202-14 1 $ 596.68 137-260-07 3 $ 249.36 145-270-06 3 $ 4,502.04 137-202-15 1 $ 367.20 137-260-26 3 $ 459.64 145-270-09 3 $ 3,737.36 137-202-16 1 $ 330.46 137-260-31 3 $ 469.86 145-270-10 3 $ 355.70 137-202-18 1 $ 771.10 137-260-32 3 $ 1,458.02 149-020-01 1 $ 28,188.04 137-204-18 1 $ 2,279.28 137-260-33 3 $ 432.64 149-020-03 1 $ 482.12 137-204-20 1 $ 660.94 137-280-08 3 $ 1,001.78 149-030-03 1 $ 562.06 137-216-09 1 $ 354.86 137-370-02 3 $ 1,062.10 149-040-01 1 $ 14,749.46 137-216-10 1 $ 367.20 137-370-03 3 $ 3,451.98 149-040-10 1 $ 1,184.92 137-216-11 1 $ 367.20 137-370-09 3 $ 150.30 149-140-27 1 $ 4,556.96 137-216-12 1 $ 367.20 137-370-10 3 $ 75.70 149-180-17 2 $ 737.14 137-216-13 1 $ 367.20 137-380-14 3 $ 399.64 149-180-21 2 $ 2,186.08 137-216-14 1 $ 330.46 137-380-15 3 $ 238.04 149-230-01 2 $ 4,584.12 137-410-01 1 $ 8,637.38 137-380-16 3 $ 238.04 Total City of Stockton $ 263,261.64 137-410-02 1 $ 16,450.66 137-380-17 3 $ 238.04 137-410-10 1 $ 9,157.26
137-380-18 3 $ 238.04 139-080-07 1 $ 1,652.40
137-390-01 3 $ 56.14 139-120-01 1 $ 818.12
137-390-02 3 $ 75.06 139-120-18 1 $ 7,845.34
137-390-03 3 $ 69.54 139-120-19 1 $ 7,526.32
137-390-04 3 $ 73.14 139-120-22 1 $ 7,677.62
137-390-05 3 $ 374.16 149-130-01 1 $ 15,388.04
137-390-06 3 $ 128.94 149-130-02 1 $ 458.98
137-390-07 3 $ 128.94 SUCCCESSOR AGENCY 149-130-03 1 $ 647.18 137-390-08 3 $ 128.94 Parcel Zone Assessment 149-130-04 1 $ 458.98 137-390-09 3 $ 128.94 137-260-16 3 $ 386.20 149-130-05 1 $ 458.98 137-390-10 3 $ 128.94 137-260-17 3 $ 386.20 149-130-06 1 $ 504.88 137-390-11 3 $ 128.94 Total Successor Agency $ 772.40 149-130-07 1 $ 1,836.00 137-390-12 3 $ 257.92 149-140-13 1 $ 569.16
137-390-13 3 $ 374.12 149-140-17 1 $ 385.54
137-410-05 1 $ 1,735.46 149-140-25 1 $ 2,198.60
137-410-09 1 $ 7,997.64 149-170-22 1 $ 1,839.38
137-410-11 1 $ 2,874.62 149-170-25 1 $ 1,955.32
137-410-14 1 $ 36,337.84 149-180-05 1 $ 2,759.12
137-410-16 1 $ 7,759.22 Total Parking Authority $ 100,941.16 137-410-17 1 $ 40,811.02
139-060-30 1 $ 8,277.52
139-070-10 1 $ 7,523.94
139-080-01 1 $ 1,745.82
139-080-02 1 $ 826.18
139-080-04 1 $ 2,625.64 City of Stockton $ 263,261.64
139-090-01 1 $ 18,543.70 Successor Agency $ 772.40
139-090-02 1 $ 6,664.70 Parking Authority $ 100,941.16
139-090-03 1 $ 1,292.52 COMBINED TOTAL $ 364,975.20
139-090-05 1 $ 39.90
139-090-08 1 $ 18,674.50
139-090-09 1 $ 2,065.50
139-110-01 1 $ 1,195.22
EXHIBIT 2
639
Downtown Stockton Alliance
2024 Budget
2024 2023 Variance
Operating Income/Expense
Income
4000 · Assessments - Private Owners $ 631,912 $ 613,507 3% 4010 · Assessments - Public Agencies 603,141 585,574 3% Total 4000 · Assessments 1,235,053 1,199,081 3%
4019 · Altas Contract 24,000 24,000 0%
4023 · Banner Income 13,000 7,100 83%
4025 · Full Moon Riders - 500 -100%
4040 · Contracts - WMN & Sanitation 67,651 65,681 3%
4042 · Outside Services - Contracts 500 600 -17%
4042.01 · Outside Services - Miracle Mile 67,176 65,220 3% 4042.02 · Outside Services - LAZ 206,720 111,120 86%
4090 · Budd Alley Compactor Service 12,000 12,000 0%
4100 · ESG / CV Restroom Funding - City - 35,341 -100%
4101 · City Administration Fee - 5,500 -100%
4125 · CDBG Restroom Funding - County - 34,463 -100%
4126 · County Administration Fee - 6,000 -100%
4202 · City CDBG - 37,071 -100%
4203 · Lodi Ambassadors - 257,500 -100%
4204 · Façade Program / City / ARPA - 2,042,500 -100%
4205 · Façade Administration Fee 204,000 204,250 0%
4206 · City Digital Grant / ARPA - 66,000 -100%
4207 · Digital Grant Administration Fee - 10,000 -100%
4208 · SJC ARPA Funding 735,692 1,052,874 -30%
4209 · SJC ARPA Admin. Fee 25,000 89,072 -72%
Total Income $ 2,590,792 $ 5,325,873 -51%
For Internal Use Only
EXHIBIT 3 640
Downtown Stockton Alliance
2024 Budget
2024 2023 Variance
Expense
6000 · Payroll & Benefits
6001 · Wages 1,000,000 1,146,650 -13%
6003 · Workers Compensation Insurance 23,000 35,000 -34% 6004 · Payroll Taxes 75,000 100,000 -25%
6005 · Parking Reimbursements & Lot Rental 5,100 4,500 13% 6006 · Health Care Benefit
6007 · Kaiser Premiums 18,000 18,000 0%
6010 · Aflac 800 750 7%
6010.01 · Colonial Life 1,300 1,300 0%
6013 · Medicare Reimbursements 2,100 4,200 -50%
6017 · Wolfpack Insurance 400 400 0%
Total 6006 · Health Care Benefit 22,600 24,650 -8%
6011 · Payroll & HR Service 35,000 35,000 0%
Total 6000 · Payroll & Benefits 1,160,700 1,345,800 -14% 6100 · Education & Networking
6101 · Conferences 2,000 2,000 0%
6102.01 · Business Meals/Meetings 1,000 1,000 0%
6102.03 · Employee Recognition 1,000 1,000 0%
6103 · Travel 1,000 5,000 -80%
6104 · Education/Training 500 2,500 -80%
6105 · Memberships/Dues - 600 -100%
6106 · Subscriptions 5,000 5,000 0%
Total 6100 · Education & Networking 10,500 17,100 -39%
6200 · Advertising/Marketing
6201 · Website 9,000 9,000 0%
6203 · Printing/Paper - 2,000 -100%
6206 · Advertising 13,000 7,400 76%
6207 · Gifts/Donations 500 200 150%
Total 6200 · Advertising/Marketing 22,500 18,600 21%
6300 · Event Expenses
6320.14 · Harvest Moon Festival 500 500 0%
6320.17 · Sponsorships/Partnerships 2,700 1,000 170%
6320.22 · National Night Out 2,500 2,500 0%
6320.23 · Utility Box Art - 1,000 -100%
Total 6300 · Event Expenses 5,700 5,000 14%
For Internal Use Only
EXHIBIT 3 641
Downtown Stockton Alliance
2024 Budget
2024 2023 Variance
Expense (cont.)
6330 · Banners
6330.01 · Annual Franchise Fee 2,850 1,900 50%
6330.04 · Installation/Removal 4,000 4,000 0%
6330.05 · Banners Printing 4,000 4,000 0%
Total 6330 · Banners 10,850 9,900 10%
6340 · Economic Development
6340.03 · Business Recruitment & Tours 4,000 4,000 0%
6340.16 · Focus Block Improvement Project 30,000 1,102,874 -97% 6345 · Façade Improvement - 1,838,250 -100%
Total 6340 · Economic Development 34,000 2,945,124 -99% 6350 · WEB Projects/Security
6350.05 · Weekend Atlas (included in wage budget) - 24,000 -100% 6350.10 · Budd Alley 14,000 14,000 0%
6350.11 · Mobile Restroom - 120,000 -100%
Total 6350 · WEB Projects/Security 14,000 158,000 -91%
6360 · SJC ARPA
6360.01 · SJC ARPA Expenses 797,804 - 100%
Total 6360 · SJC ARPA 797,804 - 100%
6400 · Office Expense & Supplies
6400.01 · Paper 1,000 1,000 0%
6400.02 · Copier Lease & Toner 12,000 15,000 -20%
6400.03 · Postage & Mailing 2,000 500 300%
6400.04 · General Office Supplies 10,000 8,000 25%
6400.05 · Office Equipment 5,000 5,000 0%
6400.06 · Annual Office Cleaning 2,000 600 233%
Total 6400 · Office Expense & Supplies 32,000 30,100 6% 6420 · Maintenance & Cleaning
6420.01 · Maintenance Supplies 22,000 15,000 47%
6420.02 · Equipment Repair/Maintenance 15,000 12,000 25% 6420.03 · Equipment Replacement (capital) 15,000 15,000 0% 6420.04 · Equipment Lease/Rental 8,000 6,000 33%
6420.05 · Radio System 1,000 15,000 -93%
6420.06 · Uniforms 10,000 7,000 43%
6420.07 · Gasoline 16,000 16,000 0%
6420.08 · Graffiti Removal/Repaint - 500 -100%
6420.10 · Maintenance Space Rental 26,000 24,540 6%
6420.16 · Outside Services - 5,000 -100%
6420.20 · Auto Expense 10,000 10,000 0%
Total 6420 · Maintenance & Cleaning 123,000 126,040 -2% For Internal Use Only
EXHIBIT 3 642
Downtown Stockton Alliance
2024 Budget
2024 2023 Variance
Expense (cont.)
6450 · Ambassador Program
6450.01 · Equipment and Supplies 3,000 8,000 -63%
6450.02 · Gasoline 15,000 10,000 50%
6450.03 · Uniforms 2,000 5,000 -60%
6450.04 · Equipment Repairs 8,000 5,000 60%
6450.05 · Miscellaneous Expenses 3,000 500 500%
Total 6450 · Ambassador Program 31,000 28,500 9%
6475 · Lodi Ambassadors
6475.01 · Equipment/Supplies - 1,000 -100%
6475.03 · Uniforms - 500 -100%
6475.05 · Miscellaneous Expenses - 500 -100%
Total 6475 · Lodi Ambassadors - 2,000 -100%
6500 · Insurance
6501 · General Liability 22,000 20,000 10%
6502 · D & O Insurance 3,200 3,000 7%
6503 · Auto Insurance 25,000 20,000 25%
Total 6500 · Insurance 50,200 43,000 17%
6600 · Taxes
6601 · Personal Property Taxes 1,000 1,000 0%
6604 · Franchise Tax Expense 25 25 0%
Total 6600 · Taxes 1,025 1,025 0%
6700 · Utilities/Rent
6701 · DSL Line (Web site/e-mail) - 4,000 -100%
6702 · Telephones 4,000 4,000 0%
6703 · Cell Phones 4,000 4,000 0%
6704 · Utilities
6704.01 · PG&E 15,000 9,000 67%
6704.05 · Alarm System - 800 -100%
6704.06 · Common Area Charges - 5,000 -100%
Total 6704 · Utilities 15,000 14,800 1%
6705 · Office Lease 60,000 60,000 0%
Total 6700 · Utilities/Rent 83,000 86,800 -4%
For Internal Use Only
EXHIBIT 3 643
Downtown Stockton Alliance
2024 Budget
2024 2023 Variance
Expense (cont.)
6800 · Professional & Fin. Services
6802 · Other Services - 1,800 -100%
6805 · Accounting Fees
6805.01 · Accounting Fees 16,000 16,000 0%
6805.02 · Willdan Assessment Service 4,500 4,500 0%
Total 6805 · Accounting Fees 20,500 20,500 0%
6806 · I.T. 14,000 14,000 0%
6812 · Authorize.net & Vantiv 2,000 2,000 0%
Total 6800 · Professional & Fin. Services 36,500 38,300 -5% 6900 · Miscellaneous Expense 1,000 1,000 0%
Total Expense 2,413,779 4,856,289 -50%
Net Operating Income/Expense 177,013 469,584 -62%
Other Income/Expense
Other Expense
9000 ·Reserves 10,000 10,000 0%
Total Other Expense 10,000 10,000 0%
Net Other Income/Expense 10,000 10,000 0%
Net Income/Expense 167,013 459,584 -64%
For Internal Use Only
EXHIBIT 3 644
Downtown Stockton Alliance
2023 Annual Report
City Council Meeting
Agenda Item 15.2
April 2, 2024
645
2023 Statistics
Population (within 1 mile) 23,087
Households (within 1 mile) 7,792
Families (within 1 mile) 4,026
Employment Rate (within 1 mile) 93.92%
Average Income (within the City of $53,000
Stockton)

DEMOGRAPHICS
Visitors Assisted 4,335
Business Contacts 1,956
Publications Distributed 4,213
Events Added To 329
Calendar

HOSPITALITY
Patrol Hours 7,050
Community Escorts 150
Alarm Responses 30
Other Visitors Assisted 250

COMMUNITY AMBASSADORS
646
2023 Statistics
(Continued)
Graffiti Removed 101
Trash (Bags) Removed 12,471
Total Service Calls 97
Human Waste Removed 1,639
Pressure Washing Hours 1,600
Shopping Carts Collected 25

MAINTENANCE
Unique Persons Served 175
Total Shower Uses 2,979

PBSU PROGRAM
647
2023 Statistics
(Continued)
Facebook Followers Instagram Followers YouTube Lifetime Views X Followers 12,355 4,991 12,905 202,376

WEBSITE
61,610 Unique Visitors 2,814 Page Views
12 Business Owner Newsletters

42.7% Open Rate
12 Property Owner Newsletters

52.25% Open Rate
648

THIS YEAR

IN GRANTS
Completed
Work In Progress
Completed
Completed
Work In Progress
Completed
Completed
Completed
$37,000+
$2,000,000+
$100,000
$52,000+
$1,000,000+
$10,500
$220,000
$58,800

1. COS CDBG for PBSU

2. COS Commercial Façade Grant

3. COS Digital Marketing Grant

4. COS ESG-CV for PBSU

5. SJC ARPA for multiple programs

6. SJC CDBG for PBSU

7. SJC ESG-CV for PBSU

8. SJC Tourism Promotion Grant
649
SJC ARPA Downtown
Stockton Entrepreneur
Support
• Stockton Record
• Synergetic Communications
• Tantra Ink House of Permanent
Makeup
• The F.I.T. Me
• The Kitchen @ Plaza Perks
• The S.H.A.W Bar
• Tierra Luna Cellars
• Tuleburg Press/The Write Place
• University Plaza Waterfront
Hotel • Verve IT
• Via Ventures
• Western Alinement
• One Eleven Web Design
• Parents By Choice
• Peachy’s
• Rainbow Velvet Café
• Reinvent Stockton
• Relax Meditation
• Rising Sun
• Rollin Sushi • SJC Department of Child Support
Services
• SCORE
• ShareSTAFF
• SJC Bar Association
• Stay Winning
• Stockton Community Kitchen
• Stockton Ports
• La Vaca En Brazas
• Larry’s Auto Repair
• Lima Beauty Lounge
• Maid 2 Perfection
• Make Every Move Count • Mango Crazy
• Manuel Luna Farmers Ins. & Fin.

Services
• Marthella
• Mayra Cuevas
• Mexican Heritage Center &
Gallery
• Misaki Sushi & Bar
• Nena’s Mexican Restaurant
• Echo Chamber • Edible Arrangements • El Concilio
• Eloquent Design & Apparel &
Things • Factory Certified • FANHS • Fat City BBQ • Friends of the Fox • Inspire Beauty Academy • Jene Wah • Kimberly Warmsley‘s Therapeutic & Trauma Services • KreHaitian Kitchen • KTJ Design • Plus Janitorial • Acceptance Insurance
• ASM Global • Barber City
• Blazin’ Cajun
• Burns Group
• Butter Hair Studio
• Child Abuse Prevention Council • Cast Iron Trading Co. • Central Valley Testing • Children’s Museum of Stockton
• Code Stack Academy
• Diffusion Consulting
• Dirt Nurses
• Dr. Benkle Optometry
• Eat @ Clark’s
This year, thanks to $1M+ of San Joaquin County
(SJC) ARPA funding, we launched and completed
our Downtown Stockton Entrepreneur Support Program,
through which we reimbursed the following 68 businesses for up to $1,000 of 2023 chamber membership or business development workshop fees:
650
SJC ARPA Downtown
Stockton Window Repair
Reimbursement
Program
• Subway
• 308 N. California
• 209 Party Zone
• Riteway Cleaners
• RTD
• St. John’s Church
• Stay Winning
• Mexican Heritage
Center & Gallery
• Natural Do
• Nomellini & Grilli
• Eat @ Clark’s
• Hi-Grade Cleaners
• Huddle Co-Work +
Create
• A.I. Holdings LLC
• American
Furnishings
• Bella Vista
• Cancun
• Courthouse Plaza
Through the SJC ARPA
Downtown Stockton Window
Repair Reimbursement Program, we
reimbursed the following 18 businesses
for the repair of at least 43 windows in 2023:
651
COS ARPA Downtown
Stockton Business
Façade Improvement
Grant Program
• United Auto Repair
• Velvacon Paint • Waterfront
Warehouse
• Yasoo Yani • Zeiter Eye Medical
Group
• Orlando’s Deli • Oxford Hotel • Parents By Choice
• San Joaquin Family
Law
• Trail Coffee
• Kress Building
• Mary Magdalene
• Mexican Heritage
Center & Gallery
• Newberry Building
• El Concilio
• Fusion Boba Café
• Gameroom Envy
• Jene Wah
• Kabob & Gyro
House
• Keith’s Trophy
Supply
• Alex Floral • BAC Community
Bank
• Belding Building
• Cancun Restaurant • Children’s Museum
of Stockton
In partnership with the City of Stockton,
we launched and managed the Business Façade
Improvement Grant Program through which Downtown business and property owners received up to $25,000 in façade improvements.

As of December, we have completed façade improvements for 25 properties, see below:
652
Façade Improvement
Photos
653
Façade Improvement
Photos (Continued)
654

SJC ARPA
Downtown Stockton
Window Wrap
Program
• Bagel Café
• Mexican Heritage
Center & Gallery
• Visit Stockton
• RTD
• Stay Winning
• Eckerd Connects
• Martinez Tailor Shop
• A.I. Holdings LLC
• Barber City
Barbershop
• Uniqo Salon
• Exotic Tobacco
• Trail Coffee Roasters
• Daniis Meal Prep LLC
• Courthouse Plaza
• Alex Floral • The F.I.T. Me
• Eat @ Clark’s
• Courthouse Market • Success Ink
In 2023, through the SJC ARPA Downtown Window Wrap program.

We beautified and advertised the following 18 downtown businesses:
655
Window Wrap
Photos
656
S p e c i a l E v e n t s
And P r o j e c t s
EVENTS HOSTED OR ORGANIZED • Mid-Autumn Moon Festival • Main Street Market • National Night Out • Santa Photos at the Children’s Museum

EVENTS AND MEETINGS PARTICIPATED IN
• Business Team San Joaquin Meetings
• California Downtown Association Conference
• CalTrans Downtown Stockton Transformation Project Meeting • City of Stockton Entrepreneur Ecosystem Meeting
• Downtown Business Watch
• International Downtown Association Conference
• RTD National Parking Day
• Parents By Choice Christmas Toy Drive
• Stockton Hell’s Angels Toy Drive
• Safe Trunk or Treat at the Courthouse Plaza
• Stockton PD and SUSD Trunk or Treat • Northshore Area-Wide Plan Working Group Meetings • TLC School for Homeless Children Foundation Toy Drive

PROJECTS
• Doorways to Downtown
• Downtown Stockton Commercial • PBSU Homeless Shower Program • Spirits of Downtown
• Talk to Downtown
657
Event
Photos
658
Thank You
659
City of Stockton
Legislation Text
File #: 24-0237, Version: 1

RECOMMENDATIONS OF THE CITY COUNCIL SALARY SETTING COMMISSION AMENDING TITLE 2, CHAPTER 2.08 OF THE STOCKTON MUNICIPAL CODE TO SET THE ANNUAL

SALARY AND BENEFITS FOR THE CITY OF STOCKTON MAYOR AND CITY COUNCILMEMBERS IN ACCORDANCE WITH ARTICLE IV, SECTION 410 OF THE CITY

CHARTER

RECOMMENDATION
It is recommended that the City Council adopt an ordinance to amend Title 2, Chapter 2.08 of the Stockton Municipal Code, as recommended by the City Council Salary Setting Commission, to:

1. Increase the annual base salary of the Mayor of the City of Stockton by 7.32% which will increase the annual salary to $97,107 ($8,092.24 / monthly) and maintain the existing benefits for the Mayoral term commencing January 1, 2025; and

2. Increase the annual salary of the City Council Members of the City of Stockton by 5% which will increase the annual salary to $30,832.62 ($2,569.40 / monthly) with no benefits for the period commencing January 1, 2025.

Summary
Per City Charter Article IV, Section 410, the Salary Setting Commission shall:
· Recommend to the City Council, the amount of monthly salary and the level of benefits which it deems appropriate for the Mayor’s term commencing on January 1st of the following year. · Recommend to the City Council, the amount of monthly salary and the benefits which it deems appropriate for the members of the City Council for the two-year period commencing January 1st of the next year.
· Submit such recommendation to the City Council for final action between March 1st and April 30th of a Mayoral election year.

DISCUSSION
Background
On February 7, 2024, the Salary Setting Commission convened for its first session of 2024. Human Resources (HR) staff delivered a presentation to inform the Commission of the City of Stockton Charter, Stockton Municipal Code and Regulations that pertain to the Salary Setting Commissioner’s duties. HR also provided compensation surveys for the salaries of Mayors and Councilmembers of comparable public agencies to assist in establishing a recommendation. Taryn Jones, Deputy City City of Stockton Page 1 of 3 Printed on 3/27/2024
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File #: 24-0237, Version: 1
Attorney, also provided assistance relating to procedural matters and helping the Commission understand their roles and responsibilities.

The Commission utilized the salary surveys to discuss various options, share ideas, and raise questions to staff. The Commissioners requested staff to provide a revised report at the next regularly scheduled meeting to include the following additional information:
· Median income for residents of each agency;
· Position in the market median for each agency;
· Notate which agencies possess a strong mayor;
· The cost of benefits for the City of Stockton compared to comparable agencies; and · The history of salary changes for each comparable agency.

At the February 29, 2024 Salary Setting Meeting, updated compensation documentation was provided to the Commissioners and a public hearing was held. The public attended and provided their input to the Commissioners. These comments were considered when making a final recommendation.

The Commission took into account the time devoted to the office of the part-time Councilmembers, the full-time nature of the Mayor’s position, and the level of salaries and benefits being paid in other public agencies with similar part-time or full-time duties, responsibilities, and obligations. The Commission requested the City of Fresno be removed from the compensation survey conducted for the Mayor as it is a "Strong Mayor" agency and differs from the City of Stockton. Additionally, the Commission requested that San Joaquin County be removed from the same survey as they found it was not comparable.

Final recommendations were made and presented as follows:

With respect to the salary and benefits for the Mayor; with a vote of 5-0, the Commission approved the following recommendation:
· The Mayor shall receive a 7.32% increase to base salary, which will increase the annual salary to $97,107 ($8,092.24 / monthly) effective January 1, 2025; and · Benefits shall remain unchanged.

With respect to the salary and benefits for the Councilmembers; with a vote of 4-1 (Commissioner Wortz dissenting), the Commission approved the following recommendation:
· The Councilmembers shall receive a 5% increase to base salary which will increase the annual salary to $30,832.62 ($2,569.40 / monthly) effective January 1, 2025; and · Councilmembers will continue to receive no benefits.

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File #: 24-0237, Version: 1
Present Situation
The Salary Setting Commission submitted their recommendation in writing, per City Charter Article IV, Section 410, and the Council shall by ordinance adopt the salaries as recommended by the Commission or in some lesser amount, but in no event may the Council increase the amount.

Attached for your review and consideration is a memorandum from the City Council Salary Setting Commission Chair, Motecuzoma Sanchez, outlining the Commission's recommendations (Attachment A). Additionally, you will find the proposed ordinance related to the Commission's recommendations (Attachment B).

FINANCIAL SUMMARY
Increasing the Mayor’s salary from $90,484 to $97,107 and maintaining existing benefits will increase the City’s budget by $6,623.40 annually. If approved and implemented effective January 1, 2025, the additional cost to increase the Mayor’s salary to this level for Fiscal Year 2024-25 will be incorporated into the Annual Budget and the City’s Long-Range Financial Plan.

Increasing each of the six Councilmember’s salary from $29,363.40 to $30,832.60, with no benefits other than Medicare and workers compensation insurance, will increase the City’s budget by $8,809.32 annually ($1,468.22 per Councilmember). If approved and implemented effective January 1, 2025, the additional cost to increase Councilmember salaries to this level for FY 2024-25 will be incorporated into the Annual Budget and the City’s Long-Range Financial Plan.

Attachment A - Salary Setting Commission Recommendation Memo Attachment B - Proposed Ordinance - Redline
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ATTACHMENT A 663
ATTACHMENT A 664
ATTACHMENT A 665
ORDINANCE NO.

AN ORDINANCE AMENDING TITLE 2, CHAPTER 2.08, SECTIONS 2.08.010, 2.08.030,

2.08.040, AND 2.08.060 OF THE STOCKTON MUNICIPAL CODE TO SET THE

SALARY AND BENEFITS FOR THE MAYOR AND CITY COUNCIL OF THE CITY OF STOCKTON FOR THE PERIOD BEGINNING JANUARY 1, 2025

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF STOCKTON AS FOLLOWS:

SECTION I. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.010 is hereby amended to read as follows:

2.08.010 Salary of Mayor.

The annual salary of the Mayor shall be $90,480 ($7,540 monthly) $97,107 ($8,092.24 / monthly) payable on the payment schedule for City employees.

SECTION II. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.030 is hereby amended to read as follows:

2.08.030 Effective date of salary and benefits of Mayor.

The salary and benefits of the Mayor shall be effective on January 1, 20212025.

SECTION III. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.040 is hereby amended to read as follows:

2.08.040 Salary of City Councilmembers.

The annual salary of each member of the City Council, except the Mayor, shall be $29,363.40, ($2,446.95 monthly) $30,832.62 ($2,569.40 / monthly) payable on the payment schedule for City employees.

SECTION IV. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.060 is hereby amended to read as follows:

2.08.060 Effective date of salary and benefits of City Councilmembers.

The salary and benefits of each member of the City Council, except the Mayor, shall be effective on January 1, 20232025.

ATTACHMENT B 666
SECTION V. SEVERABILITY
If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, that invalidity shall not affect other provisions or applications of the act which can be given without the invalid provision or application, and to this end the provisions of this act are severable.

SECTION VI. EFFECTIVE DATE
This ordinance shall take effect and be in full force thirty (30) days after its passage.

ADOPTED: ________________
EFFECTIVE: ________________
________________________
KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:
________________________
ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
ATTACHMENT B 667
ORDINANCE NO.

AN ORDINANCE AMENDING TITLE 2, CHAPTER 2.08, SECTIONS 2.08.010, 2.08.030,

2.08.040, AND 2.08.060 OF THE STOCKTON MUNICIPAL CODE TO SET THE

SALARY AND BENEFITS FOR THE MAYOR AND CITY COUNCIL OF THE CITY OF STOCKTON FOR THE PERIOD BEGINNING JANUARY 1, 2025

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF STOCKTON AS FOLLOWS:

SECTION I. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.010 is hereby amended to read as follows:

2.08.010 Salary of Mayor.

The annual salary of the Mayor shall be $97,107 ($8,092.24 / monthly) payable on the payment schedule for City employees.

SECTION II. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.030 is hereby amended to read as follows:

2.08.030 Effective date of salary and benefits of Mayor.

The salary and benefits of the Mayor shall be effective on January 1,2025.

SECTION III. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.040 is hereby amended to read as follows:

2.08.040 Salary of City Councilmembers.

The annual salary of each member of the City Council, except the Mayor, shall be $30,832.62 ($2,569.40 / monthly) payable on the payment schedule for City employees.

SECTION IV. AMENDMENT OF CODE
Title 2, Chapter 2.08, Section 2.08.060 is hereby amended to read as follows:

2.08.060 Effective date of salary and benefits of City Councilmembers.

The salary and benefits of each member of the City Council, except the Mayor, shall be effective on January 1,2025.
668
SECTION V. SEVERABILITY
If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, that invalidity shall not affect other provisions or applications of the act which can be given without the invalid provision or application, and to this end the provisions of this act are severable.

SECTION VI. EFFECTIVE DATE
This ordinance shall take effect and be in full force thirty (30) days after its passage.

ADOPTED: ________________
EFFECTIVE: ________________
________________________
KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:
________________________
ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
669

RECOMMENDATIONS OF THE CITY COUNCIL SALARY SETTING
COMMISSION AMENDING TITLE 2, CHAPTER 2.08 OF THE STOCKTON

MUNICIPAL CODE TO SET THE ANNUAL SALARY AND BENEFITS FOR

THE CITY OF STOCKTON MAYOR AND CITY COUNCILMEMBERS IN
ACCORDANCE WITH ARTICLE IV, SECTION 410 OF THE CITY CHARTER

CITY COUNCIL MEETING
APRIL 2, 2024
AGENDA ITEM 15.3
670
PER CITY OF STOCKTON CHARTER, ARTICLE IV, SECTION 410

COMPENSATION
Between March 1 and April 30 of every
even-numbered year, the Council Salary
Setting Commission shall recommend to the
Council the amount of monthly salary and
benefits which it deems appropriate for the
members of the Council for the two-year
period commencing January 1 of the next
year. The amount recommended for each
Councilmember shall be the same.

Between March 1 and April 30 of a Mayoral
election year, the Council Salary Setting
Commission shall recommend to the
Council the amount of monthly salary and
benefits which it deems appropriate for the
Mayor for the entire term commencing
January 1 of the next year at the beginning of
the term of the elected Mayor. The amount
recommended for the Mayor shall exceed
that of the other members of the Council.
671

SALARY SETTING

COMMISSION
The Salary Setting Commission shall conduct at least one public hearing on the matter, recommend the amount of monthly salary and benefits, which it deems appropriate, for the members of the Council including the Mayor. − HR conducted a salary study with comparable cities and presented reports and salary data to the commission. − Meetings were held on February 7 and February 29, 2024 − A Public Hearing was conducted on February 29, 2024 The following recommendation was approved by a majority vote on February 29, 2024:
 The annual salary of the Mayor shall be increased by 7.32% which will increase the annual salary to $97,107 ($8,092.24 monthly) and maintain the existing benefits for the Mayoral term commencing January 1, 2025.
 The annual salary of each member of the City Council shall be increased by 5% which will increase the annual salary to $30,832.62 ($2,569.40 monthly) with no benefits for the period commencing January 1, 2025.
672
CITY

COUNCIL
NEXT STEPS  The Council shall, by ordinance, adopt the salaries as recommended by the
Commission, or in some lesser amount,
but in no event may it increase the
amount.  Amend Title 2, Chapter 2.08, Sections

2.08.010, 2.08.030. 2.08.040, and 2.08.060
of the Stockton Municipal Code to set the
salary and benefits for the Mayor and City
Council members of the City of Stockton
commencing January 1, 2025.
673
City of Stockton
Legislation Text
File #: 24-0332, Version: 1

REMOVAL OF MOTECUZOMA SANCHEZ FROM THE CHARTER REVIEW ADVISORY

COMMISSION

RECOMMENDATION
Pursuant to direction received at the March 19, 2024, council meeting, the removal of Motecuzoma Sanchez from the Charter Review Advisory Commission is presented for Council consideration.

Summary
At the March 19, 2024, City Council Meeting, Councilmember Blower requested that an item removing Motecuzoma Sanchez from all Boards and Commission on which he is currently serving be agendized.

DISCUSSION
Background
Council Policy 3.04 provides the process for removing a member from Boards, Committees, and Commissions. Council is allowed to remove members following discussion and majority vote for any reason including, but not limited to, conduct unbecoming a public official, violating the City's conflict of interest ordinance or failing to comply with statutory requirements such as the filing requirements under the Political Reform Act.

Present Situation
Currently, Motecuzoma Sanchez is serving on the Salary Setting Commission and the Charter Review Advisory Commission. His term on the Strong Communities Advisory Committee ended on January 31, 2024.

Removal from the salary setting commission is governed by Charter section 1911. Salary setting commissioners may only be removed by the Civil Service Commission consistent with that charter section. As such, Council may only consider removing Mr. Sanchez from the Charter Review Commission.

The Office of the City Clerk notified Motecuzoma Sanchez that this item will be heard at the Council Meeting of April 2, 2024.

FINANCIAL SUMMARY
There is no financial impact to the General Fund in making this removal.

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City of Stockton
Legislation Text
File #: 24-0161, Version: 1

CERTIFICATION OF AN ADDENDUM TO THE CANNERY PARK ENVIRONMENTAL IMPACT REPORT (SCH #2003042022) AND APPROVAL OF A GENERAL PLAN LAND USE MAP

AMENDMENT, REZONING, AND A DEVELOPMENT AGREEMENT AMENDMENT FOR THE

PREVIOUSLY APPROVED CANNERY PARK MIXED USE DEVELOPMENT PROJECT LOCATED AT 3827 PFC JESSE MIZENER STREET (APNs 122-020-32, -33, -38 and -60) (P21-0435)

RECOMMENDATION
It is recommended that the City Council:

1. Adopt a Resolution certifying an Addendum to the Cannery Park Mixed Use Project EIR that determines no further environmental review is required for the proposed amendments to the previously approved Cannery Park Development Project and tentative subdivision map per the California Environmental Quality Act (CEQA) pursuant to Section 15164 (Addendum to an EIR) or Title 14 of the California Code of Regulations (State CEQA Guidelines); and

2. Adopt a Resolution for a General Plan Land use Map Amendment; and

3. Adopt an Ordinance for Rezoning of 88.61 acres of CG (Commercial, General) zoning and

11.26 acres of RH (Residential, High Density) zoning into 19.76 acres of CG, 12.34 acres of RH north of Bear Creek, and 67.78 acres of RL (Residential, Low Density) south of Bear Creek; and

4. Adopt an Ordinance for a Development Agreement amendment for the Cannery Park Project; and

5. Authorize the City Manager to take appropriate and necessary actions to carry out the purpose and intent of the approved actions.

Summary
In 2004, the City Council approved the Cannery Park Mixed Use Project which consisted of an Environmental Impact Report, General Plan Amendment, Eight Mile Road Specific Plan Amendment, Annexation, Prezoning, Development Agreement, and a Small and Large Lot Tentative Subdivision Map. These entitlements permitted Holman Investors, LLC, (“Applicant”) to construct a mixed-use development on a 448-acre site planned for industrial, commercial retail and office, parks, schools, 1,100 single family and 210 multi-family residential units. (Attachment A - Location Map and Aerial Photo). Since the original Project approval, progress has been made to construct the majority of single-family units; however, the industrial, commercial retail and office zoned areas of the Project remain undeveloped.

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Citing a change in the commercial retail and office economic markets and the State’s current housing crisis, the Applicant is requesting a General Plan Amendment, Rezone, Development Agreement Amendment and a Tentative Subdivision Map to convert a 99.87-acre portion of the existing Cannery Park Project’s commercially zoned areas (“Project Site”) into 331 additional single family units and to relocate approximately 12-acres of high-density residentially zoned area adjacent to the commercial area north of Bear Creek. The proposed Tentative Map also includes retention of 16 commercial lots, a new 3.34-acre detention basin, and a new ±4-acre neighborhood park. The Project as designed and conditioned complies with applicable development standards within the City’s General Plan, Stockton Municipal Code (SMC), and Design Guidelines.

On February 8, 2024, the Stockton Planning Commission held a duly noticed public hearing to consider the proposed project. Following staff’s presentation and deliberation, the Planning Commission voted 5-0 (Commissioners Thompson and Jones absent) approving the Tentative Subdivision Map and recommending City Council approval of the General Plan Amendment, Rezoning and Development Agreement. The Tentative Map approval is contingent on Council’s approval of the associated entitlements recommended by the Planning Commission.

DISCUSSION
Background
On September 14, 2004, City Council approved the Cannery Park Mixed Use Project for a 448-acre site south of Eight Mile Road and west of State Highway Route 99. The mixed land uses include industrial, commercial retail and office, parks, schools, 1,100 single family and 210 multi-family residential units. An EIR for the Cannery Park Development was certified by the Council to approve the overall project. Since the original approval, minor amendments to the original Project have been approved by the Council related to certain conditions of approval and stipulations in the Development Agreement. These included revised access to terminate a local street at the rail lines, the first amendment to the DA to clarify development phasing, and an Improvement/Development Plan to provide flexibility for the Applicant to develop the Project in logical phases with required construction of infrastructure improvements. The Phasing Plan established five Sub-Areas for development phasing identified as A, B, C, D, and E (See Attachment B - Phasing Plan Sub-Areas). While the entire project is included in this review, the General Plan and Zoning Map Amendments and the Tentative Map only involve the 99.87 acres identified as Sub-Area D (proposed commercial and highdensity site) and Sub-Area E (proposed single family and new neighborhood park site).

Present Situation
The project Sub-Areas D and E consist of four (4) parcels identified as Assessor’s Parcel Numbers (APN’s) 122-020-32, -33, -38, and -60 which are in the northeast corner of the City of Stockton, southeast of the intersection of Eight Mile Road and Holman Road. The site is bounded to the:
· North: Eight Mile Road and a variety of land uses within the San Joaquin County jurisdiction; a vacant parcel with a billboard sign on a parcel zoned C-FS (Freeway Service Commercial), residences and a church on parcels zoned AL-5 (Limited Agriculture). · East: 99 Frontage Road and State Route 99.

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· South: single-family residences zoned RL (Residential, Low) and residential parcels within the San Joaquin County jurisdiction, zoned AU-20 (Agriculture-Urban Reserve). · West: Holman Road, existing industrial businesses zoned IL (Industrial, Limited) and singlefamily residences zoned RL (Residential, Low).

Citing a change in the retail and office economic markets and the State’s current housing crisis, the Applicant is requesting a General Plan Amendment, Rezoning, Development Agreement Amendment (time extension of 10 years), and a Tentative Subdivision Map to convert a 99.87 acre portion of the existing Cannery Park mixed use Project’s commercially zoned areas (“Project Site”) into 331 additional single family homes and to relocate approximately 12-acres of high-density residentially zoned areas adjacent to the commercial areas fronting Eight Mile Road.

The project site is currently designated by the Envision Stockton 2040 General Plan as Commercial for 88.61 acres and High Density Residential for 11.26 acres. The proposed General Plan Amendment requests re-designation of the subject parcels’ land uses to Commercial for 19.76 acres, High Density Residential for 12.34 acres and Low Density Residential for 67.78 acres. To align with the proposed General Plan land use map amendments, the requested rezoning proposes to convert

88.61 acres of CG (Commercial, General) zoning and 11.26 acres of RH (Residential, High Density) zoning into 19.76 acres of CG, 12.34 acres of RH north of Bear Creek, and 67.78 acres of RL (Residential, Low Density) south of Bear Creek.

Since the Planning Commission is the approving authority for a Tentative Map application, the current request for the City Council is for approval of the General Plan Amendment, Rezoning, and Development Agreement Second Amendment.

STAFF ANALYSIS
The proposed Project request as designed and conditioned complies with applicable development standards within the City’s General Plan, Stockton Municipal Code (SMC), and Design Guidelines.

The City Council is asked to consider certifying the proposed EIR Addendum and approve the General Plan Land Use Map Amendment, Rezone, and DA Second Amendment. Development of the Tentative Map is contingent on Council approval of the associated entitlements.

Environmental Clearance
In 2004, an Environmental Impact Report (EIR) was certified by the City Council (SCH # 2003042022) for the original Cannery Park Development Project. As the proposed Project amends a portion of the project area contained in the original EIR, an addendum to the original EIR was prepared in accordance with the California Environmental Quality Act (CEQA) State Guidelines Section 15164 (Exhibit 1 of Proposed EIR Addendum Resolution). The addendum analyzes the conversion of the specified commercial areas to single family residential use and concludes that the Project does not result in substantial changes or create new significant environmental effects beyond what was anticipated in the original EIR. The subdivision map was reviewed by applicable City departments and regional agencies for compliance with state and local requirements. Due to the General Plan Amendment, the Project was also circulated to the State and regional tribal City of Stockton Page 3 of 7 Printed on 3/27/2024
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representatives in accordance with Senate Bill 18 (SB 18) with no additional mitigation measures proposed by the groups contacted. Since the addendum and outreach concluded that no new significant environmental effects or mitigation measures are needed beyond those identified in the existing EIR for the Project area, no further environmental analysis is required pursuant to Section 15164 (Addendum to an EIR or Negative Declarations) or Title 14 of the California Code of Regulations (State CEQA Guidelines). All existing mitigation measures will be implemented for future development of the Project site.

General Plan Amendment (Land Use Map)
The project site is currently designated by the Envision Stockton 2040 General Plan as Commercial for 88.61 acres and High Density Residential for 11.26 acres. The proposed General Plan Amendment requests to re-designate the land uses of the subject parcels to Commercial for 19.76 acres, Low Density Residential for 67.78 acres and High Density Residential for 12.34 acres (see Exhibit 1of the Proposed General Plan Amendment Resolution). The Applicant has indicated the proposed changes are needed to complete the project and will provide additional housing options for current and future Stockton residents. New housing and the development of vacant properties complies with the following General Plan policies:

LU-6.2: Prioritize development and redevelopment of vacant, underutilized, and blighted infill areas.

HE-2: Provide a range of housing types, densities, designs, and meet existing and projected housing needs for all economic segments of Stockton.

The proposed commercial parcels north of Bear Creek are consistent with the Commercial designation on the General Plan Land Use Map and will continue to provide future commercial retail and office options for the city and surrounding area. The proposed High-Density parcel maintains a similar size as the currently zoned parcel and will result in a similar unit yield for a future high density residential development. The new low density residential land use area will provide opportunity for more housing and fill in vacant project land area that have remained vacant for almost 20 years. Per City standards (SMC Section 16.72.060) a new ±4-acre neighborhood park is required and is included within the tentative map to serve the surrounding development area. Although two of the original parks planned for the Cannery Park Project are part of the City’s Capital Improvement Plan (CIP) project list, due to funding shortages they remain undeveloped. To avoid adding a third undeveloped park, the Applicant has agreed to construct the neighborhood park as part of the proposed DA amendment and Tentative Map conditions of approval.

As the proposed project would still provide options for commercial and residential uses and propose to construct a new park for the area, the proposed Project is consistent with General Plan policies.

Rezoning
The Zoning Map designation for the proposed Project site is CG (Commercial, General) and RH (Residential, High Density). To align with the proposed General Plan land use map amendments, a rezoning proposes to convert 88.61 acres of CG (Commercial, General) zoning and 11.26 acres of RH (Residential, High Density) zoning into 19.76 acres of CG, 12.34 acres of RH north of Bear City of Stockton Page 4 of 7 Printed on 3/27/2024
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Creek, and 67.78 acres of RL (Residential, Low Density) south of Bear Creek. Exhibit 1 of the proposed Rezone Ordinance illustrates the existing and proposed Zoning Map amendment. The Project area is surrounded by existing and ongoing residential development and is physically able to accommodate the requested amendment. The rezone is needed to comply with the General Plan amendment request and complies with City standards.

Development Agreement Amendment
As part of the original Cannery Park mixed use approval, the City Council approved a Development Agreement (DA 2-03) to vest Project approvals to allow developers time to construct the needed infrastructure and finalize the tentative subdivision maps. The current Cannery Park Development Agreement (DA 2-03) has a term of twenty years, expiring on October 14, 2024. The first amendment to the DA was approved in 2006 to clarify the phasing of construction and align the Conditions of Approval with defined phasing Sub-Areas (Attachment C - DA and 1st Amendment).

The proposed DA Amendment would be the second amendment to the original DA and would extend the agreement an additional 10 years, with an expiration date of October 14, 2034 (Exhibit 1 of the Proposed DA Amendment Ordinance). The Applicant has indicated the completion of the original Project by the term specified in the DA was delayed due to the economic crisis from 2008-2017 and changes to the commercial and office economic markets. As described above, since two of the original parks planned for the area have been delayed due to City funding shortages, the Applicant has agreed to construct the new additional neighborhood park as part of the project approvals. This is to avoid adding a third undeveloped park for the Cannery Park community. Typically, projects are required to dedicate land for parks, pay impact fees (i.e., Public Facilities Fees) for the city to construct the public park, and annex into a financing district to ensure funding for future maintenance of the parks. While the dedication and annexation for maintenance will still occur, the Applicant has agreed to construct the park as a public benefit to the City in consideration for the City approving the Project.

Since the proposed project will provide commercial and residential opportunities, construct needed public infrastructure (i.e. streets, utilities, etc.) and will result in the construction of a needed park in the Cannery Park Project area, the DA amendment complies with City standards and provides community benefit upon its completion.

Tentative Map
In addition to approving a recommendation to City Council for General Plan, Rezoning and DA amendments, the Planning Commission approved the new tentative map that is contingent on City Council’s approval of the associated entitlements recommended by the Commission (Attachment D - Approved PC Resolution). The proposed Tentative Map proposes to subdivide four parcels (122-020- 32, -33, -38 and -60) totaling 99.87 acres into 350 total parcels that include 16 commercial lots adjacent to Eight Mile Road, 331 single-family residential lots, an approximate 12.34-acre multi-family residential lot, a 4-acre neighborhood park, a 3.34-acre detention basin, and new local public streets for access to the proposed residential lots.

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Development Review Committee
Per SMC Section 16.212.050, the Development Review Committee (DRC) is required to review the proposed DA amendment and Tentative Map and forward a recommendation to the Community Development Director (hereafter “Director”). On January 10, 2024, the DRC reviewed the project merits and continued the items to a date uncertain to allow for staff to address questions on the Conditions of Approval and DA amendment. On January 29, 2024, the DRC reconvened over the project and recommended approval of the project to the Director.

Neighborhood Meeting
A neighborhood meeting was held by the applicant on January 17, 2024, at Micke Grove Park Auditorium at 11793 Micke Grove Road, Lodi, CA 95240 (Attachment E - Neighborhood Meeting Notice). The meeting was held from 5:30 pm-7:00 pm and was attended by the applicant, staff, and two members of the public. Questions raised by the members of the public included the timing of construction for the undeveloped parks in the Project area, questions on the subdivision, with one attendee expressing a desire to keep the proposed project area undeveloped for natural wildlife.

Planning Commission
On February 8, 2024, the Stockton Planning Commission held a public hearing and approved (by a vote of 5-0, Thompson and Jones absent) a recommendation to the City Council to:

1. Certify the addendum to the previously approved EIR;

2. Adopt an Ordinance for the Rezoning of APNs 122-020-32; -33; -38 and -60 to Commercial, General (CG)/Residential, High Density (RH)/Residential, Low Density (RL);

3. Approve an Amendment to the General Plan land use designations of the project parcels to Commercial/High Density Residential/Low Density Residential; and

4. Adopt an Ordinance to amend the Development Agreement.

Construction of the Project is contingent on City Council approval, and the subsequent Site Plan Review and Design Review of proposed construction plans by the Planning Section of the Community Development Department.

Public Comments
On March 23, 2024, a notice for the City Council public hearing for this request was published in The Record and a mailed notice was sent to all property owners within a 300-foot radius, interested parties, and local agencies, at least ten (10) days prior.

As of the writing of this staff report, no written comments have been submitted.

FINANCIAL SUMMARY
All application fees were paid to cover staff’s time processing the requested actions. Expenses associated with new or expanded public facilities and services as a result of new development will be City of Stockton Page 6 of 7 Printed on 3/27/2024
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addressed via the collection of one-time utility connection and Public Facilities Fees (PFF). Other plan check and permit fees will be generated based on construction valuation. The entire Cannery Park project is already annexed into the Community Facilities District (CFD) for funding additional public services and maintenance demands resulting from the project.

Lastly, the Development Agreement will require the developer to construct the new park, lessening the burden on the City’s Capital Improvement Program (CIP) which is already programmed for the future funding of construction for two approved parks within the project area.

Attachment A - Location Map and Aerial Photo
Attachment B - Phasing Plan Sub-Areas
Attachment C - Cannery DA and 1st Amendment
Attachment D - Approved Planning Commission Resolutions Attachment E - Neighborhood Meeting Notice
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00 0.05 Miles
´.1

ATTACHMENT A
Eight Mile Road
PFC Jesse Mizener Street Holman Road
Bear Creek
Legend
City of Stockton, CA makes no claims and no warranties, expressed or implied, concerning the validity or accuracy of the GIS data presented on this map.

Map created by: AL
Map created on: October 27, 2023
Aerial Photo: Esri, Maxar, Earthstar Geographics, and the GIS User Community

MAP FOR REFERENCE ONLY NOT A

LEGAL DOCUMENT

LOCATION MAP & AERIAL PHOTO
City Limits
Subject Parcels
Quashnick Road
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Holman Road 
683

CITY OF STOCKTON ---------------

OFFICE OF THE CITY ATTORNEY
City Hall• 425 N. El Dorado Street• Stockton, CA 95202-1997 • 209/937-8333 • Fax 209/937-8898 www.stocktongov.com
DATE: December 2, 2004
TO: KATHERINE GONG MEISSNER, City Clerk
FROM: GUY D. PETZOLD, Deputy City Attorney
REP�����-------.-
[n) � tn ow�,� Ul) DEC - 6 2004 �

CITY CLERK
"'--�Cl:.:,.TY;..:O�.F.;;:.S��,OC�,f��T::,;.:ON!:!.-_-1 RE: CANNERY PARK DEVELOPMENT AGREEMENT BY AND BETWEEN

THE CITY OF STOCKTON AND HOMAN INVESTORS, LLC
Attached is a fully executed Development Agreement dated October 14, 2004. Said Development Agreement was recorded as Document No. 2004-246441 on October 29, 2004. The Development Agreement was authorized by City of Stockton Ordinance No. 020-04, which was adopted September 14, 2004 and effective October 14, 2004.

Said Development Agreement may be retained for your files.

OFFICE OF THE CITY ATTORNEY
ByG���

DEPUTY CITY ATTORNEY
GDP:plc
Attachment
cc: Administrative Services
James E. Glaser, Community Development Director
Michael D. Hakeem, Esq.

Hakeem Ellis & Marengo
3414 Brookside road, Suite 100
Stockton, CA 95219-1751
Holman Investors, LLC
Attn: Matt Arnaiz
P. 0. Box 8596
Stockton, CA 95208
0 _t
\
�
-0
(\
0 ::ODMA\GRPWISE\COS.CA.CA_LIBRARY:30498.1 Stockton
,,e,11
rm�
2004
1999
ATTACHMENT C 684
Recording Requested By:

MICHAEL D. HAKEEM, ESQ.

When Recorded Return To:

Offke of the City Attorney ,:�£·:·
G:y of Stockton · •
£./'.C, ?--.:". E! Dorado Street, 2
nd Floor
Sto.c�, CA 9S202-1997
DOC a 2004-246441
10/29/2004 t2:48P Fee:NC

Recorded in Official Re�
ords
County of San Joaquin
GARY IJ. FREEMAN Assessor-Recorder-Count� Clerk
11111\iiiliil iii1\11\I lliiii\1111111 1111111
·� � ® � a w � lnl
!�J DEC-6 2004 �

CANNERY PARK

DEVELOPMENT AGREEMENT

BY AND BETWEEN THE CITY OF STOCKTON

AND HOLMAN INVESTORS, LLC

A CALIFORNIA LIMITED LIABILITY COMP ANY
Cannery Park Development Agreement (WSA)

ATTACHMENT C
685

DEVELOPMENT AGREEMENT

BY AND BETWEEN THE CITY OF STOCKTON

AND HOLMAN INVESTORS, LLC

A CALIFORNIA LIMITED LIABILITY COMP ANY
This Development Agreement (herein the "Agreement") is entered into this Pini day of (!)e:f. , 2004, by and between the City of Stockton, a Municipal Corporation (herein the "City"), and Holman Investors, LLC, a California Limited Liability Company, (herein the "Developer") (City and Developer are collectively referred to as the "Parties"), pursuant to the authority of Section 65864 et seq., of the Government Code of the State of California.

RECITALS
A. In order to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Government Code Sections 65864 et seq. (herein the "Development Agreement Statute"), which authorize any city, county, or city and county to enter into a development agreement with an applicant for a development project establishing certain development rights in the property which is the subject of the development project application.

B. In accordance with Government Code Sections 65864 et seq., the City has adopted Stockton Municipal Code Chapter 16, incorporated herein by this reference, establishing rules, regulations, procedures and requirements, including fees, for consideration of development agreements (herein the "Enabling Ordinance").

C. The Developer is the owner of approximately 450 +/- acres of land located at the southwest corner of State Route 99 and Eight Mile Road, in the County of San Joaquin (the "Subject Property"), as described in Exhibit "A" and depicted on Exhibit "B" attached hereto and incorporated herein by reference. The Developer intends to annex the Subject Property into the City of Stockton for commercial and residential land uses (the "Project") in accordance with this Agreement.

D. The purpose of this Agreement is to facilitate the implementation of the General Plan through the development of the Project, thereby realizing the public benefits to City and private benefits to Developer described in these Recitals. The development of the Project requires a major investment by the Developer in public facilities, substantial front-end investment in on-site and off-site improvements, dedications of land, participation in other programs for public benefit and purposes, and substantial commitments of the resources to achieve both private benefits of the Project for the Developer and the public purposes and benefits of the Project for the City. The Developer will be unable to make and realize the benefits from such commitments of land and resources without the assurances of a realized Project provided by this Agreement. City has determined that the granting of such assurances is ATTACHMENT C 686
necessary to enable the Developer to undertake the development of the Project and thereby achieve the public purposes and benefits of the Project.

E. The general benefits to be received by the City from the implementation of the Project include, without limitation:
( l) Implementation of the General Plan and furthering its goals to create additional commercial development for job creation and additional sales tax revenue and, in addition, to provide for a diversity of housing types and densities. (2) Creation of an urban environment as envisioned in the General Plan for City of Stockton residents.
(3) Providing the Developer with sufficient certainty and predictability in the development process to induce the Developer to incur substantial commitments to public infrastructure and amenities.
(4) Insuring that the Developer provides the herein referenced public improvements, facilities, fees and services.

F. The general benefits to be received by the Developer from the implementation of the Project include, without limitation, obtaining sufficient certainty and predictability in the development process to justify the required substantial up-front capital investment for a Project which will require multiple years to build out.

G. The City has determined that the Project implements the goals and policies of the General Plan applicable to the Project and imposes appropriate standards and requirements with respect to the development of the Property as to maintain the overall quality of life and of the environment within the City. As part of the process of approving the Project, the City has, in accordance with CEQA, undertaken the required analyses of the environmental effects which would be caused by the Project. An Environmental Impact Report will be certified in connection with the Project. The City has imposed, and the Developer has accepted, a series of mitigation measures in connection with the development of the Project to eliminate the anticipated adverse impacts on the City's traffic conditions and on the levels of public services and facilities within the City.

H. In exchange for providing these benefits to the City, the Developer desires to receive the assurance that it may proceed with the development of the Project.

I. The parties agree that this Agreement will promote and encourage the development of the Project by providing the Developer and any future owners and lenders with a greater degree of certainty of the Developer's ability to expeditiously and economically complete the development effort, and that the consideration to be received by the City pursuant to this Agreement and the rights secured to the Developer hereunder constitute sufficient consideration to support the covenants and agreements of the City and the Developer. 2 ATTACHMENT C 687
J. The City, by electing to enter into this contractual agreement, acknowledges that the obligations of the City shall survive _beyond the term or terms of the present City Council and that such action will serve to bind the City and future councils to the obligations thereby undertaken. By approving this Agreement, the City Council has elected to exercise certain governmental powers at the time of entering into this Agreement rather than deferring its actions to some undetermined future date. The terms and conditions of this Agreement have undergone extensive review by both the City and its Council and have been found to be fair, just and reasonable, and the City has concluded that the pursuit of the Project will serve the best interests of its citizens, and the public health, safety and welfare will be best served by entering into this obligation.

K. This Agreement is intended to be, and should be construed as, a Development Agreement within the meaning of the Development Agreement Statute and the Enabling Ordinance. The City and the Developer have taken all actions mandated by and have fulfilled all requirements set forth in the Development Agreement Statute and the Enabling Resolution.

AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and other considerations, the value and adequacy of which is hereby acknowledged, the City and the Developer hereby agree as follows:

Article 1. Project and Property Subject to and Term of this Agreement.

Section 1. 1 Incor:poration of Recitals
The parties agree the foregoing Recitals are true and correct.

Section 1. 2 Project and Property Subject to this Agreement.

All of the Project and the Subject Property shall be subject to this Development Agreement. Except as modified herein, the permitted uses, the density and intensity of use, the location of uses, the maximum height and size of proposed buildings, and other standards of project design applicable to the Project shall be as set forth in the Stockton Municipal Code, as amended from time to time.

Section 1. 3 Term.
shall
by circumstances
extend
a.
for
Term.
a
set
period
forth
The
of
in
term
twenty
this
of
Agreement
this
(20)
Agreement
years
or
thereafter
by
shall
mutual
unless
commence
consent
terminat�d,
of
upon
the Parties
the
modified
Effective
thereto,
or
Date
extended
subject
and �
to the amendment provisions of this Agreement (the "Term"). The Term has been established by the Parties as a reasonable estimate of the time required to carry out the Project, develop the Subject Property, and obtain the public benefits of the Project. City finds that a term of such 3 ATTACHMENT C 688
.
•
duration is reasonably necessary to assure City of the realization of the public benefits from the Project. In establishing and agreeing to such term, City has determined that this Agreement incorporates sufficient provisions to permit City to monitor adequately and respond to changing circumstances and conditions in granting permits and approvals and undertaking actions to carry out the Project.
b. Extension of Term Upon Legal Challenge. If any litigation affecting the Subject Property is filed challenging any of the approvals granted pursuant to this Agreement (including but not limited to any environmental determinations relating to any of the foregoing), or otherwise raising issues of validity and binding nature of this Agreement, the Term of this Agreement shall be extended for the period of time from the date of the filing of such litigation \
until the conclusion of such litigation by dismissal or final entry of judgment, and the Developer and City shall execute an amendment to this Agreement setting forth the period of any such extension and may record a notice to such effect. The extension of time shall not be applicable if the Developer is the plaintiff or petitioner in the litigation unless a court of competent jurisdiction orders an extension.
c. Term of Subdivision Maps. The term of any Parcel Map or Tentative Map approved for the Project or of any amendment to any such map shall automatically be extended (pursuant to Government Code Section 66452.6(a)) for the life of this Agreement.

Section I . 4 Definitions.

As used in this Agreement, the following terms, phrases and words shall have the meanings and be interpreted as set forth in this Section:
a. "Agreement" means this Development Agreement by and between the City and the Developer.
b. "Applicable Law" means the terms and conditions of this Agreement; the rules, regulations, and official policies of the City (including the plans, municipal codes, ordinances, resolutions, and other local laws, regulations, and policies of City) in force and effect at the time of application for the specific relevant project approvals or as provided in this Agreement. c. "Builder" means those successors in interest who acquire land from the Developer in reliance upon the rights and obligations under this Agreement and for the purpose of constructing certain "in-tract" site improvements.
d. "CEQA" means the California Environmental Quality Act (Public Resources Code Sections 21000 et seq.).
e. "City" means The City of Stockton, California, which is a Charter City. f. "City Council" means the City Council of the City of Stockton, California. 4 ATTACHMENT C 689
g. "Developer" means the Holman Investors, LLC, and the permitted successors and assigns.
h. "Effective Date" means the thirty-first (31 st) day following the date the ordinance approving this Agreement is adopted or upon annexation of the entire Subject Property into the City of Stockton as shown by the recordation of the Certificate of Completion by the LAFCO executive officer pursuant to Government Code section 57202, whichever occurs last. h. "Mortgage" means a mortgage, deed of trust, sale and leaseback arrangement or other transaction in which the Subject Property, or a portion thereof or interest therein, is pledged as security, contracted for in good faith and for fair value. i. "Mortgagee" means the holder of the beneficial interest under a Mortgage, or the owner of the Subject Property, or interest therein, under a Mortgage. j. "Project" means the development of the Subject Property, as well as the construction of other improvements and infrastructure located within or outside of the Subject Property in accordance with this Agreement.
k. "Project Approvals" means any existing or necessary land use, zoning, site plan or subdivision approvals and all other approvals and entitlements required for the development of the Project, including, but not limited to, General Plan amendments, zone changes, zone variances, conditional use permits, grading permits, building permits, lot line adjustments, encroachment permits, business licenses, site plan approvals, parcel maps, tentative subdivision maps and subdivision improvement agreements and any accompanying conditions of approval that will accomplish the goals, objectives, policies and plans referenced, described, implied and shown in this Agreement.
l. "Reserved Discretionary Approvals" means any discretionary land use entitlements which Developer may seek from City after the date of this Agreement, and for which City is authorized by law (including, but not limited to, the state Planning and Zoning Law {Government Code Section 65000-66037} and the Stockton Municipal Code) to exercise discretion. Reserved Discretionary Approvals may include, inter alia, General Plan Amendments, zone reclassifications, Specific Plan amendments and use permits. Reserved Discretionary Approvals does not include Final Maps for all or any portion of the Project. m. "Subject Property" means that certain real property consisting of approximately 450 +/- acres as legally described on Exhibit "A" and depicted on Exhibit "B".

II
II
II
II
5 ATTACHMENT C 690
..
•
Article 2. Covenants Run With The Land.

Section 2.1 Covenants Run With The Land.

All of the provisions, agreements, rights, powers, standards, terms, covenants and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors (by merger, consolidation, or otherwise) and assigns, devisees, administrators, representatives, lessees, and all other persons or entity acquiring the Subject Property, any lot, parcel or any portion thereof, or any interest therein, whether by sale, operation of law or in any manner whatsoever, and shall inure to the benefit of the Parties and their respective heirs, successors (by merger, consolidation or otherwise) and assigns. All of the provisions of this Agreement shall be enforceable during the Term as equitable servitudes and constitute covenants running with the land pursuant to applicable law, including, but not limited to Section 1468 of the Civil Code of the State of California. Each covenant to do or refrain from doing some act on the Subject Property hereunder, or with respect to any City owned property or property interest:
(i) is for the benefit of such properties and is a burden upon such property, (ii) runs with such properties, and (iii) is binding upon each party and each successive owner during its ownership of such properties or any portion thereof, and each person or entity having any interest therein derived in any manner through any owner of such properties, or any portion thereof, and shall benefit each party and its property hereunder, and each other person or entity succeeding to an interest in such properties.

Article 3. Rights and Obligations of the Parties.

Section 3.1 Rights Generally.
a. During the term of this Agreement, Developer shall have a right to develop the Project and use the Subject Property in a manner consistent with the provisions of this Agreement and Applicable Law.
b. During the term of this Agreement, City shall have a right to regulate the development and use of the Subject Property in a manner consistent with the provisions ofthis Agreement and Applicable Law.

Section 3.2 Obligations of Developer.
a. Developer shall faithfully and timely provide the on- and off-site improvements as required by this Agreement, Existing Approvals and Reserved Discretionary Approvals, including the payment of any fees, implementation of any mitigation measures, and completion of any conditions placed on a tentative subdivision map. b. Developer shall maintain the insurance required under Article 7. 6 ATTACHMENT C 691
' .
t
c. Notwithstanding any provision of this Agreement or the applicable laws of the City of Stockton, Developer shall limit development of the site to a total of not more that one thousand one hundred and sixteen (1,116) units of single family detached housing and two hundred and ten (210) units of multi-family housing and one million four hundred fifty two thousand five hundred and eight (1,452,508) square feet of light industrial business park land use and one million seventy eight thousand seven hundred and sixty three (1,078,763) square feet of commercial land use. (See attached Exhibit "B" Land Use Summary). However, Developer shall be entitled to allocate the single family detached housing units and the multi-family housing units on any parcel subject only to the extent that same does not exceed the maximum density for the zoning designation and the maximum units provided for herein.

Section 3.3 Obligations of City.
a. Provided that Developer is not in default under this Agreement, City agrees that it will accept, in good faith, for processing, review and action, all applications for zoning, conditional use permits, development permits, subdivision maps or other entitlements for use of the Subject Property in accordance with the terms and conditions of this Agreement. The City shall inform the Developer, upon request, of the necessary submission requirements for a complete application for each entitlement for use of the Subject Property, and shall review said application and schedule the application for review by the appropriate authority. b. The City shall exercise reasonable diligence to expedite the processing of the Reserved Discretionary Approvals for the development of the Project. If City is unable to timely process any of Developer's permit applications, upon request by Developer, City will engage outside consultants to aid in such processing, provided that Developer shall be required to advance all charges to be incurred by City for such outside consultants. In this regard, the Developer, in a timely manner, will provide the City with all documents, applications, plans and other information necessary for the City to carry out its obligations hereunder and will cause the Developer's planners, engineers and all other consultants to submit in a timely manner all required materials and documents therefore.

Article 4. Application of Other Laws
Section 4.1 No Conflicting City Laws. City may apply to the Project and to the Subject Property any rule, regulation, or official policy of City (including any plan, municipal code, ordinance, resolution, or other local law, regulation, or policy of City) that does not conflict with this Agreement. City shall not, however, apply to the Project or the Subject Property (whether by initiative, referendum, imposition of mitigation measures under CEQA, or otherwise) any law or regulation that is in conflict with this Agreement. If City attempts to apply a law or regulation to the Project or to the Subject Property, which Developer believes to conflict with this Agreement, Developer shall provide to City in writing a notice describing a legal and factual basis for Developer's position. The parties shall meet and confer within thirty (30) days after the date of such written notice with the objective of attempting to arrive at a mutually acceptable solution to this disagreement. If no mutually acceptable solution can be reached, either party may take action as may be permitted under Article 5 below. 7 ATTACHMENT C 692
Section 4.2 Uniform Codes and Standard Specifications. Except as otherwise provided for in this Agreement, nothing herein shall prevent City from applying to the Project standards contained in uniform building, construction, fire, or other uniform codes as the same may be adopted from time to time by City. Moreover, nothing herein shall prevent City from applying to the Project standards (specifications for public improvements, e.g., streets, storm drainage, parking lot standards, driveway widths) for those improvements off-site as the same may be adopted or amended from time to time by City, provided that the provisions of any such standards and specifications shall apply only to the extent that they are in effect on a city-wide basis.

Section 4.3 Other Conditions and Am,rovals. Nothing herein shall prevent the City from approving and enforcing additional new conditions on Project Approvals including, but not limited to, new tentative maps not inconsistent with the terms of this Agreement.

Section 4.4 Fees. Nothing herein shall prevent the City from imposing upon the Project and the Subject Property any new or increased public facilities fees, processing fees, building permit fees, plan check fees, inspection fees, or any other fees, taxes, or charges which are in force and effect on a City-wide basis at the time application is submitted for those permits; provided, however, the City shall not impose on the Project or the Subject Property any new fee identified or imposed as a county-wide traffic impact mitigation fee, or any fee or exaction not in compliance with Government Code sections 66000 et seq.

Section 4.5 State and Federal Law. Nothing herein shall prevent City from applying to the Project any change in law or regulation to the extent that the application of such change is required by ( 1) state or federal laws or regulations; or (2) any regional governmental agency that, due to the operation of state law ( and not the act of City through a memorandum of understanding, joint exercise of powers authority, or otherwise that is undertaken or entered into following the Effective Date), has binding legal authority on City. If the application of such changes prevents or precludes performance of one or more provisions of this Agreement, City and Developer shall take any and all such actions as may be necessary or appropriate to ensure that the provisions of this Agreement shall be implemented to the maximum extent practicable.

Section 4.6 Water Supply. In accordance with the requirements of Cal. Gov't Code§ 65867.5, City and Developer agree that the tentative subdivision map for the Project is hereby made subject to a condition that a sufficient water supply shall be available. Proof of the availability of a sufficient water supply shall be secured in accordance with the provisions of Cal.

Gov't Code§ 66473.7(b).

Article 5. Default, Remedies, Termination.

Section 5 .1. General Provisions.
a. Developer shall be in default under this Agreement upon the happening of one or more of the following events or conditions:
8 ATTACHMENT C 693
( 1) If a material warranty, representation, or statement made or furnished by Developer to the City is false or proves to have been false in any material respect when it was made;
(2) A finding and determination by the City Council made following a periodic review, that upon the basis of substantial evidence, Developer has not complied in good faith with a material requirement of this Agreement;
(3) An express repudiation, refusal, or renunciation of this Agreement, if the same is made in writing and signed by the Developer; or b. The City shall be in default under this Agreement upon the happening of one or more of the following events or conditions:
(1) The City fails to comply in good faith with a material requirement of this Agreement regarding the permitted development standards and density of uses specified herein; or
(2) An express repudiation, refusal, or renunciation of this Agreement, if the same is made in writing and signed by the City.
c.
writing:

In the event of a default and subject to extensions of time by mutual consent in ( 1) If a defaulting party does not cure such default within ninety (90) days following written notice of default from the other party, where such failure is of a nature which can be cured within such ninety (90) day period; or
(2) If such failure is not of a nature which can be cured within such ninety (90) day period, and the defaulting party does not within such ninety (90) day period commence reasonable efforts to cure such default, or thereafter does not within a reasonable time prosecute to completion with diligence and continuity the curing of such default, after notice and expiration of the ninety (90) day period, if such default has not been cured or is not being diligently cured in the manner set forth in the notice, the other party to this Agreement may at its option institute legal proceedings pursuant to this Agreement or give notice of intent to terminate this Agreement in the manner provided herein.
d. During any ninety (90) day period specified in subsection ( c) above, the party charged shall not be considered in default for the purposes of termination or institution of legal proceedings. Any notice of default given hereunder shall specify in detail the nature of the failures in performance which the noticing party claims constitutes the default and the manner in which such failure may be satisfactorily cured in accordance with the terms and conditions of this Development Agreement.
9 ATTACHMENT C 694
. .

Section 5.2 Developer Default: City Remedies.

In the event Developer is in default under the terms of this Agreement, City shall have the right to exercise any of the following remedies:
a. To waive in its sole and absolute discretion such default as not material; b. To refuse processing of an application for, or the granting of any permit, approval, or other land use entitlement for, development or construction of the Subject Property or portion thereof owned or controlled by Developer, including, but not limited to, the withholding of grading, excavation, building, and occupancy permits;
c. To pursue available legal remedies provided for in Section 4.6 hereof; d. To terminate this Agreement as provided in Section 4.8; e. To delay or suspend City performance under the Agreement; f. To cure and charge back costs to the Developer in emergency situations imposing, in the good faith determination of City, an immediate danger to the health or safety or persons or danger to property, with such prior notice to the Developer as is appropriate under the circumstances; and
g. Forfeiture of security under any secured agreement (i.e. subdivision improvement agreement).

Nothing in this section herein shall be deemed to supersede or preclude City's rights and remedies under the terms of any permit, approval, or land use entitlement granted for the development and use of the Subject Property.

Section 5.3 Default by the City: Developer Remedies.

In the event City is in default under the terms of this Agreement, Developer shall have the right to exercise any of the following remedies:
a. To waive in its sole and absolute discretion such default as not material; b. To pursue legal remedies provided for in Section 4.6 hereof; c. To terminate this Agreement as provided in Section 4.8 hereof; and d. To delay or suspend Developer performance under the Agreement which is delayed or precluded by the default of the City.

ATTACHMENT C 695
• '
Section 5.4 Annual Review.

The Enabling Ordinance provides for annual review of Developer's good faith compliance with the terms of this Agreement. City shall initiate each such periodic review by written notice to Developer. Upon receipt of such written notice, Developer shall comply with such requirements of the Enabling Ordinance and shall furnish City in connection with each annual review a comprehensive report demonstrating good faith compliance by Developer with the terms of this Agreement. Following any such periodic review, if the Developer is determined to be in good faith compliance with the terms of this Agreement, the City will furnish the Developer upon Developer's request a certification of compliance in recordable form.

Failure of the City to conduct a periodic review shall not constitute a waiver by the City of its rights to otherwise enforce the provisions of this Agreement, nor shall the Developer have or assert any defense to such enforcement by reason of such failure to conduct a periodic review.

Section 5.5 Enforced Delay, Extension of Times of Performance.

In addition to specific provisions of this Agreement, performance by any party hereunder shall not be deemed to be in default where delays or defaults are due to war, insurrection, strikes, walkouts, riots, floods, earthquakes, fires, casualties, acts of God, governmental entities other than City, its departments, agencies, boards and commissions, enactment of conflicting State or Federal laws or regulations, new or supplementary environmental regulation, litigation (including without limitation litigation contesting the validity, or seeking the enforcement or clarification of this Agreement, whether instituted by the Developer, the City, of any other person or entity) or similar bases for excused performance. If written notice of such delay is given to the other party after the commencement of such delay, an extension oftime for such cause shall be granted in writing for the period of the enforced delay, or longer as may be mutually agreed upon.

Section 5.6 Legal Actions.

In addition to any other rights or remedies, a party may institute legal action to cure, correct, or remedy any default by any other party to this Agreement, to enforce any covenant or agreement herein, or to enjoin any threatened or attempted violation hereunder. In no event shall the City, or its officers, agents, or employees, be liable for monetary or other damages for any breach or violation of this Agreement, it being expressly understood and agreed that the sole legal remedy available to developer for a breach or violation of this Agreement by the City shall be a legal action in mandamus, specific performance, or other injunctive or declaratory relief to enforce the provisions of this Agreement.

Section 5.7 Applicable Law and Attorneys' Fees.

This Agreement shall be construed and enforced in accordance with the laws of the State of California. The Developer acknowledges and agrees that the City has approved and entered into this Agreement in the sole exercise of its legislative discretion and that the standard of 11 ATTACHMENT C 696
review of the validity and meaning of this Agreement shall be that accorded legislative acts of the City. Should any legal action be brought by a party for breach of this Agreement or to enforce any provision herein, the prevailing party of such action shall be entitled to reasonable attorneys' fees, court costs, and such other costs as may be fixed by the court. For purposes of this Agreement, reasonable attorneys' fees of the City Attorney's Office shall be based on comparable fees of private attorneys practicing in the County of San Joaquin.

Section 5.8 Events and Manner of Termination.

Because of the substantial reliance of both Developer and City on the provisions of this Agreement in implementing the development of the Project, both Developer and City desire to avoid termination of this Agreement when other appropriate remedies or procedures to resolve disputes or problems exist. Prior to termination, City and Developer will meet and confer with the objective of attempting to arrive at a mutually acceptable alternative to termination, which substantially advances the objectives of both in entering into this Agreement. Accordingly this Agreement may be terminated by a party only under any one or more of the following circumstances and in each case subject to the condition that the City has been materially deprived of a bargained for public benefit of this Agreement:
a. By expiration of its term, as provided in Section 1.3 hereof; b. By operation of Section 5.9 hereof;
c. By operation of Section 5.10 hereof; or
d. By a material default hereunder by a party for which the non-defaulting party in the good faith exercise of its judgment determines that other remedies hereunder are inadequate or not available to correct such default or provide substantial relief to the non-defaulting party provided, however, that the non-defaulting party desiring to terminate this Agreement shall first give written notice to the defaulting party of its intent to terminate this Agreement, the matter shall be scheduled for consideration and review by the City Council within sixty (60) days after such notice of intent to terminate is delivered to the defaulting party, and if the default is not then resolved to the mutual satisfaction of the Parties, termination shall be effective upon thirty (30) days following such consideration and determination by the City Council. Said single ninety (90) day period shall be a final resolution regarding the particular material default for which written notice was given.

Section 5.9 Severability.

If any term or provision of this Agreement, or the application of any term or provision of this Agreement to a specific situation, is found to be invalid, void, or unenforceable, the remaining terms and provisions of this Agreement, or the application of this Agreement to other situations, shall continue in full force and effect. However, if such invalidity or unenforceability would have a material adverse impact on the Project, the Developer may terminate this Agreement by providing written notice thereof to the City. 12 ATTACHMENT C 697
Section 5.10 Termination Upon Completion of Development.

Except as otherwise provided herein, this Agreement shall terminate when the Subject Property has been fully developed and all of the Developer's obligations in connection with the Project are satisfied as mutually determined by the City and the Developer. For purposes hereof, all obligations of Developer hereunder shall be deemed discharged and fulfilled with respect to lots or parcels shown on duly filed final subdivision maps upon final inspection and occupancy, subject to compliance with (i) the conditions imposed in connection with such filing, and (ii) the conditions imposed in connection with issuance of the building permits.

Section 5.11 Effect of Termination on Developer Obligations.

Termination of this Agreement as to the Developer or the Subject Property or any portion thereof shall not affect any requirements to comply with the terms and conditions of the applicable zoning, any development plan approvals, approval and acceptance of infrastructure improvements, any applicable permit(s), or any subdivision map or other land use entitlements approved with respect to the Subject Property, nor shall it affect any other covenants of the Developer specified in this Agreement to continue after the termination of this Agreement.

Section 5.12 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 known to be in default of the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. The City acknowledges that a certificate hereunder may be relied upon by Permitted Assignees and other persons having an interest in the Subject Property, including holders of mortgages and deeds of trust.

Section 5.13 Extension of Tentative Map
Upon timely application by Developer for an extension of the approved or conditionally approved Tentative Map for the Project, City shall formally approve or deny the application for extension within the sixty-day period permitted by law. City and Developer mutually consent to extend the deadline provided in Government Code Section 66451.l(a) until such time as a formal decision is made on the application for extension.

Article 6. Assignments and Transfer of Ownership.

Section 6.1 Right to Assign.

Developer shall have the right to assign (by sale, transfer, or otherwise) its rights, duties 13 ATTACHMENT C 698
and obligations under this Agreement as to any portion of the Subject Property subject to the provisions contained in this Article 6; provided, however, this Agreement and any portion thereof shall not be assigned, nor shall any of the Developer's duties be delegated, without the written consent of the City, which consent shall not be unreasonably withheld. Any attempt to assign or delegate this Agreement without the written consent of the City shall be void and of no force and effect. A consent by the City to one assignment shall not be deemed to be a consent to any subsequent assignment.

Section 6.2 Consent to Assignment: Release Upon Assignment.

Upon assignment, in whole or in part, of Developer's rights and interests under this Agreement, Developer/ Assignor shall be released from its obligations with respect to the Subject Property, lot, parcel, or portion thereof so assigned, to the extent arising subsequent to the effective date of such assignment, if: (i) Developer ( or Assignor) was not in default under this Agreement at the time of the assignment, and (ii) Developer has provided to City written request for consent to assignment, and (iii) the Assignee is a qualified applicant as determined by City in its sole discretion, and (iv) the Developer and the party to whom the rights are assigned ("Assignee") have signed an Assignment and Assumption Agreement in a form and content acceptable to the City Attorney and (v) the City Council has consented in its sole and absolute discretion, to such assignment, and (vi) with respect to assignment of any lot or parcel that is not shown on a duly filed final subdivision map, the Assignee has signed all required agreements, and posted required bonds and insurance, to complete all required subdivision improvements ..

Article 7. Mortgagee Protection: Certain Rights of Cure.

Section 7.1 Encumbrances on the Subject Property.

The parties hereto agree that this Agreement shall not prevent or limit the Developer, in any manner, at the Developer's sole and absolute discretion, from encumbering the Subject Property ( other than property to be offered for dedication) or any portion thereof or any improvements thereon with any Mortgage securing financing with respect to the construction, development, use or operation of the Project. The City acknowledges that Mortgagee may require certain modifications to this Agreement, and the City agrees, upon request, from time to time, to meet with Developer and/or representatives of any such Mortgagee to negotiate in good faith any such request for modification. The City further agrees that it will not unreasonably withhold its consent to any such requested modification to this Agreement provided such modifications are processed in accordance with the procedures for amendment of this Agreement. Any Mortgagee and its successors and assigns shall be entitled to the rights and privileges set forth in this section.

Section 7 .2 Mortgagee Protection.

This Agreement shall be superior and senior to the lien of any Mortgage.

Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, 14 ATTACHMENT C 699
diminish or impair the lien of any Mortgage made in good faith and for value, and any acquisition or acceptance of title or any right or interest in or with respect to the Subject Property or any portion thereof by a Mortgagee (whether pursuant to foreclosure, trustee's sale, deed in lieu of foreclosure, lease termination or otherwise) shall be subject to all of the terms and conditions of this Agreement.

Section 7 .3 Mortgagee Not Obligated.

Notwithstanding the provisions of this Section, no Mortgagee will have any obligation or duty under this Agreement to perform the obligations of the Developer or other affirmative covenants of Developer hereunder, or to guarantee such performance, except that, to the extent that any covenant to be performed by the Developer is a condition to the performance of a covenant by the City, the performance thereof shall continue to be a condition precedent to the City's performance hereunder.

Section 7.4 Notice of Default to Mortgagee: Right of Mortgagee to Cure ..

Each Mortgagee shall be entitled to receive written notice from the City of results of periodic review and any default by Developer under this Agreement, provided such Mortgagee has informed the City of its address for notices. Each Mortgagee shall have a further right, but not an obligation, to cure such default within one hundred twenty (120) days after receipt of such notice, or, if such default can only be remedied or cured by such Mortgagee upon obtaining possession of the Subject Property, such Mortgagee shall have the right to seek to obtain possession with diligence and continuity through a receiver or otherwise, and to remedy or cure such default within one hundred twenty (120) days after obtaining possession, and the City may not exercise any of its remedies under this Agreement until expiration of such one hundred twenty ( 120) day period; provided, that in the case of a default which cannot with diligence be remedied or cured, or the remedy or cure of which cannot be commenced, within such one hundred twenty (I 20) day period, the Mortgagee shall have such additional time as is reasonably necessary to remedy or cure such default. Any Mortgagee who comes into possession of the Subject Property or any portion thereof or any improvement thereon, pursuant to foreclosure, trustee's sale, deed in lieu of foreclosure, lease termination or otherwise shall take the Subject Property or such portion thereof or improvements thereon free and clear of any claims for payment or charges against the Subject Property or improvements pursuant to this Agreement w
hich accrue prior to the time such Mortgagee comes into possession of the Subject Property.

Article 8. Hold Harmless and Indemnification: Insurance.

Section 8.1 Hold Harmless and Indemnification.
a. The Developer hereby agrees to and shall hold the City, its elective and appointive boards, commissions, officers, agents, and employees harmless from any liability for the Developer's negligence or willful misconduct or other action or inaction (including but not limited to strict liability) resulting in damage or claims for damage for personal injury, including 15 ATTACHMENT C 700
death, as well as from claims for property damage, which may arise from the Developer's or the Developer's contractors', sub-contractors', agents', or employees' operations under this Agreement, other than liability or claim based on City's gross negligence or willful misconduct, whether such operations be by the Developer, or by any of the Developer's contractors, subcontractors, or by any one or more persons directly or indirectly employed by or acting as agent for the Developer or any of the Developer's contractors or subcontractors; provided, however, that the foregoing indemnity provision shall be void to the extent it violates applicable laws or would constitute a joint venture, partnership, or other participation in the business affairs of Developer by City.
b. In the event of any legal action instituted by a third party or any governmental entity or official arising out of the approval, execution, or implementation of this Agreement ( exclusive of any such actions brought by the Developer), the Developer agrees to and shall cooperate fully and join in the defense of the City of such action. The City at its sole option may elect to tender the defense of any legal action to the Developer, and in such event, Developer shall hold the City hannless from, indemnify and defend the City from all costs and expenses incurred in the defense of such matter.

Section 8.2 Insurance.
a. Commercial General Liability Insurance. Developer shall, at all times during the term of this Agreement when development and/or construction is actually occurring on the Subject Property, maintain or cause to be maintained 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).

The Parties shall mutually review the insurance limits hereunder on each anniversary of the term of this Agreement, and upon the granting of an extension of the term of this Agreement with the objective that such insurance limits shall be adjusted at such times to conform to then prevailing City standards. Each policy of insurance hereunder shall name the City as an additional insured and shall provide for blanket contractual liability coverage. b. Workers' Compensation Insurance. Developer shall also provide, or cause to be provided, during periods when development and/or construction is actually occurring on the Subject Property, Workers' Compensation insurance as required by law, together. with a contingent employer's liability endorsement in favor of City, covering employees of Developer, employees of any contractor, subcontractor, agent, or representative of Developer. c. General Requirements for Insurance. If available, each policy of insurance carried by Developer hereunder shall provide that it may not be canceled without at least thirty (30) days prior written notice to the City. Upon request of City, Developer shall furnish to City a copy of each policy of insurance carried hereunder, 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 Developer hereunder may be maintained under a so-called "blanket policy" insuring other Parties and other 16 ATTACHMENT C 701
locations, so long as the amount of insurance required to be provided hereunder is not thereby diminished.

Section 8.3 No Supersedure.

The provisions of this Article 8 shall not supersede and shall not be in addition to any requirements contained in any Existing Approval.

Article 9. General Provisions.

Section 9.1 Exhibits.

The following documents are referred to in this Agreement, attached hereto and made a part hereof by this reference:

Exhibit
"A"
"B"
Description
Legal Description of the Project
Depiction of the Project
References herein to "this Agreement" shall include all of the foregoing exhibits.

Section 9.2 Developer's Interest.

The Developer represents that the Subject Property is owned by Developer and that the Developer has control of the Subject Property described in Exhibits "A" & "B".

Section 9.3 Amendments of Agreement.
a. In General. This Agreement may be amended from time to time only upon the mutual written consent of City and Developer; provided, however, that in connection with the transfer of any portion of Developer's rights of obligations under this Agreement to another Developer, Developer and City may agree that the signature of such other Developer may be required to amend this Agreement insofar as such amendment would materially alter the rights or obligations of such other Developer hereunder.
b. Minor Amendments. Any amendment of this Agreement which does not relate to the term of this Agreement, permitted uses of the Project Site, provisions for the reservation or dedication of land, construction of improvements, the conditions, terms, restrictions, and requirements relating to discretionary Approvals or other discretionary actions or monetary exactions of Developer may, to the extent permitted by law, be approved and executed on behalf of City by the City Manager without the need for notice or public hearing. 17 ATTACHMENT C 702
Article 10. Miscellaneous.

Sectionl0.l Project as a Private Undertaking.

It is specifically understood and agreed by and between the Parties hereto that the development of the Subject Property is a separately undertaken private development. No partnership, joint venture, or other association of any kind between the Developer, on the one hand, and the City on the other, is formed by this Agreement. The only relationship between the City and the Developer is that of a governmental entity regulating the development of private property and the owners of such private property.

Section 10.2 Consistency with Stockton General Plan.

The City hereby finds and determines that execution of this Agreement is in the best interest of the public health, safety, and general welfare and is consistent with the Stockton General Plan.

Section 10.3 Construction.

This Agreement shall be subject to and construed in accordance and harmony with the Stockton Municipal Code, as it may be amended, provided that such amendments do not substantially alter the rights granted to the Parties by this Agreement.

Section 10.4 Obligations.

All the obligations of this Agreement are the essence of the Agreement.

Section 10.5 Notices.

Any notice or communication required hereunder between the City and the Developer must be in writing and may be given either personally, by overnight courier or by registered or certified mall, return receipt requested. If given by overnight courier or registered or certified mail, the same shall be deemed to have been given and received on the date of actual receipt by the addressee designated below as the party to whom the notice is sent. If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed.

Any party hereto may at any time, by giving ten (10) days' written notice to the other party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the parties at their addresses set forth below:
18 ATTACHMENT C 703
If to the City:

City of Stockton
425 North El Dorado Street
Stockton, CA. 95202
Attn: City Clerk
Telephone: (209) 937-8458
Facsimile: (209) 937-8447
With a Copy To:

City of Stockton
345 N. El Dorado Street
Stockton, CA 95202
Attn: Community Development Director
Telephone: (209) 937-8444
Facsimile: (209) 937-8893
'If to Developer:

HOLMAN INVESTORS, LLC
P.O. Box 8596
Stockton, CA 95208
Attn: Matt Arnaiz
Telephone: (209) 956-9303
Facsimile (209) 956-5936
With a Copy To:

ARNAIZ DEVELOPMENT CO., INC.

Attn: Richard K. Denhalter Esq.

General Counsel
3400 Eight Mile Road
Stockton, CA 95212
Telephone: (209) 931-9740
Facsimile: (209) 931-9741
Any party may change the address stated herein by giving notice in writing to the other party, and thereafter notices shall be addressed and transmitted to the new address.

Any notice given to the Developer as required by this Agreement shall also be given to all other signatory Parties hereto and any lender which requests that such notice be provided. Any signatory party or lender requesting receipt of such notice shall furnish in writing its address to the Parties to this Agreement.
19 ATTACHMENT C 704
Section 10.6 Recordation.

No later than ten (10) days after the Effective Date of this Agreement, the Clerk of the City shall record a copy of this Agreement in the Official Records of the Recorder's Office of San Joaquin County. The Developer shall be responsible for all recordation fees, if any.

Section 10. 7 Construction.

As used in this Agreement, and as the context may require, the singular includes the plural and vice versa, and the masculine gender includes the feminine and neuter and vice versa.

Section 10.8 Jurisdiction and Venue.

The interpretation, validity, and enforcement of the Agreement shall be governed by and construed under the laws of the State of California. Any suit, claim, or legal proceeding of any kind related to this Agreement shall be filed and heard in a court of competent jurisdiction in the County of San Joaquin.

Section 10.9 No Obligation to Develop.

It is understood that Developer's development of the Project depends upon a number of factors including, but not limited to, the housing, commercial and industrial markets, the availability of financing, and the general economic climate of the area Nothing in this Agreement shall be construed as requiring Developer to develop the Project, and any failure to develop the Project shall not be deemed a default of Developer under this Agreement. However, once Developer has begun actual construction of the Project, Developer shall diligently pursue completion of the Project.

Section 10.10 Waivers.

Waiver of a breach or default under this Agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of this Agreement.

Section 10.11 Entire Agreement.

This Agreement is executed in two (2) duplicate originals, each of which is deemed to be an original. This Agreement consists of 22 pages and Exhibits "A", "B" and "C", inclusive, which constitute the entire understanding and agreement of the Parties. 20 ATTACHMENT C 705
Section 10.12 Signatures.

The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the Developer and the City. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

IN WITNESS WHEREOF, the City and the Developer have executed this Agreement as of the date first set forth above.
"CITY"
City Attorney
"DEVELOPER"

HOLMAN INVESTORS, LLC
A California Limited Liability Company
By:�
Name: Matt Amaiz
Title: Managing Member
Approli!iJK&ut
Developer's Attorney (ACKNOWLEDGMENTS A Tf ACHED)
21 ATTACHMENT C 706
EXHIBIT "A 11

CANNERY PARK ANNBXATION

TO THE CITY OF STOCKTON,

SAN JOAQUIN COUNTY, CALIFORNIA
All .that portion of Sections 1, 2, 11 and 12, Township 2 North, Range 6 East, Mount Diablo Ba�e and Meridian, more particularly described as follows:

BEGINNING at the southwest corner of said Section 1, said point being on the existing City Limit Line of the City of Stockton; 1) thence along said City.Limit Line, South 89 ° 59'55" West 393.61 feet to the westerly line of Southern Pacific Railroad
Company's 100-foot wide right-of-way;
2) thence leaving said City Limit Line, along said westerly line of the Southern Pacific Railroa� Company's 100-foot wide right-of-way North 03° 44'08" East 5323.85 feet to the north line of said Section 1;
3) thence continue North 03 ° 44'08" East 40.06 feet to the northerly right-of-way line of 80-foot wide Eight Mile Road; 4) thence along said northerly right-of-way line, 40.00 feet northerly of, measured at right angle to, the north line of said 'Section 1 < ·South 891?29' 36" East 2445. 82 feet; 5) thence continue along said northerly right-of-way line, 40.00 feet northerly of, measured at right angle to, ·the north line bf said Section 1·, South 89 ° 30'08" Eas� 2537.34 feet; 6) thence South 04 °02'00" East 1055.53 feet;
7) thence South 06°36'46" East 281.25 feet ·to an angle point on the easterly right-of-way line of 47.50 foot wide South 99 Frontage Road, as shown on the Relinquishment Map recorded June• 24, 1966, in Book 15, Page 27, State Highway Map Book, San Joaquin County Records;
8) thence along said easterly line, South 02° 50'27" East 1347.66 feet to a point of intersection with the easterly prolongation of the southerly line of that certain 111.694 Acre parcel of land as shown on the Map of Survey, filed in Book 25 of Surveys, at Page 42, San Joaquin County Records;
9) thence along said easterly pr9longation, and the southerly line of said 111.694 Acre parcel, North 89 °53'31" West 1263.24 feet to the northeast corner of that certain 74.910 Acre parcel of land as shown on the Map of Survey, filed in Book 22 of Surveys, at Page 40, San Joaquin County Records said corner being on the centerline of the 60-foot wide Woodbridge
Irrigation D�strict right-of-way, as described in Book "A" of P:\STOCKTON\l2273t00\DOCS\annexatioa.doc
02/06/03
ATTACHMENT C 707
Deeds, Volume 58, at Page 215, San Joaquin County Records; 10) thence along said centerline, South 02°55'07" East 1227.53 feet to the existing City Limit Line of the City of Stockton; 11) thence along the existing City Limit Line,
South 89°57'40� West 2657.21 feet;
12) thence continue along the existing City Limit Line, South 02° 35'56" East 1408.96 feet to the south line of said Section l;
13) thence continue along the existing City Limit Line, also being the south line of said Section 1, North 89 °53'54" West 1318.18 feet to the point of beginning.

Containing 489.40 Acres more or less.

Bearings used in this description are based on the California Coordinate System-83, Zone III.

P:·\STOCKTON\12273400\DOCS\annexation.doc
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ILLUSTRATIVE SITE PLAN
ATTACHMENT C 711
I ' •
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STATE OF CALIFORNIA }
} ss.

COUNTY OF SAN JOAQUIN }
On August 30 2004, before me, Kathy A. Cabanya, personally appeared MATTHEW ARNAIZ, personally known to me {or proved to me on the basis of satisfactory evidence} to be the person { s} whose name { s} is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity { ies} and that by his/her/their signature { s} on the instrument the person { s} or the entity upon behalf of which the person { s} acted, executed the instrument.

WITNESS my hand and official seal.
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ATTACHMENT C 712
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County o�n-:f&t[fk?
onD:t-o?f � before�fh,A � �dMc '
Date 21;4 � Name and Tlcle of Officer (a.9 • .-neOoe.Notary Public") personally appeared 'ti.Ai; 5
�nally
Name(s) of Srgner(s)
known to me
D proved to me on the basis of satisfactory
evidence
to be the perso�) whose name'8j' isl.we-­
subscribed to tfie within instrument and
acknowledged to me that he/she,1t1,e7 executed
the same in his�her,111,eil authorized
capacity� and that by his/llerJtheir
signatur� the instrument the perso�r
the entity upon behalf of which the person(sracted, executed the instrument. ------------oPnONAL-----------­
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: _______________________ _
D Individual
D Corporate Officer - Title(s): _________________ _
D Partner - D Limited D General
D Attorney-in-Fact
D Trustee
D Guardian or Conservator
□ Other. ________________________ _
Signer Is Representing:. _____________________ _
0 1999 Naoonel -,.- • 9360 De Solo-'""• PO. Box 2402 •Cho-CA 91313-2402 • www.nationolncwyorg -Cal Tol.f'rN t-.al'&Q27 ATTACHMENT C 713
This document is recorded for the
benefit of the City of Stockton and is
entitled to be recorded free of charge
in accordance with Sections 6103
and 27383 of the Government Code.

When recorded, mail to:

Richard E. Nosky, Jr.

City Attorney
City of Stockton
425 North El Dorado St., 2
nd Floor
Stockton, CA 95202-1997
Attn: Guy Petzold, Deputy City Attorney THIS SPACE FOR RECORDER'S USE ONLY

FIRST AMENDED AND RESTATED AGREEMENT

BY AND BETWEEN THE CITY OF STOCKTON
AND

HOLMAN INVESTORS, LLC
WHEREAS, the Development Agreement ("DA 2-03"), dated September 14, 2004, was authorized by City of Stockton Ordinance No. 022-04, adopted September 14, 2004, effective October 14, 2004, and recorded on October 29, 2004, as Document No. 2004-246441; and WHEREAS, the parties thereto entered into the Agreement with the expressed intention and expressed desire that the real property subject to the Agreement would be allowed to process development entitlements without subsequently enacted restrictions, promulgated by either the City Council or by a citizen initiative; and
WHEREAS, the intent and desire of the parties would be fully frustrated and defeated if the real property subject to the Agreement is allowed to process land use entitlement applications but then thwarted from implementing these subsequently approved land use entitlements due to restrictions imposed by either the City Council or by a citizen initiative; and WHEREAS, the parties thereto desire to amend DA 2-03 to properly reflect their intent in entering into said DA 2-03; and
WHEREAS, the parties have agreed that this FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT (DA 2-03) properly reflects their original intent and desire of that said DEVELOPMENT AGREEMENT, DA 2-03, as set forth herein, and shall be duly approved and recorded in the office of the County Recorder of San Joaquin County.

NOW THEREFORE, the parties hereto agree as follows:

1. Section 8.4 of DA 2-03, is hereby added and shall be as follows:

Section 8.4 Timing of Development.

Except as set forth specifically in this Agreement, Developer shall not be required to initiate or complete development of any portion of the Project within any particular period of {00001926.DOC.}
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ATTACHMENT C 714
time, nor shall Developer be required to delay development of the Project. Developer may respond to market conditions and other relevant factors in advancing or delaying the phasing and development of the Project as it determines, in its sole business judgment, to be necessary. Not in limitation of the foregoing, the Parties desire to avoid the result of the California Supreme Court's holding in Pardee Construction Co. v. City o(Camarillo, 37 Cal.3d 465 (1984), where the failure of the parties therein to consider and expressly provide for the timing of development resulted in a later-adopted initiative restricting the timing of development to prevail over such parties' Agreement, and therefore acknowledge that Developer shall have the right to develop the Project at such time as Developer deems appropriate within the exercise of its subjective business judgment. The time schedule, rate of development, or number of parcels developed in the Project shall not be constrained by enactments of City, whether by ordinance or by initiative, adopted subsequent to the approval of this Agreement and any amendment hereto.

2. All other provisions of DA 2-03 shall remain in full force and effect.

IN WITNESS WHEREOF, the City and Property Owner have executed this Agreement as of the date first set forth above.

CITY OF STOCKTON,
a political subdivision of the State of California
Approved as to Form:

City Atto

HOLMAN INVESTORS, LLC,
a California limited liability company
By � �
Name: Matt Amaiz
Title: Member
{00001926.DOC.} 2
Date: ------
•f-·tfO�
Date: 3-;l 7- 0 b
Date: 3-17-tJh
ATTACHMENT C 715

ATTACHMENT D
716

ATTACHMENT D
717



 


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ATTACHMENT D
719

ATTACHMENT D
720

ATTACHMENT D
721
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ATTACHMENT D
Eight Mile Road
PFC Jesse Mizener Street
Holman Road
Bear Creek
Legend
City of Stockton, CA makes no claims and no warranties, expressed or implied, concerning the validity or accuracy of the GIS data presented on this map.

Map created by: AL
Map created on: October 27, 2023
Aerial Photo: Esri, Maxar, Earthstar Geographics, and the GIS User Community

MAP FOR REFERENCE ONLY NOT A

LEGAL DOCUMENT

EXISTING GENERAL PLAN MAP
Quashnick Road
Commercial General Plan
High Density Residential
General Plan
City Limits
Subject Parcels
Low Density
Residential
General Plan
Industrial General Plan
722

ATTACHMENT D
723

ATTACHMENT D
724

ATTACHMENT D
725

ATTACHMENT D
726
EXHIBIT 1 - Rezone
ORDINANCE NO.

ORDINANCE APPROVING AMENDMENTS TO THE STOCKTON CITYWIDE ZONING

MAP FOR AMENDMENTS TO THE PREVIOUSLY APPROVED CANNERY PARK SUBDIVISION PROJECT LOCATED ON MULTIPLE PARCELS AT 3827 PFC JESSE MIZENER STREET (APNs 122-020-32, -33, -38 and -60)(P21-0435)

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF STOCKTON AS FOLLOWS:

SECTION I. FINDINGS AND INTENT
Amendments to Zoning Map
A. Pursuant to SMC section 16.116.050(B) “Mandatory Findings of Fact,” an amendment to the Stockton Zoning Map may be approved only if all of the findings of fact listed below, can be made.

I. The project site is currently zoned CG (Commercial, General) for 88.61 acres and RH (Residential, High Density) for 11.27 acres. The proposed rezoning would reclassify to 19.76 acres of CG, 12.34 acres of RH and

67.78 acres of RL (Residential, Low Density As the Project areas are surrounded by development, would be physically suitable to accommodate the change, is needed to comply with the General Plan amendment request, the rezone complies with City standards.

II. The design of the proposed development will not cause serious public health or safety problems. The proposed commercial and high density residential was previously approved on the subject property. The layout is being requested to be revised. The proposed low density residential uses are compatible with the adjacent residential uses to the south and west surrounding the subject site and will not cause serious public health or safety problems. All on-site and off-site improvements to serve the development will be constructed as part of the Project, which provides a public benefit. Any potential health risks have been evaluated in the Addendum to the Cannery Park EIR and are as necessary, addressed.

III. The proposed project site was previously certified for an EIR by the Cannery Park EIR [SCH # 2003042022]. The EIR Addendum was prepared for the proposed project in compliance with the California Environmental Quality Act (CEQA) section 15164, since the project is requesting a change of a previously certified EIR, and the proposal does not result in substantial changes or create new significant environmental effects beyond what was anticipated in the original EIR.

IV. (Additional Finding for Zoning Map Amendments). The Project will install

ATTACHMENT D
727
EXHIBIT 1 - Rezone
on-site and off-site improvements, including public streets, sidewalks, curbs, gutters, sidewalk, landscaping, and street lighting. All proposed utilities (e.g., water, sewer, storm drainage) will be extended to the subject site from the existing subdivision to the southwest and comply with the City’s Standard Plans and Specifications.

Residential Density
B. Pursuant to Government Code section 65863, the City may not reduce the residential density for any parcel to a lower residential density unless it makes written findings supported by substantial evidence of both of the following:

I. The reduction is consistent with the adopted General Plan, including the housing element.

Evidence: The City of Stockton 2015-2023 Housing Element included the Cannery Park project high- and low-density units but did not anticipate residential uses in the commercial zoned designations. Since the proposed amendment will maintain the high-density housing units and add 331 new low-density units, the map amendments will add residential capacity beyond what was anticipated in the Housing Element.

II. The remaining sites identified in the housing element are adequate to meet the requirements of section 65583.2 and to accommodate the jurisdiction’s share of the regional housing need pursuant to section 65584. The finding shall include a quantification of the remaining unmet need for the jurisdiction’s share of the regional housing need at each income level and the remaining capacity of sites identified in the housing element to accommodate that need by income level.

Evidence: In addition, the “no net loss” provision of Government Code section 65683 requires that specific findings be made if the City reduces residential density on any property to a lower residential density. As indicated above, the proposed amendment to convert the regional commercial zones to new housing will add housing to the project and city in addition to maintaining neighborhood services retail uses along Eight Mile Road and a new 4-acre neighborhood park.

SECTION II. AMENDMENT CITYWIDE ZONING MAP
The Stockton Citywide Zoning Map pursuant to SMC section 16.16.030 (Zoning Map Adopted) is hereby amended as described in Section I (Finding and Intent) and illustrated in (Exhibit 1a), based on the above findings.
//
//

ATTACHMENT D
728
EXHIBIT 1 - Rezone
SECTION III. SEVERABILITY
If any part of this Ordinance is held invalid for any reason, such decision shall not affect the validity of the remaining portion of this Ordinance, and the City Council hereby declares that it would have passed the remainder of this Ordinance if such invalid portionthereof had been deleted.

SECTION IV. EFFECTIVE DATE
This Ordinance shall take effect and be in full force thirty (30) days after its passage.

ADOPTED:

EFFECTIVE:

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

ELIZA R. GARZA, CMC
City Clerk of the City of Stockton

ATTACHMENT D
729
0 ´

0.05 Miles 0.1

ATTACHMENT D
Eight Mile Road
PFC Jesse Mizener Street
Holman Road
Bear Creek
Legend
City of Stockton, CA makes no claims and no warranties, expressed or implied, concerning the validity or accuracy of the GIS data presented on this map.

Map created by: AL
Map created on: October 27, 2023
Aerial Photo: Esri, Maxar, Earthstar Geographics, and the GIS User Community

MAP FOR REFERENCE ONLY NOT A

LEGAL DOCUMENT

CURRENT ZONING MAP
Quashnick Road
OS
PF
RL
General Commercial
Zoning
High Density
Residential Zoning
City Limits
Subject Parcels
Low Density
Residential Zoning
IL
CG
Open Space Zoning
RH
CG
730

ATTACHMENT D
731

ATTACHMENT D
732

ATTACHMENT D
733

ATTACHMENT D
734
EXHIBIT 1 - DA Amendment
ORDINANCE NO.

AN ORDINANCE APPROVING A DEVELOPMENT AGREEMENT AMENDMENT FOR

THE PREVIOUSLY APPROVED CANNERY PARK MIXED USE PROJECT LOCATED ON MULTIPLE PARCELS AT 3827 PFC JESSE MIZENER STREET
(APNs 122-020-32, -33, -38 and -60)(P21-0435)
On September 14, 2004, the Development Agreement (DA-2-03) between the City of Stockton and Holman Investors, LLC, was authorized by the City of Stockton Ordinance No. 022-4, effective October 14, 2004; and
On March 28, 2006, the Stockton City Council approved a First Amended and Restated Development Agreement (DA2-03) between the City of Stockton and Holman Investors, LLC to address the timing of development, more specifically, to not require the Developer to initiate or complete any portion of the project within any particular period of time within the allowed twenty (20) year agreement period; and
Holman Investors, LLC (Applicant) is requesting, amongst other requests, a second amendment to the Development Agreement for the Cannery Park Mixed Use Project to extend the time allowance an additional ten (10) years; and On February 8, 2024, the Planning Commission held a duly noticed public hear, pursuant to Stockton Municipal Code (SMC) section 16.116.040(D), to consider the request for a second amendment to the Development Agreement and approved a recommendation that the City Council approve the amendment.

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

SECTION I. FINDINGS
Pursuant to SMC section 16.128.080 “Findings and decision,” an amendment to the Development Agreement may be approved only if all of the findings of fact listed below, can be made.

A. The Development Agreement is in the best interest of the City, as it would promote commercial and residential development and employment opportunities associated with those uses.

B. The Development Agreement complies with the City Development Code and other applicable ordinances and regulations, particularly the regulations of Chapter

16.128 pertaining to development agreements.

C. The Development Agreement is consistent with the general land uses, objectives, policies, and programs of the General Plan, any applicable specific plan or master development plan. The Development Agreement provides commercial and

ATTACHMENT D
735
EXHIBIT 1 - DA Amendment
housing development opportunities in Stockton, consistent with the General Plan goals and policies, including the creation of new housing and jobs.

D. The Development Agreement will not endanger, jeopardize, or otherwise constitute a hazard to the public convenience, health, interest, safety, or general welfare in that projects constructed pursuant to it are required to comply with all health and safety regulations, zoning requirements, infrastructure provision, and General Plan policies.

E. The Development Agreement complies with the conditions, requirements, restrictions, and terms of section 16.128.060(B) (Preparation and Content - Proposed Development Agreement).

F. The Development Agreement complies with the provisions of the California Environmental Quality Act (CEQA) and the City’s CEQA Guidelines in that evaluation of potential impacts have been completed and mitigation measures have been maintained to mitigate all identified impacts to a less-than-significant level.

SECTION II. DEVELOPMENT AGREEMENT
Pursuant to SMC section 16.128.070, the Stockton City Council has conducted a public hearing, and hereby approves the Development Agreement for the Delta Cove Project, attached as (Exhibit 1a), to be executed, based on the above findings.

SECTION III. SEVERABILITY
If any part of this Ordinance is held invalid for any reason, such decision shall not affect the validity of the remaining portion of this Ordinance, and the City Council hereby declares that it would have passed the remainder of this Ordinance if such invalid portion thereof had been deleted.

SECTION III. EFFECTIVE DATE
This Ordinance shall take effect and be in full force thirty (30) days after its passage.

ADOPTED:

EFFECTIVE:

ATTEST: KEVIN J. LINCOLN II
Mayor of the City of Stockton
ELIZA R. GARZA, CMC
City Clerk of the City of Stockton

ATTACHMENT D
736
This document is recorded for the
benefit of the City of Stockton and is
entitled to be recorded free of charge
in accordance with Sections 6103
and 27383 of the Government Code.

When recorded, mail to:

City Attorney’s Office
City of Stockton
425 North El Dorado St., 2nd Floor
Stockton, CA 95202-1997 THIS SPACE FOR RECORDER’S USE ONLY

SECOND AMENDED AND RESTATED AGREEMENT

BY AND BETWEEN THE CITY OF STOCKTON
AND

HOLMAN INVESTORS, LLC
WHEREAS, the Development Agreement (“DA 2-03”), dated September 14, 2004, was authorized by City of Stockton Ordinance No. 022-02, adopted September 14, 2004, effective October 14, 2004, and recorded on October 29, 2004 as Document No. 2004-246441; and WHEREAS, the First Amended and Restated Agreement to DA 2-03 (“First Amended Agreement”), dated April 19, 2006 was authorized by City of Stockton Resolution No. 06-0164, adopted on March 28, 2006, and recorded on June 29, 2006 as Document No. 2006-141380; and
WHEREAS, the Developer desires to modify the Project such that approximately eighty (80) acres of commercial and high density residential land uses will be subject to a General Plan amendment, a Zoning Map amendment, and a Tentative Subdivision Map (collectively the “Modified Project Property”) resulting in three hundred thirty one (331) units of single family detached housing (“New Lots”), and 12.34-acres of multi-family housing, 3.98-acres of parkland, and 1.00-acre of open space; and
WHEREAS, approximately nineteen (19) acres of existing commercial land use will be included with the Modified Project Property in a new Tentative Subdivision Map; and WHEREAS, Tentative Subdivision Map Cannery Park Large Lots 4, 5 & 6 (“TM 2021“) contains Large Lot 4, Large Lot 5, and Large Lot 6 created by the Cannery Park Unit No. 1 Final Map filed on December 12, 2005, in Book 40 of Maps and Plats, at Page 51; and WHEREAS, the Developer’s Modified Project necessitates increased parkland and open space to be provided. City desires the Developer to prepare improvement plans and construct the

3.98-acres of parkland and 1.00-acre of open space (collectively “New Park”) in conjunction with development of the New Lots located within Large Lot 5; and WHEREAS, the economic crisis that started in 2008 and ended in 2017 significantly delayed the progress of the Developer to facilitate the implementation of the General Plan through the development of the Project, thereby realizing the public benefits to City and private benefits to

ATTACHMENT D
737
Developer described in DA 2-03 as amended by the First Amended Agreement and the parties desire to extend the term of DA 2-03, as amended by the First Amended Agreement; and WHEREAS, the parties have agreed that this SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT (DA 2-03) properly reflects their original intent and desire of that said DEVELOPMENT AGREEMENT, DA 2-03, as set forth herein, and shall be duly approved and recorded in the office of the County Recorder of San Joaquin County.

NOW THEREFORE, the parties agree as follows:

1.The Subject Property as described in Exhibit “A” and depicted on Exhibit “B” to DA 2-03 is hereby amended such that Exhibit “B” shall be replaced in its entirety by Exhibit “B-1” attached hereto and incorporated herein by reference.

2. Section 1.3.a of DA 2-03 is revised such that the Term of the Agreement shall extend for a period of thirty (30) years from the Effective Date of DA 2-03 thus extending the Term of DA 2-03 and any amendments thereto by an additional ten (10) years.

3. Section 3.2.c of DA 2-03 is revised such that the Developer shall limit development of the site to a total of not more than one thousand three hundred fifty (1,350) units of single family detached housing, the maximum density allowance for 12.34 acres of high density residential housing, and one hundred sixty thousand (160,000) square feet of commercial building area.

4. The Developer shall prepare improvements plans to construct the New Park in substantial conformance to the Cannery Park Site Plan attached hereto and incorporated herein as Exhibit “C” (“Park Plans”). Upon approval of the Park Plans, which approval shall not be unreasonably withheld and shall be required to comply with adopted City standards and specifications, Developer shall, prior to or in conjunction with submittal of the first final subdivision map within Large Lot 5, commence construction of the New Park as per the Park Plans. The Developer(s) of Large Lot 4, Large Lot 5, and Large Lot 6 shall mutually participate in the full cost of the design and construction of the New Park as a public benefit to the City in consideration for the City approving the Modified Project. The Developer(s) shall be entitled to receive, for costs incurred by the Developer(s), credit against any parkland fees imposed by the City at building permit within the Cannery Park Large Lot 4, Large Lot 5, and Large Lot 6 map areas (“Park Fee Credit”) up to the final documented cost to design and construct the New Park (“Park Cost”).

5. Upon submittal of a Parcel Map by the Developer, the City shall process the Parcel Map creating bulk sale only parcels for the Village I Parcel, the Village J Parcel, and the Village K Parcel, and dedication parcels for the Lot A Park/Open Space Parcel and the Lot B Basin Parcel as shown on TM 2021.

6. Pursuant to Government Code section 66452.6(a), any Tentative Subdivision Map approved within the Subject Property shall be valid until the expiration of the Term of the Agreement as amended herein.

7. All other provisions of DA 2-03 as amended by the First Amended Agreement shall remain in full force and effect.

ATTACHMENT D
738
IN WITNESS WHEREOF, the City and Developer have executed this SECOND AMENDED AND RESTATED AGREEMENT as of the date set forth below.

CITY OF STOCKTON,
a political subdivision of the State of California
____________________________________ Date: ______________ City Manager
Attest:
____________________________________ Date: ______________ City Clerk
Approved as to Form:
_____________________________________ Date: ______________ City Attorney

HOLMAN INVESTORS, LLC,
a California limited liability company
By: H. D. Arnaiz Corporation,
a California Corporation, its Manager

By: _____________________________ Date: ______________
Matthew Arnaiz, Secretary

ATTACHMENT D
739

ATTACHMENT D
740

ATTACHMENT D
741

ATTACHMENT D
742

ATTACHMENT D
743

ATTACHMENT D
744

ATTACHMENT D
745

ATTACHMENT D
746

ATTACHMENT D
747
N
Title
Client/Project

TENTATIVE MAP INFORMATION
OWNER: HOLMAN INVESTORS, LLC
3400 EIGHT MILE ROADSTOCKTON, CA 95212
OWNER: HOLMAN INVESTORS, LLC
3400 EIGHT MILE ROADSTOCKTON, CA 95212
ENGINEER: VVH CONSULTING ENGINEERS
430 10TH STREET
MODESTO, CA 95354PH. 209.568.4477
CASEY BARKMAN: [email protected]
ASSESSORS PARCEL NUMBER: 122-020-320, 122-020-330, 122-020-380, 122-020-430 PARCEL SIZE: ±99.87 ACRES
EXISTING ZONING: GC GENERAL COMMERCIAL

RH HIGH DENSITY RESIDENTIALRL LOW DENSITY RESIDENTIAL
EXISTING GENERAL PLAN DES.: GENERAL COMMERCIAL

HIGH DENSITY RESIDENTIAL

LOW DENSITY RESIDENTIAL
EXISTING USE: VACANT/UNDEVELOPED
NOTES

1. THIS EXHIBIT IS FOR TENTATIVE MAP PURPOSES ONLY. ALL SITE CHARACTERISTICS SHALL BE VERIFIED PRIOR TO FINAL MAP.

2. A 10' PUBLIC UTILITY EASEMENT (P.U.E. OF PUE) WILL BE LOCATED ADJACENT TO AND PARALLEL WITH ALL PUBLIC RIGHT OF WAYS.

3. PURSUANT TO GOVERNMENT CODE SECTION 66456.1, THE SUBDIVIDER MAY FILE MULTIPLE FINAL MAPS BASED UPON THIS TENTATIVE SUBDIVISION MAP. THE FILING OF A FINAL MAP ON A PORTION OF

THIS TENTATIVE SUBDIVISION MAP SHALL NOT INVALIDATE ANY PART OF THIS TENTATIVE SUBDIVISION MAP.

4. LOT NUMBERS ARE FOR IDENTIFICATION PURPOSES ONLY.

5. FIRE HYDRANTS AND ELECTROLIERS ARE TO BE DESIGNED AND LOCATED PER CITY OF STOCKTON STANDARDS AND SPECIFICATIONS.

6. UTILITY SIZING, LOCATION, CONNECTION POINTS, STREET GRADES, PAD ELEVATIONS AND LOT DIMENSIONS ARE PRELIMINARY ONLY AND SUBJECT TO FINAL ENGINEERING DESIGN.

7. ALL UTILITIES WILL BE PLACED UNDERGROUND WITHIN THE PUBLIC RIGHT OF WAY OR PUBLIC UTILITY EASEMENTS. PUBLIC UTILITY EASEMENTS WILL BE PROVIDED AS REQUIRED BY THE CITY OF STOCKTON AND UTILITY COMPANIES.

8. THE BOUNDARY INFORMATION IS BASED UPON A FIELD SURVEY PERFORMED BY VVH CONSULTING ENGINEERS.

9. FINAL LANDSCAPE AND IRRIGATION PLANS ARE TO BE SUBMITTED ALONG WITH FINAL IMPROVEMENT PLANS.

10. SUBDIVISION SIGNAGE PER CITY OF STOCKTON REQUIREMENTS.11. TOPOGRAPHICAL SURVEY PERFORMED BY VVH CONSULTING ENGINEERS ON 04-08-2021.

PROPOSED LOT SIZE

RL (LOW DENSITY RESIDENTIAL) WIDTH DEPTH SF

LEGAL DESCRIPTION

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF STOCKTON, COUNTY OF SAN JOAQUIN, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:

LOTS 4, 5, AND 6 AS SHOWN ON THE MAP ENTITLED "TRACT NO. 3465, CANNERY PARK UNIT NO. 1" FILED IN BOOK 40 OF MAPS ANDPLATS, AT PAGE 51, SAN JOAQUIN COUNTY RECORDS, LYING IN SECTION 1 TOWNSHIP 2 NORTH, RANGE 6 EAST, MOUNT DIABLOMERIDIAN, CITY OF STOCKTON, SAN JOAQUIN COUNTY, CALIFORNIA.

AVERAGE: 50' 100' 5,000
CORNER: 55' 100' 5,500

JURISDICTION
SEWER: CITY OF STOCKTON
WATER: CITY OF STOCKTON
STORM DRAIN: CITY OF STOCKTON
GARBAGE: CITY OF STOCKTON
ELECTRIC: PACIFIC GAS AND ELECTRIC
GAS: PACIFIC GAS AND ELECTRICCABLE: COMCAST
TELEPHONE: AT&T
FIRE PROTECTION: CITY OF STOCKTON
SCHOOL DISTRICT: LODI UNIFIED SCHOOL DISTRICT

FLOOD ZONE
MAP: 06077C0320F
EFFECTIVE DATE: 10-16-2009
PANEL: 0320F
COMMUNITY: CITY OF STOCKTON, 060302
ZONE: X; 0.2% ANNUAL CHANCE OF FLOOD; 1% ANNUAL CHANCE
FLOOD WITH AVERAGE DEPTHS OF LESS THAN 1 FOOT

ZONING DENSITY DENSITY
UNITS % OF AC. ACREAGE (units per acre)
RC (GENERAL COMMERCIAL) 16 18.76 18.74 0.81
RH (HIGH DENSITY RES.) 1 12.36 12.34 0.08RL (LOW DENSITY RES.) 331 60.55 60.47 5.47 PF (PUBLIC FACILITIES LOT A PARK) 1 4.09 4.08PF (PUBLIC FACILITIES LOT B BASIN) 1 3.34 3.34 OS (OPEN SPACE) 1 0.90 0.90
TOTALS 351 100.00 99.87

SHEET INDEX

CANNERY PARK SUMMERY TABLE

ABBREVIATIONS
LEGEND

ATTACHMENT D
748
N
Title
Client/Project

ATTACHMENT D
749
30' 51'
102'
51'
14'
39'
102'
51'
51'
51'
47'
100'
57'
90' 14' 52'
100'
52'
52'
100'
52'
100'
47'
14'
90'
100'
52'
100'
52' 154'
50'
' 73 21' 12'
86'
98'
141'
33'
33'
52'
' 691
51'
N
Title
Client/Project

ATTACHMENT D
750
62' 59' 59' 59' 65'
98' 14'
49' 59' 59' 55'
109'
108'108'108'
170' 10'
14' 45' 61' 61' 61' 45' 14'
90'
55'
100'
100'
100'
100'
61' 61' 61' 55'
22' 90' 150'
50'
143'
61'
113'
115'
109'
116'
143' 29'
54' 50' 39'
169'
82' 61'
81'
50'
14' 90' 90' 14'
5' 32' 44'
44'
17' 32' 11' 43' 50'
40' 17'
9'
40'
19' 30' 8' 50' 52' 52' 53' 52' 53' 52' 54'
102'
54' 53' 53' 53' 53' 53' 53' 50' 50' 70' 129'
129' 72' 50' 52' 75' 68'
14' 40' 98' 60' 56' 57' 78' 96'
40' 104' 54' 52' 54'
82' 54' 54' 54' 60'
65'
54' 54' 100'
100'
97'
99'
98'
100'
90'
122'
92'
84'
90'
89'
80' 110'
101'
91'
102'
103'
101'
162'
99'
97'
103'
103'
103'
103'
103'
103'
103'
103'
103'
102'
54' 51' 51' 51' 51' 53'
102'
53' 51' 51' 51' 51' 54'
90' 90' 14'
45' 50' 45'
14' 90' 90' 14'
45' 50' 45'
14'
100'
55'
100'
55' 50' 100' 100' ' 51
15'
'
5 1
50' 50' 54'
54'
54'
102'
102'
102'
102'
102'
102'
61' 10'
29' 54' 17'
12'
21'
'
7 3
12' 21'
7 3 29'
'
42'
11'
50' 50'
102'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
51'
102'
51'
30'
39'
14' 51'
30'
102'
51' 14'
39'
50'
102'
50'
50'
102'
50'
50'
102'
50'
50'
102'
50'
50'
102'
50'
50'
102'
50'
50'
98'
20' 16'
65'
94'
30'
107' 10'
139'
9' 47'
97'
128'
74'
123' 21'
50'
127' 7'
29'
50'
124'
50'
50'
122'
50'
50'
50'
52'
100'
52'
52'
100'
52'
52'
100'
52'
52'
100'
52'
52'
100'
52'
52'
100'
52'
53'
100'
53'
52'
100'
52'
52'
100'
52'
52'
100'
52'
52'
100'
52'
52'
100'
52'
52'
100'
52'
47' 14'
90'
57'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
100'
53'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
90'
14' 47'
91'
57'
101'
47'
14' 91'
47'
14'
101'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
90'
57'
100'
47'
14'
50'
100'
50'
50'
100'
50'
50'
100'
50'
90' 14'
47'
100'
50'
100'
50'
100'
50'
100'
12' 21'
'
7 3
'
7 3
21' 12'
14'
N
Title
Client/Project

ATTACHMENT D
751
155'
155'
158'
217'
68'
93'
269'
37'
98'
177'
112'
49' 147' 36'
56'
78'
26' 34'
90'
21'
80' 133'
188' 9'
90'
119'
57'
57' 52' 52' 52'
100'
47' 14'
90'
100'
52'
100'
52'
100'
52' 154'
92'
50'
31'
96'
55'
19' 18' 100'
51'
50'
100'
50'
4' 32' 98'
51'
46'
90'
54'
154'
65'
50'
124'
60'
114'
14'
57'
125'
14'
114'
54'
124'
54'
66'
129'
54'
124'
54'
63'
138'
54'
25' 100'
23'
41'
54'
100'
34'
56'
100'
55'
22'
50' 14'
78'
71'
147'
142'
128'
14'
90'
100'
47'
14'
100'
31'
100'
24'
100'
24'
57' 100'
57'
67'
14'
47'
35'
1 51'
54'
'
4 1
'
4 1
20'
22'
6'
33' N
Title
Client/Project

ATTACHMENT D
752
127' 7'
50'
124'
50'
50'
122'
50'
50'
119'
50'
50'
117'
50'
50'
115'
50'
50'
112'
50'
50'
110'
50'
50'
107'
50'
50'
105'
50'
51'
102'
50'
55'
102'
11' 43'
99'
54'
98'
54'
100'
46' 9'
104'
55'
100'
54'
99'
55'
101'
15' 38'
102' 15'
50'
102'
50'
50'
102'
50'
50'
102'
50' 50'
52' 52' 52' 52' 52' 52' 53' 52' 52' 52' 52' 52' 52' 57' 100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
100'
53'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
100'
52'
90'
14' 47'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
50'
101'
50'
101'
50'
47'
14' 91'
57'
91'
14'
47'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
57'
90'
14'
47'
50'
100'
50'
100'
50'
100'
50'
100'
50'
100'
50'
100'
47'
14' 90'
90'
57'
100'
47' 14'
31'
100'
31'
100'
24'
100' 24'
57'
100'
67'
90' 14'
47'
100'
50'
100'
50'
106'
50'
119'
131'
15'
130' 35'
50'
119'
51'
43'
14'
54'
90'
57'
100'
47' 14'
50'
100'
50'
50'
100'
50'
50'
100'
50'
15'
100'
15'
100'
100'
100'
52'
100'
51'
57'
90'
14'
47'
90' 14'
47'
100'
50'
100'
50'
100'
50'
100'
50'
102'
24'
107'
11'
102'
57'
98'
32'
100'
53'
100'
47'
14'
90'
90'
57'
100'
47' 14'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
24'
100'
24'
100'
100'
29'
100' 29'
54'
100'
54'
18'
100'
18'
55'
100'
54'
57'
90' 14'
47'
90' 14'
47'
100'
50'
100'
50'
100'
50'
100'
50'
100'
50'
101'
15'
105'
104'
21'
100'
59'
39'
59'
100'
59'
59'
104' 8'
15'
107'
47'
50'
14'
28'
91'
58'
101'
48' 14'
50'
101'
50'
101'
101'
100'
11'
100' 8'
54'
100'
54'
54'
100'
54'
54'
100'
54'
58'
100'
43'
32' 42'
100'
65'
14'
46'
90' 14'
48'
100'
50'
100'
100'
100'
100'
100'
100' 16'
49'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
101'
46' 4'
109'
8'
14'
56' 47'
90'
56'
100'
46' 14'
50'
100'
50'
100'
100'
100'
100'
100'
100'
33'
100' 33'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
51'
100'
51'
90' 14'
46'
100'
50'
100'
100'
100'
100'
100'
100'
100'
100'
38'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50'
50'
100'
50' 50'
' 62 ' 75
33'
' 53 ' 77
45' ' 91 ' 05 25 '
36' 6'
' 06
82'
42'
' 33 ' 74
47' 47'
' 54 ' 36
63' 63'
' 53 ' 74 74 '
57' 48'
' 34
76 '
29'
' 42 ' 74 74 '
19' 36'
' 33 ' 36 36 '
26'
' 62 ' 84 84 '
49' 16'
52'
' 35 ' 16
41'
47' 7'
63'
' 84 ' 74 74 '
40'
10' 54'
90'
' 16 ' 06 06 '
48'
' 94 ' 94 94 '
49'
' 06 ' 95 95 '
59' 41'
18' 54'
57'
89'
' 84 ' 84 ' 84 84 '
48' 48' 17'
7' 47'
' 65 ' 65 ' 65 65 ' 56' 56' 19'
' 94 ' 94 ' 94 94 ' 94 ' 49' 49' 11'
' 65 ' 65 ' 65 65 ' 65 ' 56' 56' 13' ' 94 ' 94 ' 94 ' 94 94 ' 94 ' 49' 49' 34' N
Title
Client/Project

ATTACHMENT D
753
155'
143' 233' 183' 171'
615'
155' 269'
98'
177'
78'
26' 4'
21'
80'
188' 9'
90'
146'
36'
43'
144'
205'
157'
21' 9' 141'
145'
173'
171' 207'
199'
173'
41'
34'
158'
200'
277' 96'
42' 62'
112'
261'
101' 102' 60' 21'
195'
57'
190'
31'
124'
137' 40' 7'
143'
314'
112'
233'
314'
233'
183'
203'
18'
49'
162'
171'
156'
49' 11'
18'
203'
302'
615'
33' 33'
52'
198'
25 '
33'
33'
52'
'
6 91
51'
N
Title
Client/Project

ATTACHMENT D
754
171'
29'
22'
83'
166'
57'
83'
166'
331'
17'
171'
329'
156'
29'
410'
235'
22'
83'
166'
75'
41'
279'
156'
74'
253'
57'
83'
166'
17'
38'
102'
50' 102'
50'
50' 102'
50'
50' 102'
50'
50' 102'
50'
50' 102'
50'
50' 102'
50'
50' 102'
50'
50'
50'
102'
50' 98'
17'
19'
54' 92'
33'
56'
155'
42'
00'
65'
14'
50' 101'
4'
109'
8' 14'
56'
47' 50' 100'
50' 100'
50'
51' 100'
51'
64' 105'
68'
82'
122'
84'
14'
5 50' 100'
5 50' 100'
50'
50' 100'
50'
50' 100'
50'
50' 100'
50'
50' 100'
50'
50' 109'
24'
27'
59'
14'
40'
58'
90'
18'
54'
57'
89'
44'
47'
47'
8'
34'
14'
22'
91'
82'
N
Title
Client/Project

ATTACHMENT D
755
N
Title
Client/Project

ATTACHMENT D
756
N
Title
Client/Project

ATTACHMENT D
757
N
Title
Client/Project

ATTACHMENT D
758
N
Title
Client/Project

ATTACHMENT D
759
N
Title
Client/Project

ATTACHMENT D
760
N
Title
Client/Project

ATTACHMENT D
761
N
Title
Client/Project

ATTACHMENT D
762
N
Title
Client/Project

ATTACHMENT D
763
N
Title
Client/Project
LEGEND

ATTACHMENT D
764
Trees and low planting to
transition to creek area
8' perimeter walk / bike path
Bench seating, typ.

Turf area for active use
Bear Creek
Bear Creek
Bear Creek
20' Levee (Open Space)
20' Levee (Open Space)
20' Levee (Open Space)
20' Levee (Open Space)
20' Levee (Open Space)
Trees and sparse, low planting
to transition to creek area
8' perimeter walk / bike path
Turf area for active use
Fitness station (1 of 10)
Trees and low planting to
transition to creek area
Bench seating, typ.

Bike path to connect
to path at Bear Creek
Entry landscape with bench seating
Shade structure with picnic tables
Entry sign at primary entrance
Playground area
[email protected]
(209) 656-7177
1-31-25
PLA #4346
hsi F a dni L L Site Plan
L1
CS
Landscape Architect DNAL DESNECI L

ECT IT HCRA EPA

FO ETATS

AI NROFI LA
F
C
M. ADNI L
6434 # HSI
Signature
Renewal Date
Date
Scale:

Date:Drawn:

Sheet Number:
1"=50-'0"
10-9-23
LF
Revisions:

Concept Plant Legend:
0 50 100 150
Lot A, Cannery Park
Stockton, CA
Cannery Park
80' Wide Park
N.

Concept Statement:

The design objective of this 80' Wide Park Site Plan is to provide a usable green space for Cannery Park residents. The park provides ample turf for active use, and is separated from the creek by more natural drought tolerant planting. An primary path along the neighborhood edge is provided for walkers and bikers, which links to additional paths within the park and along Bear Creek for varied experiences within the site. The playground area features play equipment, a perimeter walk with bench seating, and picnic tables within a shade structure. Shade trees are used throughout the Basin Park. Trees are also used, along with low shrub and groundcover planting,to buffer neighboring residential lots while avoiding overhead irrigation along wood fences and potential safety concerns.

SHADE TREE 101STREET TREE 79
ACCENT TREE 20
TURF 69,630 sf
PLAYGROUND BARK 4,840 sf
SPARSE WOODLAND SHRUBS & GROUNDCOVER 68,207 sf
DECOMPOSED GRANITE 750 sfFULLY PLANTED AREA 8,209 sf

ATTACHMENT D
765
EXHIBIT 2- Cannery Park Project Amended CondiƟons
1 General Conditions
The owners, and developers and/or successors-in-interest (the 'ODS') who subdivide property with the Cannery Park Subdivision shall comply with the following general conditions. These general conditions may be more specifically detailed in the development scenarios presented herein. These Conditions of Approval (COAs) were updated as part of the Cannery Park Project Amendments (P21-0435).

1. Comply with all applicable Federal, State, County, and City codes, regulations, and adopted standards and pay all applicable fees. (#1), (SPA#1)

2. Pursuant to Section 15091 and 15093 of the State CEQA Guidelines, the project shall be subject to all applicable mitigation measures identified in the City-adopted "Findings, Statement of Overriding Considerations, and Mitigation Monitoring and Reporting Program for the Cannery Park Mixed Use Project." (#2), (SPA#2)

3. Lot 5 and Lot 6 of Cannery Park Unit No. 1 Final Map shall be annexed to the Cannery Park Residential Property Protective Restrictions recorded on May 17, 2017, Document No 2017-055715, San Joaquin County (CC&Rs). The City is declared as a third party beneficiary in Section 9.01.A of the CC&R’s.

4. Based on the effective 200-Year Floodplain Analysis Map, and the Technical Memorandum prepared by VVH Consulting Engineers dated January 23, 2024, portions of the project site have areas of potential flooding in excess of three (3) feet from a storm event that has a 1-in-200 chance of occurring in any given year, from sources other than local drainage, in urban and urbanizing areas. The finished floors of future structures shall be elevated to within three (3) feet of the 200-year base flood elevation providing an urban level of flood protection in accordance with SMC

16.90.020(A)2. All future construction will adhere to the City’s established Criteria for Development in 200-Year Floodplains, for the issuance of building permits for new residential units in master planned communities.

5. Comply with all applicable Federal, State, County, and City Codes, regulations and adopted standards and pay all applicable fees.

6. The property owners, developers, and/or successors-in-interest (ODS) shall be responsible for the City’s legal and administrative costs associated with defending any legal challenge of the approval for this project or its related environmental document.

7. To minimize any adverse financial impact on the City of Stockton associated development and/or use of the subject site, the ODS agrees that it will not challenge, or protest and applicable fees associated with the development of the site, but if such fees are amended or modified, the ODS agree to pay such fees as they may be amended or modified from time to time.

Traffic & Circulation (Analysis, Phasing and Dedication)

ATTACHMENT D
766
EXHIBIT 2- Cannery Park Project Amended CondiƟons
2 8. Conduct a queuing and traffic access analysis at proposed signalized intersections to determine appropriate intersection location and required turn pocket/lane length. (#8)

9. The ODS shall conduct a project phasing analysis to determine the timing and level of project development that can occur before degrading the operational level of service at the Eight Mile Road/State Highway Route 99 interchange and Morada Lane/State Highway Route 99 interchange below level of service that conforms with State Urban Highway Standards. Said study shall be approved by the City and identified improvement timing shall be binding on the ODS. (#14) Traffic & Circulation (Design, Construction and/or Funding Proportionate Share)

10. The ODS shall be responsible for 100 percent of the design and construction costs of on-site roadway and intersection improvements and roadway extensions and public utilities identified on the Tentative Map and/or included in the project EIR, project description or as mitigation measures. Improvements include but are not limited to all sewer, water and storm drain lines, traffic signals, street lighting, street paving, curb, gutter and sidewalk. (#10)
Eight Mile Road Specific Plan

11. If the improvements allowed by Specific Plan Amendment SPA1-03 are not constructed within five years, the Specific Plan Amendment shall be null and void. (SPA#6)
Domestic Water

12. Appropriately sized utilities and 3-phase electrical service shall be provided for all City owned or operated facilities. (#29)
Oak Tree Avoidance/mitigation

13. Removal of Oak trees shall be avoided whenever feasible. The owners, developers, and/or successors-in-interest shall coordinate the layout of project plans with the Community Development Department Director t to minimize or eliminate Oak tree removals. If removal of an Oak tree cannot be avoided, the owners, developers, and/or successors-in-interest shall be responsible for replacement of Oak trees on site, as approved by the Community Development Department Director or designated representative. If on-site planting is not possible, the owners, developers, and/or successors-in-interest shall pay the Community Development Department the estimated cost (as determined by the Community Development Department Director or designated representative for the City to have the replacement Oak trees planted by private contract on a site deemed appropriate by the Community Development Department Director of designated representative in accordance with the mitigation measures identified in the Final Environmental Impact Report (EIR1-03), as amended, and in the related CEQA Findings, Statement of Overriding Considerations, and Mitigation Monitoring/Reporting Program for the Cannery Park Mixed Use Project. (#46)
Improvement/Development Plan

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
3 In order to provide an appropriate and reliable Improvement/Development Plan for a mixed-use development with the component elements contained in the Cannery Park Subdivision, the Subdivision has been divided into five (5) Plan Areas (Exhibit 'X'). The on-site/in-tract improvements and the off-site improvements corresponding to subdivision map conditions are listed separately for each Plan Area in Exhibit B (Master Subdivision Agreement Cannery Park) to the Subdivision Agreement for the Cannery Park Unit No. 1 Final Map, Tract No. 3465.

Cannery Park Subdivision Plan Areas: The improvements associated with each Plan Area are as follows:

PLAN AREA ‘A’
Plan Area 'A' encompasses approximately 112.65± acres and includes Lot 11, Lot 12 (elementary school site), Lot 13 (neighborhood park), and Lot 14. The following general conditions are associated with development within Plan Area 'A' for Lot 11:

Morada Lane/Hwy 99 Interchange Frontage Roads
A1. Provide appropriate security, design and construct the following interim improvements to mitigate near-term impacts and enhance circulation.

A2. Design and install a traffic signal at Morada Lane/Hwy 99 West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13)
a. NB - one through/left-turn shared lane, and one right-turn lane b. SB - one through/left-turn shared lane, and one right-turn lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one through, one left-turn lane, and one right-turn lane A3. Design and install a traffic signal at the Morada Lane/Hwy 99 East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane, one through lane and one right-turn lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane If the owner/subdivider of Lot 11 constructs the interim improvements identified in A21 and A22, the payment of a proportionate share of the cost of those improvements as defined in A18 above is not required.

Morada Lane Interchange Frontage Roads

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
4 A4. Design and install a traffic signal at Morada Lane/Hwy 99 West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13)
a. NB - one through/left-turn shared lane, and one right-turn lane b. SB - one through/left-turn shared lane, and one right-turn lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one through, one left-turn lane, and one right-turn lane A5. Design and install a traffic signal at the Morada Lane/Hwy 99 East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane, one through lane and one right-turn lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane If the owner/subdivider of Lot 14 constructs the interim improvements identified in A39 and A40, the payment of a proportionate share of the cost of those improvements as defined in A36 above is not required.

PLAN AREA ‘B’
Plan Area 'B' encompasses approximately 99.86± acres consisting of Lot 7, Lot 8, Lot 9 and Lot

10. The following general conditions are associated with development within Plan Area 'B' Lot 7, Lot 8, Lot 9 and Lot 10:

General Conditions
Bikeway, Pedestrian Pathway & Crossings
B1. All crossings of Holman Road proposed for bikeway/pedestrian purposes (i.e., "Parkway" and Bear Creek) shall be grade separated or occur at pedestrian actuated (midblock) signals. (#22)
B2. The Final Map prepared for Lot 9 and Lot 10 shall show those access point dedications along the south side of Bear Creek that are associated with the class one bike trail. All access points will need to be a separate lot acquired and improved by the ODS. All plans and improvements shall be subject to approval by the, the City Police Department and the City Public Works Department. (#34) B3. The owner/subdivider of Lot 10 shall provide appropriate security, design and install a bikeway/pedestrian walkway along the south side of the Bear Creek drainage corridor. The bikeway/pedestrian walkway shall consist of an asphalt or concrete bike path as proposed in the project environmental document. Provide a Master Plan for the bikeway/pedestrian walkway prior to approval of the Final Map. The Master Plan shall contain but not be limited to the following component plans: signage, bollards, public access, landscaping, fencing, security (including hours of operation), and maintenance (including litter removal). A consolidated maintenance district will be

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
5 responsible for litter clean-up for the Bear Creek Corridor. The master plan shall be subject to review and approval by the Community Development Director and the Public Works Director. (#40), (#48)
B4. Prior to the recording a Final Subdivision Map within Plan Area B, design and submit to the Union Pacific Railroad (UPRR) the plans necessary to obtain UPRR approval of an a bikeway/pedestrian walkway crossing of the UPRR right-of-way along the south levee bank of Bear Creek.

Easements
B5. Comply with all requirements of agencies having jurisdiction over the Woodbridge Irrigation District (WID). (#25)
B6. The Final Map for Lot 9 and Lot 10 shall include a ten (10) foot easement from the existing toe of the levee along Bear Creek for maintenance of all levee slopes. Note:

This condition is not required if the easement is already included as a component of another recorded map. (#18)
B7. Provide an accessible 10-foot wide maintenance/access easement or license agreement from UPRR for access purposes along the westerly side and a 3-foot wide maintenance/access easement along the easterly side of the masonry soundwall/fence constructed on the western side of Lot 10. (#33) Disclosure/Notification
B8. The owner/subdivider of Lot 10 shall disclose to all prospective home buyers as a condition of sale and prior to the opening of escrow, the existence of any present or former remediation site (lead or any other contaminant) within the project boundaries. (#43)
The following on-site/in-tract improvements are necessary to support development within Plan Area 'B' Lot 7, Lot 8, Lot 9 and Lot 10:

On-site/In-tract Improvements Holman Road
B9. Prior to recording a final subdivision map within Lot 7, Lot 8, or Lot 10 within Plan Area B, prepare preliminary design plans and submit permit applications with Federal and State permitting agencies for the Holman Road Bridge crossing at Bear Creek and extension of Holman Road to Eight Mile Road. If the Federal and State permitting agencies approve and issue permits for the Holman Road Bridge crossing at Bear Creek, then prior to recording any additional final subdivision maps within Plan Area B, design and submit for City approval plans for the Holman Road Bridge crossing at Bear Creek and the extension of Holman Road to Eight Mile Road. Upon approval of the Homan Road Bridge and extension plans by the City, initiate the construction of the extension of Holman Road to Eight Mile Road and the Holman Road Bridge crossing at Bear Creek. To assure adequate right- of-way is reserved to accommodate the Holman Road Bridge crossing at Bear Creek, no final subdivision map(s) shall be recorded within Lot 9 until the Federal and State permitting agencies approve and issue permits for the Holman Road Bridge crossing at Bear Creek.

Include median lighting. (#11)

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
6 B10. Concurrent with the construction of the extension of Holman Road to Eight Mile Road, install barricades per City of Stockton standards at the intersection of Holman Road and Cannery Circle/Tri-Valley Drive.

B11. Install bus turnouts at the intersection of Holman Road and Pfc Jessie Mizener Street and Holman Road and Eight Mile Road as depicted on the tentative map. (#17) B12. The owner/subdivider of Lot 8 and Lot 9 shall construct a masonry sound wall along the east side of Holman Road from the northern boundary of the Woodbridge Irrigation District canal easement northward to The Bear Creek levee. The height of the soundwall shall be a minimum of seven feet, subject to design approval by the Community Development Director. (#47)
B13. The owner/subdivider of Lot 10 shall construct a masonry sound wall along the west side of Holman Road from the northern boundary of the Woodbridge Irrigation District canal easement northward to The Bear Creek levee. The height of the soundwall shall be a minimum of seven feet, subject to design approval by the Community Development Director. (#47)
B14. Access to Holman Road shall be restricted except at public street intersections. (#7) B15. Install landscaping and sidewalk between masonry soundwall and back of curb subject to review and approval by the Community Development Director and the Public Works Director. (#40)
Lt. Col. Mark Taylor Street
B16. The owner/subdivider of Lot 10 shall construct the road to the full ninety-six (96) foot width (sixty-six (66) feet from curb face to curb face) from the western most curb flare at the intersection of Lt. Col. Mark Taylor Street and Street 'P' to the western boundary of Cannery Park TM8-04A&B at a time determined to be appropriate by the Public Works Director.

B17. Access to Lt. Col. Mark Taylor Street shall be restricted except at public street intersections. (#7)
B18. Construct a masonry sound wall along the north side of Lt. Col. Mark Taylor Street beginning at the western curb flare of the intersection of Lt. Col. Mark Taylor Street and Holman Road extending westward to the property boundary. The height of the soundwalls shall be at a minimum of seven feet, subject to design approval by the Community Development Director. (#47)
B19. Install landscaping and sidewalk between masonry soundwall and back of curb subject to review and approval by the Community Development Director and the Public Works Director. (#40)
Pfc. Jessie Mizener Street
B20. The owner/subdivider of Lot 7, Lot 8 or Lot 9 shall construct Pfc Jessie Mizener Street pursuant to the following improvement conditions. Note: In the event that the

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
7 Holman Road Road/Bear Creek Bridge is not granted its environmental permits allowing for its construction, and security has been provided for the construction of the bridge and Holman Road to Eight Mile Road, then in order to accommodate the daily trips from Improvement Plan Area B, the first final map within Plan Area B (i.e., Lot 7, Lot 8, Lot 9 or Lot 10) shall include the construction of Pfc Jessie Mizener Street pursuant to the dimensions and segment length described in B26 below.

B21. Construct the road to the full seventy-eight (78) foot width (forty-eight (48) feet from curb face to curb face) from approximately one hundred (100) feet west of the western most curb flare at the intersection with Holman Road and Pfc Jessie Mizener Street to the State Route Hwy 99 Frontage Road.

B22. Install a barricade per City of Stockton standards at the intersection of Pfc Jessie Mizener Street and Collector A.

B23. Access to Pfc Jessie Mizener Street shall be restricted except at public street intersections. (#7)
B24. The owner/subdivider of Lot 9 shall construct a masonry sound wall along the north side of Pfc Jessie Mizener Street beginning at the eastern most curb flare of the intersection of Holman Road and Pfc Jessie Mizener Street eastward across the southern property boundary intersecting with the easement of the Woodbridge Irrigation District Canal; excepting appropriate access points into the subdivision.

The height of the soundwall shall be at a minimum of seven feet, subject to design approval by the Community Development Director. (#47)
B25. The owner/subdivider of Lot 8 shall construct a masonry sound wall along the south side of Pfc Jessie Mizener Street beginning at the eastern most curb flare of the intersection of Holman Road and Pfc Jessie Mizener Street eastward along the northern boundary of the property intersecting with the easement of the Woodbridge Irrigation District Canal; excepting appropriate access points into the subdivision.

The height of the soundwall shall be at a minimum of seven feet, subject to design approval by the Community Development Director. (#47)
B26. The owner/subdivider of Lot 7 shall construct a masonry sound wall along the south side of Pfc Jessie Mizener Street beginning at the eastern boundary of the Woodbridge Irrigation District canal easement (Lot GG) eastward along the northern boundary of the property intersecting with the western boundary of Lot 5; excepting appropriate access points into the subdivision. The height of the soundwall shall be at a minimum of seven feet, subject to design approval by the Community Development Director. (#47)
B27. Install landscaping and sidewalk between masonry soundwall and back of curb subject to review and approval by the Community Development Director and the Public Works Director. (#40)
Minor roads and Collectors
B28. Rights of ways and/or lot layouts shall be reconfigured as necessary to accommodate traffic calming measures required by City Standard including, but not limited to, roundabouts and traffic circles. (#41)

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
8 Off-site Improvements
Eight Mile Road
B29. Prior to recording a final subdivision map within Plan Area B, design and submit for City approval a traffic signal at the intersection of Holman Road and Eight Mile Road and interim intersection improvements to the satisfaction of the Public Works Director, including appropriate alignment and striping of the intersection turn lanes and the provision of transition lanes on the south side of Eight Mile Road approaching and departing Holman Road. Provide vehicle acceleration and deacceleration lanes, as appropriate. The improvements described in this Section B31 shall be constructed concurrent with the construction of the Holman Road Bridge crossing at Bear Creek and the extension of Holman Road to Eight Mile Road in conformance with Section B10 above. (#10), (#13)
Other Intersections/Roadways
B30. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total dally trip generation estimate associated with Lot 7 (i.e., 804), the owner/subdivider of Lot 7 shall pay a proportionate share (i.e., 1.65%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/l-lwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

B31. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 7 (i.e., 804), the owner/subdivider of Lot 7 shall pay a proportionate share (i.e., 1.65%) of the two-percent (2%) share of the cost of roadway improvements at the West Lane/Arterial A intersection. (#16) B32. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 8 (i.e., 641), the owner/subdivider of Lot 8 shall pay a proportionate share (i.e., 1.32%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
9 g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

B33. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total dally trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 8 (i.e., 641), the owner/subdivider of Lot 8 shall pay a proportionate share (i.e., 1.32%) of the two-percent (2%) share of the cost of roadway improvements at the West Lane/Arterial A intersection. (#16) B34. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 9 (i.e., 842), the owner/subdivider of Lot 9 shall pay a proportionate share (i.e.,1.73%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

B35. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 9 (i.e., 842), the owner/subdivider of Lot 9 shall pay a proportionate share (i.e., 1.73%) of the two-percent (2%) share of the cost of roadway improvements at the West Lane/Arterial A intersection. (#16) B36. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 10 (i.e., 4,087), the owner/subdivider of Lot 10 shall pay a proportionate share (i.e., 8.39%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

B37. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 1O (i.e., 4,087), the owner/subdivider of Lot 1O shall pay a proportionate share (i.e., 8.39%) of the twopercent (2%) share of the cost of roadway improvements at the West Lane/Arterial A intersection. (#16)

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
10 Other Facilities
B38. Based upon the total gross acreage of land designated as single family residential on TM8-04A&B (i.e., 197.77 acres) compared to the total gross acreage associated with Lot 7 on TM8-04A&B (i.e., 9.01 acres), the owner/subdivider of Lot 7 shall pay a proportionate share (i.e., 4.6%) of the costs associated with the following improvements:
a. Bear Creek pedestrian/bicycle trail; and
b. Temporary Park & Ride Lot to be located on lot 17.

B39. Based upon the total gross acreage of land designated as single family residential on TM8-04A&B (i.e., 197.77 acres) compared to the total gross acreage associated with Lot 8 on TM8-04A&B (i.e., 6.59 acres), the owner/subdivider of Lot 8 shall pay a proportionate share (i.e., 3.3%) of the costs associated with the following improvements:
a. Bear Creek pedestrian/bicycle trail; and
b. Temporary Park & Ride Lot to be located on lot 17.

B40. Based upon the total gross acreage of land designated as single family residential on TM8-04A&B (i.e., 197.77 acres) compared to the total gross acreage associated with Lot 9 on TM8-04A&B (i.e., 9.29 acres), the owner/subdivider of Lot 9 shall pay a proportionate share (i.e., 4.7%) of the costs associated with the following improvements:
a. Bear Creek pedestrian/bicycle trail; and
b. Temporary Park & Ride Lot to be located on lot 17.

B41. Based upon the total gross acreage of land designated as single family residential on TM8-04A&B (i.e., 197.77 acres) compared to the total gross acreage associated with Lot 10 on TM8-04A&B (i.e., 74.97 acres), the owner/subdivider of Lot 10 shall pay a proportionate share (i.e., 37.9%) of the costs associated with the following improvements:
a. Temporary Park & Ride Lot to be located on lot 17.

Note: If development occurs within Plan Area 'B' prior to occurring in Plan Area 'A', the following on-site/in-tract improvements shall occur:

Holman Road
B42. Construct Holman Road to the full one hundred thirty-four (134) foot width (one hundred fourteen (114) feet from curb face to curb face) from southern boundary of TM8-04A&8 to the Woodbridge Irrigation canal easement. Include median lighting. (#11)
B43. Install a barricade per City of Stockton standards at the northern curb flare of the intersection of Holman Road and Lt. Col. Mark Taylor Street/Hendrix Drive.

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
11 B44. Install bus turnouts at the intersection of Holman Road and Lt. Col. Mark Taylor Street/Hendrix Drive as depicted on the tentative map. (#17) B45. Access to Holman Road shall be restricted except at public street intersections. (#7) Lt. Col. Mark Taylor Street
B46. Construct the road to the full ninety-six (96) foot width (sixty-six (66) feet from curb face to curb face) from the western most curb flare at the intersection with Holman Road westward to a point located approximately fifty feet (50) west of the intersection of Lt. Col. Mark Taylor Street and Street 'P'. Include median lighting.

Off-site Improvements
Eight Mile Road Interchange Frontage Roads
Provide appropriate security, design and construct the following interim improvements to mitigate near-term impacts and enhance circulation.

B47. Design and install a traffic signal at the intersection of Eight Mile Road/West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane B48. Design and construct a traffic signal at the intersection of Eight Mile Road/East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane B49. Install stop signs at the intersection of the north bound off-ramp and East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. N8 - one left-turn lane and one through/right-turn shared lane b. SB - one right-lane and one through lane
c. EB - one left-turn lane and one right-turn lane
d. WB - Not applicable
If the owner/subdivider of Lot 7, Lot 8, Lot 9 or Lot 10 constructs the interim improvements identified in B50, B51 and B52, the payment of a proportionate share of the cost of those improvements as defined in B32, B34, B36 and B38 above is not required of the owner/subdivider who constructed said improvements.

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
12 Note: If development occurs in Improvement Plan Area 'B' prior to occurring in Improvement Plan Area 'A', the following off-site improvements shall occur:

Morada Lane Interchange Frontage Roads
Provide appropriate security, design and construct the following interim improvements to mitigate near-term impacts and enhance circulation.

B50. Design and install a traffic signal at Morada Lane/Hwy 99 West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13)
a. NB - one through/left-turn shared lane, and one right-turn lane b. SB - one through/left-turn shared lane, and one right-turn lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one through, one left-turn lane, and one right-turn lane B51. Design and install a traffic signal at the Morada Lane/Hwy 99 East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane, one through lane and one right-turn lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane If the owner/subdivider of Lot 7, Lot 8, Lot 9 or Lot 10 constructs the interim improvements identified in B53 and B54, the payment of a proportionate share of the cost of those improvements as defined in B32, B34, B36 and B38 above is not required of the owner/subdivider who constructed said improvements.

PLAN AREA ‘C’
Plan Area 'C' encompasses approximately 73.52± acres of light industrial/business park uses, consisting of the Lot 1, Lot 2 and Lot 3. The following general conditions are associated with development within Improvement Plan Area 'C':

General Conditions
Easements
C1. The owner/subdivider of Lot 2 shall comply with all requirements of agencies having jurisdiction over the Woodbridge Irrigation District (WID). (#25) C2. The Final Map for Lot 1 and Lot 2 shall include a ten (10) foot easement from the existing toe of the levee along Bear Creek for maintenance of all levee slopes. Note:

This condition is not required if the easement is already included as a component of another recorded map. (#18)
C3. Provide non-exclusive access easements within the industrial and commercial areas as necessary to provide all required lot accesses. (#24)

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
13 Transportation System Management
C4. The owner/subdivider of Lots 1 and 2 shall participate in any Transportation Systems Management (TSM) programs established by the City of Stockton and provide a permanent area for a park and ride facility as a part of the development of Lots 1, 2, 4 or 5, or a combination thereof. Lot 17 is considered an interim park & ride location that will eventually be eliminated with the reconstruction of the State Highway Route 99/Eight Mile Road interchange. The Park and Ride facility may be a stand-alone designated lot or may consist of designated spaces within a parking area in the above referenced lots. The required number of park & ride spaces shall be determined by the Public Works Director in consultation with Caltrans. (# 21) The following on-site/in-tract improvements are necessary to support development within Improvement Plan Area 'C':

On-site/In-tract Improvements
Signature Drive
C5. Dedicate the right-of-way and construct the road to the full sixty (60) foot width (forty (40) feet from curb face to curb face) from Eight Mile Road southward as depicted on TM8-04A&B.

Cannery Circle
C6. The owner/subdivider of Lot 2 shall dedicate the right-of-way and construct the road to the full seventy-eight (78) foot width (forty-eight (48) feet from curb face to curb face) from Holman Road westward approximately 365 feet as depicted on the tentative map. Dedicate the right-of-way and construct the road to the full sixty (60) foot width (forty (40) feet from curb face to curb face) as depicted on TM8-04A&B.

Off-site Improvements
Golfview Road
C7. Design and construct a traffic signal at the future intersection of Eight Mile Road/Golfview Road/Signature Drive and stripe to provide the following lane configuration (#10), (#13), (#16)
a. NB - one left-turn lane and 1through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and two through lanes
d. WB - one through lane and one through/right-turn shared lane Other Roadways/Intersections
C8. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 1 (i.e., 4,061), the owner/subdivider of Lot 1 shall pay a proportionate share (i.e., 8.33%) of the total cost of roadway improvements at the following intersections (#13), (#16):

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EXHIBIT 2- Cannery Park Project Amended CondiƟons
14 a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

C9. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 1 (i.e., 4,061), the owner/subdivider of Lot 1 shall pay a proportionate share (i.e., 8.33%) of the two-percent (2%) share of the cost of roadway improvements at the West lane/Arterial A intersection. (#16) C10. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 2 (i.e., 5,844), the owner/subdivider of Lot 2 shall pay a proportionate share (i.e., 12.00%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

C11. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 2 (i.e., 5,844), the owner/subdivider of Lot 2 shall pay a proportionate share (i.e., 12.00%) of the two-percent (2%) share of the cost of roadway improvements at the West Lane/Arterial A intersection. (#16) Note: If development occurs in Improvement Plan Area 'C' prior to occurring in Improvement Plan Areas 'B' or 'D', the following on-site/in- tract improvements shall occur:

Holman Road
C12. Construct Holman Road to the full one hundred thirty-four (134) foot width (one hundred fourteen (114) feet from curb face to curb face) from Eight Mile Road southward to Bear Creek. Include median lighting. (#11) C13. Install a bus turnout at the intersection of Holman Road and Eight Mile Road as depicted on TM8-04A&B. (#17)

ATTACHMENT D
779
EXHIBIT 2- Cannery Park Project Amended CondiƟons
15 C14. Access to Holman Road shall be restricted except at public street intersections. (#7) Traffic Signals/Intersection Improvements
C15. Design and install a traffic signal at the intersection of Holman Road and Cannery Circle/Tri-Valley Drive. Activation of the traffic signal shall be at the discretion of the Public Works Director. (#13)
Note: If development occurs in Improvement Plan Area 'C' prior to occurring in Improvement Plan Areas 'B', 'D' or 'E', the following off-site improvements shall occur:

Eight Mile Road
C16. Comply with all conditions of Specific Plan Amendment SPA1-03 and install all improvements required by said amendment. (#6)
C17. Install frontage improvements from the western boundary of TM8-04A&B eastward to the eastern boundary of TM8-04A&B, including but not limited to curb, gutter, sidewalk, pavement widening and street lighting along Eight Mile Road to provide a minimum 72-foot half street section. (#5)
C18. Existing points of access shall remain unrestricted until such time as the Eight Mile Road improvements are constructed or until an adjacent parcel is developed. (#12) C19. Install a continuous eleven (11) foot minimum width deceleration lane on the south side of Eight Mile Road for a minimum of 200 feet west of the driveway located approximately 800 feet east of the Union Pacific Railroad (formerly the SPRR). (SPA #5)
C20. The Project driveway(s) on Eight Mile Road shall be limited to a total of four (three new) driveways and shall be limited to right-turn in/right-turn out. Driveways shall be spaced a minimum distance of 300 feet from any intersection, driveway or creek and shall be a minimum of 750 feet from the Union Pacific Railroad tracks. Project driveway(s) shall be designed and constructed to prevent on-site cross traffic for a minimum distance of 100 feet from the future property line along Eight Mile Road. (SPA #3)
C21. Design and install a traffic signal at the intersection of Holman Road and Eight Mile Road. Construct interim intersection improvements to the satisfaction of the Public Works Director, including appropriate alignment and striping of the intersection turn lanes and the provision of transition lanes on the south side of Eight Mile Road approaching and departing Holman Road. Provide vehicle acceleration and deacceleration lanes, as appropriate. (#10), (#13) Eight Mile Road Interchange Frontage Roads
C22. Provide appropriate security, design and construct the following interim improvements to mitigate near-term impacts and enhance circulation.

ATTACHMENT D
780
EXHIBIT 2- Cannery Park Project Amended CondiƟons
16 C23. Design and install a traffic signal at the intersection of Eight Mile Road/West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane C24. Design and construct a traffic signal at the intersection of Eight Mile Road/East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane C25. Install stop signs at the intersection of the north bound off-ramp and East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one right-lane and one through lane
c. EB - one left-turn lane and one right-turn lane
d. WB - Not applicable
If the owner/subdivider of Lot 1 or Lot 2 constructs the interim improvements identified in C23, C24 and C25, the payment of a proportionate share of the cost of those improvements as defined in C9 and C11 above is not required of the owner/subdivider who constructed said improvements.

PLAN AREA ‘D’
Improvement Plan Area 'D' encompasses approximately 32.09± acres of business park/commercial uses consisting of Lot 4. Improvement Plan Area 'D' encompasses approximately 18.74 ± acres of business park/commercial uses and 12.34± acres of high density residential on Lot 4 of Cannery Park Unit No. 1 Final Map. The following conditions are associated with development within Improvement Plan Area 'D', Lot 4 (Parcels GC Lot 1 through CG Lot 15 and RH Lot 1) These conditions are based on Tentative Map approval of the Cannery Park Amendments (P21-0435):

General Conditions
D1. Prior to the approval of any Final Map, General Plan amendment, Rezoning and Development Agreement shall be approved by the City Council.

D2. Prior to the approval of any Building Permit for new structures, future residential development is subject to obtaining a Design Review approval per SMC Section

16.120.020(A)(1)(a).

ATTACHMENT D
781
EXHIBIT 2- Cannery Park Project Amended CondiƟons
17 D3. The ODS shall install full frontage improvements on Eight Mile Road, within the limits of the site, including, but not limited to, sidewalks, street lighting, and driveway installation. Said improvements shall be installed prior to occupancy of any buildings/structures on this site or prior to initiation of residential use. Further, all offsite improvements shall conform to City of Stockton Standard Plans and Specifications.

D4. The property Owners, Developers, and/or Successors in Interest must provide a single master water meter for each of the high-density residential developments. The master meter will be located near the entrance of the high-density development.

D5. The future design of the commercial and high-density residential sites shall comply with the City’s Development Code and Design Guidelines. To ensure high-quality design and enhanced pedestrian/motor design, the following Design Guideline measures shall be applied to future Site Plan and Design Review submittals for any commercial and residential application:
x (3.03.070) Parking courts should be well designed, with consideration given to landscaping, lighting, building massing, and pedestrian/vehicular circulation.
x (3.03.070) Convenient pedestrian connections should be provided to adjoining residential developments, commercial projects, and other compatible land uses.
x (3.03.070) Pedestrian access to adjacent existing or planned open space areas and corridors should be provided for the development’s residents. x (3.03.070) Cross circulation between vehicles and pedestrians should be minimized. A continuous, clearly marked walkway should be provided from the parking areas to main entrances of buildings.
x (4.01.030) Provide safe, convenient, and efficient vehicular assessment, circulation, parking, loading, and maneuvering. Encourage pedestrian activity by providing convenient access and safe pedestrian routes. x (4.01.040) Ensuring that new development considers its relationship to and interface with surrounding existing development, especially residential uses.

Easements Conditions
D6. Comply with all requirements of agencies having jurisdiction over the Woodbridge Irrigation District (WID). (#25)
D7. The Final Map for Lot 4 shall include a ten (10) foot easement from the existing toe of the levee along Bear Creek for maintenance of all levee slopes. Note: This condition is not required if the easement is already included as a component of another recorded map. (#18)
Public Works/Engineering

ATTACHMENT D
782
EXHIBIT 2- Cannery Park Project Amended CondiƟons
18 D8. The owner/subdivider shall participate in any Transportation Systems Management (TSM) programs established by the City of Stockton and provide a permanent area for a park and ride facility as a part of the development of Lots 1, 2, 4 or 5, or a combination thereof. Lot 17 is considered an interim park & ride location that will eventually be eliminated with the reconstruction of the State Highway Route 99/Eight Mile Road interchange. The Park and Ride facility may be a stand-alone designated lot or may consist of designated spaces within a parking area in the above referenced lots. The required number of park & ride spaces shall be determined by the Public Works Director in consultation with Caltrans. (# 21) How many park and ride spaces will be required?
D9. The ODS shall design and submit offsite improvement plans to the Community Development Department - Engineering Section for approval. Improvement Plans shall include but not be limited to traffic signal modifications, installation of roundabouts, traffic calming devices, curb, gutter, sidewalk, driveway access, wheelchair ramps, streetlight standards, and public utilities. A Neighborhood Traffic Management Plan shall be submitted with the improvement plans. Offsite improvements shall be constructed per City Standards prior to the issuance of any building permits.

D10. The ODS shall construct the private street per City standards.

D11. The ODS shall make necessary right-of-way dedications along the frontage of the project site to ensure all public improvements, including but not limited to sidewalks, wheelchair ramps, signals, and the like, are appropriated the needed public right of way.

D12. All off-site improvements proposed with the project shall require the preparation and submission of improvement plans to include but not limited to the installation of curb, gutter, sidewalk, street lighting, paving, and landscaping. The ODS shall provide proof of reclamation district approval for all improvement on, or adjacent to, the existing levees. Proof must be submitted prior to Site Improvement Plans.

D13. All improvements adjacent to Bear Creek are subject to the agency having jurisdiction of this waterway along with any dedication requirements that are required for this development.

D14. All off-site improvements proposed with the project shall require the preparation and submission of Improvement Plans and shall be subject to review and approval of the Director.

Municipal Utilities Department
D15. The property Owners, Developers, and/or Successors in Interest must provide a single master water meter for each of the high-density residential developments. The master meter will be located near the entrance of the high-density development.

D16. The property Owners, Developers, and/or Successors in Interest shall comply with any and all requirements, and pay all associated fees, as required by the City's

ATTACHMENT D
783
EXHIBIT 2- Cannery Park Project Amended CondiƟons
19 Storm Water Pollution Prevention Program as set forth in its NPDES Storm Water Permit.

D17. The ODS shall connect the Cannery Park (North) project to a 24-inch water main in Eight Mile Road that runs from West Lane to STATE ROUTE 99 and is connected to the 24-inch water main in West Lane from Bear Creek to Eight Mile Road and also connected to a 24-inch water main in N. STATE ROUTE 99 W. Frontage Road from Eight Mile Road to PFC Jesse Mizener Street; all of which is identified in the 2022 City Water Master Plan and will provide sufficient water supply and pressure to the project site. If the 24-inch water main is not available for the project to make said connection, then the ODS shall provide a water model identifying the improvements, if any, that are required to provide sufficient water supply and pressure to the project site and upon approval of the water model by the Director of Municipal Utilities, prepare improvement plans to be approved by the Director, and construct any required improvements. This includes any offsite approval that requires subsequent permits and environmental review. The ODS shall construct 8’ masonry walls to enclose the perimeter of the City pump and controls in the new sewer pump station.

Note: If construction occurs in Improvement Plan Area 'D' prior to occurring in Improvement Plan Area 'C', the following improvement shall occur:

On-site/in-tract Improvements
O Street Tri-Valley Drive is referenced as O Street on TM P21-0435 so all references to O Street should be changed to O Street so it correlates with TM D18. Dedicate the right-of-way and construct the road to the full width from curb face to curb face from Holman Road eastward to and including the cul-de-sac. Right of way dedication shall be for the purpose of constructing full roadway width suitable for the adjacent land use.

P Street Collector A is referenced as P Street on TM P21-0435 so all references to Collector A should be changed to P Street so it correlates with the TM D19. Dedicate the right-of-way and construct the road to the full width from curb face to curb face from Eight Mile Road southward to and including the cul-de-sac. Right of way dedication shall be for the purpose of constructing full roadway width suitable for the adjacent land use
Access to P Street shall be restricted within 300 feet from the intersection with Eight Mile Road.

D20. Install bus turnouts at the intersection of Collector A and Eight Mile Road as depicted on TM8-04A&B. (#17)
D21. A full access intersection shall be allowed at Eight Mile Road and P Street, located 1,000 feet west of the west frontage road and a traffic signal shall be installed to use the access. (SPA#4)

ATTACHMENT D
784
EXHIBIT 2- Cannery Park Project Amended CondiƟons
20 Traffic Signals/Intersection Improvements
D22. Design and install a traffic signal at the intersection of Eight Mile Road and P Street.

Activation of the traffic signal shall be at the discretion of the Public Works Director. (#13)
Off-site Improvements
Other Roadways/Intersections
D23. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 4 (i.e., 5,914), the owner/subdivider of Lot 4 shall pay a proportionate share (i.e., 12.13%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

D24. The proportionate share for roadway improvements at West Lane/Arterial A intersection for the Cannery Park TM8-04A&B is two percent (2%). Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 4 (i.e., 5,914), the owner/subdivider of Lot 4 shall pay a proportionate share (i.e., 12.13%) of the two-percent (2%) share of the cost of roadway improvements at the West Lane/Arterial A intersection. (#16) Note: If development occurs in Improvement Plan Area 'D' prior to occurring in Improvement Plan Areas 'B' or 'C', the following on-site/in- tract improvements shall occur:

Holman Road
D25. Construct Holman Road to the full width from curb face to curb face from Eight Mile Road southward to Bear Creek. Include median lighting. (#11) D26. Install a bus turnout at the intersection of Holman Road and Eight Mile Road as depicted on the tentative map. (#17)
D27. Access to Holman Road shall be restricted except at public street intersections. (#7) Traffic Signals/Intersection Improvements

ATTACHMENT D
785
EXHIBIT 2- Cannery Park Project Amended CondiƟons
21 D28. Design and install a traffic signal at the intersection of Holman Road and Cannery Circle/O Street. Activation of the traffic signal shall be at the discretion of the Public Works Director. (#13)
Note: If development occurs in Improvement Plan Area 'D' prior to occurring in Improvement Plan Areas 'B', 'C' or 'E', the following off-site improvements shall occur:

Eight Mile Road
D29. Comply with all conditions of Specific Plan Amendment SPA 1-03 and install all improvements required by said amendment. (#6) An update to the Precise Plan is ongoing where lanes and right-of-way will be reduced in conformance with the General Plan.

D30. Install frontage improvements from Holman Road eastward to the eastern boundary of TM P21-0435 including but not limited to curb, gutter, sidewalk, pavement widening and street lighting along Eight Mile Road to provide a minimum 72-foot half street section. (#5) Full width shall comply with the updated Precise Road Plan D31. Existing points of access shall remain unrestricted until such time as the Eight Mile Road improvements are constructed or until an adjacent parcel is developed. (#12) D32. Install a continuous eleven (11) foot minimum width deceleration lane on the south side of Eight Mile Road for a minimum of 200 feet west of the driveway located approximately 800 feet east of the Union Pacific Railroad (formerly the SPRR). (SPA #5)
D33. The Project driveway(s) on Eight Mile Road shall be limited to a total of four (three new) driveways and shall be limited to right-turn in/right-turn out. Driveways shall be spaced a minimum distance of 300 feet from any intersection, driveway or creek and shall be a minimum of 750 feet from the Union Pacific Railroad tracks. Project driveway(s) shall be designed and constructed to prevent on-site cross traffic for a minimum distance of 100 feet from the future property line along Eight Mile Road. (SPA #3)
D34. Design and install a traffic signal at the intersection of Holman Road and Eight Mile Road. Construct interim intersection improvements to the satisfaction of the Public Works Director, including appropriate alignment and striping of the intersection turn lanes and the provision of transition lanes on the south side of Eight Mile Road approaching and departing Holman Road. Provide vehicle acceleration and deacceleration lanes, as appropriate. (#10), (#13) Eight Mile Road Interchange Frontage Roads
Provide appropriate security, design and construct the following interim improvements to mitigate near-term impacts and enhance circulation.

D35. D26. Design and install a traffic signal at the intersection of Eight Mile Road/West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations. (#10), (#13), (#16)

ATTACHMENT D
786
EXHIBIT 2- Cannery Park Project Amended CondiƟons
22 a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane D36. Design and construct a traffic signal at the intersection of Eight Mile Road/East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane D37. Install stop signs at the intersection of the north bound off-ramp and East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one right-lane and one through lane
c. EB - one left-turn lane and one right-turn lane
d. WB - Not applicable
If the owner/subdivider of Lot 4 constructs the interim improvements identified in D48, D49, and D50, the payment of a proportionate share of the cost of those improvements as defined in D36 above is not required.

PLAN AREA ‘E’
Plan Area 'E' encompasses approximately 67.74± acres consisting of the Lot 5 and Lot 6. The following conditions are associated with development within Improvement Plan Area 'E', Lot 5 (Lots 1-267, Lot A Park/Open Space, and Lot B Basin) and Lot 6 (Lots 268-331) These conditions are based on Tentative Map approval of the Cannery Park Amendments (P21-0435):

General Conditions
E1. Prior to the approval of any Final Map, General Plan amendment, Rezoning and Development Agreement shall be approved by the City Council.

E2. Prior to the approval of any building permit for the construction of new homes, future residential development is subject to obtaining a Design Review approval per SMC Section 16.120.020(A)(1)(a).

E3. Lots 181 and 43 will be required to have an 8’ tall masonry wall between Lot A and the residential lots. The wall shall be constructed on private property.

E4. In lieu of a Bike Path along the top of the south bank of Bear Creek fronting the project site, a bike path shall be included in the design of the Park/Open Space on

ATTACHMENT D
787
EXHIBIT 2- Cannery Park Project Amended CondiƟons
23 Lot A and shall be constructed as per the Second Amended Development Agreement.

E5. ODS shall design and submit offsite improvement plans to the Community Development Department - Engineering Section for approval. Improvement Plans shall include but not be limited to traffic signal modifications, installation of roundabouts, traffic calming devices, curb, gutter, sidewalk, driveway access, wheelchair ramps, streetlight standards, and public utilities. A Neighborhood Traffic Management Plan shall be submitted with the improvement plans. Offsite improvements shall be constructed per City Standards prior to the issuance of any building permits.

E6. The ODS shall restrict the lots represented as Lots 291-296 in Village H to single story homes.

Neighborhood Park Conditions
NOTE: The following conditions specify the park obligations outlined in the Cannery Park Project Development Agreement.

E7. The ODS shall provide a turn-key developed park/open space (Lot A) to the City at no cost to the City, designed, improved, and maintained to the satisfaction of the City via a DDA. Such developed Lot A and other adjacent easements shall be maintained through the City’s CLMAD or other entity acceptable to the City.

E8. The ODS shall maintain Lot A including all adjacent undeveloped easements and bike/pedestrian paths to the satisfaction of the City until the City has finally accepted the developed park/open space as completed publicly usable facilities.

Fire Department
E9. Fire hydrant locations, installation, and design shall be per COS Standards.

E10. Residential street design shall be per COS Standards.

E11. All single-family homes shall have automatic fire sprinklers designed and installed per NFPA 13-D Standards.

E12. A minimum of 1-inch water meters shall be installed at each single-family home to accommodate the domestic water and fire sprinkler demands.

E13. Deferred submittals are required for the fire sprinkler plans (per model type).

Public Works/Engineering

ATTACHMENT D
788
EXHIBIT 2- Cannery Park Project Amended CondiƟons
24 E14. The ODS shall make necessary right-of-way dedications along the frontage of the project site to ensure all public improvements, including but not limited to sidewalks, wheelchair ramps, and the like, are within the public right of way.

E15. The ODS shall design and submit offsite improvement plans to the Community Development Department - Engineering Section for approval. Improvement Plans shall include but not be limited to traffic signal modifications, installation of roundabouts, traffic calming devices, curb, gutter, sidewalk, driveway access, wheelchair ramps, streetlight standards, and public utilities. A Neighborhood Traffic Management Plan shall be submitted with the improvement plans. Offsite improvements shall be constructed per City Standards prior to the issuance of any building permits.

E16. The ODS shall install full frontage improvements on PFC Jesse Mizener Street, within the limits of the site, including, but not limited to, sidewalks, street lighting, and driveway installation. Said improvements shall be installed prior to occupancy of any buildings/structures on this site or prior to initiation of residential use. Further, all offsite improvements shall conform to City of Stockton Standard Plans and Specifications.

E17. Per the Stockton Municipal Code Section 16.72, development on the site shall require site frontage improvements, including, but not limited to, the installation of curb, gutter, sidewalk, street lighting, paving, and landscaping.

E18. The property owners, developers, and/or successors-in-interest shall submit subdivision master plans, or indicate compliance of existing master plans, for water, storm, and sanitary sewer service. These plans shall show all on-site and off-site utilities necessary to provide water, storm, and sanitary sewer utility service. These plans shall be approved by the Deputy Municipal Utilities District Director of Engineering & Department Services prior to the submittal of any improvement plans.

E19. The ODS shall be responsible (at no cost to the City) for all the improvements to the open space areas (greenbelt, related landscape improvements, and connecting lots (incl. lighting) all to the satisfaction of the City representative. This includes completion of the Class 1 bike pathway along Bear Creek. Proof must be submitted prior to Site Improvement Plans.

E20. All off-site improvements proposed with the project shall require the preparation and submission of improvement plans to include but not limited to the installation of curb, gutter, sidewalk, street lighting, paving, and landscaping. The ODS shall provide proof of reclamation district approval for all improvement on, or adjacent to, the existing levees. Proof must be submitted prior to Site Improvement Plans.

E21. All improvements adjacent to Bear Creek are subject to the agency having jurisdiction of this waterway along with any dedication requirements that are required for this development.

ATTACHMENT D
789
EXHIBIT 2- Cannery Park Project Amended CondiƟons
25 E22. All off-site improvements proposed with the project shall require the preparation and submission of Improvement Plans and shall be subject to the review and approval of the Director.

Municipal Utilities Department
E23. The property Owners, Developers, and/or Successors in Interest shall comply with any and all requirements, and pay all associated fees, as required by the City's Storm Water Pollution Prevention Program as set forth in its NPDES Storm Water Permit.

E24. The ODS shall provide a water model identifying the improvements, if any, that are required to provide sufficient water supply and pressure to the project site and upon approval of the water model by the Director of Municipal Utilities, prepare improvement plans to be approved by the Director, and construct any required improvements. This includes any offsite approval that requires subsequent permits and environmental review. The ODS shall connect the Cannery Park (North) project to a 24-inch water main in Eight Mile Road that runs from West Lane to STATE ROUTE 99 and is connected to the 24-inch water main in West Lane from Bear Creek to Eight Mile Road and also connected to a 24-inch water main in N. STATE ROUTE 99 W. Frontage Road from Eight Mile Road to PFC Jesse Mizener Street; all of which is identified in the 2022 City Water Master Plan and will provide sufficient water supply and pressure to the project site. If the 24-inch water main is not available for the project to make said connection, then the ODS shall provide a water model identifying the improvements, if any, that are required to provide sufficient water supply and pressure to the project site and upon approval of the water model by the Director of Municipal Utilities, prepare improvement plans to be approved by the Director, and construct any required improvements. This includes any offsite approval that requires subsequent permits and environmental review.

E25. The ODS shall provide a 16-foot wide all-weather access road around the detention basin and to the storm pump station.

E26. The ODS shall provide appropriately-sized utilities, including natural gas and threephase electrical power to the storm pump station. The ODS shall provide an 8-inch waterline connection in Lot 306 and Lot A Park/Open Space that loops the water system between the internal subdivision to the external streets. A 10-foot-wide City water easement shall be dedicated on Lot 306.

E27. The ODS shall construct all sound walls consistent with the noise analysis and original mitigation measures included in the Project EIR. .

E28. The ODS shall construct minimum 8’ tall masonry walls to enclose the perimeter of the City pumps and controls in the storm pump station.

ATTACHMENT D
790
EXHIBIT 2- Cannery Park Project Amended CondiƟons
26 E29. The ODS shall construct minimum 6’ tall ornamental iron fence, a 6’ tall masonry block wall, or a combination of each as well as associated maintenance vehicle access gates along the perimeter of Lot B Basin.

E30. The ODS shall construct a minimum 8’ tall masonry wall between Lot 187 and Lot B Basin. Such wall shall be on private property (Lot 187).

E31. The ODS shall provide an 8-inch water line connection in Lot 306 and Lot A Park/Open Space that loops the water system between the internal subdivision to the external streets. A 10-foot-wide City water easement shall be dedicated on Lot 306.

Easements
E32. Comply with all requirements of agencies having jurisdiction over the Woodbridge Irrigation District (WID). (#25)
E33. The Final Map for Lot 5 shall include a ten (10) foot easement from the existing toe of the levee along Bear Creek for maintenance of all levee slopes. Note: This condition is not required if the easement is already included as a component of another recorded map. (#18
Transportation System Management
E34. The owner/subdivider shall participate in any Transportation Systems Management (TSM) programs established by the City of Stockton and provide a permanent area for a park and ride facility as a part of the development of Lots 1, 2, or 4 as shown on Cannery Park Unit No. 1 Final Map or 5, or a combination thereof. Lot 17 is considered an interim park & ride location that will eventually be eliminated with the reconstruction of the State Highway Route 99/Eight Mile Road interchange. The Park and Ride facility may be a stand-alone designated lot or may consist of designated spaces within a parking area in the above referenced lots. The required number of park & ride spaces shall be determined by the Public Works Director in consultation with Caltrans. (# 21) Lot 5 is SFR
E35. The ODS shall design and submit offsite improvement plans to the Community Development Department - Engineering Section for approval. Improvement Plans shall include but not be limited to traffic signal modifications, installation of roundabouts, traffic calming devices, curb, gutter, sidewalk, driveway access, wheelchair ramps, streetlight standards, and public utilities. A Neighborhood Traffic Management Plan shall be submitted with the improvement plans. Offsite improvements shall be constructed per City Standards prior to the issuance of any building permits.

The following on-site/in-tract improvements are necessary to support development within Improvement Plan Area 'E' Lot 5 and Lot 6:

Off-site Improvements

ATTACHMENT D
791
EXHIBIT 2- Cannery Park Project Amended CondiƟons
27 Other Roadways/Intersections
E36. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 5 (i.e., 20,126), the owner/subdivider of Lot 5 shall pay a proportionate share (i.e., 41.31%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

E37. Based upon the total daily trip generation rate for Cannery Park (i.e., 48,726) compared to the total daily trip generation estimate associated with Lot 6 (i.e., 1,517), the owner/subdivider of Lot 6 shall pay a proportionate share (i.e., 3.11%) of the total cost of roadway improvements at the following intersections (#13), (#16):
a. Eight Mile Road/Ham Lane;
b. Eight Mile Road/Leach Road;
c. Eight Mile Road/Hwy 99 West Frontage Road (interim improvements); d. Eight Mile Road/Hwy 99 East Frontage Road (interim improvements); e. Eight Mile Road/Hwy 99 East Frontage Road at Northbound ramp (interim improvements);
f. Morada Lane/Hwy 99 West Frontage Road (interim improvements); and g. Morada Lane/Hwy 99 East Frontage Road (interim improvements).

Note: If construction occurs in Improvement Plan Area 'E' prior to occurring in improvement Plan Area 'C' or 'D', the following improvement shall occur:

Pfc Jessie Mizener Street
E38. Access to Pfc Jessie Mizener Street shall be restricted except at public street intersections. (#7)
Eight Mile Road Interchange Frontage Roads
Provide appropriate security, design and construct the following interim improvements to mitigate near-term impacts and enhance circulation.

E39. Design and install a traffic signal at the intersection of Eight Mile Road/West Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane

ATTACHMENT D
792
EXHIBIT 2- Cannery Park Project Amended CondiƟons
28 b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane E40. Design and construct a traffic signal at the intersection of Eight Mile Road/East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
a. NB - one left-turn lane and one through/right-turn shared lane b. SB - one left-turn lane and one through/right-turn shared lane c. EB - one left-turn lane and one through/right-turn shared lane d. WB - one left-turn lane and one through/right-turn shared lane E41. Install stop signs at the intersection of the north bound off-ramp and East Frontage Road and widen the intersection as appropriate, with striping to provide the following lane configurations: (#10), (#13), (#16)
e. NB - one left-turn lane and one through/right-turn shared lane f. SB - one right-lane and one through lane
g. EB - one left-turn lane and one right-turn lane
h. WB - Not applicable
If the owner/subdivider of Lot 5 or Lot 6 constructs the interim improvements identified in D114, D115, and D116, the payment of a proportionate share of the cost of those improvements as defined in D94 and D96 above is not required of owner/subdivider who constructs said improvements.

ATTACHMENT D
793
Eight Mile Road Investors LLC
3400 E. Eight Mile Road, Stockton, CA 95212
(209) 931-9740 FAX (209) 931-9741

NEIGHBORHOOD MEETING NOTICE
TO: Residents
CC: City of Stockton Community Development Department
Dear Resident,
This notice is being sent to inform you that the property generally bounded by PFC Jesse Mizener Street, State Route 99 West Frontage Road, Holman Road, and Eight Mile Road is proposing to change zoning and general plan designations to facilitate single family residential homesites south of Bear Creek and to facilitate the relocation of a multi-family residential site to north of Bear Creek. Said property will also be subject to a new tentative subdivision map.

As part of the change to the zoning and general plan designations as well as the new tentative subdivision map, this notice is being sent to inform you of a meeting that will take place on WEDNESDAY, JANUARY 17 from 5:30 pm to 7:00 pm (Pacific Time) at the Micke Grove Park Auditorium to answer any question you may have about the proposed project.

If you have any questions, please contact Matt Arnaiz at (209) 931-9740.

Best Regards,
Eight Mile Road Investors, LLC
ATTACHMENT E 794
Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION CERTIFYING AN ADDENDUM TO TO THE CANNERY PARK ENVIRONMENTAL IMPACT REPORT (SCH #2003042022) FOR AMENDMENTS TO

THE PREVIOUSLY APPROVED CANNERY PARK MIXED USE PROJECT LOCATED ON MULTIPLE PARCELS AT 3827 PFC JESSE MIZENER STREET
(APNs 122-020-32, -33, -38 and -60) (P21-0435)
In 2004, the City approved the Cannery Park Cannery Park Mixed Use Project which consisted of an Environmental Impact Report (EIR), General Plan Amendment, Eight Mile Road Specific Plan Amendment, Annexation, Prezoning Development Agreement, and a Small and Large lot Tentative Map. These entitlements permitted Holman Investors, LLC, (“Applicant”) to construct a mixed-use development on a 448- acre site planned for industrial, commercial retail and office, parks, schools, 1,100 single family and 210 multi-family residential units. Since the original Project approval, progress has been made to construct the single-family units; however, the industrial, retail, and office zones areas of the Project remain undeveloped; and Citing a change in the retail and office economic markets and the State’s current housing crisis, the Applicant is requesting a General Plan Amendment, Rezone, Development Agreement Amendment (extend existing by 10 years), and a Tentative Map to convert a 99.87-acre portion of the existing Cannery Park mixed use Project’s commercially zoned areas into 334 additional single family homes and to relocate approximately 12-acres of high-density residential zoned areas adjacent to the commercial areas fronting Eight Mile Road. The proposed Tentative Map also includes retention of 16 commercial lots, a 3.34-acre detention basin, and a new ±4-acre neighborhood park (linear/tot lot); and
As the proposed Project amends a portion of the original EIR project area, an addendum to the original EIR (SCH # 2003042022), for the original Cannery Park mixed use Project was prepare in accordance with the California Environmental Quality Act (CEQA) State Guidelines section 15164. The addendum analyzed the conversion of the regional commercial areas to single family homes and concluded that the proposal did not result in substantial changes or create new significant environmental effects beyond what was anticipated in the original EIR; and
On February 8, 2024, the Planning Commission recommended the City Council certify the EIR Addendum and approve the General Plan Amendment, Rezone, and Development Agreement; and
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795
On April 2, 2024, the City Council held a duly noticed public hearing, pursuant to Stockton Municipal Code (SMC) section 16.116.040(D), to consider the proposed Amendments, at which all times all interested parties had the opportunity to be heard; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The foregoing recitals are true and correct and incorporated by reference.

2. Based upon its review of the entire record herein, the City Council makes the following findings pursuant to SMC section 16.88.040 (Environmental Determination) “Mandatory Findings of Fact,” the Review Authority has determined that the environmental documentation for the proposed Project adequately addresses the environmental consequences of the proposed Project, as follows:
a) An Addendum to the EIR for the Envision Stockton 2040 General Plan (certified by the City of Stockton on December 3, 2018, Resolution No. 2018-12-04-1503-01) was prepared and considered all potential environmental effects associated with the proposed General Plan Land Use Map and Zoning Update project. The City determined that only minor technical changes are necessary, there are no facts triggering a Subsequent EIR, Negative Declaration, or Supplemental EIR, there is no need for new or more effective mitigation measures other than those described in the certified EIR and Mitigation and Monitoring Reporting Program and the project is otherwise in compliance with CEQA Guidelines section 15164.

3. The City Council adopts a resolution certifying an Addendum to the Cannery Park Project Environmental Impact Report as described in (Exhibit 1), based on the findings and evidence detailed above, incorporated by reference.

4. The City Manager is authorized to take whatever actions are necessary and appropriate to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED April 2, 2024 .

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
796

ADDENDUM TO THE

CANNERY PARK EIR
SCH # 2003042022
OCTOBER 2023
Prepared for:

City of Stockton
345 N. El Dorado Street
Stockton, CA 95202
(209) 937-8266
Prepared by:

De Novo Planning Group
1020 Suncast Lane, Suite 106
El Dorado Hills, CA
(916) 580-9818
D e N o v o P l a n n i n g G r o u p
A L a n d U s e P l a n n i n g , D e s i g n , a n d E n v i r o n m e n t a l F i r m EXHIBIT 1 797
EXHIBIT 1 798

ADDENDUM TO THE

CANNERY PARK EIR
SCH # 2003042022
OCTOBER 2023
Prepared for:

City of Stockton
345 N. El Dorado Street
Stockton, CA 95202
(209) 937-8266
Prepared by:

De Novo Planning Group
1020 Suncast Lane, Suite 106
El Dorado Hills, CA
(916) 580-9818
EXHIBIT 1 799
EXHIBIT 1 800
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
1 Table of Contents

1.0 Introduction ................................................................................................................................................................ 3

1.1 Background and Purpose of the EIR Addendum..................................................................................... 3

2.2 Project Description................................................................................................................................................... 4

2.1 Original Project..................................................................................................................................................... 4 Project Location.............................................................................................................................................................. 4 Project Characteristics................................................................................................................................................. 4

2.2 Revised Project...................................................................................................................................................... 4 Project Location.............................................................................................................................................................. 4 Project Characteristics................................................................................................................................................. 5 Commercial Component.............................................................................................................................................. 6 Low Density Residential Component .................................................................................................................... 7 High Density Residential Component.................................................................................................................... 7 General Plan and Zoning Designations ...................................................................................................................... 7 Existing City of Stockton General Plan Land Use Designations .................................................................. 8 Existing City of Stockton Zoning Designations .................................................................................................. 8 Surrounding General Plan Designations .............................................................................................................. 9

2.3 Basis for Decision to Prepare an Addendum ............................................................................................ 9

3.0 Environmental Analysis .......................................................................................................................................24

3.1 AESTHETICS, LIGHT, AND GLARE .........................................................................................................................25

3.2 AGRICULTURAL RESOURCES...................................................................................................................................28

3.3 AIR QUALITY ...................................................................................................................................................................31

3.4 BIOLOGICAL RESOURCES..........................................................................................................................................38

3.5 CULTURAL RESOURCES .............................................................................................................................................52

3.6 ENERGY..............................................................................................................................................................................54

3.7 GEOLOGY AND SOILS...................................................................................................................................................60

3.8 GREENHOUSE GAS EMISSIONS...............................................................................................................................72

3.9 HAZARDS AND HAZARDOUS MATERIALS.........................................................................................................76

3.10 HYDROLOGY AND WATER QUALITY.................................................................................................................82

3.11 LAND USE AND PLANNING....................................................................................................................................92 EXHIBIT 1 801
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City of Stockton October 2023
2 3.12 MINERAL RESOURCES .............................................................................................................................................95

3.13 NOISE ...............................................................................................................................................................................96

3.14 POPULATION AND HOUSING.............................................................................................................................106

3.15 PUBLIC SERVICES....................................................................................................................................................109

3.16 RECREATION.............................................................................................................................................................117

3.17 TRANSPORTATION.................................................................................................................................................119

3.18 TRIBAL CULTURAL RESOURCES ......................................................................................................................123

3.19 UTILITIES AND SERVICE SYSTEMS.................................................................................................................125

3.20 WILDFIRE....................................................................................................................................................................134 References .............................................................................................................................................................................136 Appendix A: Air Quality/Greenhouse Gas/Energy Modeling Outputs .........................................................139 Appendix B: Noise Report...............................................................................................................................................140 Appendix C: Transportation Impact Analysis Report..........................................................................................141 EXHIBIT 1 802
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
3 1.0 INTRODUCTION
This Addendum was prepared in accordance with the California Environmental Quality Act (CEQA) and the CEQA Guidelines. This document has been prepared to serve as an Addendum to the previously certified EIR (State Clearinghouse [SCH] # 2003042022) for the Cannery Park Project (Original Project). The City of Stockton is the lead agency for the environmental review of the proposed Project refinements (Revised Project).

This Addendum addresses the proposed refinements that have occurred to the tentative map, General Plan Amendment, and rezone to revise the land use and zoning designations established by the Original Project within the 99.88-acre Revised Project site. CEQA Guidelines Section 15164 defines an Addendum as:

The lead agency or responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred. ….A brief explanation of the decision not to prepare a subsequent EIR pursuant to Section 15162 should be included in an addendum to an EIR, the lead agency's findings on the project, or elsewhere in the record.

Information and technical analyses from the Original Project are utilized throughout this Addendum.

Relevant passages from this document are cited and available for review at:

City of Stockton
345 N. El Dorado Street
Stockton, CA 95202
(209) 937-8266

1.1 BACKGROUND AND PURPOSE OF THE EIR ADDENDUM
The Cannery Park Environmental Impact Report (EIR) was certified by the Stockton City Council in September 2004. The Original Project included certification of the EIR for Cannery Park, General Plan land use amendments, prezoning, approval of a tentative subdivision map, approval of a Development Agreement, and an amendment to the Eight Mile Road Specific Plan.

In determining whether an Addendum is the appropriate document to analyze the proposed refinements to the Cannery Park, CEQA Guidelines Section 15164 states:
a) The lead agency or a responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred. b) An addendum to an adopted negative declaration may be prepared if only minor technical changes or additions are necessary or none of the conditions described in Section 15162 calling for the preparation of a subsequent EIR or negative declaration have occurred. c) An addendum need not be circulated for public review but can be included in or attached to the final EIR or adopted negative declaration.
d) The decision-making body shall consider the addendum with the final EIR or adopted negative declaration prior to making a decision on the project.

EXHIBIT 1 803
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
4 e) A brief explanation of the decision not to prepare a subsequent EIR pursuant to Section 15162 should be included in an addendum to an EIR, the lead agency’s required findings on the project, or elsewhere in the record. The explanation must be supported by substantial evidence.

2.2 PROJECT DESCRIPTION

2.1 ORIGINAL PROJECT
Project Location
The Original Project site consists of the approximately 448.4-acre site, located at northeastern boundary of the City of Stockton in an area of very active urban development, within the City of Stockton at its northeastern limits. The Original Project site is immediately southwest of the intersection of SR 99 and Eight Mile Road. The Project site’s regional location is shown on Figure 1.

Project Characteristics
The Original Project involved the annexation of 489.40 acres located in the unincorporated county adjacent to the City of Stockton at its northeastern limits to establish a mixed-use development consisting of industrial, commercial, and residential uses. In addition to the annexation, the Original Project required amendments to the City’s General Plan, prezoning, approval of a tentative subdivision map, approval of a Development Agreement, and an amendment to the Eight Mile Road Specific Plan.

As part of the General Plan Amendments, the Original Project eliminated an existing Industrial designation located south of Bear Creek in favor of Low-Medium Density Residential, replaced an existing Administrative/Professional designation north of Bear Creek with Commercial, expanded the existing Commercial designation at Eight Mile Road/SR 99, and eliminated an existing High Density Residential designation in favor of a relocated, larger designation. The Original Project tentative subdivision map created a total of 1,287 parcels which would facilitate the future development of up to 2.5 million square feet of industrial and commercial uses and up to 1,287 residential units, consisting of up to 1,077 single family and 210 multi-family residential units.

2.2 REVISED PROJECT
Project Location
The Revised Project site is a portion of the Original Project site, and is comprised of 99.88 acres located in the northeast corner of the City of Stockton southeast of the intersection of East Eight Mile Road and Holman Road. The Project site is generally bound by East Eight Mile Road to the north, the 99 Frontage Road/State Route 99 to the east, Holman Road to the west, and single-family residential uses to the south. Bear Creek bisects the Revised Project site flowing southwest from the northeast corner of the Revised Project site continuing under Holman Road. PFC Jesse Mizener Street also bisects the southern portion of the Revised Project site. The City limits and Sphere of Influence run conterminous with Eight Mile Road and State Route 99, adjacent to the northern and eastern boundaries of the Revised Project site, and the City limits run conterminous with a portion of the southern boundary of the Revised Project site. Figures 1 and 2 show the Project site’s regional EXHIBIT 1 804
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
5 location and vicinity. Figure 3 provides the APN map, Figure 4 provides a topographic map, and Figure 5 provides an aerial photo of the Revised Project site.

Project Characteristics
The Revised Project requests a General Plan Amendment and rezone to revise the land use and zoning designations established by the Original Project within the 99.87-acre Revised Project site. The Original Project sought to increase commercial uses and reduce residential uses on the Revised Project site. Over the past 14 years the market has not shown an interest in these land uses, while at the same time the demand for housing has reached a crisis status in the State of California. As a result, the Revised Project seeks to reverse some of the 2004 approvals by changing commercial land uses to residential land uses to better reflect the market demand, and to assist in the current housing crisis.

The General Plan Amendment would: 1) re-designate 56.51 acres of commercial land located south of Bear Creek for low density residential uses, 2) re-designate 11.27 acres of high density residential land located south of Bear Creek for low density residential uses, and 3) re-designate 12.34 acres of commercial located north of Bear Creek for high density residential uses.

The Rezone would: 1) rezone 56.51 acres of commercial land located south of Bear Creek for low density residential uses, 2) rezone 11.27 acres of high density residential land located south of Bear Creek for low density residential uses, and 3) rezone 12.34 acres of commercial located north of Bear Creek for high density residential uses.

The net change is an increase in housing units and a decrease in commercial land. The housing intensity in the 11.27 acres of high density residential that will be downzoned to low density residential, will be replaced with a net increase in high density residential but in a different location within the Revised Project site.

Figure 6 and Figure 7 show the existing General Plan land use designations and Zoning districts, and Figure 8 and Figure 9 show the proposed General Plan land use designations and Zoning districts.

Additionally, Table 2 provides a summary of the proposed General Plan Amendments and Table 3 provides a summary of the rezone.

TABLE 2: REVISED PROJECT GENERAL PLAN AMENDMENTS SUMMARY

EXISTING LAND USES EXISTING ACREAGE PROPOSED ACREAGE
Commercial 88.61 19.76
Low Density Residential 0.00 67.78
High Density Residential 11.27 12.34
Total 99.88 99.88
TABLE 3: REVISED PROJECT REZONE SUMMARY

EXISTING ZONING EXISTING ACREAGE PROPOSED ACREAGE
Commercial 88.61 19.76
Low Density Residential 0.00 67.78
High Density Residential 11.27 12.34
Total 99.88 99.88
EXHIBIT 1 805
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
6 The General Plan Amendment, rezone, and Tentative Map would allow for the subdivision of the

99.88-acre Revised Project site into 15 commercial development lots, 331 single family residential lots, and one 12.34-acre high density residential remainder lot for future development of between 162 and 296 units (assumes 13.2-24 units/acre gross). The 15 commercial development lots are proposed on 19.76 acres of land that has existing General Plan and Zoning for commercial uses. This area is part of the Tentative Map, but is not part of the General Plan Amendment or Rezone. The proposed tentative subdivision map is shown in Figure 10.

As shown on Figure 10, the 15 commercial development lots and 12.34-acre high density residential parcel is located north of Bear Creek while the 331 single family residential lots are located south of Bear Creek. As part of the Original Project, the Collector A bridge shown on the approved Tentative Map was proposed over Bear Creek to provide access from Eight Mile Road to the commercial area south of Bear Creek; however, as part of this proposed tentative subdivision map, the applicant is seeking to revise the circulation map to omit the bridge over Bear Creek and instead rely on existing streets and new internal roadways, as well as the new Holman Road bridge located just west of the Revised Project site.

Commercial Component
The proposed tentative subdivision map subdivides the 19.76-acre commercial portion of the Revised Project site into 15 development lots. The applicant is proposing to process site plan reviews prior to developing the 15 commercial lots. It is not known what exactly would be developed on the commercial lots, but examples of allowed commercial uses include: quick serve restaurants with drive thru, gas station and convenience store, medical office/clinic, office, hotel, and other commercial businesses. At some future time when the applicant knows the actual uses and building needs, they will prepare site plan review applications for consideration by the City. Table 4 provided the lot size for each of the 15 commercial lots.

TABLE 4: REVISED PROJECT COMMERCIAL DEVELOPMENT

PARCEL LOT SIZE
1 113,021
2 43,328
3 62,789
4 65,759
5 73,162
6 40,901
7 47,048
8 70,067
9 39,281
10 35,726
11 35,060
12 30,293
13 25,649
14 27,570
15 27,692
TOTAL 737,346
EXHIBIT 1 806
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
7 As shown in Figure 10, northern site access would be via a proposed north-south street (Collector A) connecting to Eight Mile Road and western site access would be via a new east-west street (Tri-Valley Drive) connecting to Holman Road. Both new streets include a traffic circle at the end of the public street. Site circulation is provided by new internal driveways along the eastern and southern boundary of the site, as well as driveways connecting the parking lots.

Low Density Residential Component
The proposed tentative subdivision map subdivides the 67.78-acre portion of the Revised Project site proposed to be designated Low Density Residential into 331 single family residential lots. The proposal results in a density of approximately 4.88 units per gross acre, which is consistent with the General Plan’s low-density residential density range.

It is anticipated that 267 of the single-family residential lots would be located on 55.88 acres generally bound by Bear Creek to the north, SR 99 Frontage Road to the east, PFC Jesse Mizener Street to the south, and the WID South Main Canal to the west. As shown on Figure 10, site access would be provided by two new north-south streets connecting to PFC Jesse Mizener Street and site circulation would be provided by new residential streets with the lots oriented in a grid-like pattern.

The remaining 64 single-family residential lots would be located on 11.90 acres generally bound by PFC Jesse Mizener Street to the north, SR 99 Frontage Road to the east, residential development to the west, and single family residential to the south. As shown on Figure 10, northern site access would be provided by a new north-south street connecting to PFC Jesse Mizener Street and western site access would be provided by an extension of Jennings Lane from Village C in the Original Project.

Jennings Lane provides east-west internal circulation of this village.

High Density Residential Component
The proposed tentative subdivision map would create a 12.34-acre parcel to be developed for high density residential uses. The General Plan’s density range for this use ranges from 13.2 to 24 units per gross acre. As such, the 12.34-acre site would be anticipated to result in between 162 and 296 residential units.1 A specific site plan and development proposal has not been developed for this site at this time.

Community Facilities District 2019-1 (Cannery Park II)
The City Council adopted a resolution and ordinance forming a new community facilities district (“CFD”) covering a portion of the Cannery Park development. The new CFD (CFD 2019-1) facilitates the completion of the Cannery Park development, the remaining portion of which was expected to 1 It should be noted that, due to constraints associated with commercial noise in the vicinity of the High Density Residential component of the Revised Project, the number of high density residential units are likely to be at the lower end (or even below) this range of units. Nevertheless, for the sake of a conservative analysis, this Addendum analyzes the Revised Project with the higher end of the range (i.e., 296 units) for high density residential units.

EXHIBIT 1 807
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
8 include approximately 511 single-family homes, 210 multi-family units and 128 acres of commercial/light industrial property.

The Rate and Method of Apportionment includes a Special Tax A of $1,600 per single-family home, $7,500 per acre for multifamily, and from $4,145 to $4,500 for light industrial and commercial that will support the debt service on the bonds until the bonds are paid in full. At the payoff of bonds, a transition component will be added to the Special Tax B to pay for the City’s ongoing maintenance of that infrastructure. Special Tax A is not intended to generate revenue for the City, rather it is intended to pay debt service on the bonds.

The Rate and Method of Apportionment also includes a Special Tax B of $520 per single-family parcel and $343.20 for multi-family parcel that addresses the City’s costs to service the new homes and to maintain the City’s infrastructure. Special Tax B will generate (331 single family units x $520) + (300 multi-family units x $343.20) or $172,120 + $102,960 or $275,080 the first year and then increasing by 4% per year thereafter to keep pace with inflation and the City’s service delivery costs.

GENERAL PLAN AND ZONING DESIGNATIONS
Existing City of Stockton General Plan Land Use Designations The Envision Stockton 2040 General Plan Land Use Map designates the Project site as Commercial and High Density Residential. Figure 6 depicts the Envision 2040 Stockton General Plan land use designations for the Project site and the surrounding areas. The General Plan contains the following standards to guide development for the land uses within the Project site:

Commercial (C): This designation allows for a wide variety of retail, service, and commercial recreational uses; business, medical, and professional offices; residential uses; public and quasipublic uses; and other similar and compatible uses. Community or regional commercial centers as well as freestanding commercial establishments are permitted. In addition, limited industrial uses are allowed, provided that they are indoors and compatible with surrounding uses. The maximum FAR ranges differ based on the geographic area. Outside the Greater Downtown, the maximum FAR is 0.30.

High Density Residential (HDR): This designation allows for multi-family residential units, apartments, dormitories, group homes, guest homes, public and quasi-public uses, and other similar and compatible uses. This designation also allows neighborhood serving retail, commercial service, and mixed uses in appropriate locations that provide residents with easy access to daily services and necessities within their neighborhood, provided that they are compatible with surrounding uses. The allowable density and intensity ranges differ based on the geographic area. Outside of the Greater Downton, this designation allows 13.2 to 24 units per gross acre and 17.5 to 30 units per net acre.

Additionally, the maximum FAR for neighborhood serving retail uses is 0.30.

Existing City of Stockton Zoning Designations
Figure 7 depicts the City’s zoning districts for the Project site and the surrounding areas. The Project site is zoned CG (Commercial, General), and RH (Residential, High Density). Below is a general description of the zoning districts within the Project site.

EXHIBIT 1 808
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
9 CG (Commercial, General) District: This zone is applied to areas appropriate for a wide variety of general commercial uses, including retail, personal and business services; commercial recreational uses; and a mix of office, commercial, and/or residential uses. The CG zoning district is consistent with the commercial land use designation of the General Plan.

RH (Residential, High Density) District: This zone is applied to high-density residential neighborhoods. Allowable housing types may include multifamily and various types of group housing, as well as high density single-family residential development. The RH zoning district is consistent with the High Density Residential land use designation of the General Plan. Consistent with the General Plan, allowable densities for land Outside the Greater Downtown is 17.5 to 30 dwelling units per net acre and 13.2 to 24 dwelling units per gross acre. Additionally, the maximum floor area ratio (FAR) for neighborhood-serving retail uses is 0.30.

Surrounding General Plan Designations
Within San Joaquin County, lands to the north are designated Limited Agricultural (A/L) and Freeway Service Commercial (C/FS); lands to the east are designated Freeway Service Commercial (C/FS), Community Commercial (C/C), Rural Residential (R/R), and Very Low Density Residential (R/VL); and land to the south is designated Low Density Residential (R/L). Within the City, lands to the west are designated Industrial and Low Density Residential and lands to the south are designated Low Density Residential. The City’s General Plan also designates land within unincorporated San Joaquin County to the north as Open Space/Agriculture, to the east as Residential Estate, and to the south as Low Density Residential. The City of Stockton and San Joaquin County General Plan land use designations for the Project site and surrounding areas are shown on Figure 6.

Entitlements Requested: The entitlements requested include: General Plan Amendment, Rezone, and Tentative Map Approval. The EIR Addendum is being prepared to reflect the lack of demand for the commercial uses, and the need to provide residential uses, within the 99.88-acre Revised Project site.

2.3 BASIS FOR DECISION TO PREPARE AN ADDENDUM
When an environmental impact report has been certified for a project, Public Resources Code Section 21166 and CEQA Guidelines Sections 15162 and 15164 set forth the criteria for determining whether a subsequent EIR, subsequent negative declaration, addendum, or no further documentation be prepared in support of further agency action on the project. Under these Guidelines, a subsequent EIR or negative declaration shall be prepared if any of the following criteria are met:
(a) When an EIR has been certified or negative declaration adopted for a project, no subsequent EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in the light of the whole record, one or more of the following:
(1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects;
(2) Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or EXHIBIT 1 809
EIR ADDENDUM – CANNERY PARK EIR
City of Stockton October 2023
10 (3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the negative declaration was adopted, shows any of the following:
(A) The project will have one or more significant effects not discussed in the previous EIR or negative declaration;
(B) Significant effects previously examined will be substantially more severe than shown in the previous EIR;
(C) Mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or
(D) Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative.
(b) If changes to a project or its circumstances occur or new information becomes available after adoption of a negative declaration, the lead agency shall prepare a subsequent EIR if required under subdivision (a). Otherwise the lead agency shall determine whether to prepare a subsequent negative declaration, and addendum, or no further documentation.

In determining whether an Addendum is the appropriate document to analyze the proposed refinements to the project and its approval, CEQA Guidelines Section 15164 (Addendum to an EIR or Negative Declaration) states:
a) The lead agency or a responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred. b) An addendum to an adopted negative declaration may be prepared if only minor technical changes or additions are necessary or none of the conditions described in Section 15162 calling for the preparation of a subsequent EIR or negative declaration have occurred. c) An addendum need not be circulated for public review but can be included in or attached to the final EIR or adopted negative declaration.
d) The decision-making body shall consider the addendum with the final EIR or adopted negative declaration prior to making a decision on the project.
e) A brief explanation of the decision not to prepare a subsequent EIR pursuant to Section 15162 should be included in an addendum to an EIR, the lead agency’s required findings on the project, or elsewhere in the record. The explanation must be supported by substantial evidence.

Based on a detailed review and analysis of the Revised Project by the City, it was determined that there was no evidence that there would be any new significant environmental effects, a substantial increase in the severity of previously identified environmental effects, or new information of substantial importance that would require major changes to the certified Cannery Park EIR pursuant to CEQA Guidelines Section 15162(a). Therefore, a Subsequent EIR is not warranted for this project.

It should be noted that one of the rationales associated with Original EIR Statement of Overriding Considering was that the Original Project included an expectation that 1.9 million square feet of commercial development, including significant anchor shopping stores, would be developed to generate jobs and revenue for the community. This was a major consideration for the override of EXHIBIT 1 810
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11 environmental impacts caused by the Original Project. The City, however, recognizes that over the past 14 years the market has not shown an interest in these land uses for the originally anticipated commercial uses, while at the same time the demand for housing for the community has become a major consideration. While the creation of jobs and revenue remains important, over the last few years the housing demand has reached crisis status in the State of California, with the legislation passing the “The Housing Crisis Act of 2019” (HCA). HCA establishes a statewide “housing emergency” until January 1, 2030. During the housing emergency, the Housing Crisis Act suspends certain restrictions on the development of new housing and expedites the permitting of housing. In response to this declaration by the State, the City seeks to develop the appropriate housing stock to meet demand for the community. As a result, the Revised Project presents the City with an opportunity to establish additional residential uses to better reflect the housing emergency status, while acknowledging the jobs and revenues that are generated its development in the immediate future. In doing so, the City recognizes that the construction and sale of new homes on the Project site will result in immediate new jobs and revenue, which is in alignment with the City’s original consideration for approving the Original EIR. Sales jobs for the new homes are anticipated to be in the range of $6-8 million at buildout of the Project, with additional long-term revenue from the resale of homes in perpetuity. These jobs are anticipated to be largely from the local community.

Construction jobs for the development are anticipated to be in the range of $40-60 million in labor, with additional long-term labor revenue from the local contractors, renovators, maintenance workers, and landscapers in perpetuity. These jobs are also anticipated to be largely from the local community. There are also jobs that are created in the supply of materials to build the project (i.e. contractor supplies), as well as to long terms jobs to provide services to the new residents. Because the emergency status of housing (i.e., lack of housing stock), it is anticipated that the Revised Project will develop in the immediate future and that the sales, construction, and service jobs associated with its development and long-term operation will be imminent. For these reasons, the City’s prior considerations for overriding the environmental impacts due to the new jobs and revenue generating benefits would still hold true under the Revised Project.

As part of this document, additional technical analysis was performed to determine if there were any new environmental impacts not known at the time of the original approval. No new significant impacts or an increase in the severity of environmental impacts have been identified as a result of the additional technical analysis. Instead, the Revised Project includes modifications to the land uses within the Revised Project site, which would replace commercial uses with residential uses, which do not have any additional significant detrimental environmental effects. The beneficial impacts of the Revised Project are related to reductions in air quality, greenhouse gas, and energy impacts, compared to the Original Project.

As demonstrated in the environmental analysis provided in Section 3.0 (Environmental Analysis), the proposed changes do not meet the criteria for preparing a subsequent EIR or negative declaration. An addendum is appropriate here because, as explained in Section 3.0, none of the conditions calling for preparation of a subsequent EIR or negative declaration have occurred.

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24 3.0 ENVIRONMENTAL ANALYSIS
This section of the Addendum provides analysis and cites substantial evidence that support’s the City’s determination that the proposed refinements to the Cannery Park Project (Original Project) do not meet the criteria for preparing a subsequent or supplemental EIR under CEQA Guidelines Section 15162.

The proposed changes do not cause a new significant impact or substantially increase the severity of a previously identified significant impact, and there have been no other changes in the circumstances that meet this criterion (CEQA Guidelines Section 15162[a][2]). There have been no changes in the environmental conditions on the property not contemplated and analyzed in the EIR that would result in new or substantially more severe environmental impacts. There is no new information of substantial importance (which was not known or could not have been known at the time of the application, that identifies: a new significant impact (condition “A” under CEQA Guidelines Section 15162[a][3]); a substantial increase in the severity of a previously identified significant impact (condition “B” CEQA Guidelines Section 15162[a][3]); mitigation measures or alternatives previously found infeasible that would now be feasible and would substantially reduce one or more significant effects; or mitigation measures or alternatives which are considerably different from those analyzed in the EIR which would substantially reduce one or more significant effects on the environment (conditions “C” and “D” CEQA Guidelines Section 15162[a][3]). None of the “new information” conditions listed in the CEQA Guidelines Section 15162[a][3] are present here to trigger the need for a Subsequent or Supplemental EIR.

CEQA Guidelines Section 15164 states that “The lead agency or a responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred.” An addendum is appropriate here because, as explained above, none of the conditions calling for preparation of a subsequent EIR have occurred.

The section below identifies the environmental topics addressed in the EIR, provides a summary of impacts associated with the Original Project, as described in the EIR, and includes a brief analysis of the potential impacts associated with the Revised Project when compared to the Original Project.

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25 3.1 AESTHETICS, LIGHT, AND GLARE
Environmental
Issue Area
Conclusion in
Cannery
Park EIR
Does the
Project
involve new
impacts?
New
circumstances
involving new
impacts?
New information
requiring new
analysis or
verification?
Mitigation
Required?
Impact AES-1:

Scenic Resources
Less than
Significant
with
Mitigation
No No No See Cannery Park
EIR Mitigation
Measures
Impact AES-2:

Scenic resources,
including but not
limited to trees,
rock
outcroppings,
and historic
buildings within
a State scenic
highway
Less than
Significant
with
Mitigation
No No No See Cannery Park
EIR Mitigation
Measures
Impact AES-3:

Visual Character
and Quality
Less than
Significant
with
Mitigation
No No No See Cannery Park
EIR Mitigation
Measures
Impact AES-4:

Light and glare
Less than
Significant
with
Mitigation
No No No See Cannery Park
EIR Mitigation
Measures
Discussion
The Revised Project would not result in any new or altered impacts with respect to aesthetics and visual resources. The Revised Project requests a General Plan Amendment and rezone to revise the land use and zoning designations established by the Original Project within the 99.88-acre Revised Project site. The Original Project sought to increase commercial uses and reduce residential uses on the Revised Project site. The Revised Project General Plan Amendment would: 1) re-designate 56.51 acres of commercial land located south of Bear Creek for low density residential uses, 2) re-designate