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Home My WebLink Aboutb1leasenegotiationsgardenstreetterraces FROM: Derek Johnson, Community Development Director Michael Codron, Assistant City Manager Prepared By: Pam Ricci, Senior Planner Lee Johnson, Economic Development Manager SUBJECT: APPROVAL OF FINAL DESIGN AND AUTHORIZATION TO CONCLUDE LEASE NEGOTIATIONS FOR THE GARDEN STREET TERRACES PROJECT RECOMMENDATION 1) As recommended by the Architectural Review Commission (ARC), adopt a resolution granting final approval of the revised project design, based on findings, including a finding acknowledging the review and acceptance of the Addendum to the Final EIR, and subject to conditions and mitigation measures and; 2) Adopt a resolution approving a Memorandum of Agreements (Agreement) between the City of San Luis Obispo (“City”) and Garden Street SLO Partners, L.P., a California limited partnership (“Developer”), providing for a long-term, 99-year lease of Parking Lot 2, subject to satisfaction of conditions precedent, and superseding the existing Memorandum of Agreement (MOA) as agreed September 7, 2010 and amended September 6, 2011. DISCUSSION Background The Garden Street Terraces Project has been in development since 2005. The Project has been seen by the Council and the appropriate advisory bodies at various stages along the way. Most recently, the ARC recommended approved the current design on November 18, 2013, and the Council provided direction to the City’s negotiation team in closed session on February 4, 2014. The project is now at the point where final City Council approval is required to move forward. Time Line The following are the key milestones of the project: Time Frame Milestone  June 2005 Applicant presented a proposal for the redevelopment of the area including Parking Lot #2.  October 2005 The City entered exclusive negotiations with the applicant.  July 2006 The original Memo of Understanding (MOU) is executed.  June 2010 Based on public input and the EIR the applicant was asked Meeting Date Item Number 3-4-14 B1 - 1 Garden Street Terraces Design & Agreement Page 2 Time Frame Milestone to redesign the project.  September 2010 A new Memorandum of Agreements is signed (MOA) replacing the 2006 MOU.  September 2011 The City Council approved an amendment to the 2010 MOA decreasing the minimum number of residential units from 13 to 8.  November 1, 2011 The City Council approved the final design for the Garden Street Terraces Project  August 8, 2013 The applicant submitted modified plans for the project to retain the existing buildings at the corner of Marsh and Broad, which will remain under current ownership.  November 18, 2013 The ARC recommended approval of the modified design.  February 4, 2014 The City Council provided negotiating direction to City staff. The Project The Garden Street Terraces Project is a mixed-use center in the downtown core including retail, residential units and a hotel. The proposed project site, shown in Attachment 1, consists of six parcels, including City Parking Lot No. 2, bordered by Broad Street, Garden Alley, Garden Street and Marsh Street. On August 8, 2013, the applicant submitted modified plans. The main difference between the current design and the previously approved plans is that the existing buildings located at the corner of Broad and Marsh Streets will remain with development of the project, rather than be demolished. While the retention of the corner buildings changes the look of the project, it does not impact the financial aspects of the agreement. The financial agreement has also been simplified and restructured while at the same time providing additional financial benefit to the City compared to the terms of the previously approved MOA. The Design On November 1, 2011, the City Council approved the Garden Street Terraces Project. Subsequent to this approval, the applicant determined that changes were needed to the project. As a result of the changes, on November 18, 2013, the ARC reviewed the current design and recommended that the City Council approve the new design. As shown in Table 1 below, the project maintains the mix of retail, residential, and hotel uses previously included. The overall square footage of the project is reduced from 135,448 to 93,425 with the retention of the existing corner buildings at Marsh and Broad Street, rather than the construction of a new building here with three levels of floor area. B1 - 2 Garden Street Terraces Design & Agreement Page 3 Table 1. Project Land Uses (Final Design 11-1-11 & Current Project) Use 11-1-11 Design Current Project (ARC 129-13) Details/Units Size (sf) Details/Units Size (sf) Retail 25,047 20,542 Residential 8 units 18,023 8 units 8,640 Hotel/Restaurant 48 rooms 53,740 64 rooms 46,630 Trashroom/ground floor circulation 7,061 3,563 Parking 74 private spaces 31,577 41 private spaces 14,050 Total 135,448 93,425 The project plans include the two buildings at the corner of Marsh and Broad remaining as part of the project site area as well as part of the overall retail project floor space. However, these buildings are under separate ownership and any changes to the exterior of these structures are not a part of this project review. While not part of the Garden Street Terrance project, it is important to note that the building at the corner of Marsh and Broad Street must still undergo a retrofit to meet earthquake requirements for unreinforced masonry buildings. The future review of this retrofit will ensure that the private improvements are complementary to the proposed project. Project parking is private and is set aside for the hotel and residents. There are 41 spaces provided at the ground level. The previous project also included a basement level of parking that is no longer proposed. Parking will be overseen by a valet service. Comparing the previously approved elevations with the current plans, the Contemporary architectural style with elements of Spanish architecture in terms of some of the materials such as smooth finish plaster and clay tile roof and details like rafter tails has been maintained. The overall height and massing of the new structure proposed for City parking Lot# 2 is generally the same as previously proposed. The Garden Street and Garden Alley elevations of the building are very similar in appearance to the prior project design. The ARC focused on the changes to the Broad and Marsh Street elevations of the project with the retention of the existing structures at the corner as well as modifications to colors and materials. The Commission supported the modified project design and had minor wording changes to three recommended conditions to better clarify the intent. Additional details are available in the 11-18-13 ARC staff report (Attachment 4). Environmental Review On June 1, 2010, the City Council certified the Final EIR for the GST Project through City Council Resolution No. 10182. At the same hearing that the Final EIR was certified, the Council also approved Use Permit 124-06 and Tract Map No. 124-06 through Resolution No. 10183. The first condition of the approved use permit required that the City Council formally act on the final design of the project and directed the applicant to revise the project to be consistent with the Reduced Development and Project without Public Parking Spaces alternatives included in the certified Final EIR. B1 - 3 Garden Street Terraces Design & Agreement Page 4 The revised project design approved by the City Council on November 1, 2011 was found to be consistent with those alternatives. An Addendum to the Final EIR was prepared to update the project description, impact analysis, and mitigation measures based on the revised project design since the EIR was certified. The Addendum was reviewed and considered along with the Council’s review of the final design, but did not require recirculation or a new public review period because the revised project did not result in any new significant impacts not previously analyzed in the certified Final EIR. An update to the Addendum considered on November 1, 2011 is included as Attachment 2. The update basically documents the new project description. The modification to the project not to include the two existing buildings at the corner of Marsh and Broad Streets does not affect any of the prior conclusions regarding the impact analysis or mitigation measures that were identified with the Addendum considered by the City Council on November 1, 2011. Section 1 of the Draft Resolution includes the findings related to the environmental determination on the project and references the update to the previous Addendum. The Agreement The previous MOA was constructed in such a way to gain the most benefit to the City and to allow the Applicant to have a project that was financially feasible. At various points during the negotiation the City highlighted the potential issues with some of the terms of the agreement. In December 2013 the applicant proposed a new agreement that meets the overall goals of the original project and has similar, if not better, positive financial implications for the City. The new proposed agreement has several major changes from the previous agreement, following highlights: 1. The City’s loan to the Applicant is reduced from $2.4 Million to $500,000. 2. The applicant is no longer paying $1.86 Million in lost on-site public parking replacement fees. 3. The base rent is adjusted to the current net parking revenue ($204,379) or the fair market percentage of the fair market value of the real property, whichever is higher. 4. The City is no longer sharing in the hotel room rent after year 15. 5. The City is no longer reducing the rent required from the Applicant by the expected increase in property tax for the project. 6. The Applicant remains responsible for the full Garden street makeover. There are also several areas that remain to be negotiated, including: 1. The appraised value (an appraisal is in process). 2. The final rent (the base rent cannot be finalized until after the appraisal. All the financial calculations use the minimum rent so the financial results of the project can only get better). 3. The terms of the rent escalation clause. 4. The market rate loan terms. The terms of the agreement that remain to be negotiated are standard terms that require outside expertise and are fairly formulaic or related to market prices and thus are not expected to be a challenge to conclude the negotiations. Once the appraisal has been received the lease can be B1 - 4 Garden Street Terraces Design & Agreement Page 5 finalized and the remaining terms, including establishing the rent escalation clause and the market rate for the loan. CONCURRENCES Economic Development, Community Development, the City Attorney, Public Works and Finance all concur with the information provided in this update. FISCAL IMPACT The new structure of the agreement has eliminated many of the moving pieces and created a much more simple agreement. Under the new agreement the applicant is paying a market lease rate to the City and the City is providing a market rate loan to the applicant. The City also receives a significant positive general fund impact over the current use. The below table summarizes the estimated general fund impact based on the project minimums, the project that was approved in 2011 and the Current project. The new financial structure will not have an adverse impact on the Parking Fund’s ability to meets its objectives including the construction of the Palm Nipomo parking structure. ALTERNATIVES 1) In terms of the project design, the following actions are possible: a. Deny the project design, based on findings of inconsistency with the Community Design Guidelines. b. Continue the project with direction to the staff and applicant if the Council desires further information or analysis to render a decision. c. Refer the project design back to the ARC if further specific changes are desired. 2) Reject the revised Agreement. This alternative should only be selected if the Council no longer supports the project in conformance with the EIR. If the Garden Street Terraces concept remains supported by the Council, then the Agreement that has been carefully re- negotiated over the course of several months is recommended since it is consistent with several City policies and goals and contains terms that are fair to both parties. Agreement Council Current "Project"Approved Project minimums Project 2011March 2014 Sales Tax Onsite retail 89,750 106,784 91,579 Hotel guest spending 8,357 8,914 11,886 Resident spending 3,200 3,200 3,200 Property Tax 41,300 51,900 56,800 Transient Occupancy Tax 318,526 339,761 453,015 Total 461,133 510,559 616,480 General Fund Revenue Increase B1 - 5 Garden Street Terraces Design & Agreement Page 6 3) Provide direction to negotiate further and/or provide additional information. During the discussion of this item, Council may identify additional information needed prior to entering into the proposed Agreement or may provide direction to negotiate further with Developer on specific terms. The proposed Agreement is intended to serve as a framework to assist in developing future agreements. If Council has major concerns about the proposed Agreement, and would like staff to negotiate further, it will be helpful for Council to clearly state what the concerns are, and how Council would like them addressed. ATTACHMENTS 1) Vicinity Map 2) Update to the Addendum to the Final EIR 3) Council Resolution No. 1032 (2011 Series) approving project design 4) 11-18-13 ARC follow-up letter, resolution, & minutes 5) 11-18-13 ARC report without attachments 6) Revised project plans 7) Draft resolution to approve modified project design 8) Draft Memorandum of Agreement (submitted under separate cover) 9) Council Agenda Report September 6, 2011 10) Council Agenda Report September 7, 2010 11) Draft resolution to approve the MOA Distributed to Council: 11” x 17” project plans AVAILABLE FOR REVIEW IN THE COUNCIL OFFICE B1 - 6 B1 - 7 B1 - 8 B1 - 9 B1 - 10 B1 - 11 B1 - 12 B1 - 13 B1 - 14 B1 - 15 B1 - 16 B1 - 17 B1 - 18 B1 - 19 B1 - 20 B1 - 21 B1 - 22 B1 - 23 B1 - 24 B1 - 25 B1 - 26 B1 - 27 B1 - 28 B1 - 29 B1 - 30 B1 - 31 B1 - 32 B1 - 33 B1 - 34 B1 - 35 B1 - 36 B1 - 37 B1 - 38 B1 - 39 B1 - 40 B1 - 41 B1 - 42 B1 - 43 B1 - 44 B1 - 45 B1 - 46 RESOLUTION NO . 10312 (2011 Series ) A RESOLUTION OF THE CITY OF SAN LUIS OBISP O APPROVING THE FINAL DESIGN OF THE GARDEN STREET TERRACE S MIXED-USE DEVELOPMENT PROJECT IN THE C-D &C-D-H ZONE S (ARC 124-06 ; 1119, 1123-1127, 1129-1137 GARDEN STREET AND 712, 720, 722, 728, 736, 748 MARSH STREET ) WHEREAS,the applicant, Garden Street SLO Partners, LP, on August 8, 2006 , submitted a request for architectural approval of a proposal to develop a mixed-use developmen t project in the downtown core known as Garden Street Terraces ; and WHEREAS,the Cultural Heritage Committee (CHC) conducted a public hearing on Jul y 25, 2011, and determined that the revised project design is appropriate in the Downtow n Commercial Zone and Downtown Historical District, and recommended final approval of th e project design to the Architectural Review Commission (ARC) and City Council ; and WHEREAS,the ARC conducted public hearings of the final design on August 15, 2011 , and September 19, 2011, and recommended approval of the project design to the City Council o n September 19 `h ; an d WHEREAS,the City Council of the City of San Luis Obispo conducted a public hearin g in the Council Chamber of City Hall, 990 Palm Street, San Luis Obispo, California, o n November 1, 2011, pursuant to an application filed by Garden Street SLO Partners, LP, applican t for the purpose of considering ARC 124-06, final design review for the Garden S'ireet Terrace s Project ; an d WHEREAS,notices of said public hearing were made at the time and in the manner required by law ; and WHEREAS,the City Council has considered the Final Environmental Impact Repor t (EIR) that was previously certified by the Council on June 1, 2010, along with the Addendu m dated September 2011 prepared to update the EIR to be consistent with revised project plan s reviewed by the CHC and ARC ; and WHEREAS,the City Council has duly considered all evidence, including the testimony of the applicant, interested parties, and the evaluation and recommendations by staff, presented a t said hearing . NOW, THEREFORE, BE IT RESOLVED,by the Council of the City of San Lui s Obispo as follows : SECTION 1 .Environmental Determination .The City Council finds and determines tha t the project's Final EIR as updated by the Addendum dated September, 2011 adequatel y addresses the potential significant environmental impacts of the proposed project in accordanc e with the California Environmental Quality Act and the City's Environmental Guidelines, an d reflects the independent judgment of the Council. The Council has reviewed and considered th e R 10312 B1 - 47 Resolution No . 10312 (2011 Series ) Page 2 information contained in this Addendum in its consideration of the final project design and find s that the preparation of a subsequent EIR is not necessary, based on the following findings : Finding s 1 . None of the circumstances included in Section 15162, which require a subsequent EIR hav e occurred, specifically : a.The project changes do not result in new environmental impacts . b.The circumstances under which the project is undertaken will not require major change s to the EIR . c.The modified project does not require any substantive changes to previously approve d mitigation measures . 2 . The proposed modifications to the project description are consistent with prior Counci l direction to update plans to be consistent with the Reduced Development and Projec t without Public Parking Spaces alternatives included in the certified Final EIR approved b y the City Council on June 1, 2011 . 3 . All of the updated mitigation measures are reasonably necessary to reduce potentiall y significant impacts to less than significant levels and become project conditions . 4 . The changes are consistent with City goals to promote the intensification of infill sites , respect the context of the site's setting in the Downtown Commercial Zone and Downtown Historical District, provide a project scale compatible with its surroundings, accommodat e pedestrian flow through the site and onto adjacent streets, and bring economic vitality to th e downtown core . 5 . The proposed scale and design of buildings will be compatible with surrounding uses a s found by the City's Architectural Review Commission with their review of project plan s and are consistent with the City's General Plan, Zoning Regulations, and Communit y Design Guidelines . SECTION 2 .Action.The final design of the Garden Street Terraces Project (ARC 124-06 ) is hereby approved, based on the following findings, and subject to the mitigation measure s listed in the attached Exhibit A and the following conditions : Finding s 1 . As designed and conditioned, the building materials, style, character, and form of the ne w structures within the project will promote the architectural character, style, form, an d materials of the Downtown Commercial Zone and Downtown Historical District an d complement the architectural character of the surrounding buildings and area consisten t with the City's Historic Preservation Program Guidelines . B1 - 48 Resolution No . 10312 (2011 Series) Page 3 2.The project is consistent with standards contained in the City's Community Design Guidelines for the downtown, which encourage projects to be pedestrian-oriented, and to have proportions and design details that complement surrounding structure s 3.The project's design is consistent with the design principles contained in Section 4 .16 of th e Land Use Element including providing pedestrian-oriented spaces on the ground floor o f buildings, continuous storefronts, and upper floor dwellings and offices . 4.The project is consistent with the mitigation measures adopted by the City Council on Jun e 1, 2010 with the certification of the Final Garden Street Terraces Project EIR . Condition s 1.Final project design and construction drawings shall be in substantial compliance with th e project plans approved by the City Council . A separate full-size sheet shall be included i n working drawings submitted for a building permit that list all conditions, and cod e requirements of project approval as Sheet No . 2 . Reference should be made in the margin of listed items as to where in plans requirements are addressed . Any change to approved design, colors, materials, landscaping or other conditions of approval must be approved b y the Director or Architectural Review Commission, as deemed appropriate . 2.The final design approval shall be valid for five years from the date of City Counci l approval . 3.The project is subject to all of the conditions approved through City Council Resolution No . 10183 (2010 Series) for a modified use permit and tentative tract map . If a previou s condition is modified with this latest approval, the latter condition shall prevail and supersede the former wording of the condition . Any phasing of the overall project, shal l receive Community Development and Public Works Department review and approval . 4.All applicable mitigation measures contained in the Final EIR shall be included a s conditions of approval and are included in the attached Exhibit A . Building Desig n 5.The new project building through its lowered height and design which includes wall offsets , tiered massing, and visual gaps at upper building levels meets the intent of the parameter s included in the Reduced Development Alternative of the EIR for upper floor setback s eliminating the need for Condition No . 2 of City Council Resolution No . 10183 (201 0 Series). 6.Historically accurate window specifications for the buildings at 1119 and 1123 & 113 7 Garden Street shall be reviewed by the Architectural Review Commission (ARC) with thei r review of project plans and details shall be included in working drawings . 7 . Changes to the rear elevation of the building at 1123-1127 Garden for new windows and B1 - 49 Resolution No . 10312 (2011 Series ) Page 4 doors shall be a quality and historically accurate treatment . Specific details shall b e reviewed by the Architectural Review Commission (ARC) with their review of projec t plans and details and specifications included in working drawings . 8.The existing variety of color with the tenant spaces within the buildings at 1129-113 7 Garden, or a similar new proposal, shall be maintained to reinforce the character an d interest of the block . 9.All of the significant and contributing character-defining historic features identified in th e Garden Street Terraces Project Analysis prepared by Chattel Architecture, Planning & Preservation dated April 2011 shall be retained and incorporated into the project consisten t with the Secretary of the Interior Standards and Historic Preservation Program Guidelines . 10.The building at 748 Marsh shall be painted in a color consistent with its Spanis h architectural style that differentiates it from the new construction beyond . 11.The central portion of the Marsh Street elevation of the new structure shall be finished in a compatible color to differentiate it from adjacent storefronts . 12.Plans submitted for a building permit for all project components shall include windo w details indicating the style and type of materials for the windows, mullions, thei r dimensions, and colors . Plans shall also include the materials and dimensions of all lintels , sills, surrounds, recesses, and other related window features . 13.Plans submitted for a building permit for all project components shall clearly show detail s for all railings, balconies, decorative architectural features, and storefronts . 14.The plaster finish for buildings shall be smooth-troweled as noted on plans . Planning 15.The project's required archaeological monitoring report shall be reviewed by the Cultura l Heritage Committee . 16.The specific art proposals for the project shall return to the ARC for review at a later date once developed by artists and approved by an art jury as overseen by the SLO Arts Council . Consider an additional location for public art at the corner of Marsh and Broad Streets . 17.Details of lighting fixtures shall return to staff for review and approval, either prior to, o r along with, the plans submitted for a building permit . The locations of all lighting fixture s shall be clearly called out on building elevations included as part of working drawings . Th e lighting schedule for buildings shall include a graphic representation of the propose d lighting fixtures and cut-sheets shall be separately submitted for the project file of th e proposed lighting fixtures . The selected fixture(s) shall be shielded to insure that light i s directed downward consistent with Section 17 .23 .050 of the Zoning Regulations . Details o f all exterior light fixtures, including site lighting and service area lights, need to be included B1 - 50 Resolution No . 10312 (2011 Series ) Page 5 as part of plans . A note shall be included on plans that "Lenses of exterior wall-mounte d lights may be modified or shielding devices added after installation if the Communit y Development Director determines that they emit excessive glare ." 18.A specific sign program for the project shall be to the review and approval of th e Architectural Review Commission (ARC). The sign program shall include information o n the sizes, locations, colors, materials, and types of signage proposed for various building s and project directional signs, including garage and hotel entry signage . Project signs shall be designed to be compatible with the architecture of proposed buildings and t o complement the site's setting within both the Downtown Commercial Zone and Downtow n Historical District . Once adopted, the sign program shall contain provision for th e Community Development Director to approve minor deviations to the approved sig n program if findings can be made in support of the exception being consistent with the inten t of the program, and in keeping with the design characteristics and historical context of th e building(s) and/or site . The Director may refer signage proposals to the ARC if there ar e concerns that a particular design is out of character with the sign program . 19.Mechanical equipment shall be located internally to buildings . With submittal of workin g drawings, the applicant shall include sectional views of buildings, which clearly show th e sizes of proposed condensers and other mechanical equipment to be placed on the roof t o confirm that parapets and other roof features will adequately screen them . A line of site diagram may be needed to confirm that proposed screening will be adequate . 20.The required fire risers for buildings shall be located internal to buildings . Other fir e department equipment shall be located internal to buildings where feasible . The externall y mounted Fire Department Connection (FDC) for buildings shall have a chrome or bras s finish to the approval of the Community Development Director . Trees 21.Tree protection measures shall be implemented to the satisfaction of the City Arborist . The City Arborist shall review and approve the proposed tree protection measures prior t o commencing with any demolition, grading, or construction . The City Arborist shal l approve any safety pruning, the cutting of substantial roots, or grading within the dripline o f trees . A city-approved arborist shall complete safety pruning . Any required tree protection measures shall be shown or noted on the building plans . Contact the City Arborist at 781 - 7023 to review and to establish any required preservation measures to be included with th e building permit submittal . 22.A tree protection bond or surety shall be provided to the city prior to demolition , construction, and/or tree relocations to the satisfaction of the City Arborist, Public Work s Director, and Community Development Director . The surety amount shall be established i n accordance with current standards for evaluating tree value . B1 - 51 Resolution No . 10312 (2011 Series ) Page 6 23 . All new or relocated trees shall be installed per City Engineering Standards . Existing trees to remain shall be upgraded to include a tree well and grate per City Engineering Standar d #8130 where determined feasible by the City Arborist . 24 . Any required off-site compensatory tree planting as required by Mitigation Measure VIS-5 b shall be 24" box stock. Said plantings shall be completed prior to acceptance of the publi c improvements or prior to occupancy whichever occurs first unless otherwise approved fo r deferral by the Public Works Director . Public Work s 25 . Plans submitted for a building permit shall address the following items of the Garden Stree t Improvement Plan : a.In-ground pavement lights across Higuera Street at Garden Street . b.Final loading zone design/placement . c.Public art proposal, if applicable . d.An increase in height of the parking bollard to improve its visibility . e.Inclusion of one on-street ADA parking space . f.Use of the four existing Peak bicycle racks . g.Final parkway designs . 26 . The Garden Street Alley plan shall include a decorative pavement treatment for its entir e extent between Garden and Broad Streets and show all existing and proposed public an d private utilities . Improvements to the public alley, including final bollard design, shall b e reviewed and approved by the Public Works Director . The proposed grease intercepto r may be located within the public alley . A separate encroachment agreement shall b e recorded against the property . 27 . Final street furniture details shall comply with the City Engineering Standards in effect a t the time of submittal or as otherwise approved by the City Engineer . 28 . Disruption to pedestrian or vehicle traffic and/or property access shall be minimized subjec t to the approval of the Public Works Director . The contractor or sub-contractor(s) may b e required to provide written notice to any affected properties prior to commencing wit h work. A list of properties to be noticed shall be approved by the city and documentation o f delivery of said notice(s) shall be provided to the city . Upon motion of Council Member Carter, seconded by Vice Mayor Ashbaugh, and on th e following vote : AYES : Council Members Carpenter and Carter, Vice Mayor Ashbaugh an d Mayor Marx NOES : Council Member Smit h ABSENT : None B1 - 52 Resolution No . 10312 (2011 Series ) Page 7 The foregoing resolution was adopted this 1 "day of November 2011 . ATTEST : APPROVED AS TO FORM : B1 - 53 EXHIBIT A Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Level s Impact Mitigation Measures Residual Impact 3 .2 Air Quality MM AQ-1a The following standard air quality mitigation measure s shall be implemented during construction activities at the projec t site : •Water trucks or sprinkler trucks shall be used durin g construction to keep all areas of vehicle movement damp enough to prevent dust from leaving the site . At a minimum, this woul d require twice-daily applications. Increased watering frequenc y would be required when wind speeds exceed 15 miles per hou r (mph). Reclaimed water (non-potable) shall be used when possible . •Exposed ground areas that are planned to be reworked at date s greater than one month after initial grading shall be sown with a fast germinating native grass seed and watered until vegetation i s established. •All disturbed soil areas not subject to revegetation shall b e stabilized using approved chemical soil binders, jute netting, o r other methods approved in advance by the APCD . •Install wheel washers where vehicles enter and exit unpave d roads onto streets, or wash off trucks and equipment leaving th e site . •All PM IO mitigation measures required shall be shown on grading and building plans . •The contractor shall ensure that portable equipment, 5 0 horsepower or greater, used during construction activities hav e the appropriate California statewide portable equipment registration (issued by ARB) and/or APCD permit . To minimize potential delays, prior to the start of the project, Gary Willey o f the District's Engineering Division at (805) 781-5912 shall b e contacted for specific information regarding permitting requirements . •In addition to MM HAZ-3, proper abatement of lead befor e demolition of structures shall be performed in order to prevent the release of lead from the site . •On-site vehicle speeds shall be 15 mph or less . •All dirt stockpile areas shall be sprayed daily as needed . • Soil-binders,approved by the APCD prior to use,shall be used AQ-1 Implementation of the propose d project would result in significan t unavoidable construction emissions of N Ox and ROG at levels that exceed the Count y of San Luis Obispo APCD thresholds an d contribute incrementally to greenhouse ga s emissions . The projected emissions for the propose d project were found to be above th e established CEQA thresholds for both short - term and long-term construction emission s of ROG and NO x. Implementation of standard APCD-recommended conditions a t the project site would minimiz e construction-related air quality impacts ; however, this impact would remain significant and unavoidable, even afte r mitigation B1 - 54 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued) Residual Im 'actImpact • • • • • • Mitigation Measures on completed cut-and-fill areas in order to reduce fugitive dust emissions . Reduce the amount of disturbed area where possible . Permanent dust control measures identified in the approved project re-vegetation and landscape plans shall be implemente d as soon as possible following completion of any soil disturbin g activities. All roadways, driveways, sidewalks, etc . to be paved shall be completed as soon as possible . In addition, building pads shall be laid as soon as possible unless seeding or soil binders ar e used . All trucks hauling dirt, sand, soil, or other loose materials are t o be covered or shall maintain at least two feet of freeboard in accordance with California Vehicle Code Section 23114 . All streets adjacent to the project site shall be swept at the end o f each day if visible soil material is carried onto adjacent pave d roads . Water sweepers with reclaimed water shall be used wher e feasible . Demolition activities associated with the preparation of the project site shall comply with requirements stipulated in the National Emission Standard for Hazardous Air Pollutants (4 0 CFR 61, Subpart M - asbestos NESHAP) prior to the start of an y demolition activities, including : 1) notification requirements t o the APCD, 2) asbestos survey conducted by a Certified Asbesto s Inspector, and, 3) applicable removal and disposal requirement s of identified ACM . Tim Fuhs of the APCD Enforcemen t Division (781-5912) shall be contacted for more information . • As detailed in MM HAZ-2c, the applicant shall ensure that a soi l and bedrock analysis is conducted to determine if NOA i s present within the area that will be disturbed in compliance with the California ARB Air Toxics Control Measure (ATCM) fo r Construction, Grading, Quarrying, and Surface Minin g Operations . If NOA is not present, an exemption request shal l be filed with the APCD . If NOA is identified at the project site , the applicant shall comply with all requirements outlined in th e Asbestos ATCM . This may include development of an Asbesto s Dust Mitigation Plan and an Asbestos Health and Safet y Program for review and approval by the APCD, in coordinatio n with the City, prior to the start of any work at the site . Due t o the close proximity to sensitive receptors, air monitoring may B1 - 55 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued ) Impact MitigationMeasures Residual Impact also be required . Tim Fuhs of the APCD Enforcement Divisio n (781-5912)or the APCD web page (http ://www .slocleanair.org/business/asbestos .asp) shall be contacted for more information . MM AQ-1 b Maintain all construction equipment in proper tun e according to manufacturer's specifications . MM AQ-1c Fuel all off-road and portable diesel powere d equipment with California ARB-certified motor vehicle diesel fue l (non-taxed version suitable for use off-road). MM AQ-ld Maximize, to the extent feasible, the use of diese l construction equipment meeting California ARB's 1996 and newe r certification standard for off-road heavy-duty diesel engines . MM AQ-1 a Maximize to the extent feasible, the use of on-roa d heavy-duty haul trucks that are 2007 or newer. MM AQ-1 f Catalytic soot filters shall be installed on equipmen t projected to generate the greatest emissions and be utilized onsite th e longest (cranes and excavator). The owner shall install and us e oxidation catalysts for each catalytic soot filter that is determined t o be unsuitable . Suitability is to be determined by an authorize d representative of the filter manufacturer, or an independen t California Licensed Mechanical Engineer who will submit, for District approval, a Suitability Report identifying and explaining th e particular constraints to using the preferred catalytic soot filter . Installations must be done according to manufacturer's specifications. As part of the Construction Activity Managemen t Plan (CAMP) review and approval process, the applicant shal l recalculate construction phase emissions using equipment-specifi c information and project-specific hauling distances . After these calculations have been completed, the applicant shall work with th e APCD and the City to determine the number of filters, or othe r appropriate mitigation measures, for the construction phase . MM AQ-1g A Construction Activity Management Plan (CAMP ) shall be included as part of project grading and building plans and shall be submitted to the APCD for review and to the City for fina l approval prior to the start of construction. In addition, the contracto r or builder shall designate a person or persons to monitor the dust control program and to order increased watering, as necessary, to prevent transport of dust off site . Their duties shall include holidays B1 - 56 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued ) Impact 1Vlitigation Measures Residual Impact and weekend periods when work may not be in progress . The nam e and telephone of such persons shall be provided to the APCD prio r to land use clearance for map recordation and grading . The plan shall include but not be limited to the following elements : •Schedule construction truck trips during non-peak hours (a s determined by the Public Works Director) to reduce peak hour emissions . •Limit the length of the construction work-day period, i f necessary . •Because of the magnitude of the off-site hauling of soil an d demolition debris that will be required with the project propose d truck routes shall be evaluated to identify routing patterns wit h the least impact to residential communities and sensitiv e receptors, such as schools, daycare facilities, hospitals, an d senior centers . •On- and off-road diesel equipment shall not be allowed to idle for more than three minutes . Signs shall be posted in th e designated queuing areas to remind drivers and operators of th e three minute idling limit . •The applicant shall recalculate construction phase emissions using equipment-specific information and project-specifi c hauling distances . After these calculations have been completed , the applicant shall work with the APCD and the City to determine the number of filters, or other appropriate mitigatio n measures, for the construction phase . MM AQ-1h The following mitigation measures, as suggested i n CAPCOA 2008, shall be implemented during construction activities, to reduce greenhouse gas emissions to the maximum practicabl e extent: •Use of locally or nearby produced building material s •Use of renewable or reclaimed building material s •Recycle demolished construction materia l MM AQ-3a The applicant shall ensure that all equipment utilized i n operational activities have the necessary APCD permits when appropriate . To minimize potential delays, prior to the start of th e project, Gary Wiley of the APCD's Engineering Division at (805 ) 781-5912 shall be contacted for specific information regarding permitting requirements . MM AQ-3b The project applicant shall agree to provide a fair-share AQ-3 Implementation of the propose d project would result in significan t unavoidable operational air pollutant emissions of NO X at levels that exceed the County of San Luis Obispo APC D thresholds and potentially significan t operational emissions of ROG, CO, PM10, Air emission impacts from operation of th e proposed project, from emissions of ROG , NOx, and CO, are significant an d unavoidable . In accordance with the Sa n Luis Obispo APCD's CEQA Air Quality Handbook,all standard mitigation measure s and feasible discretionary mitigation B1 - 57 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued ) Impact Mitigation Measures Residual Imp act and greenhouse gases . contribution to local and/or regional transit systems to increase bus measures must be incorporated into the ridership and provide air pollution reduction benefits . Allocation of project. Residual impacts would remain these funds between regional and local transit shall be at the discretion above the Tier 1 threshold identified in th e of the City Public Works Director . San Luis Obispo APCD's CEQA Air MM AQ-3c On-site banking (automatic teller machine) and postal Quality Handbook for ROG, NOx, and CO . services (drop boxes) shall be provided at the project site . MM AQ-3d The developer shall ensure that information on publi c transit, bicycle parking, carpooling and local transportation management organizations, such as the County's Transportation Choices Program, shall be provided to residents of the proposed condominiums and future employees of the hotel and retail uses in order to encourage reduction in personal vehicle use and relate d emissions . MM AQ-3e The project applicant shall develop and implement an aggressive parking demand reduction and management progra m coordinated with the County's Transportation Choices Program and submitted to the APCD for review. This program may include, bu t is not limited to the designation of a Transportation Coordinator wh o will manage transportation programs for the project and shal l promote alternative modes of transportation, transit subsidies fo r both City and regional transit system (including residents and employees), applicant-funded "Gold Passes" to be distributed t o employees and information regarding parking and transportation options for customers . The project applicant will be required to submit an implementation plan to the City Transportation Division, for review and approval or amendment, which demonstrates how this mitigation measure wil l be achieved . MM AQ-3f The following measures shall be implemented t o reduce impacts from vehicle emissions : •Provide incentives to employees to carpool/vanpool, take publi c transportation, telecommute, walk, bike, etc. by implementing the Transportation Choices Program . The applicant shal l Contact SLO Regional Rideshare at (805) 541-2277 to receiv e free consulting services on how to start and maintain a program . •Implement a City-approved Trip Reduction Program . •Provide on-site bicycle parking consistent with City Genera l Plan Circulation Element Policy 3.4 and ordinance requirements . B1 - 58 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued ) Impact Mitigation Measures Residual Impact •Provide preferential carpool and vanpool parking spaces . •Provide shower and locker facilities for employees of the hote l and/or one shared shower and locker facility for all sit e employee s •Provide electric/hybrid facilities (e .g., charging stations and/or reserved parking) in the parking structure . MM AQ-3g The following measures shall be implemented t o reduce area source emissions for both residential and commercial components of the project : •Use roof material with a solar reflectance value meeting th e Environmental Protection Agency/Department of Energy Star ® rating to reduce summer cooling needs . •Built-in energy efficient appliances shall be used . •Double-paned windows shall be installed . •Energy efficient interior lighting shall be installed . •Only APCD-approved wood-burning devices shall be installed in new dwelling units . These devices include : all USEPA-Certifie d Phase II wood burning devices ; catalytic wood burning device s which emit less than or equal to 4 .1 grams per hour of PM; non- catalytic wood burning devices which emit less than or equal t o 7 .5 grams per hour of PM; pellet-fueled wood heaters ; an d dedicated gas-fired fireplaces . If residential wood-burnin g devices are not US EPA certified, they must be verified by a nationally-recognized testing lab . •Native, drought-resistant plants shall be used in landscaping . •Low energy parking lot and street lights (e .g., sodium) shall b e used. •Renewable or reclaimed building materials shall be used. •Locally or nearby produced building material shall be used . MM AQ-3h Owner/developer shall consider potential odor an d nuisance factors from nail salons, dry cleaners, coffee roasters, etc ., when assessing mixed-use incompatibility issues . MM AQ-3i The following additional mitigation measures shall b e implemented during operational activities, to reduce greenhouse ga s emissions to the maximum practicable extent (CAPCOA 2008 ; APCD 2008): •MM D-1 : Office/Mixed Use Density . Proposed project woul d provide high density office or mixed-use proximate to transit . • MM D-3 : Services Operational . Proposed project provides on- B1 - 59 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued ) Impact Mit '_ation Measures Residual Impact • • • • • • site shops and services for employees . MM D-4 : Residential Density – employ sufficient density fo r new residential development to support the use of public transit . Transit facilities within one-quarter mile of proposed projec t border . Proposed project provides safe and convenien t bicycle/pedestrian access to all transit stop(s) within one-quarte r mile of project border . May result in 1-12% reduction i n emissions, depending on density and headway frequencie s (SMAQMD 2007). MM D-9 : Urban Mixed-Use . Development of proposed projec t is predominantly characterized by properties on which variou s uses, such as office, commercial, institutional, and residential , are combined in a single building or on a single site in a n integrated development project with functional interrelationship s and a coherent physical design . SMAQMD has suggested a n emissions reduction of 3% to 9% from implementation of thi s mitigation measure . MM D-12 : Infill Development . The proposed project site woul d be on an infill site that is highly accessible to regiona l destinations . This infill development reduces vehicle trips an d vehicle miles traveled (VMT) by 3% and 20% respectively (Feh r & Peers 2007 ) MM D-14 : Enhanced Recycling/Waste Reduction, Reuse , Composting . The proposed project shall provid e infrastructure/education that promotes recycling, separating o f food and green waste for off-site composting . MM D-15 : LEED certification . The proposed project will buil d to standards which would qualify it for Silver LEE D certification . MM E-3 : Natural Gas Stove . The proposed project shal l implement, when feasible, natural gas stoves in commercial an d residential units, to reduce electricity usage and electricity costs . 3 .3 Cultural Resource s CR-8 The proposed project could MM CR-8 If human remains are encountered during archaeologica l potentially damage or destroy Mission-era excavation or during construction, all excavation or disturbance in human burials due to grading and the vicinity of the remains or any nearby area reasonably suspecte d excavation . to overlie human remains, as determined by the cultural resource s monitor, must stop. The San Luis Obispo County Coroner must b e contacted immediately to determine whether investigation of the With regard to Impact CR-8, if huma n remains are encountered during projec t development, disturbance of these remain s and their removal to another location fro m their original context would be a significant and unavoidable impact . The severity of B1 - 60 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued ) Impact Mitigation Measures Residual Impac t__ cause of death is required. If the coroner determines that the remain s are Native American, the Coroner must contact the Native America n Heritage Commission (NAHC) within 24 hours . The NAHC shal l identify the person or persons it believes to be the most likel y descendants (MLD) of the deceased Native American . This person will provide recommendations for the treatment of human remains . Based on discussions with tribal representatives, and subject to concurrence of the MLD, the following treatments of human remain s shall be considered (in order of preference): 1 . Remains shall be left in place if at all possible ; 2. Remains shall be disinterred and reburied on the project site in a location not subject to further disturbance ; 3 . Remains shall be disinterred and reburied in a location provide d by the California Department of Parks and Recreation; or 4. Remains shall be disinterred and reburied in a location provide d by the project proponent and at the project proponent's sole cost . Any disinterment of human remains shall be carried out with du e care and respect, according to archaeological procedures . In situ Native American remains shall be documented with drawings , measurements, and other non-destructive methods, but shall not b e photographed or subject to destructive analysis without prio r approval of the MLD . the residual impact could vary substantiall y depending upon the number and conditio n of bodies discovered . The HSC defines a cemetery as "a place where six or mor e human bodies are buried ." Section 7600 o f the HSC states that : The governing body of any city having a population of more than fifteen hundred an d not exceeding one hundred thousand, may, by ordinance, and under such rules an d regulations as it may adopt, provide for th e disinterring and removal of all human remains from cemeteries in which n o interments have been made for a period of two years, which are within the city, o r owned and controlled by the city and located without its boundaries. Thus, if six or more burials are encountere d on the project site, the City Council may be required to make a finding or pass an ordinance providing for the removal an d reburial of these remains . 3 .8 Nois e NO-1 Short-term construction activitie s would temporarily generate significan t unavoidable noise levels that would excee d thresholds established in the City of San Luis Obispo, General Plan Noise Elemen t and Noise Guidebook . MM NO-la Except for emergency repair of public service utilities , or where an exception is issued by the Community Development Department, no operation of tools or equipment used in construction , drilling, repair, alteration, or demolition work shall occur on Monda y through Saturday between the hours of 7 :00 P .M . and 7 :00 A .M ., or any time on Sundays or holidays, such that the sound creates a nois e disturbance across a residential or commercial property line . MM NO-lb Where technically and economically feasible , construction activities shall be conducted so that the maximum nois e levels at affected properties will not exceed 80 dBA for multi-famil y residential and 85 dBA for mixed residential/commercial land uses , restaurants, and meeting places . MM NO-lc For all construction activity at the project site, Even with implementation of mitigatio n measures, City noise standards for mixe d residential/commercial uses may be temporarily exceeded during grading an d foundation construction activities (e .g ., installation of caissons). Standar d mitigation measures restricting hours o f construction would minimize impacts ; however, due to the location of sensitiv e land uses adjacent to the project site, nois e standards may be periodically exceeded .Nr+ B1 - 61 Table ES-1 . Class I Impacts - Significant, Unavoidable Impacts That May Not Be Fully Mitigated to Less Tha n Significant Levels (continued) Residual ImpactImpact Miti ation Measures •Sound blankets shall be used on noise-generating equipment . •Stationary construction equipment that generates noise level s above 65 dBA at the project boundaries shall be shielded with a barrier that meets a sound transmission class (a rating of ho w well noise barriers attenuate sound) of 25 . •All diesel equipment shall be operated with closed engine door s and shall be equipped with factory-recommended mufflers . •The movement of construction-related vehicles, with the exception of passenger vehicles, along roadways adjacent to sensitive receptors shall be limited to the hours between 7 :0 0 A .M. and 7 :00 P.M ., Monday through Saturday . No movement of heavy equipment shall occur on Sundays or official holiday s (e .g., Thanksgiving, Labor Day). •Temporary sound barriers shall be constructed betwee n construction sites and affected uses . MM NO-ld The contractor shall inform residents and busines s operators at properties within 300 feet of the project site of propose d construction timelines and noise complaint procedures to minimiz e potential annoyance related to construction noise . Noise-related complaints shall be directed to the City of San Luis Obispo's Community Development Department . additional noise attenuation techniques shall be employed as needed to ensure that noise levels are maintained within levels allowed b y the City of San Luis Obispo Municipal Code, Title 9, Chapter 9 .1 2 (Noise Control). Such techniques shall include, but are not limite d to: B1 - 62 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Level s Impacts Mitigation Measures Residual Impacts 3.1 Aesthetics and Visual Resource s VIS-5 Project construction would result i n removal of 19 of the 23 existing matur e parking lot and street trees on an d surrounding the site . VIS-6 The project has the potential t o create a new source of substantial light o r glare that would create a significant impac t to the character or quality of the site and it s surroundings. MM VIS-5a Recommendations addressing tree protection in th e site-specific Arborist Report and Addendum (August and Novembe r 2008) shall be incorporated into the project design to ensure that construction activities minimize damage to the remaining four tree s on the project site . MM VIS-5b The applicant shall ensure that there is no net loss o f trees in the project vicinity either through direct planting of a minimum of twelve additional new street trees in vacant street tre e wells on the blocks surrounding the site or through payment o f sufficient fees to the City to cover the cost of installation and tw o years of maintenance for such trees . MM VIS-6 The proposed project shall be consistent with Chapte r 17 .23, Night Sky Preservation, of the City's Zoning Ordinance , including ensuring that light fixtures are shielded and directe d downward to the maximum extent feasible to minimize visibility o f the lamp and any reflective surface from public streets or spaces . Implementation of mitigation measure s would reduce impacts to adverse, but les s than significant . Implementation of mitigation measure s would reduce impacts to adverse, but les s than significant . 3.2 Air Quality AQ-2 Implementation of the propose d project could result in the release of vapors from hydrocarbon-contaminated soils during construction related activities . MM AQ-2 Should hydrocarbon contaminated soil be encountere d during construction activities, the APCD shall be notified as soon a s possible and no later than 48 hours after affected material i s discovered to determine if an APCD permit will be required. I n addition, the following measures shall be implemented immediately after contaminated soil is discovered: • Obtain a contaminated soil excavation permit from the APC D prior to the start of construction . • Covers on storage piles shall be maintained in place at all time s in areas not actively involved in soil addition or removal ; • Contaminated soil shall be covered with at least six inches o f packed uncontaminated soil or other total petroleu m hydrocarbons–non-permeable barrier such as plastic tarp . N o headspace shall be allowed where vapors could accumulate ; • Covered piles shall be designed in such a way to eliminat e erosion due to wind or water . No openings in the covers ar e permitted ; • During soil excavation, odors shall not be evident to such a degree as to cause a public nuisance ; and, Implementation of Mitigation Measure M M AQ-2, along with MM HAZ-la throug h MM HAZ-1 c, would reduce impacts fro m release of vapors from hydrocarbon - contaminated soils during construction t o less than significant . c NW B1 - 63 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impact s • Clean soil shall be segregated from contaminated soil . The notification and permitting determination requirements shall b e directed to Karen Brooks of the APCD Enforcement Division a t (805) 781-5912 . 3 .3 Cultural Resource s CR-6 The proposed project could result inMM CR-6a Prior to commencement of new construction, a Implementation of MM CR-6a and CR-6b significant impacts to historic structures qualified structural engineer shall survey the existing foundationswould reduce impacts to less tha n both on and adjacent to the project site as a and other structural aspects of the immediately adjacent historicsignificant levels . result of indirect structural damage fro m demolition and construction activities . buildings and provide a shoring design to protect the histori c buildings from potential damage. Pot holing or other destructiv e testing of the below grade conditions on the project site an d immediately adjacent historic buildings may be necessary to establish baseline conditions and prepare the shoring design . The qualified structural engineer shall determine the safe distance for an y pile driving activity in relation to the immediately adjacent histori c buildings. The shoring design shall specify threshold limits fo r vibration causing activities and area limits on the location of pil e driving activity . The engineer shall hold a valid license to practice structura l engineering in the State of California and have demonstrate d experience specific to rehabilitating historic buildings and applyin g the Secretary's Standards to such projects . The Community Development Director shall determine qualification prior to an y work being performed . Prior to issuance of any building permit fo r the proposed project, the qualified structural engineer shall submit t o the lead agency a pre-construction survey that establishes baselin e conditions to be monitored during construction. The pre-constructio n survey shall be reviewed and approved by the City's Director o f Public Works and any other committee's deemed necessary prior t o the issuance of any demolition or construction permits for the project . The qualified structural engineer shall monitor vibration durin g vibration-causing construction activities to ensure excessiv e vibration does not occur . The qualified structural engineer shall hav e the ability to halt construction activity in the event that he/she deem s construction activity may harm adjacent historical resources . At the conclusion of vibration causing construction, the qualifie d structural engineer shall issue a follow-up letter describing damage, if any, to immediately adjacent historic buildings and B1 - 64 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impacts recommendations for repair, as may be necessary, in conformanc e with the Secretary's Standards . Repairs to immediately adjacen t historic buildings shall be undertaken and completed in conformanc e with all applicable codes including the California Historical Buildin g code (Part 8 of Title 24) prior to issuance of any temporary or permanent certificate of occupancy for the new building. The project applicant shall indemnify the City and hold the City harmless from any legal proceedings or other actions resulting fro m unintentional damage that may occur during demolition , construction, retrofitting, or relocation of buildings on the site . MM CR-6b The applicant shall post a cash surety or other guarantee acceptable to the City to repair damage to private improvement s caused by construction activities for the proposed project, includin g damage to on- or off-site cultural resources . The surety shall be i n an amount equal to the sum of the rehabilitation work for all of th e historic buildings along Garden Street . The applicant shall provide three cost estimates for the rehabilitatio n work . The highest cost estimate plus 10 percent will constitute the required surety amount . The surety shall be posted prior th e issuance of a grading or building permit for the project . Disbursement of funds for damages shall be to the approval of th e Community Development Director, upon detailed documentation . Additionally, the developer shall indemnify the City and hold th e City harmless from any legal proceedings or other actions resulting from unintentional damage that may occur during demolition , construction, retrofitting, or relocation of buildings from the site . MM CR-7a Prior to issuance of grading or building permits, the Implementation of MM CR-7a through CR - applicant shall retain a qualified professional to refine and 7e would reduce impacts to less tha n implement the archaeological testing and mitigation plan drafted by significant levels . PAR. If resources are discovered during testing, they will be evaluated for significance with criteria set forth in the testing plan. Impacts to significant finds will be mitigated through a data recovery program using appropriate archaeological field and laborator y methods, outlined in the testing and mitigation plan and pursuant t o the City's Archaeological Resource Preservation Guidelines . Since the project would involve significant excavation and redevelopment , the project timeline must accommodate a time prior to projec t construction to allow for identification and evaluation of cultura l resources, and for full recovery of the significant subsurface CR-7 The proposed project could result i n significant impacts to archaeologica l resources representative of prehistoric Native American occupation, histori c Chumash use of the area, Mission-er a developments, and subsequent histori c growth of the City as a result of subsurfac e grading and excavation . B1 - 65 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Miti . ation Measures Residual Impact s resources that would be affected by the project . The results of th e program shall be presented in a report that details all methods an d findings, evaluates the nature and significance of the resources , analyzes and interprets the results, and makes provisions fo r construction monitoring, artifact curation, and publi c display/interpretation of the significant resources . MM CR-7b To ensure the information gained in the archaeologica l and historical studies is widely accessible to the public, the applicant shall fund a site-specific art-in-public-places display within th e development that interprets the history of the site within the broade r context of the historic district . The display shall be generall y available for public viewing and shall be designed and installed by a professional team that includes a public art consultant, an artist wit h experience in projects of this nature, and a historian or architectura l historian who meets the Secretary of Interior's Professiona l Qualifications Standards and has expertise in historical interpretatio n and museum display . To ensure its longevity, the installation shal l be integrated into the architecture and/or landscape of the project t o the maximum extent feasible . The art-in-public-places progra m shall be planned concurrently with the implementation of the project and completed no more than one year after placing the property i n service. MM CR-7c The applicant shall fund at least one of the followin g public outreach efforts to be made available to the public at n o charge : 1.an interpretive pamphlet or small brochure, in color, describing cultural resources discovered ; 2.a professionally produced video or DVD interpreting the histor y of the site ; 3.a professionally produced radio or television production to be broadcast locally at least twice ; o r 4.a website describing the cultural resource studies and interpretin g the results, to be hosted at the City site . The public outreach program shall interpret the history and archaeology of the site within the broader context of the County , City, and historic district and shall be designed and produced by a professional team that includes appropriately qualified technical specialists and an archaeologist, historian, and/or architectural B1 - 66 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impact s historian selected by the City who meets the Secretary of Interior's Professional Qualifications Standards and has expertise in publi c outreach via such media . The public outreach program shall b e planned concurrently with the implementation of the project an d completed no more than one year after placing the property i n service . MM CR-7d Artifacts recovered from significant resources shall b e housed at a qualified curation facility within San Luis Obisp o County. Prior to issuance of a grading or building permit for th e project, the Community Development Director shall study and select from one of the following alternatives presented below, or a comparable option, for curation of archaeological collections . 1 . Work with existing public or private institutions, such as (but no t limited to) the San Luis Obispo County Archaeological Societ y (SLOCAS), California Department of Parks and Recreation, or Ca l Poly, to secure long-term storage . The chosen institution shall request and receive a one-time, lump-sum payment from the projec t proponent to fund said storage . 2. Each individual development, including the current propose d project, shall create a secure space for long-term storage and display within the development. This space will be subject to City approva l and will be entirely funded by the project proponent . MM CR-7e It is possible that soil removed from the site durin g construction activities could contain Native American midden o r other cultural artifacts . If this soil is placed in another location an d future work uncovers the redeposited, artifact-bearing soil, th e location of the redeposited soil may be confused with an actua l archaeological site . The project proponent shall inform the Nativ e Americans and the project archaeologist as to the disposition of soi l removed from the site . The project archaeologist shall document where the soil is placed as a redeposited site and registered with th e Central Coastal Information Center to avoid future confusion . 3.4 Geological Resource s GEO-1 The proposed project woul d expose people or structures to potentiall y substantial adverse effects from seismicit y or seismically induced hazards including earthquakes, seismic shaking, surface MM GEO-1 The project shall be designed in accordance wit h applicable sections of the Uniform Building Code and the Californi a Building Code, and it shall be in compliance with the City's Seismi c Safety Element . Required site-specific geotechnical investigation s have already been performed at the site . The recommendations for Although the occurrence probability of a larger-than-expected earthquake with corresponding high ground acceleration i s low, it is not zero ; consequently, any structure built in California is susceptible to B1 - 67 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Im acts Miti t ation Measures Residual Impacts rupture landslides, or liquefaction . GEO-2 During construction, people an d nearby structures would be exposed to substantial adverse effects due to th e presence of relatively loose and potentia l saturated fill and alluvial soils that coul d cause shoring to become compromised . GEO-3 The proposed project woul d expose people or structures to potentiall y significant adverse effects as a result o f project development on soil that is unstabl e or that could become unstable as a result o f the project, and potentially result i n expansion, differential settlement, o r collapse . GEO-5 The proposed project woul d expose people or structures to potentiall y significant adverse effects as a result o f project development within an area o f potential shallow groundwater, an d potentially result in either obstruction o f groundwater flow or subsidence of soils a t and adjacent to the project site . site preparation, grading, backfill, and foundations developed during the site-specific geotechnical investigation shall be incorporated int o the project design . MM GEO-2 As recommended in the site-specific Soils Engineering Report, a project-specific excavation and shoring plan shall be developed . The shoring plan shall address the potential for advers e geologic conditions. The shoring plan shall be prepared by a professional engineer and reviewed by a California registere d engineering geologist and/or geotechnical engineer . MM GEO-3 Engineering design recommendations addressin g expansive soils and differential settlement in the site-specific Soil s Engineering Report shall be incorporated into the project design . Mitigation measure MM GEO-3 would apply . failure during significant seismic events . However, impacts of structural failure an d risks to life and property due to seismi c shaking can be reduced to less tha n significant by implementing the mos t current industry standards for structura l design . The risk of potentially substantia l adverse effects would be decreased t o acceptable levels with implementation o f MM GEO-l . With incorporation of MM GEO-2, impacts would be reduced to a less-than-significan t level . With incorporation of MM GEO-3, impacts would be reduced to a less-than-significan t level . With incorporation of MM GEO-3, impact s would be reduced to a less-than-significan t level . 3.5 Hazards and Hazardous Material s HAZ-1 Subsurface excavation, grading, and site preparation activities during th e construction phase and potential emergenc y dewatering associated with the project would potentially expose humans and/or ecological receptors to potentially toxic, MM HAZ-la Prior to earthwork activities, a site-specific health an d safety plan shall be developed per California Occupational Safet y and Health Administration (Ca1OSHA) requirements . The plan shall take into account the results of the subsurface investigatio n described in HAZ-lc . All construction workers that have th e potential to come into contact with contaminated soil/bedrock and Implementation of mitigation measures would reduce residual impacts to less tha n significant. B1 - 68 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impacts hazardous, or otherwise harmful chemicals groundwater shall be knowledgeable of the requirements in th e related to existing buildings and historic health and safety plan, which includes proper training and persona l uses on and adjacent to the site . protective equipment . MM HAZ-lb During earthwork activities, procedures shall b e followed to eliminate or minimize construction worker or genera l public exposure to lead and other potential contaminants in soil . Procedures shall include efforts to control fugitive dust, contain and cover excavation debris piles, appropriate laboratory analysis of soil for waste characterization, and segregation of contaminated soi l from uncontaminated soil . The applicable regulations associate d with excavation, removal, transportation, and disposal o f contaminated soil shall be followed (e .g., tarping of trucks and waste manifesting). MM HAZ-lc Prior to beginning construction, additional subsurfac e sampling of soil/bedrock and groundwater shall be conducted t o assess potential releases associated with the listed former adjacen t land uses and the potential migration of contaminants onto th e project site . The analytical suite selected shall be consistent wit h those uses, and shall include applicable analytical methods fo r appropriate waste characterization and disposal . The sampling strategy shall take into account the locations of potential sourc e areas, and the anticipated lateral and vertical distribution o f contaminants in soil and/or groundwater. The results of th e investigation shall be documented in a report that is signed by a California Professional Geologist . The report shall includ e recommendations based upon the findings for additiona l investigation/remediation if contaminants are detected abov e applicable screening levels (e .g ., excavate and dispose, groundwate r and/or soil vapor extraction, or in situ bioremediation). MM HAZ- 1 d Discharge from emergency dewatering activitie s shall be sampled and tested to monitor for migration of contaminate d groundwater associated with potential future releases from adjacen t land uses. Discharge shall comply with NPDES requirements an d policies regarding illicit discharges . No discharge from dewaterin g activities shall be released to the storm drain system if contaminant s are detected above applicable screening levels . HAZ-2 During subsurface excavation, MM HAZ-2a In conjunction with MM HAZ-la, include Implementation of mitigation measure s grading, and export of soil and bedrock, the appropriate health and safety measures if NOA is detected in soil or would reduce impacts to less tha n project would potentially cause a hazard by bedrock beneath the project site . The health and safety plan shall significant. B1 - 69 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Im ►acts Miti .ationMeasures Residual Im 'act s exposing humans to NOA .prescribe appropriate respiratory protection for construction workers . HAZ-3 During building/structure demolition and renovation activities, the project would potentially expose humans t o hazardous building materials including lead - based paint and asbestos-containin g material . HAZ-4 Following construction/renovatio n activities, the project would potentiall y expose humans and/or ecological receptor s to potentially toxic, hazardous, or otherwis e harmful chemicals through the routin e transport, use, or disposal of hazardous materials . MM HAZ-2b In conjunction with MM HAZ-lb, includ e appropriate earthwork procedures if NOA is detected in soil o r bedrock beneath the project site . These procedures may be subjec t to San Luis Obispo APCD requirements under the California AR B ATCM for Construction, Grading, Quarrying, and Surface Mining Operations . MM HAZ-2c In conjunction with MM HAZ-Ic, include a soil an d bedrock analysis for asbestos using polarized light microscopy an d transmission electron microscopy by a qualified laboratory . Samples of soil shall be collected from multiple locations across the site, an d bedrock samples shall be collected from locations where excavatio n into bedrock is anticipated . If NOA is detected, appropriate regulations pertaining to excavation, removal, transportation, an d disposal of NOA shall be followed. MM HAZ-3 Prior to building/structure demolition and renovation activities, a hazardous building materials survey shall be conducte d to assess the potential for the existence of such materials on th e project site . The materials to be surveyed shall include asbestos - containing building materials and lead-based paint in areas bot h interior and exterior to buildings/structures . If hazardous buildin g materials are detected, appropriate regulations shall be followed i n association with pre-demolition and renovation activities, abatement , and disposal . Appropriate worker health and safety protocols also shall be implemented (e .g., training and respiratory protection). MM HAZ-4a Businesses shall comply with all federal, state, an d local regulations pertaining to hazardous materials, includin g obtaining appropriate permits, worker training, and agenc y inspections . MM HAZ-4b Good housekeeping practices and BMPs shall b e employed as part of an overall site maintenance program . MM HAZ-4c Parking structure and other paved roadway areas shall be maintained regularly, including repairs when needed . Additionally, site maintenance and security precautions shall b e included to minimize accidental and illicit chemical discharges on the site . Implementation of mitigation measure s would reduce impacts to less tha n significant . Implementation of mitigation measure s would reduce impacts to less tha n significant. 3 .6 Hydrology and Water Qualit y HYD-1 The proposed project would result MM HYD-1a The proposed project shall incorporate standard Flooding impacts to people and structures B1 - 70 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts in potentially significant flooding impacts resulting from the exposure of shallo w groundwater during and after constructio n activities. HYD-2 The proposed project would result in short-term, potentially significant impact s to surface water quality, including indirec t impacts to beneficial uses such a s threatened and endangered species habitat, due to polluted runoff during constructio n activities. Mitigation Measures ResidualImpacts engineering designs, as recommended by Earth Systems Pacific in resulting from the exposure of shallo w the site-specific Soils Engineering Report (2008), which will be groundwater during and after constructio n submitted to the City as part of the building permit application activities would be less than significant wit h process . Such measures to mitigate potential impacts resulting from the incorporation of standard engineerin g exposure to shallow groundwater shall include, but are not limited designs . to : •Drains shall be installed as necessary (e .g., a subslab blanke t drain), in addition to other water-proofing measures associate d with retaining walls, to intercept and discharge groundwater . •Any isolated areas (e .g ., areas completely enclosed by grad e beams, shall be provided with drain pipes that pass through the grade beams . •Drains shall be provided behind all retaining walls and shoring , except those that are designed to accommodate lateral hydrauli c pressure . •Dewatering shall be conducted as necessary during constructio n to manage localized seepage into excavated areas . MM HYD-1 b Prior to any dewatering activities, a discharge permi t shall be obtained from the RWQCB, which shall include results fro m groundwater testing conducted as part of MM HAZ- 1 c and may require water quality testing of San Luis Obispo Creek to ensure that discharge does not adversely affect water quality . MM HYD-lc Consistent with Section 13 .08 .130(A) of the Municipal Code, storm water, surface water, ground water, roo f runoff, subsurface drainage, and uncontaminated cooling waters from the proposed project shall be discharged only to the storm drai n system or natural outlet . Exterior drains that are connected to the sanitary sewer shall be covered and bermed in such a way as t o prevent rain water and storm runoff from entering the sanitary sewe r system . MM HYD-2a Prior to issuance of any construction/grading permit Upon implementation of mitigatio n and/or the commencement of any clearing, grading, or excavation, a measures, impacts to surface water qualit y Notice of Intent (NOI) shall be submitted to the California SWRCB due to polluted runoff during constructio n Stormwater Permit Unit . Compliance with the General Permit would be less than significant . includes the preparation of a Storm Water Pollution Prevention Plan (SWPPP), which shall identify potential pollutant sources that may affect the quality of discharges to stormwater, and shall include the design and placement of BMPs to effectively prohibit the entry o f pollutants from the project site into the storm drain system during B1 - 71 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures ResidualImpacts construction. MM HYD-2b All required actions shall be implemented pursuant to a stormwater management plan submitted by the City of San Luis Obispo to the RWQCB in early 2007 under the NPDES Phase I I program . MM HYD-2c All required actions shall be implemented pursuant t o the programs developed under the City of San Luis Obisp o Stormwater Management Plan and the City of San Luis Obisp o Waterway Management Plan . MM HYD-2d The Surface Water Quality Management Practice s summarized below shall be implemented to reduce potential impacts to surface water quality during construction-related activities . •Soil stockpiles and exposed (graded) slopes shall be covere d after 14 days of inactivity, prior to the onset of precipitation, an d during inclement weather conditions . •Fiber rolls shall be placed along the top of exposed slopes and at the toe of graded areas to reduce surface soil movement, a s necessary . •A routine monitoring plan shall be implemented to ensur e success of all on-site erosion and sediment control measures . •A light spray of water shall be applied to graded areas durin g construction to control fugitive dust, as necessary . •Streets around the project site, particularly near driveways, shal l be cleaned daily, or as necessary, following completion of construction activities . •Trucks hauling fill on or off-site shall be covered with a tarp to reduce sediment and dust on roadways . •A metal grading or rock bed, designed to capture debris, soils , and mud from vehicles exiting the project site, shall be installe d and regularly maintained at all vehicular entrances/exits for th e proposed project . •"Good housekeeping" practices shall be strictly followed t o prevent spills and discharges of pollutants on-site and wil l include : —All materials stored on-site, including hazardous materials , shall be stored in a neat, orderly manner in appropriat e containers and, if possible, under a roof or other enclosur e located off the main site gradients . -Products shall be kept in their original containers with the B1 - 72 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures ResidualImpacts original manufacturer's label unless they are not re-sealable . If surplus product must be disposed of, manufacturer's o r local and State-recommended methods for proper disposa l shall be followed . —All heavy equipment and vehicles shall be maintained an d inspected regularly for leaks . —Vehicles and equipment prone to leakage shall be parke d over absorbent materials or drip pans . —Protective measures, such as gravel bags or fiber rolls, shal l be placed around the stormwater system inlets locate d adjacent to the site in an effort to retain all sediment on-site . HYD-3 The proposed project would result MM HYD-3a The project shall be designed so that no polluted Upon implementation of mitigation in potentially significant impacts to surface water may be discharged to a drainage system that flows to any measures, impacts to surface water qualit y water quality due to polluted urban runoff storm drain, creek, or natural outlet as stated in Section 13 .08 .130B due to polluted runoff would be less tha n or water discharged during dewatering of the Municipal Code . Depending on the level of hazard at the site, significant . activities . pretreatment of surface water runoff may be required as part of th e overall project . In addition, Section 13 .08 .160 of the Municipa l Code requires grease, oil, and sand interceptors to be installed t o handle liquid wastes containing grease, flammable wastes, sand o r other harmful constituents, except at private residential units . If the wastewater from any business could potentially contain any of thes e constituents, it shall be coordinated with the City's Industrial Wast e Program . MM HYD-3b Urban Pollutant Control Management Practices shal l be implemented to reduce potential impacts to surface water qualit y due to runoff, specifically the implementation of maintenance and housekeeping practices, such as routine sweeping and cleaning , weekly or as needed, as well as the installation of an oil/san d separator at the site parking structure . The oil/sand separator would require the preparation and update of an Operation & Maintenanc e manual, monthly inspection during the rainy season to ensure prope r operation, immediate separator inspection after a large storm even t (>1 inch per 24 hours), regular separator cleaning to kee p accumulated material from escaping during storms, and th e replacement of separator absorbent pads, as necessary . HYD-4 The proposed project would result MM HYD-4a The proposed project shall comply with Chapter Impacts to structures within the 100-yea r in potentially significant impacts on 17 .84 of the City of San Luis Obispo's Municipal Code, based on floodplain would be less than significan t structures placed within the 100-year flood FEMA NFIP requirements for areas located within or near the 100- upon implementation of mitigationhazard area. year floodplain and be developed in accordance with the City of San measures . B1 - 73 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Im ' acts Miti .ation Measures Residual Impacts Luis Obispo Safety Element Amendment (Resolution No . 9785) an d in accordance with In-Fill Floodplain Regulations detailed i n Volume III of the Waterways Management Plan . MM HYD-4b To minimize impacts associated with constructio n within flood-prone areas, the Flood-Proofing BMPs listed belo w shall be incorporated to prevent floodwaters from entering th e buildings or reaching utilities systems : • • • • Incorporate floodgates into the building facade for use durin g flood events . Install self-closing doors that seal at building openings . Install impermeable material to a height of 3 feet around th e exterior of the structure to avoid saturation. Locate utility boxes 3 feet above grade, or as acceptable to th e City and applicable utility companies, install backwater valves , or otherwise flood-proof utilities . HYD-5 The proposed project would HYD-5 Per the direction of City staff, the project applicant shal l contribute additional discharges to an either : Implementation of mitigation measure s would reduce impacts to the stormwate r discharge system to less than significant .undersized stormwater drainage system . • Ensure the basement levels of the project are completel y waterproof so that long-term dewatering would not be required ; o r • Pay the project's fair-share costs to improve the stormwate r drainage system within the vicinity of the proposed project t o accommodate flows from the 10-year storm event, pursuant t o approval of the Public Works Director . 3.8 Noise NO-2 The proposed project could MM NO-2 Based on the recommendations in the site-specific SoilsImplementation of mitigation measure s potentially generate excessive ground-borne Engineering Report, the following mitigation measures shall be would reduce impacts to less than vibration levels as a result of temporary implemented to prevent impacts from excessive vibration :significant . short-term construction activities . • No vibratory earthwork equipment shall be used within 10 fee t of any existing buildings . Beyond this 10-foot zone, vibratory equipment shall only be used with caution, and nearby existin g buildings and any contents, as well as surrounding improvements, shall be monitored to ensure that damage doe s not occur . If cracking, undue vibration, or other evidence o f damage to the structures, contents, or improvements is observed , use of the vibratory equipment shall be immediatel y discontinued . Implementation of mitigation measure sNO-3 Long-term noise impacts associated MM NO-3a Measures to achieve an indoor noise level of no t with the project could result in the more than 45 dB shall be incorporated into design and constructionwould reduce impacts to less than B1 - 74 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impacts exceedance of thresholds in the City of Sa n Luis Obispo, General Plan Noise Elemen t and Noise Guidebook . of proposed residential and hotel units at the project site and shal l include, but not be limited to the following : • specially designed doors and windows ; • attic insulation ; • baffled attic and exhaust vents ; an d • cooling and heating systems and ducts specifically designed to reduce noise infiltration . significant . MM NO-3b All noise-generating rooftop building equipment, suc h as air conditioners and kitchen ventilation systems, shall be installe d away from existing and proposed noise-sensitive receptors (i .e ., residences) or be placed behind adequate noise barriers . MM NO-3c All applicable common outdoor residential activit y areas directly facing Broad and Marsh streets shall provid e construction and/or other methodologies to reduce outdoor activity area noise levels to below 60 CNEL . This requirement is optional fo r all applicable private outdoor residential activity areas (e .g ., residential balconies, courtyards, etc .). 3 .9 Energy EN-1 The project could potentiall y consume energy resources beyond existin g service provider capacity levels . EN-2 Construction and operation of th e proposed project could potentially use non - renewable resources in a wasteful o r inefficient manner . MM EN-1 If additional electrical energy services are required t o accommodate the proposed Garden Street Terraces Project th e applicant would be required to pay a mitigation fee to PG&E . MM EN-2a The applicant shall comply to the maximum extent feasible with all adopted City policies regarding energ y consumption, such as : . Incorporation of cost-effective, renewable, non-depleting energ y resources into the project design, wherever possible . • Site and building design to avoid unwanted heat gain from sola r exposure . Features that provide shading at suitable times of th e day and year generally shall be "passive" or automatic, avoidin g the need for occupants to regularly monitor or adjust them . • Design roof areas and some south walls on upper floors to be unshaded between 10 A .M . and 3 P .M. on the winter solstice t o allow for maximum usage of solar energy (4.5 .1). • Include solar panels in building design to heat spa an d swimming pool areas (4 .6 .17). MM EN-2b Construction vehicles shall be turned off when not in With the implementation of standar d regulatory procedures and consultant - recommended mitigation measures, al l impacts would be reduced to less tha n significant levels . With the implementation of standar d regulatory procedures and consultant - recommended mitigation measures, al l impacts would be reduced to less tha n significant levels . B1 - 75 Table ES-2 . Class II Impacts -Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impacts use to avoid leaving in idling position . Construction vehicles shal l be left on site for the duration of construction to avoid wasteful o r inefficient use of gasoline . MM EN-2c Prior to project design approval, the project applican t shall provide the City with additional information necessary t o obtain at least a LEED Silver Certification from the U .S . Green Building Council . 3 .10 Transportation and Traffic TT-3 Construction of the proposed project MM TT-3 The Traffic Control Plan (Disruption Minimization Plan could result in potentially significant short- for the Garden Street Terraces Mixed-Use Development,submitted term impacts to roadways, sidewalks, November 2008,refer to Section 2 .7 .6) shall be included in a deliveries, garbage collection, downtown comprehensive Construction Management Plan, which would at a transit routes, garbage disposal and public minimum include the following additional items and requirements : The proposed project would increas e pedestrian, bicycle, and vehicle traffic alon g the roadways adjacent to the propose d project site and in the general Downtow n Core . However, with the implementation o f standard regulatory and additiona l consultant-recommended mitigatio n measures, impacts to transportation an d traffic would be reduced to less tha n significant levels . Further, project parking impacts could be reduced to insignifican t through the payment of in-lieu fees . Therefore, residual parking impacts woul d be reduced to less than significant . The proposed project would increas e pedestrian traffic along the roadways adjacent to the proposed project site and i n the general Downtown Core . However, with the implementation of mitigatio n measures, impacts would be reduced to les s than significant levels . parking in the project vicinity due to •construction activities such as lane closures , potential obstruction from large trucks , construction vehicles and constructio n fencing, etc . • • • • • • • outreach to area property owners and merchants to allo w discussion of and suggestions to improve the initial construction management plan ; location of construction staging areas which shall be located o n the project site, for materials, equipment, and vehicles ; temporary construction fences to contain debris and materia l and to secure the site ; measures by which noise would be reduced; limitations on noise and dust emissions ; a process for tracking and responding to complaints pertainin g to construction activity ; measures to minimize disruption of transit service ; provisions for monitoring surface streets used for truck routes so that any damage and debris attributable to the trucks can b e identified and corrected ; an d temporary wayfaring signs to nearby public parking lots . TT-4 The proposed project would result in MM TT-4 The project applicant shall pay a fair share payment t o potentially significant impacts to increased the City of San Luis Obispo to offset the project's impacts to th e pedestrian congestion to sidewalks along pedestrian facilities within the study area . The project's fair shar e Higuera Street . shall be determined by the Director of the Public Works Departmen t based upon the costs to add 492 new square feet of sidewalk space t o the south side of Higuera Street and 289 new square feet to the north side to maintain existing sidewalks pedestrian capacity . The fees nti B1 - 76 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Mitigation Measures Residual Impact s would go towards providing these additional sidewalk spaces along the south and north side of Higuera Street through projects such a s installation of tree well grates, parking modifications, or other sidewalk capacity improvements . MM TT-7 The applicant should fund installation of pedestria n countdown signal heads at the intersections of Broad Street wit h Marsh and Higuera streets and Chorro and Marsh Street t o accommodate existing and future pedestrian activity and intersectio n traffic at these currently uncontrolled pedestrian crossings . MM TT-8 Consistent with the City of San Luis Obispo's Short Range Transit Plan, bus and trolley stop locations and amenitie s shall be developed in consultation with the City of San Luis Obisp o to mitigate potential project impacts related to new transit trip s associated with the project. Further evaluation of any bus sto p locations shall include an analysis of pedestrian circulation to and from the stop and the potential for vehicle-pedestrian conflicts . The project applicant shall be responsible for the development an d installation of any identified improvements. MM TT-11a The applicant shall pay a required parking in-lieu fee to the City of San Luis Obispo for the calculated net unmet deman d of parking spaces (54) (51 spaces of potentially unmet demand ;3 spaces of lost onstreet parking) as outlined in Table 3 .10-19 to contribute to the development of an offsite parking structure . An y reduction of parking demand shall not affect the in-lieu fee require d under this standard regulatory measure . MM TT-1 lb The applicant shall prepare a parking deman d reduction and management plan which details how the proposed parking structure would be managed and which contains measures t o minimize the project's off-site parking impacts . The plan shal l address both public and private spaces in the structure as follows : • Payment of the project's fair-share for the costs of installation o f wayfinding signs for area parking facilities at locations in th e project vicinity . These locations and the amount of th e applicant's contribution for installation of signs shall be refine d during final review of the project and finalized with the Public Impact s TT-11 The proposed project would creat e potentially significant impacts to parking through loss of on-street public spaces, potentially unmet private parking demand , and management issues at the publi c parking area on the first basement level o f the proposed parking structure due to lack of visibility from the public street an d potential overflow parking demand from th e proposed project occupying designated public spaces . TT-8 The proposed project coul d potentially impact transit facilities in th e Downtown Core as the result of increase d activity generated by the proposed project . TT-7 The proposed project would result i n potentially adverse, but not significant impacts due to increased pedestrian an d vehicle activity at crosswalks at th e intersections of Garden Street with Mars h and Higuera streets and at the intersection s of Broad Street with Marsh and Higuer a streets. The proposed project would increas e pedestrian and vehicle traffic at intersections. However, with th e implementation of mitigation measures, impacts would be reduced to less tha n significant levels . The proposed project would increase transi t use in the Downtown . However, with th e implementation of mitigation measures , impacts would be reduced to less tha n significant levels . Project parking impacts could be reduced t o less than significant through the liste d mitigation . Therefore, residual parkin g impacts would be reduced to less tha n significant. B1 - 77 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impacts Works Department prior to issuance of building permits . • Installation of "structure remaining capacity" signs at th e entrance to the proposed public parking lot . • Provision of alternative transportation information fo r employees and customers . A discussion draft of this plan shall be provided for review by City staff in concert with the first building permit application and shall b e subject to Community Development Director approval, including the use of tandem parking. Occupancy shall not be granted until th e plan has been approved by the City . TT-13 The proposed project would resul t in potentially significant but mitigabl e impacts to service vehicle access . MM TT-13 The Garden Street plan shall be modified to allow a standard delivery truck to turn into and out of Garden Alley . The site plan shall also be designed to allow trucks to egress through th e bollards on Garden Alley. Implementation of mitigation measure s would reduce impacts to less than significant levels . 3 .11 Utilities and Service System s UT-1 The proposed project could result i n potentially significant impacts on the City's potable water supply and water suppl y infrastructure . UT-2 Wastewater from the project sit e may potentially exceed the capacity o f sewer lines on Garden Street and/or th e remaining capacity of the City's Wate r Reclamation Facility . UT-3 The proposed project may MM UT-la The project shall obtain a water allocation and pa y water impact fees to the City of San Luis Obispo for the incremental increase in water demand at the site . MM UT-lb If it is determined that off-site improvements to th e City's existing water distribution system are necessary to accommodate the proposed project, the applicant shall b e responsible for funding and constructing the improvements . MM UT-2a The project shall comply with all standard regulator y reviews by and obtain approvals from the City of San Luis Obisp o Utilities Department for wastewater facilities, including payment o f impact fees . MM UT-2b If it is determined that additional off-sit e improvements to the City's existing wastewater collection syste m are necessary to accommodate the proposed Garden Street Terraces project, the applicant shall be responsible for : • Funding entirely and/or constructing the improvements that ar e directly related to or resulting from the proposed project ; and, • Contributing a fair-share portion of the total cost for improvements that are related to or resulting from cumulativ e projects . MM UT-3a Pursuant to the City of San Luis Obispo's Ordinance Implementation of the standard regulator y conditions, in addition to City- an d consultant-recommended mitigation measures would reduce any residual impacts to utilities and public services to less tha n significant. Implementation of standard regulator y conditions, in addition to City- an d consultant-recommended mitigation measures, would reduce any residual impacts to utilities and public services t o less than significant . Implementation of standard regulatory t.21 00 B1 - 78 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts potentially impede trash and recyclin g collection for adjacent properties on Garde n Alley and produce solid waste abov e existing capacity levels of the primar y disposal facility for the City of San Lui s Obispo . UT-4 The project would potentiall y increase demand on the SLOPD a s additional new commercial, residential, and parking areas would need to be patrolled b y police officers . UT-5 The project would potentiall y increase the demand for SLOFD service s due to additional commercial and residentia l uses in the downtown area and exceeded height capabilities of existing SLOFD vehicles and equipment. Mitigation Measure s 1381, Chapter 8 .05, a Recycling Plan for the proposed project to b e implemented during construction will be submitted for approval by the City's Conservation Manager, prior to the demolition or building permit issuance . The plan shall include plans to recycle at a minimum 50 percent of discarded materials, such as concrete , sheetrock, wood, and metals, from the demolition of existing buildings and proposed construction . MM UT-3b Pursuant to the City of San Luis Obispo's Sourc e Reduction and Recycling Element, the project shall provide a pla n for the disposal, storage, and collection of solid waste material for both the residential and commercial components of the project . The development of the plan shall be coordinated with the City's franchised solid waste collection and disposal firm, San Luis Obisp o Garbage Company. The plan must be submitted for approval by th e City's Utilities Conservation Coordinator and the Community Development Director . MM UT-3c Newly established businesses and residentia l operations shall include convenient facilities for interior and exterio r on-site recycling . MM UT-3d Recycled-content materials shall be used in structura l and decorative building components and in surfacing whereve r feasible . MM UT-4a The applicant shall incorporate a gate closure for th e proposed private Second Basement Level subterranean parking garage to prevent unauthorized access and vandalism of vehicles . MM UT-4b The applicant shall incorporate a full-time securit y staff to patrol the proposed development complex . MM UT-5a The applicant shall incorporate all design feature s required by the Fire Marshal into the project site design to ensur e adequate access to the SLOFD in case of emergency, including : •adequate fire department access ; •proper placement of street numbers ; •water supply capable of providing adequate fire flow ; •knox box; •installation of fire protection systems and equipment ; •implementation of fire safety measures during construction ; and • portable fire extinguishers . Residual Impact s conditions, in addition to City- an d consultant-recommended mitigatio n measures, would reduce any residual impacts to utilities and public services t o less than significant . Implementation of standard regulator y conditions, in addition to City- an d consultant-recommended mitigation measures, would reduce any residual impacts to utilities and public services t o less than significant . Implementation of standard regulator y conditions, in addition to City- an d consultant-recommended mitigation measures, would reduce any residual impacts to utilities and public services t o less than significant . However, mitigation measure MM UT-5c would result in secondary impacts to parking, including los s of existing metered vehicle parking space s on Garden Street between Marsh and B1 - 79 Table ES-2 . Class II Impacts - Significant Impacts That Can Be Mitigated To Less Than Significant Levels (continued ) Impacts Mitigation Measures Residual Impact s MM UT-5b The project shall pay the City $1 .89 per square foot o f building space above 50 feet to cover the project's "fair share" o f purchase of a new fire Department ladder truck . This fee would b e payable at the time of building permit issuance as per San Lui s Obispo City Council Resolution, adopted October 6, 2009 . MM UT-5c The applicant shall ensure the maintenance of a 20-foot wide curb-to-curb clear area on Garden Street, between Marsh Stree t and Higuera Street, of all physical obstructions to ensure adequat e SLOFD access to the proposed development . The Garden Stree t frontage curb intended to be used for passenger loading an d unloading shall be conspicuously posted — "This area is fo r passenger loading and unloading and emergency vehicle access only , unattended vehicles will be cited ." UT-6 The proposed project would MM UT-6 The applicant shall pay fees to the local school district t o potentially increase demand for school and mitigate for any potential effects additional children living in th e park services in the downtown area . proposed residential units would have on local school facilities . Higuera streets . Implementation of standard regulator y conditions, in addition to City- an d consultant-recommended mitigatio n measures, would reduce any residual impacts to utilities and public services t o less than significant . B1 - 80 -3 Class III Impacts –Impacts That Are Adverse But Less Than Significan t Impact Mitigation Measures Residual Impact 3 .2 Air Quality AQ-4 The proposed project is potentiall y inconsistent with the County of San Lui s Obispo APCD's 2001 Clean Air Plan . No mitigation measures would be required .Since the proposed project impacts ar e analyzed on population projections whic h are less than the most recent CAP, include s measures to mitigate the rate of increase i n vehicle trips, and would apply all applicabl e land use and transportation contro l measures and strategies, impacts regardin g consistency with the CAP are considere d less than significant . 3 .4 Geological Resource s GEO-4 The proposed project woul d potentially result in soil erosion or the los s of top soil during construction an d excavation activities. No mitigation measures would be required .Impacts would be less than significant . 3 .10 Transportation and Traffi c TT-1 The proposed project would result i n adverse but less than significant impacts t o the intersections in the City's downtow n area and would not result in significan t impacts to intersection LOS . TT-2 The proposed project would result i n adverse but less than significant impacts to intersection queuing in the City's downtown area. No mitigation measures would be required . No mitigation measures would be required . Impacts would be less than significant . Impacts would be less than significant . TT-9 The proposed project would no t generate demand for bicycle facilities whic h exceeds the available supply . No mitigation measures would be required .Impacts would be less than significant . B1 - 81 B1 - 82 B1 - 83 B1 - 84 B1 - 85 B1 - 86 B1 - 87 B1 - 88 B1 - 89 B1 - 90 B1 - 91 B1 - 92 B1 - 93 B1 - 94 B1 - 95 B1 - 96 B1 - 97 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Date: 08-08-2013 Drawn By: MJH Title Sheet RE D E V E L O P M E N T P R O J E C T AR C H I T E C T U R A L R E V I E W C O M M I S S I O N GA R D E N S T R E E T T E R R A C E S Ga r d e n S t r e e t a t M a r s h S t r e e t , B r o a d S t r e e t a n d G a r d e n A l l e y 11 1 9 G a r d e n S t r e e t Sa n L u i s O b i s p o , C a l i f o r n i a 9 3 4 0 1 T.1Sheet Index________________________________T.1 TITLE SHEET / PROJECT DATA / SHEET INDEX SP.1 EXISTING CONDITIONS WITH BUILDING NOTES PD.1 PROJECT DESCRIPTION C.1 MASTER UTILITY PLAN AND OFF-SITE IMPROVEMENTS C.2 GARDEN STREET IMPROVEMENT PLAN C.3 GARDEN STREET SECTIONS & DETAILS C.4 GARDEN ALLEY IMPROVEMENT PLAN C.5 SIDEWALK AND PEDESTRIAN FACILITY IMPROVEMENTS C.6 PRELIMINARY GROUND LEVEL GRADING AND DRAINAGE PLAN L.1 OVERALL PLAN + STREETSCAPE L.2 LEVEL 1 - GROUND FLOOR L.3 LEVEL 2 - COMMON OPEN SPACE L.4 LEVEL 4 - ROOFTOP POOL TERRACE L.5 EXISTING TREE INVENTORY A.1 GROUND LEVEL FLOOR PLAN A.2 LEVEL 2 FLOOR PLAN A.3 LEVEL 3 FLOOR PLAN A.4 LEVEL 4 FLOOR PLAN A.5 ROOF LEVEL PLAN A.6 BUILDING SECTIONS A.7 BUILDING ELEVATIONS A.8 BUILDING ELEVATIONS A.8 PERSPECTIVE RENDERING A.9 PERSPECTIVE RENDERING A.10 ARCHITECTURAL DETAILS A.11 ARCHITECTURAL DETAILS A.12 SUN SHADING AND SHADOW CONDITIONS A.13 INTERIOR FLOOR PLANS A.14 MATERIALS BOARDProject Data________________________________SITE AREA 48,418 SF. RESIDENTIAL 8 FLATS 480 -1590 SF HOTEL 64 KEYS LOBBY RESTAURANT RETAIL TOTAL: 20,542 SF. RETAINED / RETROFIT: 14,032 SF NEW: 6,510 SF PARKING 41 SPACES 12 BIKE SPACES TOTAL BUILDING AREA : 41,102 SF. ( NOT INCL.15,060 SF. PARKING AREA ) Project Directory________________________________OWNER / APPLICANT : GARDEN STREET SLO PARTNERS, L.P. 805 AEROVISTA PLACE, #202 SAN LUIS OBISPO, CA 93401 CONTACT : HAMISH MARSHALL PH: 805.544.7343 AGENT / PLANNER : OASIS ASSOCIATES INCORPORATED 3427 MIGUELITO COURT SAN LUIS OBISPO, CA 93401 CONTACT : CAROL FLORENCE, AICP PH: 805.541.4509 ARCHITECTS : CUNINGHAM GROUP 8665 HAYDEN PLACE CULVER CITY, CA 90232 CONTACT : JONATHAN WATTS, AIA PH.: 310.895.2201 CIVIL ENGINEER : WALLACE GROUP 2 CLARION COURT SAN LUIS OBISPO, CA 93401 CONTACT : CRIS DISARUFINO PH : 805.544.4011 LANDSCAPE DESIGN OASIS ASSOCIATES, INC. 3427 MIGUELITO COURT SAN LUIS OBISPO, CA 93401 CONTACT : SCOTT WRIGHT PH : 805.541.4509 Vi c i n i t y M a p __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Pr o j e c t M a p __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Oc c u p a n c y C l a s s i ﬁ c a t i o n - B , R 2 a n d S 2 __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Fr o n t a g e I n c r a s e w i t h s i d e s > 3 0 ’ = 1 . 3 0 (1 7 7 . 3 + 1 7 7 . 3 + 2 5 0 . 6 ) / ( 1 7 7 . 3 + 2 9 6 . 6 + 1 7 7 . 3 + 2 5 0 . 6 + 7 4 + 4 6 + 7 4 ) = 6 0 5 . 3 / 1 0 9 6 = . 5 5 If = ( . 5 5 - . 2 5 ) = . 3 Ty p e V - A c o n s t r u c t i o n w i t h s p r i n k l e r Al l o w a b l e f o r R - 2 : 1 2 , 0 0 0 s f x 1 . 3 0 x 2 = 3 1 , 2 0 0 s f ; 3 s t o r i e s m a x Al l o w a b l e f o r B : 1 8 , 0 0 0 s f x 1 . 3 0 x 2 = 4 6 , 8 0 0 s f ; 3 s t o r i e s m a x Al l o w a b l e f o r S - 2 : 2 1 , 0 0 0 x 1 . 3 0 x 2 = 5 4 , 6 0 0 s f ; 4 s t o r i e s m a x Al l o w a b l e f o r A - 1 : 1 1 , 5 0 0 x 1 . 3 0 x 2 = 2 9 , 9 0 0 ; 2 s t o r i e s m a x Mi x U s e d O c c u p a n c y C a l c u l a t i o n f o r t y p e V - A c o n s t r u c t i o n : ( T a b l e 5 0 3 ) Ty p e V - A w i t h s p r i n k l e r Fi r s t F l o o r : B: 2 4 , 8 3 0 s f , S - 2 : 1 6 , 9 5 0 s f ( 2 4 , 8 3 0 / 4 6 , 8 0 0 + 1 6 , 9 5 0 / 5 4 , 6 0 0 ) = . 5 3 + . 3 1 = . 8 4 < 1 , O. K . ) Se c o n d F l o o r : R - 2 : 1 6 , 9 0 2 / 3 1 , 2 0 0 + 3 , 5 0 0 / 2 9 , 9 0 0 = . 5 4 + . 1 8 ( n o t i n c l u d e c o r r i d o r a n d ba l c o n y y e t ) < 1 ; O . K . Th i r d F l o o r : o k Fo r t h F l o o r : o k Fi r e R e s i s t a n c e R a t i n g R e q u i r e m e n t s f o r t y p e V - A ( T a b l e 6 0 1 ) Pr i m a r y S t r u c t u r a l f r a m e : 1 h r Be a r i n g W a l l s : 1 h r ( e x t e r i o r ) ; 1 h r ( i n t e r i o r ) No n b e a r i n g i n t e r i o r w a l l s : 0 h r Fl o o r C o n s t r u c t i o n a n d s e c o n d a r y m e m b e r s : 1 h r Ro o f C o n s t r u c t i o n a n d s e c o n d a r y m e m b e r s : 1 h r B1 - 98 B1 - 99 Introduction The Garden Street Terraces project has travelled a long and interesting road since it was first submitted to the City in 2006. The subject of an Environmental Im- pact Report (December 2009), the City Council approved the Reduced Develop- ment and Project without Public Parking Spaces alternatives. In addition to the rec- ommendations by the Cultural Heritage Committee and Architectural Review Commission (“ARC”), and Council’s ap- proval, the project has been influenced by a variety of factors over time – the formal agreement between the City and the Ap- plicant that established specific threshold levels for the project components, the im- pacts of the recession and the ability to finance the project, and the introduction of a hotel partner, to name a few. Project Description To describe this most recent iteration of the project, it seemed unnecessary to start at the beginning of the process, but instead more appropriate to compare and contrast it to the component threshold levels in the Agreement and the previously reviewed/ approved project (ARC, 2011). See Table A below. As noted, the current project meets or exceeds the component threshold levels established initially by the City’s Steering Committee and the Applicant, as modified, and ultimately approved by the City Council. From an overall perspective, modifica- tions to the project over time appear to be fairly inconsequential when viewed solely as the quantity of hotel rooms, residential units, and retail floor area. To provide additional detail about the major project components, the following table describes a floor-by-floor comparison of the ARC 2011 project versus the current project. It is noteworthy that the improve- ments to Garden Alley and the miscel- laneous improvements to the perimeter sidewalks have not changed. Modifica- tions to Garden Street were made to better accommodate the Fire Department access requirements, standardize the street sec- tion, and in doing so, control storm water runoff and direct it to existing facilities. Of interest to the Architectural Review Commission is how these modifications have changed the form and massing of the project. As a refresher, the historic build- ings with frontage on Garden Street will essentially remain “as-is” with modifica- tions solely to the interiors to accommo- date the adaptive reuse. No new structures are planned above the existing buildings. The most notable change is the removal of residential townhomes and patio area previously planned above the buildings located at the corner of Marsh Street and Broad Street (712, 720, 722 and 728 Marsh Street). For clarity, included are the 2011 ARC floor plans, building sec- tions, and elevations. Corner of Marsh St. and Broad St. ARC 2011 Corner of Marsh St. and Broad St. Current Project Images See “Images” far right Corner of Marsh St. and Broad St. Existing Conditions PD.1 Project Description 712 720 722 728 712 720 722 728 Table B Previously Reviewed Project Current Project August 2013ARC Sept. 2011 Basement Level 63 parking spaces• Hotel BOH • Residential storage• No subterranean level• Ground Floor/1st Floor Level 11 parking spaces• Hotel entry courtyard, • lobby & office Restaurant• Retail (retained, • retrofitted, remodeled) 41 parking spaces• Hotel entry courtyard, • lobby & office Restaurant• Retail (retained, • retrofitted, remodeled) Mezzanine Hotel • – 2 keys Hotel BOH• Retail• Outdoor terrace• No Mezzanine• 2st Floor Hotel • – 18 keys Conference space• Hotel back of house• Residential • – 8 townhomes units (Level 1 of 3) Pool deck• Residential patios• Hotel – 28 keys• Function space • Hotel BOH• Residential – 4 units• Common garden• Hotel and Residential • private patios 3rd Floor Hotel • – 17 keys Residential townhomes • (Level 2 of 3) Hotel – 21 keys• Residential – 4 units• 4th Floor/ Roof Level Hotel • – 11 Keys Residential townhomes • (Level 3 of 3) Hotel rooftop patio, • residential rooftop patios Hotel – 15 Keys• Gym• Pool deck• Residential rooftop • patiosTable A Agreement Project Component Minimums Previously Reviewed Project ARC Sept. 2011 Current Project August 2013 45 Hotel rooms• 8 Housing units• 20,000 SF retail• 48 Hotel rooms• 8 Housing units• 25,047 SF retail• 64 Hotel rooms• 8 Housing units• 20,542 SF retail• B1 - 100 ON E W A Y ON E W A Y LOADING ZONE NO PARKING Ma s t e r S i t e a n d U t i l i t y P l a n w i t h O f f - S i t e I m p r o v e m e n t s M a r s h S t r e e t G a r d e n A l l e y B r o a d S t r e e t G a r d e n H i g u e r a S t r e e t RE S T A U R A N T / B A R Reference Notes S t r e e t Le g e n d Utility Reference Notes Off-Site Parking SummaryRefer to Sheet C.2 for Garden Street Improvements NO T A P A R T HO T E L L O B B Y Garden Street ImprovementsRefer to Sheet C.2 for RE T A I L RE T A I L owner/applicant:No. 41819 ©® 7/11/2013 9:29:49 AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt No.DateDescription 001 2 0. 5 GR A P H I C S C A L E B1 - 101 ONE WAY ONE WAY LOADING ZONE NO PARKING Pr o p o s e d G a r d e n S t r e e t I m p r o v e m e n t P l a n Si t e P l a n N o t e s ( f r o m G a r d e n S t r e e t I m p r o v e m e n t s P r o j e c t C P # 9 0 0 8 8 B , s h e e t S P - 1 ) Ga r d e n S t e e t I m p r o v e m e n t s M a t r i x M a r s h S t r e e t H i g u e r a S t r e e t owner/applicant:No. 41819 ©®No.DateDescription 00120.5GRAPHIC SCALE B1 - 102 ONE WAY ONE WAY LOADING ZONE NO PARKING > > > > > > > > > > > > > > > > > > > > >>>>> > > FIRE LANEFIRE LANEFIRE LANE FI R E L A N E FI R E L A N E FI R E L A N E FI R E L A N E >>>>>> M a r s h S t r e e t ow n e r / a p p l i c a n t : No . 4 1 8 1 9 7/11/2013 9:29:49 AM C:\RevitLocal\05-0542-2a_2b_jsanchez.rvt No . D a t e D e s c r i p t i o n Garden Street Improvement Plan Re f e r e n c e N o t e s H i g u e r a S t r e e tG a r d e n S t r e e t Trash BinProp o s e d P l a n D e t a i l + S t r e e t S e c t i o n Pu b l i c B e n c h 00 1 2 0. 5 GR A P H I C S C A L E B1 - 1 0 3 ON E W A Y >>> FIRE LANEFIRE LANE Garden Alley Improvement Plan ow n e r / a p p l i c a n t : No . 4 1 8 1 9 7/11/2013 9:29:49 AM C:\RevitLocal\05-0542-2a_2b_jsanchez.rvt No . D a t e D e s c r i p t i o n Retail G a r d e n S t Ex i s t i n g S L O B r e w e r y C o m p a n y B r o a d S t r e e t Pr o p o s e d G a r d e n A l l e y P a v i n g M a t e r i a l s Re m o v a b l e B o l l a r d Re f e r e n c e N o t e s 00 1 2 0. 5 GR A P H I C S C A L E B1 - 1 0 4 ON E W A Y ON E W A Y LO A D I N G Z O N E NO P A R K I N G Sidewalk and Pedestrian Facility Imp r o v e m e n t P l a n M a r s h S t r e e t G a r d e n A l l e y B r o a d S t r e e t G a r d e n H i g u e r a S t r e e t Lo b b y Ho t e l Re s t a u r a n t / B a r PA R T Re f e r e n c e N o t e s S t r e e t Ut i l i t y R e f e r e n c e N o t e s A NO T Retail ow n e r / a p p l i c a n t : No . 4 1 8 1 9 7/11/2013 9:29:49 AM C:\RevitLocal\05-0542-2a_2b_jsanchez.rvt No . D a t e D e s c r i p t i o n Re t a i l 11 1 9 G a r d e n 11 2 3 / 1 1 2 5 / 1 1 2 7 G a r d e n 00 1 2 0. 5 GR A P H I C S C A L E B1 - 1 0 5 Retail Lo b b y Ho t e l Re s t a u r a n t / B a r Preliminary Ground Level Grading an d D r a i n a g e P l a n Re f e r e n c e N o t e s PA R T M a r s h S t r e e t G a r d e n S t r e e t B r o a d S t r e e t No t e s Le g e n d A NO T ow n e r / a p p l i c a n t : No . 4 1 8 1 9 7/11/2013 9:29:49 AM C:\RevitLocal\05-0542-2a_2b_jsanchez.rvt No . D a t e D e s c r i p t i o n Reta i l Co u r t y a r d Retail Co u r t ( O p e n t o A b o v e ) 00 1 2 0. 5 GR A P H I C S C A L E B1 - 1 0 6 08/08/2013 SDW L.1 Conceptual Landscape Plan- Overall Plan + Streetscape GARDEN STREET IMPROVEMENTS PER SHEET C.2 OF “GARDEN STREET IMPROVEMENT PLAN” (8/8/13), WALLACE GROUP NEW CONCRETE SIDEWALK WITH MISSION TILE BAND PER “MASTER SITE AND UTILITY PLAN WITH OFF-SITE IMPROVEMENTS” (7/9/13), WALLACE GROUP POOL TERRACE- LEVEL 4 / SHEET L.4 TOWER PLAZA- LEVEL 1 / SHEET L.2 GARDEN STREET IMPROVEMENTS PER SHEET C.2 OF “GARDEN STREET IMPROVEMENT PLAN” (8/8/13), WALLACE GROUP NEW CONCRETE SIDEWALK WITH MISSION TILE BAND PER “MASTER SITE AND UTILITY PLAN WITH OFF-SITE IMPROVEMENTS” (7/9/13), WALLACE GROUP NEW CITY STREET TREES IN TREE WELLS WITH TREE GRATE PER SHEET C.1 OF “MASTER SITE AND UTILITY PLAN WITH OFF-SITE IMPROVEMENTS” (7/9/13), WALLACE GROUP GARDEN ALLEY IMPROVEMENTS PER SHEET C.4 OF “GARDEN ALLEY IMPROVEMENT PLAN” (7/9/13), WALLACE GROUP MARSH STREET HIGUERA STREET BR O A D S T R E E T GA R D E N S T R E E T GARDEN ALLEY EXISTING TREE TO REMAIN PROPOSED TREE: JACARANDA MIMOSIFOLIA PROPOSED TREE: TRISTANIA CONFERTA NOTE: REFER TO SHEET L.5 “EXISTING TREE INVENTORY” FOR ADDITIONAL TREE INFORMATION. STREET TREE LEGEND COMMON OPEN SPACE- LEVEL 2 / SHEET L.3 0 10’ 20’ 40’ B1 - 107 08/08/2013 SDW OVERALL PLAN- LEVEL 1 NO SCALE A. ENLARGEMENT- TOWER COURTYARD SCALE: 1/4”= 1’-0” MARSH ST GA R D E N S T BR O A D S T GARDEN ALLEY REFER TO ENLARGEMENT ‘A’ SITE FURNISHINGS PLANT MATERIAL PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild GrapeAcorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Hardscape02.17.11 Grape Trellis System Steel Pot Chair Steel Pot Steel Fireplace Steel Fire Sticks PL2 RedevelopmentTower Courtyard Hardscape02.17.11 Grape Trellis System Steel Pot Chair Steel Pot Steel Fireplace Steel Fire SticksLANDSCAPE ELEMENTS B. ELEVATION- TOWER COURTYARD SCALE: 1/4”= 1’-0” HOTEL LOBBY B Common / Botanical Name Size Notes Agave attenuata /FOXTAIL AGAVE 5 gal BOLD SUCCULENT Buxus sps. / BOXWOOD 5 gal TOPIARY SHAPES Chondropetalum tectorum / CAPE RUSH 1 gal VERTICAL STEMS Dracaena draco / DRAGON TREE 48” box TREE SUCCULENT Euphorbia characias ‘Wulfenii’ / SPURGE 1 gal CHARTREUSE FLOWERS Ficus repens / CREEPING FIG 1 gal DENSE EVERGREEN VINE Lavendula x int. ‘Provence’ / FRENCH LAVENDER 5 gal PURPLE FLOWERS Olea europaea ‘Little Ollie’ / DWARF OLIVE 5 gal EVERGREEN Vitis californica ‘Roger’s Red’ / CA. GRAPE 5 gal RED FALL COLOR PROPOSED PLANT PALETTE HARDSCAPE NOTES SOFTSCAPE NOTES POTTERY NOTES IRRIGATION NOTES L.2 Conceptual Landscape Plan- Level 1- Ground Floor 0 2’ 4’ 8’ B1 - 108 08/08/2013 SDW OVERALL PLAN- LEVEL 2 NO SCALE B. ENLARGEMENT- COMMON OPEN SPACE & PRIVATE PATIOS SCALE: 1”= 10’-0” REFER TO ENLARGEMENT ‘B’ SITE FURNISHINGS LANDSCAPE ELEMENTS PLANT MATERIAL PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Dracena Draco Fruitless Olive Senecio Yucca Agave Euphorbia Ficus repens California Wild Grape Agave PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings PL2 RedevelopmentSecond Level Plantings02.17.11 Little Ollie Tecruim Rosemary Santolina Wistringia Lavander Inspirational Planting Inspirational Plantings Common / Botanical Name Size Notes Agave attenuata /FOXTAIL AGAVE 5 gal BOLD SUCCULENT Buxus sps. / BOXWOOD 5 gal TOPIARY SHAPES Chondropetalum tectorum / CAPE RUSH 1 gal VERTICAL STEMS Dracaena draco / DRAGON TREE 48” box TREE SUCCULENT Euphorbia characias ‘Wulfenii’ / SPURGE 1 gal CHARTREUSE FLOWERS Ficus repens / CREEPING FIG 1 gal DENSE EVERGREEN VINE Lavendula x int. ‘Provence’ / FRENCH LAVENDER 5 gal PURPLE FLOWERS Olea europaea ‘Little Ollie’ / DWARF OLIVE 5 gal EVERGREEN Olea europaea ‘Wilsonii’ / FRUITLESS OLIVE 24” box SPECIMEN TREE Pittosporum tenuifolium ‘Golf Ball’ / KOHUHU 5 gal EVERGREEN SPHERE Rosmarinus officinalis ‘Boule’ / ROSEMARY 5 gal CASCADING FORM Santolina chamaecyparr. / LAVENDER COTTON 5 gal GREY FOLIAGE Senecio mandraliscae / BLUE CHALK STICKS 1 gal BLUE SUCCULENT Teucrium fruiticans / SHRUBBY GERMANDER 5 gal PURPLE FLOWERS Vitis californica ‘Roger’s Red’ / CA. GRAPE 5 gal RED FALL COLOR Westringia fruiticosa / COASTAL ROSEMARY 5 gal FLOWERING SHRUB Yucca filamen. ‘Gold Sword’ / ADAM’S NEEDLE 5 gal BOLD YELLOW LEAVES PROPOSED PLANT PALETTE SOFTSCAPE NOTES POTTERY NOTES IRRIGATION NOTES HARDSCAPE NOTES L.3 Conceptual Landscape Plan- Level 2- Common Open Space + Private Patios 0 5’ 10’ 20’ B1 - 109 08/08/2013 SDW OVERALL PLAN- LEVEL 4 NO SCALE C. ENLARGEMENT- ROOFTOP POOL TERRACE SCALE: 1/8”= 1’-0” REFER TO ENLARGEMENT ‘C’ PLANT MATERIAL PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild Grape Acorus Boxwood Agave Boxwood Chondropetalum PL2 RedevelopmentTower Courtyard Plantings02.17.11 California Wild GrapeAcorus Boxwood Agave Boxwood Chondropetalum SITE FURNISHINGS HARDSCAPE NOTES SOFTSCAPE NOTES POTTERY NOTES IRRIGATION NOTES Common / Botanical Name Size Notes Agave attenuata /FOXTAIL AGAVE 5 gal BOLD SUCCULENT Buxus sps. / BOXWOOD 5 gal TOPIARY SHAPES Chondropetalum tectorum / CAPE RUSH 1 gal VERTICAL STEMS Dracaena draco / DRAGON TREE 48” box TREE SUCCULENT Euphorbia characias ‘Wulfenii’ / SPURGE 1 gal CHARTREUSE FLOWERS Ficus repens / CREEPING FIG 1 gal DENSE EVERGREEN VINE Lavendula x int. ‘Provence’ / FRENCH LAVENDER 5 gal PURPLE FLOWERS Olea europaea ‘Little Ollie’ / DWARF OLIVE 5 gal EVERGREEN Vitis californica ‘Roger’s Red’ / CA. GRAPE 5 gal RED FALL COLOR PROPOSED PLANT PALETTE L.4 Conceptual Landscape Plan- Level 4- Roof Pool Terrace0 4’ 8’ 16’ B1 - 110 08/08/2013 SDW MARSH STREET GA R D E N S T R E E T BR O A D S T R E E T L.5 Conceptual Landscape Plan- Existing Tree Inventory B1 - 111 UP UP 1 2 3 4 7 8 A B C D F H 5 Co u r t ( O p e n t o A b o v e ) 48 8 0 S F Re t a i l B 16 3 0 S F Re t a i l A VALET GA R D E N A L L E Y MA R S H S T R E E T GARDEN STREET BROAD STREET 1 A.7 1 A. 7 2 A.72A.7 Va l e t P a r k i n g 41 S p a c e s G Ne w 8 ' - 0 " T a l l S c r e e n W a l l (1 2 ) O n - G r a d e R e t a i l Bic y c l e P a r k i n g S p a c e s (2 ' X 6 ' ) UP Ac c e s s i b l e R a m p D o w n Ele v 2 0 1 . 1 ' Ele v 1 9 9 . 6 0 Ele v 1 9 9 . 7 ' Ou t d o o r F i r e p l a c e 37 0 S F Tr a s h Fr o n t D e s k Lounge UP Ac c e s s i b l e D r o p - O f f Z o n e 14 15 121110 1 3 090807 04 05 06 030201 19 20 22 21 25 27 28 29 30 3 1 3 2 3 3 3 4 37 35 3 6 3 8 19 0 S F Ele c . R o o m 17 1816 NO T A P A R T UP 30 0 0 S F RE S T A U R A N T 24 9 0 S F Lo b b y 24 26 HC HC 39 70 0 S F B. O . H . 40 41 44 " W i d e W a l k w a y Ele v 1 9 6 . 5 ' CC C C C C C C C 23 70 S F ME C H . Elev 200.92'Elev 200.65'Elev 200.60' Ele v 2 0 1 . 2 0 ' Ele v 1 9 8 . 8 0 ' Ele v 1 9 6 . 4 8 ' Ele v 1 9 6 . 0 ' Ele v 1 9 6 . 6 5 ' Ele v 1 9 9 . 0 ' Ele v 1 9 7 . 5 ' Ele v 1 9 7 . 9 4 ' Ele v 1 9 8 . 1 0 ' SL O P E 1. 7 5 ' @ 1 / 4 " / F T Ele v 1 9 9 . 6 0 ' Ele v 1 9 9 . 6 0 ' Ele v 1 9 7 . 3 4 ' Ele v 1 9 7 . 3 4 ' Ele v 1 9 7 . 7 0 ' Ele v 1 9 7 . 5 0 ' 19 9 . 6 0 Bic y c l e P a t h o f T r a v e l 6 Canopy Above 30 0 S F Ele v 1 9 9 . 5 ' NO T A P A R T ST E P Ele v 2 0 1 . 1 0 ' ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 10/8/20131:45:55PMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 First Floor Plan A.1PRELIMINARYNOT FOR CONSTRUCTION 0' 32 ' 16 ' 8' Gr o u n d L e v e l F l o o r P l a n No.DateDescription B1 - 112 1 2 3 4 7 8 A B C D F H 5 1 A.7 1 A.7 2 A. 72A. 7 G E NO T A PA R T SINGLE STORY RETAIL OP E N T O B E L O W 48 0 S F Fla t 0 1 13 2 0 S F Fl a t 0 3 46 0 S F Ho t e l R o o m 45 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 41 0 S F Ho t e l R o o m 35 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 39 0 S F Ho t e l R o o m 40 0 S F Ho t e l R o o m 43 0 S F Ho t e l R o o m 41 0 S F Ho t e l R o o m Ele v 2 1 8 . 2 ' DN 40 0 S F Ho t e l R o o m DN 37 0 S F Ho t e l R o o m 39 0 S F Ho t e l R o o m 90 0 S F Fl a t 0 4 42 0 S F Ho t e l R o o m 41 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m N.I . C . 38 0 S F Hs k p ' g 1340 SFFunction / Meeting Space 39 0 S F Ho t e l R o o m 42 0 S F Ho t e l R o o m 42 0 S F Ho t e l R o o m 420 SFHotel Room530 SFHotel Room 390 SFFunction Space Suite430 SFHotel Room Terrace Ga r d e n Ve n d i n g 380 SFHotel Room 38 0 S F La u n d r y 40 S F Me c h . 6 Co r r i d o r Corridor Co r r i d o r 15 6 0 S F Fl a t 0 2 UP EN C L O S E D , R A T E D S H A F T & S T A I R ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 10/8/20131:46:02PMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Second Floor Plan A.2PRELIMINARYNOT FOR CONSTRUCTION 0' 32 ' 16 ' 8' Le v e l 2 - F l o o r P l a n No.DateDescription B1 - 113 DNUP 1 2 3 4 7 8 A B C D F H 5 1 A.7 1 A. 7 2 A. 72A. 7 G E 48 0 S F Fl a t 0 5 N. I . C . OP E N T O B E L O W 45 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 39 0 S F Ho t e l R o o m 40 0 S F Ho t e l R o o m 37 0 S F Hs k p ' g 35 0 S F Ho t e l R o o m 46 0 S F Ho t e l R o o m 42 0 S F Ho t e l R o o m 40 0 S F Ho t e l R o o m 39 0 S F Ho t e l R o o m 89 0 S F Fla t 0 8 37 0 S F Ho t e l R o o m 43 0 S F Ho t e l R o o m 41 0 S F Ho t e l R o o m 42 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 41 0 S F Ho t e l R o o m N.I . C . 39 0 S F Ho t e l R o o m Roof Roof EX T E N D E X I S T I N G E L E V A T O R S H A F T T O 3 R D A N D 4 T H F L O O R S 21 HOTEL ROOMS Ve n d i n g 6 90 S F Me c h . TERRACE BELOW UP CO R R I D O R Ele v 2 2 1 . 7 ' UP DN CO R R I D O R 4 RESIDENTIAL FLATS 15 2 0 S F Fl a t 0 6 14 9 0 S F Fl a t 0 7 DN ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 10/8/20131:46:04PMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Third Floor Plan A.3PRELIMINARYNOT FOR CONSTRUCTION 0' 32 ' 16 ' 8' Le v e l 3 - F l o o r P l a n No.DateDescription B1 - 114 DN 1 2 3 4 7 8 A B C D F H 5 1 A.7 1 A.7 2 A.72A.7 G 45 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 37 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 36 0 S F Ho t e l R o o m 39 0 S F Ho t e l R o o m 40 0 S F Ho t e l R o o m 40 0 S F Ho t e l R o o m 37 0 S F Hs k p ' g 37 0 S F Ho t e l R o o m Po o l D e c k 37 0 S F Ho t e l R o o m 39 0 S F Ho t e l R o o m 43 0 S F Ho t e l R o o m 43 0 S F Ho t e l R o o m N.I . C . 39 0 S F Ho t e l R o o m 43 0 S F Ho t e l R o o m 49 0 S F Gy m Po o l 15 ' x 4 0 ' 15 HOTEL ROOMS 6 90 S F Me c h . Ra m p Up EL : 2 3 6 . 2 0 EL : 2 3 2 . 2 0 OP E N TO BE L O W UP DNROOF ROOF CO R R I D O R DE C K DE C K DE C K RO O F RO O F RO O F RE S I D E N T I A L RE S I D E N T I A L RE S I D E N T I A L ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 10/8/20131:46:05PMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Fourth Floor Plan A.4PRELIMINARYNOT FOR CONSTRUCTION 0' 32 ' 16 ' 8' Le v e l 4 - F l o o r P l a n No.DateDescription B1 - 115 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Date: 08-08-2013 Drawn By: MJH Roof Plan A.5 0' 32 ' 16 ' 8' Le v e l 4 - F l o o r P l a n Ro o f P l a n ST A I R R O O F B1 - 116 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH FF Hotel - Level 1Level 2Level 3Level 4Roof A B C D F H G E T/Slab ValetT/Slab Court Re t a i l B .46' - 2" Fla t 0 2 Fla t 0 5 Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m H o t e l R o o m Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Allowed Max. Height Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m H o t e l R o o m Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m .14' - 8"10' - 6"10' - 6"10' - 6" Function / Meeting Space Lobby PA R K I N G TE R R A C E Pool Level Parking Level Br o a d S t r e e t Garden Street Level 2Level 3Level 4 1 2 3 4 78 5 FF RetailT/Slab ValetT/Slab Court Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Hotel RoomHotel RoomAllowed Max. Height Ho t e l R o o m Ho t e l R o o m Ho t e l R o o m Re t a i l A PA R K I N G 10' - 6"10' - 6"10' - 6".13' - 8" Pool Level 6 12' - 6"4' - 0"10' - 6"10' - 6".13' - 10"Parking Level A.7 1 / 1 6 " = 1 ' - 0 " 1 Se c t i o n 1 A.7 1 / 1 6 " = 1 ' - 0 " 2 Se c t i o n 3 A.6Building Height 51’- 4”Building Height 51’- 4” 0' 32 ' 16 ' 8' 0' 32 ' 16 ' 8' B1 - 117 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH SUN SHADING AND SHADOW CONDITIONS 11 : 0 0 A . M . S U M M E R S O L S T I C E 1: 0 0 P . M . S U M M E R S O L S T I C E 3: 0 0 P . M . S U M M E R S O L S T I C E 11 : 0 0 A . M . W I N T E R S O L S T I C E 1 : 0 0 P . M . W I N T E R S O L S T I C E 3 : 0 0 P . M . W I N T E R S O L S T I C E PL A N N O R T H TR U E N O R T H A.7Sun Shading B1 - 118 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH G G, 5 6, D A9 M O1 E ENLARGED GARDEN STREET ELEVATIONENLARGED MARSH STREET ELEVATION 3/32” = 1’-0” 3 / 3 2 ” = 1 ’ - 0 ” 1 - EX T E R I O R C E M E N T P L A S T E R 2 - B R I C K 3 - S L O P E D T I L E R O O F I N G 4 - S T A I N L E S S S T E E L C A B L E 5 - P A I N T E D S T E E L 6 - G L A S S 7 - W O O D S I D I N G 8 - A R T I F I C I A L W O O D 9 - C O M P O S I T E A C C E N T P A N E L A - EX I S T I N G B U I L D I N G F A C A D E T O R E M A I N B - S H A D I N G T R E L L I S C - B A L C O N Y D - G U A R D R A I L E - W I N D O W A N D F R A M E F - D O O R A N D F R A M E G - C A N O P Y H - A W N I N G J - V E G E T A T E D W A L L K - S E R V I C E D O O R L - I D E N T I F I C A T I O N S I G N A G E M - S T A I R N - M E C H A N I C A L E Q U I P M E N T S C R E E N O - T E X T U R A L T R E L L I S FE A T U R E L E G E N D FI N I S H L E G E N D 3HL C OA 5 6, D 9, M 2 A 5, C G A.8 1 1 5, N 1 1 1 1 1 J 1 2 2 2 O F B Elevations0'32'16'8' 0' 32'16'8'B1 - 119 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH 1J 7 A C, 4 C 9,MO3 ENLARGED BROAD STREET ELEVATIONENLARGED GARDEN ALLEY ELEVATION 3/32” = 1’-0” 3/32” = 1’-0”O 5, N 2 A H 1 - EX T E R I O R C E M E N T P L A S T E R 2 - B R I C K 3 - S L O P E D T I L E R O O F I N G 4 - S T A I N L E S S S T E E L C A B L E 5 - P A I N T E D S T E E L 6 - G L A S S 7 - W O O D S I D I N G 8 - A R T I F I C I A L W O O D 9 - C O M P O S I T E A C C E N T P A N E L A - EX I S T I N G B U I L D I N G F A C A D E T O R E M A I N B - S H A D I N G T R E L L I S C - B A L C O N Y D - G U A R D R A I L E - W I N D O W A N D F R A M E F - D O O R A N D F R A M E G - C A N O P Y H - A W N I N G J - V E G E T A T E D W A L L K - S E R V I C E D O O R L - I D E N T I F I C A T I O N S I G N A G E M - S T A I R N - M E C H A N I C A L E Q U I P M E N T S C R E E N O - T E X T U R A L T R E L L I S FE A T U R E L E G E N D FI N I S H L E G E N D 5,N 3 O 2 7J A.91 1 1 1 2 2 B K K Elevations0'32'16'8'0'32'16'8'B1 - 120 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH PE R S P E C T I V E V I E W R E N D E R I N G - B R O A D S T R E E T A N D M A R S H S T R E E T DE T A I L S G, H , I DE T A I L S J, K , L DE T A I L S M, N , O DE T A I L S P, Q , R DE T A I L S D, E , F DE T A I L S A, B , C A.10 BR O A D S T R E E T MA R S H S T R E E T Perspective View B1 - 121 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH PE R S P E C T I V E V I E W R E N D E R I N G - M A R S H S T R E E T A N D G A R D E N S T R E E T DE T A I L S S, T , U DE T A I L S V, W , X DE T A I L S A, B , C A.11 MA R S H S T R E E T GARDEN STREET Perspective View B1 - 122 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH A - Pa i n t e d S t e e l c a n o p y w i t h o r n a m e n t a l s u p p o r t c a b l e s . At t a c h e d i l l u m i n a t e d e n t r y i d e n t i ﬁ c a t i o n s i g n a g e . B - P a i n t e d s t e e l g u a r d r a i l f r a m e w i t h s t a i n l e s s s t e e l br a i d e d c a b l e i n ﬁ l l . C - H i g h q u a l i t y s u s t a i n a b l e s y n t h e t i c w o o d r a i l i n g . A B c D - So l i d w o o d e x p o s e d r a f t e r t a i l s a t e a v e s w i t h c o n - ce a l e d g u t t e r a n d d o w n s p o u t . E - C o n c r e t e r o o f t i l e w i t h c o l o r a n d t e x t u r e o f c l a y t i l e . F - H i g h q u a l i t y s u s t a i n a b l e s y n t h e t i c w o o d t r e l l i s w i t h so l i d w o o d s t r u c t u r a l s u p p o r t s . G - Ba c k l i t s y n t h e t i c w o o d s c r e e n t r e l l i s w i t h p a i n t e d st e e l f r a m e . F o r m e d c o n c r e t e w i n d o w s u r r o u n d . H - D i m e n s i o n a l b r i c k v e n e e r w i t h d e e p r e t u r n s t o r e l a t e to t h e c o n t e x t . F o r m e d c o n c r e t e c a p w i t h i n t e g r a l c o l o r . I - C l e a r L o w - E i n s u l a t i n g g l a s s w i t h p r o ﬁ l e d a n o d i z e d al u m i n u m f r a m e s a t w i n d o w s . J - Vertical spanning synthetic wood screen attached to guardrail frame and balcony structure.K - Extending ornamental painted steel beam framing and balcony structure.L - Integral colored exterior smooth sand plaster ﬁ nish. D E F G H I JK L AR C H I T E C T U R A L D E T A I L S - D E V E L O P M E N T P E R I M E T E R DE T A I L S DE T A I L S DE T A I L S DETAILS A.12Architectural Details B1 - 123 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Building SectionsDate: 08-08-2013 Drawn By: MJH M - Pl a n t a b l e v e r t i c a l t r e l l i s c o n s t r u c t e d o f s y n t h e t i c w o o d an d p a i n t e d s t e e l f r a m i n g b e h i n d . N - P a i n t e d s t e e l g u a r d r a i l f r a m e a n d s t r u c t u r e w i t h s t a i n - le s s s t e e l b r a i d e d c a b l e i n ﬁ l l a t o v e r l o o k b a l c o n i e s . O - D e e p s o f ﬁ t r e t u r n a n d e x t e r i o r p l a s t e r c o l o r c o m b i n a - ti o n . M N O P - Na t u r a l c e d a r w o o d s l a t s a t t a c h e d o n a s u b f r a m e a t - ta c h m e n t s y s t e m . Q - A c c e n t c o l o r e d c o m p o s i t e e x t e r i o r c l a d d i n g w i t h e x - po s e d f a s t e n e r s o n a n o p e n s u b f r a m e a t t a c h m e n t s y s t e m . R - R a i l i n g c a p a n d s t a i n l e s s s t e e l c a b l e o n p a i n t e d s t e e l fr a m e a t p o o l p a r a p e t b e y o n d . S - St a c k e d h o r i z o n t a l p a i n t e d s t e e l g u a r d r a i l , c a p r a i l an d o r n a m e n t a l s c r e e n s . T - B u t t g l a z e d g l a s s g u a r d r a i l s u p p o r t e d a t b a s e w i t h t h i n pr o ﬁ l e r a i l i n g c a p . U - P a i n t e d h e a v y g a u g e s h e e t m e t a l a d h e r e d t o b a c k - in g a t b a l c o n y l i n t e l . V - Panted steel column and beam expression at curtain wall framing.W - Spandrel glass with back painted frit on inside of dual glazing. Clear Low-E insulating glass above. Butt glazed verticals and narrow proﬁ le horizontal mullions.X - Warmer color accent colored smooth sand exterior plaster ﬁ nish. P Q R S T U VWX AR C H I T E C T U R A L D E T A I L S - I N N E R C O U R T Y A R D S DE T A I L S DE T A I L S DE T A I L S DETAILS A.13Architectural Details B1 - 124 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Date: 08-08-2013 Drawn By: MJH Interior Floor Plans A.14 2 3 A B KI T C H E N DI N I N G LI V I N G R O O M BE D R O O M BE D R O O M .4 0 ' - 4 " 12' - 8".12' - 5".15 '- 11" 3 ROOM 30' - 0" .15' - 6" OP T I O N A L S H U T T E R S TU B O R S H O W E R A S A L T . 1 / 4 " = 1 ' - 0 " TY P I C A L F L A T 1 / 4 " = 1 ' - 0 " TY P I C A L H O T E L R O O M 1 & 5 2, 3 , 6 , 7 1 2 CLIVING ROOM KITCHEN BE D R O O M 28' - 6" 32' - 10" 1 / 4 " = 1 ' - 0 " TY P I C A L F L A T 8 4 & 8 B1 - 125 ©Sheet NumberSheet TitleRevisionsConsultantDrawn By:Comm. No.:PIC / AIC:Project TitleDate:Document Phase:Checked By:8665 Hayden Place Culver City, CA 90232 Tel: 310 895 2200 Fax: 310 895 2199 www.cuningham.com®Cuningham Group Architecture, Inc.Copyrightby Cuningham Group Architecture, Inc. (All Rights Reserved) 6/26/201311:56:19AMC:\RevitLocal\05-0542-2a_2b_jsanchez.rvt 06/20/2013 05-0542MHAJVW Garden Street Terraces _ Scheme 1 Building Sections A.8PRELIMINARYNOT FOR CONSTRUCTIONNo.DateDescription Date: 08-08-2013 Drawn By: MJH Materials Board Photo A.15 B1 - 126 RESOLUTION NO. XXXX (2014 Series) A RESOLUTION OF THE SAN LUIS OBISPO CITY COUNCIL APPROVING THE FINAL DESIGN OF THE MODIFIED GARDEN STREET TERRACES MIXED-USE DEVELOPMENT PROJECT IN THE C-D & C-D-H ZONES (ARC 124-06; 1119, 1123-1127, 1129-1137 GARDEN STREET AND 712, 720, 722, 728, 736, 748 MARSH STREET) WHEREAS, the applicant, Garden Street SLO Partners, LP, on August 8, 2013, submitted a request for architectural approval of a modification to the project design for a mixed- use development project in the downtown core known as Garden Street Terraces which was previously approved by the City Council on November 1, 2011 through City Council Resolution No. 10312 (2011 Series); and WHEREAS, the Architectural Review Commission of the City of San Luis Obispo conducted a public hearing in the Council Chamber of City Hall, 990 Palm Street, San Luis Obispo, California, on November 18, 2013 for the purpose of evaluating the proposed revisions to the previously approved final design of the project and recommended final approval of the project design to the City Council; and WHEREAS, the City Council of the City of San Luis Obispo conducted a public hearing in the Council Chamber of City Hall, 990 Palm Street, San Luis Obispo, California, on March 4, 2014, pursuant to an application filed by Garden Street SLO Partners, LP, applicant for the purpose of considering ARC 124-06, final design review for the Garden Street Terraces Project; and WHEREAS, the City Council has considered the Final Environmental Impact Report (EIR) that was previously certified by the Council on June 1, 2010, along with the Update to the Addendum prepared to update the EIR to be consistent with revised project plans; and WHEREAS, Section 15162 et seq. of the California Environmental Quality Act provides that a lead agency, such as the City of San Luis Obispo may determine that when an EIR has been certified for a project, no subsequent EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in light of the whole record; and WHEREAS, the City Council has duly considered all evidence, including the testimony of the applicant, interested parties, and the evaluation and recommendations by staff, presented at said hearing; and WHEREAS, notices of said public hearing were made at the time and in the manner required by law. BE IT RESOLVED, by the City Council of the City of San Luis Obispo as follows: SECTION 1. Environmental Determination. The City Council finds and determines that the project’s Final EIR as updated by the Update to the Addendum dated February, 2014 B1 - 127 Resolution No. (2014 Series) Page 2 adequately addresses the potential significant environmental impacts of the proposed project in accordance with the California Environmental Quality Act and the City's Environmental Guidelines, and reflects the independent judgment of the Council. The Council has reviewed and considered the information contained in this Update to the Addendum in its consideration of the final project design and finds that the preparation of a subsequent EIR is not necessary, based on the following findings: Findings 1. None of the circumstances included in Section 15162, which require a subsequent EIR have occurred, specifically: a. The project changes do not result in new environmental impacts. b. The circumstances under which the project is undertaken will not require major changes to the EIR . c. The modified project does not require any substantive changes to previously approved mitigation measures. d. The amended and restated Memorandum of Agreement memorializes the changes in the project that the City of San Luis Obispo has determined are consistent with and was analyzed and any impacts to the extent feasible were mitigated in the certified EIR for the project, up to and including the addendum dated February 2014. 2. The proposed modifications to the project description are consistent with prior Council direction to update plans to be consistent with the Reduced Development and Project without Public Parking Spaces alternatives included in the certified Final EIR approved by the City Council on June 1, 2011. 3. All of the updated mitigation measures adopted by the Council with the Addendum dated November 2011 remain applicable and are reasonably necessary to reduce potentially significant impacts to less than significant levels and become project conditions. 4. The changes are consistent with City goals to promote the intensification of infill sites, respect the context of the site’s setting in the Downtown Commercial Zone and Downtown Historical District, provide a project scale compatible with its surroundings, accommodate pedestrian flow through the site and onto adjacent streets, and bring economic vitality to the downtown core. 5. The proposed scale and design of buildings will be compatible with surrounding uses as found by the City’s Architectural Review Commission with their review of project plans and are consistent with the City’s General Plan, Zoning Regulations, and Community Design Guidelines. SECTION 2. Action. The final design of the Garden Street Terraces Project (ARC 129-13) is hereby approved, based on the following findings, and subject to the mitigation measures listed in the attached Exhibit A and the following conditions: Findings B1 - 128 Resolution No. (2014 Series) Page 3 1. As designed and conditioned, the building materials, style, character, and form of the new structures within the project will promote the architectural character, style, form, and materials of the Downtown Commercial Zone and Downtown Historical District and complement the architectural character of the surrounding buildings and area consistent with the City’s Historic Preservation Program Guidelines. 2. The project is consistent with standards contained in the City’s Community Design Guidelines for the downtown, which encourage projects to be pedestrian-oriented, and to have proportions and design details that complement surrounding structures 3. The project’s design is consistent with the design principles contained in Section 4.16 of the Land Use Element including providing pedestrian-oriented spaces on the ground floor of buildings, continuous storefronts, and upper floor dwellings and offices. 4. The project is consistent with the mitigation measures adopted by the City Council on June 1, 2010 with the certification of the Final Garden Street Terraces Project EIR, and with the Update to the Addendum approved by the City Council on November 1, 2011 with the review of the final project design. Conditions 1. Final project design and construction drawings shall be in substantial compliance with the project plans approved by the City Council. A separate full-size sheet shall be included in working drawings submitted for a building permit that list all conditions, and code requirements of project approval as Sheet No. 2. Reference should be made in the margin of listed items as to where in plans requirements are addressed. Any change to approved design, colors, materials, landscaping or other conditions of approval must be approved by the Director or Architectural Review Commission, as deemed appropriate. 2. The final design approval shall be valid for five years from the date of City Council approval. 3. The project is subject to all of the conditions approved through City Council Resolution No. 10183 (2010 Series) for a modified use permit and tentative tract map, and the conditions approved through City Council Resolution No. 10312 (2011 Series). If a previous condition is modified with this latest approval, the latter condition shall prevail and supersede the former wording of the condition. Any phasing of the overall project, shall receive Community Development and Public Works Department review and approval. 4. All applicable mitigation measures contained in the Final EIR shall be included as conditions of approval and are included in the attached Exhibit A. Building Design 5. The colors and materials for the building shall be consistent with the color boards approved with the modified project design. Any modifications to the approved palettes shall be reviewed and approved by the Community Development Director prior to issuance of a B1 - 129 Resolution No. (2014 Series) Page 4 building permit. Building colors shall be shown on the building elevations approved as part of working drawings. 6. To augment Condition No. 14 of City Council Resolution No. 10312 (2011 Series), plans shall clearly note that all stucco and plastered surfaces are not a sprayed-on product and have a smooth hand-finished appearance to the satisfaction of the Community Development Director. A sample of the finish shall be submitted prior to issuance of a building permit. 7. To augment Condition No. 18 of City Council Resolution No. 10312 (2011 Series), the sign program shall include language that Internally illuminated cabinet signs, including individual channel letters, are prohibited as a form of signage. 8. The specific design details of the planting and irrigation to create the vegetated wall shall be included on working drawings submitted for a building permit such that portions of the base wall visible from public views will be covered at all times. Planning 9. Consistent with Mitigation Measure TT-11a, the applicant shall pay parking in-lieu fees for 13 spaces (private unmet parking demand) prior to the issuance of a building permit for the project. Individual tenant improvements will be evaluated to determine whether the parking requirement is increased and additional parking-in-lieu fees are required, such as with restaurant uses. Utilities 10. Submittal of a video inspection will be required for review and approval of the Utilities Department during the Building Permit Review process for all existing laterals that are proposed to be reused (referenced with Utility reference Note #3). If a new lateral is proposed, the existing lateral must be abandoned per City standards. 11. Plans shall show the 8” PVC water main in Garden Street that was recently installed, confirmed with the record drawings for the 8” water main. 12. Each residential unit shall have a separate water meter installed in the sidewalk per City Standard 6210. To reduce the number of connections and service lines from the main to the meters, utilize City Standard 6260 wherever possible. If any of the commercial spaces will be sold as individual properties or condominium units in the future, individual meters to each privately owned commercial space will be required. This may be applicable to the commercial spaces along Garden Street. 13. Existing meters and service lines may not be appropriately sized to serve the proposed uses. Water service line size and meter size should be indicated on the plans. 14. Water services in Garden Alley driveway shall be relocated out of traffic area to adjacent sidewalk area per City Standard 6020. The existing water services shall be abandoned per City Standard 6050. B1 - 130 Resolution No. (2014 Series) Page 5 15. Fire service line size and connection detail to City water main shall be indicated on plan. 16. Correct the labeling on sheet C.6 to reflect the correct trash and recycling area. 17. Food preparation facilities shall provide an area inside to wash floor mats, equipment, and trash cans if not performed by an off-site service. The wash area shall be drained to the sanitary sewer. Fire 18. A minimum 16 feet unobstructed roadway width was agreed upon for Garden Street, inclusive of a 4 foot wide area adjacent to the project that has rolled curbs that fire apparatus can drive on and is clearly demarcated from the sidewalk. 19. This design has sleeping rooms with the rescue/escape windows facing Garden Alley. The window heights exceed the capability of fire department ground ladders and Garden alley is too narrow for ladder truck access. The latest edition of the Building and Fire Codes allows exceptions to this provision if the building is sprinklered and is built of Type I, IIA, or IIIA construction. The proposed construction type shall be Type IIIA, IIA or I for this portion of the project to mitigate access to rescue windows. 20. All new buildings shall have their fire sprinkler risers in a room on an exterior wall with an exterior access door. Please show these rooms on plans. 21. Recess fire department connections that are exposed to pedestrian traffic. Standpipes for manual firefighting operations are required on each level of the building. Building 22. If project is submitted on or after January 1, 2014, the 2013 California Codes will be the adopted and applicable Codes. 23. Plans show that project is to have two accessible parking spaces. Plans show the two spaces in tandem, please note that accessible parking spaces are not allowed to be in tandem. Section 1129B CBC. Public Works and Transportation 24. Amend Condition No. 25 of City Council Resolution No. 10312 (2011 Series) as follows. Plans submitted for a building permit shall address the following items related to the public improvements for Garden Street, Marsh Street, Broad Street, and Garden Alley: a. Complete details for the in-ground pavement lights across Higuera at Garden Street. b. Final loading zone areas, design, and displacements. c. Detail any public art proposals within the public right-of-way. d. Detailed parking meter layout for the angled parking spaces. e. Inclusion of at least one accessible parking space. B1 - 131 Resolution No. (2014 Series) Page 6 f. Restoration and/or improvement of the existing bicycle racks on Garden Street and the public racks located with Parking Lot #2. The racks shall be located in the general area of the existing racks and areas of future need. In-street bike racks may be considered along Broad Street. g. Final parkway or streetscape design including pedestrian streetlights, tree grate upgrades, Mission Style sidewalk tile band details, and accessible crossings. h. The proposed roll-curb and fire lane markings (red curb) shall be maintained by the developer or property owner association by agreement with the City. Street sweeping along the roll-curb and “saw-tooth” curb line where not cleared with standard City street sweeping will be the responsibility of the developer or property owner association. i. The existing 8’ sidewalk along the West side of Garden Street shall be improved to 12’ in width from Marsh Street to Higuera Street. j. Public Improvement plans and record drawings will be required for the work within the public right-of-way. On motion of , seconded by , and on the following roll call vote: AYES: NOES: ABSENT: the foregoing resolution was passed and adopted this day of , 2014. Mayor Jan Marx ATTEST: City Clerk Anthony Mejia APPROVED AS TO FORM: City Attorney J. Christine Dietrick t:\council agenda reports\2014\2014-03-04\garden street terrace (codron-johnson)\attachment 7 - draft resolution (project design)\gst cc resolution (final desgin review 3-4-14).doc B1 - 132 Attachment 8 The revised Memorandum of Agreements will be forwarded under separate cover B1 - 133 Attachment 8 The revised Memorandum of Agreements will be forwarded under separate cover B1 - 134 FROM: Michael Codron, Assistant City Manager Prepared By: Claire Clark, Economic Development Manager SUBJECT: APPROVAL OF AN AMENDMENT TO THE MEMORANDUM OF AGREEMENTS DATED SEPTEMBER 7, 2010, BETWEEN THE CITY AND GARDEN STREET SLO PARTNERS, L.P. RECOMMENDATION: Approve an amendment to the Memorandum of Agreements dated September 7, 2010 (Agreement), between the City of San Luis Obispo (“City”) and Garden Street SLO Partners, L.P., a California limited partnership (“Developer”), regarding the Garden Street Terraces Project reducing the minimum requirement for residential units from 13 to 8. DISCUSSION Background On September 7, 2010, the City Council approved the Memorandum of Agreements between the City and the Developer (Attachment 1) for the lease of parking Lot 2 in the downtown. The foundation for the Agreement was established through work that shaped the Garden Street Terraces (GST) development starting in 2005 with an exploration of uses for the City Parking Lot #2 leading to a non-binding Memorandum of Understanding (MOU) dated July 18, 2006. Based on the MOU, Garden Street SLO Partners, L.P., submitted a project application to the City in 2006 to develop a downtown mixed-use center including retail, residential units, hotel, and a public parking facility. The project substantially evolved through multiple redesigns, each one responding to input from community members and City Advisory Bodies. On June 1, 2010, the Council certified the Final Environmental Impact Report (EIR) and approved the GST project based on the EIR’s “Reduced Development Alternative” and “Project without Public Parking Alternative”. These approvals necessitated substantial project redesign. The Developer submitted revised project plans for architectural review in February 2011 in accordance with Council’s certification of the EIR and Reduced Project Alternative. Current Agreement The Agreement (Attachment 2) is a binding conditional agreement that sets forth the basis for terms that will be included in a 99-year, long-term lease of Parking Lot 2 and conveyance of air- space rights above the parking lot. It includes the financial terms of the transaction including rent, one-time payment for replacement of on-site parking spaces, a loan to the developer, plus responsibility for public improvements to Garden Street. September 6, 2011 B1 - 135 Amendment to Garden Street Terraces Agreement Page 2 The Project Project components are set forth in the Agreement. Although the Agreement is not an approval of the Project, it enumerates required project components and specifies minimum numbers of housing units, hotel rooms and retail square footage to maximize the project’s potential to generate revenues as projected during negotiation of the Agreement. Under the terms of the Agreement, the project is required to include no fewer than 45 boutique hotel rooms carrying a three or four star rating, no fewer than 13 residential units, and no less than 20,000 square feet of ground level retail space. As submitted in February 2011, the project plans include 8 of the required 13 units. In balance with the other objectives required of the project, the design resulted in fewer units than originally estimated. Other City objectives required of the project include the EIR’s Reduced Development Alternative parameters that significantly reduced the size of the development avoiding some of the project’s most visually intrusive elements, increasing protection of historic resources, and better maintaining the existing historic and aesthetic character of Garden Street. In drafting the Agreement, the number of units was based on a good faith estimate that was not achievable in the final form of the project. Furthermore, the units are sized to be responsive to the current economic climate. At approximately 1600 to 2000 square feet on three levels, the units are two bedroom townhomes which, in the developer’s experience, meet the market conditions for housing in the Downtown. Summary of Components Agreement (minimums) Amendment (minimums) Project as Proposed Hotel Rooms 45 45 48 Housing Units 13 8 8 Retail, Square Feet 20,000 20,000 25,047 CONCURRENCES Community Development Department concurs with this recommendation. The project as planned meets the requirement to provide housing in the downtown. FISCAL IMPACT Facilitating achievement of project revenue projections continues to be a priority in the Agreement. The change in the minimum number of housing units does not change the revenue producing components of the project. ALTERNATIVE B1 - 136 Amendment to Garden Street Terraces Agreement Page 3 1. Reject the proposed amendment. This alternative is not recommended because the project requirements under the EIR’s Reduced Development Alternative have resulted in the current balance of uses, historic preservation, and height for the project. An increase in the number of units will necessitate a reduction in other components. ATTACHMENTS 1. September 7, 2010 Council Agenda Report 2. Memorandum of Agreements dated September 7, 2010 3. Council Reading File: Council Agenda Report dated September 7, 2010, Approval of a Memorandum of Agreements between the City and Garden Street SLO Partners, L.P., regarding a Long-term Lease of Parking Lot Two. file:///T:\Council%20Agenda%20Reports\Administration%20CAR\GST\AgreementAmendmentCAR9-6-2011.doc B1 - 137 FROM: Christine Dietrick, City Attorney Michael Codron, Acting Assistant City Manager Prepared by: Claire Clark, Economic Development Manager SUBJECT: APPROVAL OF A MEMORANDUM OF AGREEMENTS BETWEEN THE CITY AND GARDEN STREET SLO PARTNERS, L.P., REGARDING A LONG-TERM LEASE OF PARKING LOT TWO. RECOMMENDATIONS Approve a Memorandum of Agreements (Agreement) between the City of San Luis Obispo (“City”) and Garden Street SLO Partners, L.P., a California limited partnership (“Developer”), providing for a long-term, 99-year lease of Parking Lot 2, subject to satisfaction of conditions precedent, and superseding the existing Memorandum of Understanding (MOU) dated July 18, 2006. REPORT-IN-BRIEF On June 1, 2010 the City Council certified the Final Environmental Impact Report (EIR) for the Garden Street Terraces Project approving the Reduced Development Alternative, eliminating public parking from the project, and reducing the project’s overall size. See Vicinity Map at Attachment 1. Following certification of the EIR, Council approved a Term Sheet which became the basis from which the Agreement has been drafted. In addition to revised financial terms, the Agreement provides for a long term lease of Lot 2, and a transfer of airspace rights anticipated to be created through a subsequent development application, rather than outright sale of City property. DISCUSSION Background On May 4, 2010, the City Council authorized staff, during closed session, to proceed with negotiations of a final MOU with Developer. Negotiations were based on a term sheet reviewed by the City Council and resulted in the proposed Agreement, which addresses the changed nature of the Garden Street Terraces project. Specifically, the City Council’s certification of the Final Environmental Impact Report (EIR), and approval of the Reduced Development Alternative, 9-7-2010 B1 - 138 Parking Lot 2 Long-Term Lease Agreement Page 2 eliminate public parking from the project and reduce its overall size. The following is an overview of the steps leading to the creation of the Agreement. 1. Exclusive Negotiation Agreement On August 23, 2005, the Council entered into an Exclusive Negotiation Agreement with Developer for the purposes of exploring use of City-owned Parking Lot 2 as a component of the Garden Street Terraces (GST) proposal. The purposes of the exclusive negotiations were to assess the impacts and feasibility of the proposal, gain a better understanding of the scope of the development review process, and provide Developer with an opportunity to involve the community in the process. Council approved exclusive negotiations because Developer was the controlling owner of property on Broad, Marsh, and Garden Streets surrounding Lot 2 and the proposed project. In addition, the proposed project was anticipated to accomplish several major City Goals in the 2005-2007 Financial Plan, as well as implement a series of important City Policies. 2. Memorandum of Understanding In 2006, the City and Developer entered into a Memorandum of Understanding (MOU) intended to facilitate the development of a significant downtown mixed use project utilizing both private and public property (Attachment 4). The MOU included provisions for public parking within the project to replace some of the parking that would be lost with development of Parking Lot 2. Based on the MOU, Garden Street SLO Partners, L.P., submitted applications to the City in 2006 to develop a downtown mixed-use center including retail, residential units, hotel, and a 40-space public parking facility. The project had substantially evolved through multiple redesigns, each one responding to input from community members and City Advisory Bodies. However, the elements of the project – retail, residential and hotel – remained consistent. 3. Project Approvals and Direction to Revise MOU In February 2010 the Planning Commission recommended elimination of the public parking from the project based on the environmentally superior alternative identified in the EIR. This, in turn, necessitated review of the MOU which had been prepared on the basis of provision of public parking within the project. Staff sought and received authority and parameters from Council on April 2010 for negotiations and proceeded to negotiate with Developer representatives. On May 4, 2010, staff returned to Council in closed session with the results of the preliminary negotiations and received authorization to proceed with final negotiations of the terms. 4. Term Sheet Approved and Agreement Developed On June 1, 2010, the Council certified the Final Environmental Impact Report (EIR) and approved the GST project based on the EIR’s “Reduced Development Alternative” and “Project without Public Parking Alternative”. Following certification of the EIR, Council approved a Term Sheet (Attachment 3) which became the basis from which the Agreement has been drafted. In addition to revised financial terms, the Agreement (Attachment 2) provides for a long term lease of Lot 2, and a transfer of airspace rights anticipated to be created through a subsequent development application, rather than outright sale of City property to Developer. B1 - 139 Parking Lot 2 Long-Term Lease Agreement Page 3 As with the MOU, the proposed Agreement does not confer final project approvals. The approval process will continue with Developer’s re-submission of plans to the City’s Community Development Department for final Architectural Review in accordance with Council’s certification of the EIR and Reduced Project Alternative. In the process of developing and entering into the MOU and, subsequently the Agreement, the City has been acting in its proprietary, or ownership role, not its regulatory role, as it does during the development review process. The Agreement does not in any way alter the Developer’s obligation to proceed through the City’s standard development review processes and it does not commit the City to issue any final project approvals in the event the Developer does not successfully complete any design or environmental review processes as normally required. Overview of the Agreement The Agreement is a binding conditional agreement that sets forth the basis for terms that will be included in a 99-year, long-term lease of Parking Lot 2 and conveyance of air-space rights above the parking lot. One of the significant changes proposed in the Agreement is that it does not stipulate the outright sale of City property. The City receives consideration in exchange for the long term lease in the form of annual rent and additional compensation for the removed City parking spaces in the form of a one-time fee. The following discussion explains key Agreement provisions in greater detail. 1. Rent under the Lease The Rent payable by Developer includes the following types of payments: a) Base Rent Developer will pay to the City base rent that is equal to an agreed upon fair market percentage of the re-use value of the real property, to be determined by a qualified appraiser agreeable to Developer and the City, provided that the base rent is no less than the operating net revenue from the operation of Parking Lot 2 as of the date the parking lot is taken out of operation. The current annual net revenue is $167,800 per year. In addition, the base rent will increase periodically based on increases in the Consumer Price Index. Base rent payments will begin to accrue from the date the City delivers possession of the premises to Developer. Rent will be due annually. This term is similar to the Base Rent term in the MOU however the new base rent will reap greater financial returns for the City because a minimum base rent is set out in the Agreement. b) Percentage Rent In addition to the base rent, Developer shall also pay an additional rent based on hotel room revenues. Beginning with year 15 of the Lease, the City will receive 1.5% of gross individual hotel room revenues that exceed $71,500 per room, per year. This term is an amended version of the percentage rent charged in the MOU terms, again reaping greater returns for the City because the percentage rent begins in year 15 instead of year 30 as outlined in the MOU. B1 - 140 Parking Lot 2 Long-Term Lease Agreement Page 4 c) Rent Reduction Developer will be entitled to a reduction in the base rent in an amount equal to the City’s net realized increase in property tax, not including any possessory interest tax paid by Developer. Based on analysis by the Finance Department that amount is currently estimated to be approximately $53,000 annually. This rent reduction represents a term carried over from the MOU. 2. One-Time Fee for Replacement of On-site Parking Lot 2 presently has 62 metered surface parking spaces. The City Council’s approval of the Reduced Project Alternative described in the EIR requires elimination of public parking on the project site, eliminating those spaces from public use. In recognition of this cost to the City, the developer will pay a one-time fee of $30,000 for each of the 62 parking spaces. The total fee of $1,860,000 is intended to offset the construction cost of replacement spaces. The amount per space follows the MOU term that set the amount at $30,000 for each public parking space removed from Lot 2. However, because all 62 public parking spaces will be eliminated under the proposed project, the dollar amount to be paid to the City is significantly greater than contemplated in the MOU ($1.2 million greater). This payment does not relieve the developer from the requirement to provide on-site project parking in accordance with City standards. If the project fails to provide all required parking on site, the developer will be required to pay the generally applicable in-lieu parking fee. 3. Loan to Developer The Agreement provides for the City, via the Parking Fund, to provide a loan to the Developer. This loan is at no cost to the City, in an amount not to exceed $2.4 million, to be repaid in 30 years or fewer with compounded interest equal to the City’s cost of borrowing equivalent funds whether or not the City chooses to incur debt. The rate of interest will be set to reflect the City’s cost of tax exempt financing if the loan qualifies, or in the alternative at a rate equal to the City’s cost of taxable financing. Due to the economic downturn, this term offers the developer a key financing source and offers the City an opportunity to invest in the long-term health of the community while providing a good vehicle for investment of money from the Parking Fund. The Parking Fund is projected to have a sufficient balance to make this loan and is not expected to have to borrow additional funds to do so. This loan matches the loan contemplated in the MOU to facilitate the project. 4. Public Improvements to Garden Street The Agreement also requires Developer to complete the design, construction, and funding of physical improvements to Garden Street consistent with the currently approved Garden Street Makeover Plan. This term changes the Developer’s responsibility from 50%, as stipulated in the MOU, to 100% responsibility. The Garden Street Makeover Plan, which is estimated to cost approximately $300,000, is not currently funded in the City’s Capital Improvement Plan. This provision will provide funding for these improvements. B1 - 141 Parking Lot 2 Long-Term Lease Agreement Page 5 Recitals and Summary of Standard Terms The Recitals section includes basic definitions and a summary of the general concepts contained in the Agreement. The Recitals describe current conditions, how the developer controls the properties adjacent to Lot 2, and what the City’s ownership interest is in Lot 2. The future ownership interests are also described generally including the intent to create an air space subdivision. Additionally, the goals and objectives that the project is intended to accomplish are described in the Recitals. 1. The Project The Project details are described in the Agreement. Although the Agreement is not an approval of the Project, the specifics of the conceptual project are contained therein because they are integral to the Agreement. The Agreement cites the approved project components and specifies minimum sizes for housing, hotel and retail uses to protect the City’s interest in projected revenues from the project. Under the terms of the Agreement, the project will include no fewer than 45 boutique hotel rooms carrying a three or four star rating, no fewer than 13 residential units, and no less than 20,000 square feet of ground level retail space. Due to the changes required via the City Council’s land use and environmental approvals, the Agreement contemplates the following counts. Note that the MOU and the Council Approved project columns indicate the maximum count for each use. The Agreement indicates minimum counts to assure that the project has at least these levels of each use. MOU Project (maximums) Council Approved Project (maximums) Agreement Project (minimums) Hotel Rooms 70 63 45 Housing Units 50 33 13 Retail, Square Feet 18,000 27,500 20,000 Public Parking 40 0 0 2. “As Is” Conveyance The Developer will be obtaining rights to Lot 2 “as is” and will therefore be responsible for all necessary studies, such as environmental, archeological etc., and costs associated with those studies and/or remediation to prepare Lot 2 for construction of the Project. 3. Conditions Precedent to Lease Execution There are a series of obligations that each party must satisfy prior to execution of the Lease of Lot 2 and the conveyance of airspace rights. The City will not lease Lot 2 or convey the airspace rights unless and until: a) The Project has obtained final design approval in accordance with the Certified EIR; b) The Lease has been evaluated in accordance with CEQA requirements; B1 - 142 Parking Lot 2 Long-Term Lease Agreement Page 6 c) Developer has obtained or agrees to obtain, by a date to be specified by the City, building permits for the Project; and d) Developer has provided an acceptable plan that addresses trash and delivery access during construction to the businesses along Higuera Street that currently depend on parking Lot 2 and the adjacent alleyway for these purposes; 4. Conditions Precedent to Possession or Lot 2 Prior to taking possession of Lot 2, Developer must also: a) Obtain a final binding commitment for construction financing for the project; b) Obtain Building Permits, and c) Receive written authorization from the City to take Lot 2 out of operation. 5. Agreement is a Binding Agreement The Agreement is a binding agreement setting the parameters of the project and terms required to finalize the financial aspects of the transaction. A provision not in the MOU but included in the Agreement is the requirement that the project satisfy all conditions and begin construction on Lot 2 no later than five years from the date of execution of the Agreement. Next Steps If the Agreement is approved, Developer will move forward with submittal of final project plans for Architectural Review and City Council consideration, based on the reduced project entitlements approved by the City Council. After design approval of the revised project, and assuming that the Developer has satisfied all conditions precedent, staff will return to the City Council with the final lease consistent with the parameters described in the Agreement. FISCAL IMPACT As outlined below, there are significant fiscal benefits to the City from the project. The General Fund is expected to benefit from increased Transient Occupancy Tax, Sales Tax, and Property Tax revenues immediately upon occupancy. The Parking Fund will benefit from the required one-time payment for the loss of 62 public parking spaces currently in service on Lot 2 and from interest payments from the proposed loan to Developer. General Fund As summarized below, the Council-approved project is estimated to add approximately $450,000 annually to the General Fund. As described earlier in this report, the Agreement adds minimum project requirements and the projected annual net new revenue to the General Fund will be $325,700. B1 - 143 Parking Lot 2 Long-Term Lease Agreement Page 7 Project Council Agreement EnvisionedApproved "Project" General Fund Revenue Increase in MOU "Project"(minimums) Sales Tax Onsite retail 83,000 88,000 87,500 Hotel guest spending 13,000 11,700 8,300 Resident spending 20,000 13,200 5,200 Property Tax 66,000 53,000 41,300 Transient Occupancy Tax 317,000 285,300 183,400 Total $499,000$451,200$325,700 As reflected above, the revenue estimates from the Council Approved Project, as well as from the project minimums specified in the Agreement, are less than the project envisioned in the current MOU due to the reduced project size. Revenues received from the project will vary from the estimates above depending upon the actual project built and the economic conditions in place at the time of construction. In addition to direct General Fund revenues, the Developer will complete 100% of the design, construction, and financing of physical improvements to Garden Street eliminating that expense from the City’s future Capital Improvement costs. Under the MOU the City was to incur 50% of these costs. Parking Fund The following compares the fiscal benefits for the Parking Fund of the proposed terms with the MOU: Parking Fund Fiscal Summary Term Current Proposed Variance One-Time Revenue Replacement Parking 660,000 1,860,000 1,200,000 On-going Revenue Lending $2.4 million at market rates Unchanged Unchanged Other Terms with No Direct Cost/Revenues In-lieu fees for any "new demand" deficit at rate Not New Provision in effect at the time (currently $17,072 per Addressed space) Lease Revenue for Parking Lot 2 and Airspace Rights The following summarizes the fiscal benefits associated with the on-going lease revenue of the proposed terms with the MOU: B1 - 144 Parking Lot 2 Long-Term Lease Agreement Page 8 The lease revenue over the term of the 99-year lease is substantial. Under the proposed scenario, minimum rent will increase by CPI, with a minimum adjustment of 3%. In combination with receiving the additional rent after year 15, rather than year 30, the proposed scenario results in substantially more rent than under the MOU terms. For context, under the MOU, minimum rent at year 30 would be $40,000 and under the proposed scenario, it would be $253,000 at year 30. The determination on the appropriate City fund to which lease revenues will be allocated (e.g. General Fund or Parking Fund) is not relevant to adopting the Agreement and is a decision the City Council will make in the future. All previous discussions of lease revenues related to the MOU were based on the previously contemplated project, which included public parking on-site. In this context, it has been assumed in prior reports to the City Council and the public that lease revenue would be allocated to the Parking Fund. However, the proposed Agreement is based on a project that does not include parking on site, but does include a newly proposed $1.8 million one- time payment to the Parking Fund. Parking Lot 2 was purchased by the General Fund in the 1950’s and so it would normally follow that lease revenues for this property, which will not be used for public parking going forward, would be allocated to the General Fund. However, when this issue returns to the Council for a policy decision, staff will present revenue projections comparing the impact to the Parking Fund of receiving the $1.8 million payment and not receiving lease revenues. In addition, staff will have had the opportunity to consult with the appropriate stakeholders to the process before returning to the City Council for policy direction. ALTERNATIVES 1. Reject the proposed Agreement. This alternative should only be selected if the Council no longer supports the project in conformance with the EIR. If the Garden Street Terraces concept remains supported by the Council, then the Agreement that has been carefully negotiated over the Term Current Proposed Variance Ongoing Lease Revenue 1. Base Rent 28,000 167,800 139,800 Fair market percentage or the re-use value To be But no less than net operating revenues determined 2. Percentage Rent 1.5% of gross revenues above $71,500 per Same Same room per year Begins after 30 years 15 years 3. Rent Reduction (66,000) (53,000) 13,000 B1 - 145 Parking Lot 2 Long-Term Lease Agreement Page 9 course of several months is recommended since it is consistent with several City policies and goals and contains terms that are fair to both parties. 2. Provide direction to negotiate further and/or provide additional information. During the discussion of this item, Council may identify additional information needed prior to entering into the proposed Agreement or may provide direction to negotiate further with Developer on specific terms. The proposed Agreement is intended to serve as a framework to assist in developing future agreements. If Council has major concerns about the proposed Agreement, and would like staff to negotiate further, it will be helpful for Council to clearly state what the concerns are, and how Council would like them addressed. ATTACHMENTS 1. Vicinity Map 2. Proposed Agreement 3. Final Term Sheet June 1,2010 4. MOU Dated July 18, 2006 T:\Council Agenda Reports\Administration CAR\GST\GSTagmtCAR9-7-10Final.doc B1 - 146 ATTACHMENT 11 Page 1 of 2 T:\Council Agenda Reports\2014\2014-03-04\Garden Street Terrace (Codron-Johnson)\Attachment 11- MOA Resolution.doc RESOLUTION NO. (2014 Series) A RESOLUTION OF THE COUNCIL OF THE CITY OF SAN LUIS OBISPO ADOPTING AND RATIFYING THE MEMORANDUM OF AGREEMENT BETWEEN THE CITY OF SAN LUIS OBISPO AND GARDEN STREET SLO PARTNERS L.P. PROVIDING FOR A LONG TERM 99 YEAR LEASE FOR PARKING LOT #2. WHEREAS, representatives of Garden Street SLO Partners L.P. met multiple times with City representatives to identify the terms that would provide benefit to the City of San Luis Obispo; and WHEREAS, the Garden Street SLO Partners L.P., recognizes their obligation to fulfill the agreed requirements of the MOA; WHEREAS, the City Council has duly considered all evidence, including the testimony of the applicant, interested parties, and the evaluation and recommendations by staff, presented at said hearing. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San Luis Obispo as follows: SECTION 1. The Memorandum of Agreement between the City of San Luis Obispo and the Garden Street SLO Partners L.P., attached hereto as Exhibit “A” and incorporated herein by this reference, is hereby approved. Upon motion of ______________________________________________, seconded by _____________________________________, and on the following vote: AYES: NOES: ABSENT: The foregoing resolution was adopted this 4th day of March, 2014. ___________________________________ Mayor Jan Marx ATTEST: B1 - 147 ATTACHMENT 11 Page 2 of 2 T:\Council Agenda Reports\2014\2014-03-04\Garden Street Terrace (Codron-Johnson)\Attachment 11- MOA Resolution.doc __________________________________ Anthony Mejia City Clerk APPROVED AS TO FORM: ___________________________________ J. Christine Dietrick City Attorney B1 - 148 4 is opqw City Administration 990 Palm Street, San Luis Obispo, CA 93401 -3249 805.781, 7114 Slit €:lty'orq Date: To:. From: Subject: February 28, 2014 Mayor and City Council Michael Codron, Assistant City Manager RE EI ED FEB 2 8 2014 14 Y AGENDA CORRESPONDENCE Date 3/ J Item# _§J_ Garden Street Terraces Project — Item 131 (Revised MOA Exhibit 1) The MOA that was distributed yesterday included an outdated Property Ownership Map. Please see the new map attached. This document serves as Exhibit 1 to Attachment 8 of Item 131. In addition, staff is working to complete a legislative draft of the MOA, as requested by a Council Member. We expect to distribute that document on Monday. Exhibit 11111 Property Ownership Map Higuera Street 555'08'33 "W 296 59' R R >r� 1ao L555V603,W �J C1 R � � NIw r_ Parking Lot #2 ■ APN; 002424 -022 IL LY3 � ■ r I I >w r Af -fV. W:1-4N W2 AP, ., GOfd24 •V3V Fy Ni : II VIII r""M r r N55'08'46'E 296 51' Marsh Street Ground Level Plot Map 6+• Scele:l " =50' Rev: 03.12.06 h 555'0833'W 8955' •wi �,� IBI APN: G72. -24 -021 �•� �rii :, r _• ,�,_1 G 0 R J APh i!.: .5f3..:. •� 0 n .. �•ra Ya Legend ODenotes City -Owned Parcel Denotes Developer Parcels * (Marsh Street Associates, LLQ VJ m ti� G�'T Y 0 a r�s'� City Attorney's Office 990 Palm Street; San Luis Obispo, CA 93401 -3249 8035 781 7140 March 4, 2014 To: Mayor Marx &City Council From: Christine Dietrick, City Attorra�v RECEIVED MAR 04 2014 cLo- IYCE'P',K AGENDA CORRESPONDENCE Date !-'ii 4 Item #-45—/ Subject: Item 61 Agenda Correspondence — Revised Final and Legislative Draft Agreement Mayor & City Council: Attached is a revised draft of the proposed Garden Street Terraces agreement that the Council will be considering tonight, as well as a legislative draft reflecting changes between the agreement approved in 2010, as amended in 2011. Staff discovered that one line of text was dropped from the earlier circulated agreement from the end of paragraph 6.2, which is now reflected in the attached revised final and legislative draft. ATTACHMENT 8 AMENDED AND RESTATED MEMORANDUM OF AGREEMENTS This MEMORANDUM OF AGREEMENTS (the "Agreement ") is made and entered into, effective as of September- 7, 201OFebruary , 2014 (the "Effective Date "), by and between THE CITY OF SAN LUIS OBISPO, a chartered California municipal corporation (the "City "), and GARDEN STREET SLO PARTNERS, L.P., a California limited partnership ( "Developer "` ands r assigns,") and supersedes the prior MOU between the parties dated 18,2006August 17, 2010, with reference to the following facts: RECITALS: A. Exce )t for the real pro2erty acid inl i'ove]llellts Situated at 778 Marsh Street San Luis Obispo, California, Developer and its affiliates have acquired title to or control of all parcels of real property that are owned by parties other than the City and are situated in that portion of the City of San Luis Obispo that is bounded by Broad Street, Garden Street, Marsh Street, and the Garden Alley (such parcels, in conjunction with "Parking Lot 2" described below, collectively are referred to as the "Project Area "), the ownership of which is set forth on EXHIBIT 1 to this Agreement; and B. The City is the owner of a 62 -space parking facility that is situated at the interior of the Project Area; and C. Developer desires to develop and construct in the Project Area a mixed use Project that will include residential condominiums, a hotel, retail stores, and restaurants, and which will eliminate on -site public parking previously contemplated to be constructed on a portion of the Project Area (collectively, the "Project "); and D. On July 18, 2006, Developer and City entered into an MOU which contemplated the sale of Parking Lot 2 to Developer in exchange for the Developer's construction and lease back to the City of an airspace condominium public parking facility; and E. The Project originally contemplated by the parties has been modified through the City's environmental and development review processes; and F. On June 1, 2010, the City Council of the City provided final approval of the environmental and land use entitlements for the Project by adopting the following resolutions (together, the "Final Entitlements "): (i) Resolution No. 10182 (2010 Series), "A Resolution of City of San Luis Obispo Certifying the Final EIR for the Garden Street Terraces Project and Approving the Reduced Development and Project without Public Parking Spaces Alternatives as the Required Project (E 1240 -06)," certifying the final environmental impact report for the Project; and (ii) Resolution No. 10183 (2010 Series), "A Resolution of the City of San Luis Obispo Approving A Modified Use Permit and Vesting Tentative Tract Map for the Garden Street Terraces Project (U /TR 124 -06)" (Resolution No. 10183 "), approving Developer's application for a use permit for the Project; and G. The appeal periods for the Final Entitlements have lapsed without any appeal being filed with respect to such Final Entitlements; and H. The Final Entitlements require the Project to be reduced in scale, eliminate the previously contemplated public parking component of the Project, and in accordance with the City's customary exercise of its police powers over all projects within the City require review and approval of final design of the Project by the City Council; and 1. As a result of the modified Project, as entitled, Council also approved a Term Sheet setting forth terms to be included in a successor Memorandum of Understanding memorializing the parties' conceptual agreement for the lease of Parking Lot 2 to Developer for a period of 99 years (the "Long Term Lease ") in order to facilitate the construction and operation of the Project; and J. The Project as entitled will have an important revitalization effect on the downtown area and, therefore, continues to merit particular consideration by the City; and K. The Project is consistent with key General Plan policies including Land Use Element Policy 4.1, which describes downtown's role as that of ensuring: 1) the Downtown is the cultural, social and political center of the City for its residents as well as home for those who live in its historic neighborhoods; 2) that the civic, cultural and commercial portions of downtown should be a major tourist destination; and 3), that downtown visitor appeal should be based on natural, historical, and cultural features, retail services, and numerous and varied visitor accommodations. In addition, Land Use Element Policy 4.2.1, together with Housing Element Policy 3.11.2, direct new Downtown development, such as the Project, to include dwellings; and L. The Project will support concepts set forth in the Conceptual Physical Plan for the City's Center (the Downtown Concept Plan), which is to be considered by the City as set forth in Land Use Element Policy 4.16; and M. Negotiations between City and Developer are appropriate in light of Developer's ownership or control of the parcels abutting Parking Lot 2p , but for those parcels fronting Higuera Street and 742 Marsh Street, The Developer- has made, and the Developer's significant investment to procure the Project entitlements to date.. But f6f the because, without Developer's participation, the Project and the benefits it confers upon the community eouldwould not occur; and N. Therefore, the City contemplates that the proposed Long Term Lease (as defined in Recital I above) will be accomplished without a competitive bidding process that the City otherwise might use if the Project, of which the Long Term Lease is a part, did not serve 2 substantial revitalization objectives furthered by the Project, and if private ownership on the site was fragmented, rather than fully consolidated by the Developer, as in this instance; and O. The utilization of City property and the elimination of on site City parking is critical to implement the Project, as entitled by the City Council on June 1, 2010; and P. Developer has agreed diligently to pursue final design approval of the Project as entitled; and Q. The parties contemplate later entering into a Property Lease Agreement and other instruments necessary to implement the terms and conditions set forth herein, subject to Developer receiving design approval and completing required environmental review of the Long Term Lease; and R. Section 15162 et seq. of the California Enviromnental Quality Ac t provides that a lead agency, such as the City of San Luis Obispo may determine that when an environmental impact report ( "EIR ") has been certified for a project, no subsequent EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in light of the whole record. The City of San Luis Obispo has determined the revised proiect is consistent with and any and all environmental impacts associated with the certified EIR. R--.-S. The core components of the Project contemplated to be a part of the Long Term Lease were part of the Project description included in the final EIR, which was certified by Council Resolution No. 10182 (2010 Series); T. Developer and City previously executed that certain Meniorandmxl of Agreements dated effective August 17, 2010 (the "2010 MOU "),_pcii-suant to which the City and Dcvclopct intex alia, amended and restated the 2006 MOU and agreed til2on terms to be included in a Long, Terin Lease (to be finalized at a later date) in order to facilitate (lie construction and of -)elation of the Project; and -c;:l.i,,,_The parties have agreed to execute this Agreement in order to amend and restate the 2010 MOU and memorialize the core components and terms and conditions precedent to the execution of the contemplated Long Term Lease and related aspects of the Project. AGREEMENTS: NOW, THEREFORE, the parties hereto, intending to be legally bound, do hereby agree as follows with respect to the proposed Long Term Lease and the Project. 1. CONCEPTUAL PROJECT DESCRIPTION. The Project, as originally entitled, included the following elements, which the parties acknowledge may be modified as to number of units and total retail square footage prior to final design, subject to the limits set forth in Paragraph 2, below: 1.1 HOTEL. A 63 -room hotel containing approximately 2,500 square feet of meeting space and a restaurant, bar, gym, and spa facility occupying a total built area of 51,346 square feet; and 1.2 RESIDENTIAL UNITS. 33 residential units ranging in size from 650 square feet to 1,500 square feet, with the average size of each unit being approximately 1,100 square feet occupying a total built area of 40,775 square feet; and 1.3 RETAIL SPACE. General - 14,341 square feet of retail space on the ground floors; and 1.4 RETAIL SPACE. Market — 13,248 square feet of retail space; and 1.5 PARKING. 147 parking spaces, not including any public parking spaces. 2. PERMISSIBLE SCOPE OF CHANGES TO PROJECT COMPONENTS. Developer acknowledges that the inclusion of the following Project components are a necessary elements of the consideration for the Agreement and the City's Execution of the Long Term Lease and the parties agree that if the Developer reduces or eliminates any component below the following minimum requirements, the City shall have no obligation to enter into the Long Term Lease contemplated herein: 2.1 HOTEL. _The Project shall include a hotel that has no fewer than 45 boutique hotel rooms and carries a three -star or four -star rating., as determined by a mutually agreeable third party. 2.2. RESIDENTIAL UNITS. The Project shall include no fewer than -�38 Residential units. 2.3 RETAIL SPACE. The Project shall include no less than 20,000 square feet of retail space including ground level retail as approved by the City Council. 3. ENVIRONMENTAL REVIEW OF LONG TERM LEASE. The Parties (a) acknowledge that (i) the Long Term Lease, which shall be finally negotiated based upon the final approved project design, will require environmental review, (ii) the City shall have no obligation to enter into the Lease, as contemplated herein, until Developer has obtained the requisite environmental determination relating to the Long Term Lease and has agreed to comply with any required mitigations, and (iii) as noted in Recital R above, the core components of the Long Term Lease were part of the Project description included in the final EIR, which was certified by Council Resolution No. 10182 (2010 Series), and (b) agree to complete such environmental review of the Long Term Lease at the earliest meaningful time after which the proposed final project design is known. The City has determined that this Agreement is consistent with and was analyzed and any impacts to the extent feasible were miti -ated in the certified EIR for the project, up to and including the addendum dated February 2014. El 4. LEASE OF PARKING LOT BY CITY — Subject to Paragraph 3, above, the City and Developer shall enter into the Long Term Lease with respect to Parking Lot 2, and the City shall convey to Developer certain airspace rights, on the following terms and subject to the conditions precedent set forth in this Agreement, 4.1 PREMISES — LEASE. The premises subject to the Long Term Lease shall include the undivided fee interest in Parking Lot 2. 4.2 PREMISES — AIRSPACE. Developer shall be permitted to pursue a subdivision of the airspace above Parking Lot 2 —arid, and in consideration of Developer's contribution pursuant to Paragraph 17.2 below, toward the costs of the public improvements described in Para ig_-aph 17.1, below, City shall convey to Developer fee ownership of the airspace lots created by any subdivision that may be approved, while retaining fee ownership of the ground below any subdivided airspace._ The Developer and City Jointly shall engage an M..A.I. appraiser to appraise the value of the airspace rights to be conveyed to Develope: pursuant to the })receding sentence, and i1'stich appraiser determines that the fair market value of such airspace rights exceeds the amount that Developer is required to contribute _pursuant to Para�=rapli 17.24 below, then the amount that Developer is requited to advance under that Paragraph 17.2 shall be increased by such excess amount. 5. TERM. The term of the Long Term Lease shall be ninety -nine (99) years. The Long Term Lease shall provide that, at the end of the lease term, Developer shall have no further right to occupy or improve Parking Lot 2 and all rights and title to any and all improvements on or to the Property shall become the sole property of the City, unless a successor lease is negotiated prior to the expiration of the term. 6. BASE RENT. Developer will pay to the City base rent that is equal to an agreed upon fair market percentage of the rep- usefair market value of the real property, to be determined by a qualified appraiser agreeable to Developer and City, redueed pufsttaiit to n.,,�, �elew ffind subject to the terms and conditions set forth in Paragraphs 6.1 and 6_2 below. 6.1 The parties acknowledge that the City's annual net revenue from the operation of Parking Lot 2 currently is $99204,379 per year, and agree that in no event shall the base rent be less than the amount of the City's annual net revenue from the operation of Parking Lot 2 as of the date the lot is taken out of operation. 6.2 Annual base rent shall be increased won the first day of every third fiscal year (each such date, an "Adjustment Date ") by the amount of increase in the Consumer Price Index for All Urban Consumers (Los Angeles- Riverside - Orange County) the "Index "), for the period of three (3) years immediately preceding; such Adjustment Date (comparing_(i) the change in the Index for the month of April immediately prior to the effective date of the Long Term Lease, with (ii) the Index for the month of April immediately preceding l�justment Qqtgl but in no event shall the increase be less than two percent (2 %) nor more than four percent (4 %) per year, for a cumulative total increase of not less than six percent (6 %) and not more than twelve percent (12 %) in any three year period—.. or b) at such other higher or more frequent rate of periodic increase as may be determined, by the apl2raiscr engaged by agrecinent of City and Developer pursuant to this Para =ra li 6 to be a fair market rate of periodic cost- of- livin�� increase in such _annual base rent. For purposes of this Agreement, all references to "fiscal year" shall be deemed to be references to the fiscal year of the City. 7. TIME OF RENT PAYMENT. Base rent payments shall begin to accrue on the date on which the City delivers to Developer possession of the premises, which shall mean the date on which the Developer requests and the City agrees, in writing, to cease operation of Parking Lot 2. Rent shall be due and payable in advance on the first day of the first year of the lease term and first day of each fiscal year every year of the lease term thereafter. MERU- .. 16 • .. r •. ■- • F�Nmm RIM - a n moon LSIi� ..,,.�..� INTENTIONALLY OMITTED. 9. INTENTIONALLY OMITTED. 10. DEVELOPER DILIGENCE; LEASE "AS IS." Developer shall perform at its cost and expense such due diligence investigations of Parking Lot 2 as Developer determines to be appropriate. The City shall lease Parking Lot 2 to Developer on an "AS IS" basis, without any representation or warranty regarding the condition of such property. City shall not be responsible in any way for cleaning, removing, monitoring, cataloguing or otherwise addressing sub -soil conditions, archeological conditions, hazardous materials, etc. that may be found in the Project Area and the parties shall execute any additional agreements necessary to ensure that Developer will assume full responsibility for such costs. 11. FINAL PROJECT ENTITLEMENTS. 11.1 The City acknowledges and agrees that Developer has successfully completed the processing of all discretionary land use approvals needed to proceed with the final design of the Project. Final design approval and buildingBuilding permits; and other regulatory permits consistent with conditions of discretionary entitlements and mitigations required by the certified I$$ Final EIR, and any subsequent environmental review that ,r be deemed neeessary, will a4e- must be obtained in order for construction to proceed. 11.2 The City acknowledges that Developer has provided to the City with respect to the Project, as entitled, a construction phasing plan that has been approved by the Community Development Director. The Parties acknowledge that if any significant changes are made to the project subsequent to the date on which the Final Project Entitlements were approved by the City Council, then the Developer will be required to submit such changes to and obtain Director approval of a revised construction phasing plan. 12. CONDITIONS TO LEASE EXECUTION. The obligations of the Parties to proceed with the Long Term Lease shall be subject to the waiver or satisfaction of the following conditions. 12.1 DEVELOPER REQUIREMENTS. Subject to Paragraph 3 of this Agreement, the City shall be obligated to enter into the Long Term Lease contemplated by this Agreement if and only if Developer has satisfied or legally bound itself to satisfy the following conditions or the City has waived the conditions: (a) Developer has obtained final design approval to proceed with the Project in accordance with the City's normal design review requirements, which shall be subject to the City Council's final approval -[this condition shall not be waived by the City]; (b) The proposed Lease has received final environmental approval and any subsequent Project environmental review necessitated by any changes by the Developer to the Project has been completed [this condition shall not be waived by the City]; (c) Developer has obtained or agrees to obtain, by a date to be specified by the City; building permits for the Project, consistent with the design finally approved by the San Luis Obispo City Council; (d) City shall have no obligation to permit Developer to occupy Parking Lot 2 and City shall retain the right to operate and retain all revenues from its parking lot until such time as Developer has obtained a final, binding commitment letter from a lender of Developer's choice to fund the construction costs of the Project, obtained building permits to construct the Project consistent with the City's approved phasing plan, and has requested and received written authorization from the City to take Parking Lot 2 out of operation; and (e) Developer shall agree to include a provision to permit termination of the Long Term Lease and reversion of all rights in and to Parking Lot 2 to the City if Developer fails to meet agreed upon benchmarks toward Project completion, which shall be set forth in the Long Term Lease; (f) Developer has provided a plan that is acceptable to the City and addresses trash and delivery access, during construction, to the businesses along Higuera Street that currently depend upon Parking Lot 2 and the alleyway adjacent to it for these purposes. 7 12.2 CITY REQUIREMENTS. Developer shall be obligated to enter into the Long Term Lease if and only if the City has satisfied or legally bound itself to satisfy the following conditions, or the Developer has waived the conditions: (a) City agrees to allow Developer to pursue a subdivision of the airspace above Parking Lot 2 as necessary to facilitate the development of the Project as finally approved by the San Luis Obispo City Council; and (b) City agrees to convey to Developer fee ownership of the airspace lots created by any subdivision that may be approved, free and clear of all liens and encumbrances securing monetary obligations and free and clear of all covenants, conditions, and restrictions (other than those hereafter negotiated between the City and Developer in connection with the Long Term Lease and the Project). Developer acknowledges that City shall retain fee ownership of the ground below any subdivided airspace. 13. DATE FOR SATISFACTION OF ALL TERMS AND CONDITIONS. All terms and conditions contained herein shall be completed by and construction of the Project on Lot 2 shall begin no later than five years from the date of execution of this Agreement ( "Date of SatisfaetianCompletion"). Failure to satisfy all terms and conditions by the Date of c ^+ictionCompletion, without a party waiving a term or condition, or legally binding itself to satisfy a term or condition, terminates this Agreement. The City Manager shall have the authority to extend the Date of Satisf et onCompletion for a time period not to exceed one year. • ►� _ ► • ► • _ I rdFM IN OLVM Rrfill PJ11 PJ RN U WA &I _ • ► ! I MAN 611 N WIN` Pi ►, 14.1 The p i4ies— acknowledge tka4 Par-king Lot 2 atly ntai s sixty two 621 Spcliles and the _ei -ti ed fiiial r`5 rn .nmends- irffli-nr' l' i of public .-,.,ddng on the!a�.� r will be to fr {,li e 62 .ten sile pa Lino t4�z�- eel =4c rti� --pu4 ��e available to the p4lie gefter-ally at Parking Lot 2-. . - OW 14. INTENTIONALLY a N • r r r Y • ■ r yew' OMITTED. 15. IN -LIEU PARKING FEES. If the Project fails to provide all on -site parking required parking on siteunder applicable provisions of the City's Zoning, Code, then the Developer will be required to pay the generally applicable in -lieu parking fee at the time building permits are issued. vueh payments will be in addition to those set fortl, in n,,,.,,Rravh 1- 3— abeye fefe replaeement of publie par-king. 16.LOAN TO DEVELOPER. The City, via the Parking Enterprise Fund, will provide a loan to the Developer, at no cost to the City, in anthe original principal amount not to exeee' $2.4 „xillie„ to be repaid as f„rl,,,,,s. 47.16. TERM The term of sue loan shall be for- term of 30 year-s or eh s1,efte,2 tef as to Five Hundred Thousand _Dollars ($500,000). which Developer shall repay �>1� n , as follows: 16.1 INTEREST RATE. The loan shall bear interest at a fixed annual rate equal to the Wall Street Journal Prime Lending Rate in effect on the date of the loan plus two percent (2.0 %). For purposes of the foregoing, the term "Wall Street Journal Prime Lending Rate" means. as of any day, the "U.S. Prime Rate" published in The Wall Street Journal's "Money Rate" table on the last business day immediately prior to the day as of which such rate is being determined. If such table or rate is not published as of such date, then the term "Wall Street Journal Prime Lending Rate" shall be deemed to be a reference to the prime lending rate of Bank of America in effect on the last business day immediately prior to such date. If Bank of America does not then exist or does not then publish its prime lending rate, then the "Wall Street Journal Prime Lending Rate" shall be the prime lending rate of the City's principal banking institution on the last business day immediately prior to the date as of which such rate is being determined. 16.2 AMORTIZATION; REPAYMENT; MATURITY. The principal of and interest on such loan shall be repayable in equal monthly installments of principal and interest based upon 25 -year amortization_ pr•r 0ited that the loan shall mature and be repayable In bull tell (10) years following the date of such loan. 16.3 SECURITY. The obligations of Developer under such loan shall be secured b a deed of trust encumbering_ title to the Hotel to be constructed as part of the Project. The lien of such deed of trust shall be a second - priority lien, subordinate to the lien of a first- priority deed of trust securing financing in an original principal amount of not more than 65% of the fair market value of the Property (as built, and with rents stabilized). 16.4 USE OF PROCEEDS. Developer shall use the proceeds -of such loan to finance only that part of the Project that is owned by Developer or offier persons otl'ier than the City or any governmental agency or authority. and for the avoidance of doubt, no portion of the proceeds of such loan shall be used to construct improvements on any real property owned by the NOW JISM ILLI 16.1 INTEREST RATE. The loan shall bear interest at a fixed annual rate equal to the Wall Street Journal Prime Lending Rate in effect on the date of the loan plus two percent (2.0 %). For purposes of the foregoing, the term "Wall Street Journal Prime Lending Rate" means. as of any day, the "U.S. Prime Rate" published in The Wall Street Journal's "Money Rate" table on the last business day immediately prior to the day as of which such rate is being determined. If such table or rate is not published as of such date, then the term "Wall Street Journal Prime Lending Rate" shall be deemed to be a reference to the prime lending rate of Bank of America in effect on the last business day immediately prior to such date. If Bank of America does not then exist or does not then publish its prime lending rate, then the "Wall Street Journal Prime Lending Rate" shall be the prime lending rate of the City's principal banking institution on the last business day immediately prior to the date as of which such rate is being determined. 16.2 AMORTIZATION; REPAYMENT; MATURITY. The principal of and interest on such loan shall be repayable in equal monthly installments of principal and interest based upon 25 -year amortization_ pr•r 0ited that the loan shall mature and be repayable In bull tell (10) years following the date of such loan. 16.3 SECURITY. The obligations of Developer under such loan shall be secured b a deed of trust encumbering_ title to the Hotel to be constructed as part of the Project. The lien of such deed of trust shall be a second - priority lien, subordinate to the lien of a first- priority deed of trust securing financing in an original principal amount of not more than 65% of the fair market value of the Property (as built, and with rents stabilized). 16.4 USE OF PROCEEDS. Developer shall use the proceeds -of such loan to finance only that part of the Project that is owned by Developer or offier persons otl'ier than the City or any governmental agency or authority. and for the avoidance of doubt, no portion of the proceeds of such loan shall be used to construct improvements on any real property owned by the City or to fiend the cost of the public improvements to be constructed by Developer pursuant to Paragraph 17, below. 15.17, DEVELOPER PARTICIPATION IN GARDEN STREET IMPROVEMENTS. 1-9.417.1 DESIGN AND CONSTRUCTION. Developer shall complete the design; and construction, ara funding of physical improvement to Garden Street substantially consistent with the Garden Street Makeover Plan (as memorialized in those certain "Garden Street Improvements Construction Documents" prepared by "firma" (Specification No. CP #90088B) dated 1214103)-.. (the "Garden Street Improvements "). The design for said Garden Street Improvements shall be submitted to the City as part of the final Garden Street Terraces Project architectural design review process consistent with par-agr- ap6jZecital H and Paragraph 11 of this Agreement. 17.2 COSTS. Subject to increase puu-suant to Paragraph 4. above, the aggregate costs of such physical improvements slial I be paid solely by Developer. 18:217,3 CONSTRUCTION OF PROJECT. As part of the Project, Developer shall assure high levels of maintenance, uniformity of street facade appearance and maintenance, adequate security and a variety of other enhancement improvements to the streetscape of Garden Street from Marsh Street to Higuera, some of which will occur on public property or on property not owned by the Developer. _Developer shall construct all of the Garden Street improvements, eeneurfentconcurrently with project construction on Garden Street, ^+ AK"the cost and expense of which shall be paid in accordance with no contribution by the Cot Paragraph 17.2, above. 18. PREVAILING WAGES. is-3 18.1 Developer shall be responsible for evaluating the he applicability of and, to the extent applicable, complying with prevailing wage requirements which, if any, that may be applicable to work associated with the Garden Street Makeover Plan improvements that Developer will construct. The Long Term Lease to be executed prior to construction of the Project shall provide that the Developer shall hold harmless and indemnify the City against any and all claims. liabilities and /or costs of any kind arising from or as a result of Developer's contracting for and /or construction of the Garden Street Makeover Plan improvements 19. DOCUMENTATION. The parties agree that, at a minimum, the documentation to be created as a result of this Agreement may include the following: 19.1 Lease Agreement; 19.2 Loan Documents and security instrument(s); and 19.3 A Performance Bond for the Garden Street Makeover improvements. 19.4 Conveyance of - airspace rights to Developer. 10 20. RESPONSIBILITIES OF THE PARTIES 19-A 20.1 DEVELOPER. It shall be the responsibility of the Developer diligently to pursue final design approval for the Project and pay all costs associated with Project approvals, including any environmental processing and reimbursement to the City for third party expenses associated with the Long Term Lease, subsequent or supplemental environmental review necessitated by subsequent changes to the Project to comply with approved Project conditions or mitigations, and for third party expenses (without any mark up) incurred after approval of this Agreement in the preparation of any documents necessary to implement this Agreement and finalize other documents contemplated herein. 20.2 19.2 CITY. The City, in its role as landowner, shall cooperate with and furnish information to the Developer regarding the properties included within the Project. With regard to zoning, land use, and environmental and design review and /or approval, the City's responsibility shall be limited to providing that level of interaction, timely response, and review as provided for in state law, regulations and ordinances of the City of San Luis Obispo. 21. OTHER MUNICIPAL PROCESSING. The Parties understand and agree that those approvals required of the City acting in its governmental or regulatory capacity are separate and distinct from those approvals required by the City under this Agreement. Notwithstanding anything to the contrary in this Agreement, nothing herein shall be interpreted to mean that the City is in any way waiving, limiting, or weakening any regulatory or police power the City may have in any of its governmental capacities. It is intended that the Developer shall be obligated to fulfill such requirements as may be imposed by the City or any other governmental agency or authority having or exercising any jurisdiction over the Project or over any construction to be undertaken by the Developer in, on or about said Project. Refusal or failure by the City in its governmental or regulatory capacity to take a legislative action, issue any permit, license or any other action or approval sought by the Developer for construction of improvements on, or development of, the Project shall not constitute a breach of this Agreement. 22. HOLD HARMLESS AND INDEMNIFICATION. Developer agrees to hold harmless, defend and indemnify the City, its agents, officers and employees from and against all actions, damages, claims, losses or expense of every type and description to which they may be subjected or put, by reason of, or resulting from any claims arising out of or related to this Agreement. Notwithstanding the foregoing, no indemnification is given hereunder for any action, damage, claim, loss or expense to the extent directly attributable to the intentional acts or negligence of the City or its officers, directors, employees or agents. 23. POSSESSORY INTEREST TAXES. The Developer (a) acknowledges that if the Project contemplated by this Agreement is subsequently approved and constructed, then a possessory interest subject to property tax may be created and owed by Developer, and the Developer or its interest in the Project and the improvements thereon may be subject to payment 11 of property taxes levied on such possessory interests, and (b) agrees to pay all such taxes, however categorized or calculated. 24. MISCELLANEOUS. This Agreement shall be governed by and construed in accordance with the internal laws of the State of California (without regard to application of the conflict -of -law principles thereunder). _Upon the request of either party, each of the undersigned shall make, execute, and deliver such documents and instruments, and shall take such other actions, as may be reasonably necessary to carry into effect the agreements of the parties described in this Agreement. If at any time any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions hereof, nor the legality, validity, or enforceability of such provision under the law of any other jurisdiction, will in any way be affected or impaired thereby, and the remainder of the provisions of this Agreement will remain in full force and effect. This Agreement (a) represents the entire understanding between the parties regarding the subject matter hereof, and supersedes and replaces the 2010 MOU and all other prior and contemporaneous understandings, whether oral or written, regarding such subject matter, and (b) may not be modified or amended, except by a written agreement executed after the effective date hereof by the party sought to be charged by such modification or amendment. If any action is commenced to construe or enforce this Agreement or the rights and duties of the parties hereunder, then the party prevailing in that action shall be entitled to recover its costs and reasonable attorneys' fees in that action, as well as such costs and fees of enforcing any judgment entered therein. This Agreement may be executed in counterparts, each of which shall be deemed an original and both of which, taken together, shall constitute one and the same instrument, binding on each signatory thereto. A copy of this Agreement that is executed by a party and transmitted by that party to the other party by facsimile or as an attachment (e.g., in ".tif' or ".pdf' format) to an email shall be binding upon the signatory to the same extent as a copy hereof containing that party's original signature. [Signatures appear on the following page] 12 IN WITNESS WHEREOF, the undersigned have executed this Agreement, effective as of the "Effective Date" set forth above. "CITY:" "DEVELOPER :" CITY OF SAN LUIS OBISPO GARDEN STREET SLO PARTNERS, L.P., A Municipal Corporation a California limited partnership C By DOWNTOWN INVESTORS, LLC, a California limited liability company, its David F. n,..,..°.", n". yof general partner ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 13 By Hamish Marshall, its Manager TTACHMENT' 8 EXHIBIT 1 OWNERSHIP OF PROJECT AREA (per Recital A) ATTACHMENT 8 AMENDED AND RESTATED MEMORANDUM OF AGREEMENTS This MEMORANDUM OF AGREEMENTS (the "Agreement ") is made and entered into, effective as of February , 2014 (the "Effective Date "), by and between THE CITY OF SAN LUIS OBISPO, a chartered California municipal corporation (the "City "), and GARDEN STREET SLO PARTNERS, L.P., a California limited partnership ( "Developer ") and supersedes the prior MOU between the parties dated August 17, 2010, with reference to the following facts: RECITALS: A. Except for the real property and improvements situated at 778 Marsh Street, San Luis Obispo, California, Developer and its affiliates have acquired title to or control of all parcels of real property that are owned by parties other than the City and are situated in that portion of the City of San Luis Obispo that is bounded by Broad Street, Garden Street, Marsh Street, and the Garden Alley (such parcels, in conjunction with "Parking Lot 2" described below, collectively are referred to as the "Project Area "), the ownership of which is set forth on EXHIBIT 1 to this Agreement; and B. The City is the owner of a 62 -space parking facility that is situated at the interior of the Project Area; and C. Developer desires to develop and construct in the Project Area a mixed use Project that will include residential condominiums, a hotel, retail stores, and restaurants, and which will eliminate on -site public parking previously contemplated to be constructed on a portion of the Project Area (collectively, the "Project "); and D. On July 18, 2006, Developer and City entered into an MOU which contemplated the sale of Parking Lot 2 to Developer in exchange for the Developer's construction and lease back to the City of an airspace condominium public parking facility; and E. The Project originally contemplated by the parties has been modified through the City's environmental and development review processes; and F. On June 1, 2010, the City Council of the City provided final approval of the environmental and land use entitlements for the Project by adopting the following resolutions (together, the "Final Entitlements "): (i) Resolution No. 10182 (2010 Series), "A Resolution of City of San Luis Obispo Certifying the Final EIR for the Garden Street Terraces Project and Approving the Reduced Development and Project without Public Parking Spaces Alternatives as the Required Project (E 1240 -06)," certifying the final environmental impact report for the Project; and (ii) Resolution No. 10183 (2010 Series), "A Resolution of the City of San Luis Obispo Approving A Modified Use Permit and Vesting Tentative Tract Map for the Garden Street Terraces Project (U /TR 124 -06)" (Resolution No. 10183 "), approving Developer's application for a use permit for the Project; and G. The appeal periods for the Final Entitlements have lapsed without any appeal being filed with respect to such Final Entitlements; and H. The Final Entitlements require the Project to be reduced in scale, eliminate the previously contemplated public parking component of the Project, and in accordance with the City's customary exercise of its police powers over all projects within the City, require review and approval of final design of the Project by the City Council; and I. As a result of the modified Project, as entitled, Council also approved a Term Sheet setting forth terms to be included in a successor Memorandum of Understanding memorializing the parties' conceptual agreement for the lease of Parking Lot 2 to Developer for a period of 99 years (the "Long Term Lease ") in order to facilitate the construction and operation of the Project; and J. The Project as entitled will have an important revitalization effect on the downtown area and, therefore, continues to merit particular consideration by the City; and K. The Project is consistent with key General Plan policies including Land Use Element Policy 4.1, which describes downtown's role as that of ensuring: 1) the Downtown is the cultural, social and political center of the City for its residents as well as home for those who live in its historic neighborhoods; 2) that the civic, cultural and commercial portions of downtown should be a major tourist destination; and 3), that downtown visitor appeal should be based on natural, historical, and cultural features, retail services, and numerous and varied visitor accommodations. In addition, Land Use Element Policy 4.2.1, together with Housing Element Policy 3.11.2, direct new Downtown development, such as the Project, to include dwellings; and L. The Project will support concepts set forth in the Conceptual Physical Plan for the City's Center (the Downtown Concept Plan), which is to be considered by the City as set forth in Land Use Element Policy 4.16; and M. Negotiations between City and Developer are appropriate in light of Developer's ownership or control of the parcels abutting Parking Lot 2, but for those parcels fronting Higuera Street and 742 Marsh Street, and the Developer's significant investment to procure the Project entitlements to date because, without Developer's participation, the Project and the benefits it confers upon the community would not occur; and N. Therefore, the City contemplates that the proposed Long Term Lease (as defined in Recital I above) will be accomplished without a competitive bidding process that the City otherwise might use if the Project, of which the Long Term Lease is a part, did not serve 11 substantial revitalization objectives furthered by the Project, and if private ownership on the site was fragmented, rather than fully consolidated by the Developer, as in this instance; and O. The utilization of City property and the elimination of on site City parking is critical to implement the Project, as entitled by the City Council on June 1, 2010; and P. Developer has agreed diligently to pursue final design approval of the Project as entitled; and Q. The parties contemplate later entering into a Property Lease Agreement and other instruments necessary to implement the terms and conditions set forth herein, subject to Developer receiving design approval and completing required environmental review of the Long Term Lease; and R. Section 15162 et seq. of the California Environmental Quality Ac t provides that a lead agency, such as the City of San Luis Obispo may determine that when an environmental impact report ( "EIR ") has been certified for a project, no subsequent EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in light of the whole record. The City of San Luis Obispo has determined the revised project is consistent with and any and all environmental impacts associated with the certified EIR. S. The core components of the Project contemplated to be a part of the Long Term Lease were part of the Project description included in the final EIR, which was certified by Council Resolution No. 10182 (2010 Series); T. Developer and City previously executed that certain Memorandum of Agreements dated effective August 17, 2010 (the "2010 MOU'), pursuant to which the City and Developer, inter alia, amended and restated the 2006 MOU and agreed upon terms to be included in a Long Term Lease (to be finalized at a later date) in order to facilitate the construction and operation of the Project; and U. The parties have agreed to execute this Agreement in order to amend and restate the 2010 MOU and memorialize the core components and terms and conditions precedent to the execution of the contemplated Long Term Lease and related aspects of the Project. AGREEMENTS: NOW, THEREFORE, the parties hereto, intending to be legally bound, do hereby agree as follows with respect to the proposed Long Term Lease and the Project. 1. CONCEPTUAL PROJECT DESCRIPTION. The Project, as originally entitled, included the following elements, which the parties acknowledge may be modified as to number of units and total retail square footage prior to final design, subject to the limits set forth in Paragraph 2, below: 3 1.1 HOTEL. A 63 -room hotel containing approximately 2,500 square feet of meeting space and a restaurant, bar, gym, and spa facility occupying a total built area of 51,346 square feet; and 1.2 RESIDENTIAL UNITS. 33 residential units ranging in size from 650 square feet to 1,500 square feet, with the average size of each unit being approximately 1,100 square feet occupying a total built area of 40,775 square feet; and 1.3 RETAIL SPACE. General - 14,341 square feet of retail space on the ground floors; and 1.4 RETAIL SPACE. Market — 13,248 square feet of retail space; and 1.5 PARKING. 147 parking spaces, not including any public parking spaces. 2. PERMISSIBLE SCOPE OF CHANGES TO PROJECT COMPONENTS. Developer acknowledges that the inclusion of the following Project components are a necessary elements of the consideration for the Agreement and the City's Execution of the Long Term Lease and the parties agree that if the Developer reduces or eliminates any component below the following minimum requirements, the City shall have no obligation to enter into the Long Term Lease contemplated herein: 2.1 HOTEL. The Project shall include a hotel that has no fewer than 45 boutique hotel rooms and carries a three -star or four -star rating, as determined by a mutually agreeable third party. 2.2. RESIDENTIAL UNITS. The Project shall include no fewer than 8 Residential units. 2.3 RETAIL SPACE. The Project shall include no less than 20,000 square feet of retail space including ground level retail as approved by the City Council. 3. ENVIRONMENTAL REVIEW OF LONG TERM LEASE. The Parties (a) acknowledge that (i) the Long Term Lease, which shall be finally negotiated based upon the final approved project design, will require environmental review, (ii) the City shall have no obligation to enter into the Lease, as contemplated herein, until Developer has obtained the requisite environmental determination relating to the Long Term Lease and has agreed to comply with any required mitigations, and (iii) as noted in Recital R above, the core components of the Long Term Lease were part of the Project description included in the final EIR, which was certified by Council Resolution No. 10182 (2010 Series), and (b) agree to complete such environmental review of the Long Term Lease at the earliest meaningful time after which the proposed final project design is known. The City has determined that this Agreement is consistent with and was analyzed and any impacts to the extent feasible were mitigated in the certified EIR for the project, up to and including the addendum dated February 2014. M 4. LEASE OF PARKING LOT BY CITY — Subject to Paragraph 3, above, the City and Developer shall enter into the Long Term Lease with respect to Parking Lot 2, and the City shall convey to Developer certain airspace rights, on the following terms and subject to the conditions precedent set forth in this Agreement: 4.1 PREMISES — LEASE. The premises subject to the Long Term Lease shall include the undivided fee interest in Parking Lot 2. 4.2 PREMISES — AIRSPACE. Developer shall be permitted to pursue a subdivision of the airspace above Parking Lot 2, and in consideration of Developer's contribution pursuant to Paragraph 17.2, below, toward the costs of the public improvements described in Paragraph 17.1, below, City shall convey to Developer fee ownership of the airspace lots created by any subdivision that may be approved, while retaining fee ownership of the ground below any subdivided airspace. The Developer and City jointly shall engage an M.A.I. appraiser to appraise the value of the airspace rights to be conveyed to Developer pursuant to the preceding sentence, and if such appraiser determines that the fair market value of such airspace rights exceeds the amount that Developer is required to contribute pursuant to Paragraph 17.2, below, then the amount that Developer is required to advance under that Paragraph 17.2 shall be increased by such excess amount. 5. TERM. The term of the Long Term Lease shall be ninety -nine (99) years. The Long Term Lease shall provide that, at the end of the lease term, Developer shall have no further right to occupy or improve Parking Lot 2 and all rights and title to any and all improvements on or to the Property shall become the sole property of the City, unless a successor lease is negotiated prior to the expiration of the term. 6. BASE RENT. Developer will pay to the City base rent that is equal to an agreed upon fair market percentage of the fair market value of the real property, to be determined by a qualified appraiser agreeable to Developer and City, subject to the terms and conditions set forth in Paragraphs 6.1 and 6_2 below. 6.1 The parties acknowledge that the City's annual net revenue from the operation of Parking Lot 2 currently is $204,379 per year, and agree that in no event shall the base rent be less than the amount of the City's annual net revenue from the operation of Parking Lot 2 as of the date the lot is taken out of operation. 6.2 Annual base rent shall be increased (a) on the first day of every third fiscal year (each such date, an "Adjustment Date ") by the amount of increase in the Consumer Price Index for All Urban Consumers (Los Angeles- Riverside - Orange County) (the "Index "), for the period of three (3) years immediately preceding such Adjustment Date (comparing (i) the change in the Index for the month of April immediately prior to the effective date of the Long Term Lease, with (ii) the Index for the month of April immediately preceding the Adjustment Date), but in no event shall the increase be less than two percent (2 %) nor more than four percent (4 %) per year, for a cumulative total increase of not less than six percent (6 %) and not more than twelve percent (12 %) in any three year 5 period, or (b) at such other higher or more frequent rate of periodic increase as may be determined, by the appraiser engaged by agreement of City and Developer pursuant to this Paragraph 6, to be a fair market rate of periodic cost -of- living increase in such annual base rent. For purposes of this Agreement, all references to "fiscal year" shall be deemed to be references to the fiscal year of the City. 7. TIME OF RENT PAYMENT. Base rent payments shall begin to accrue on the date on which the City delivers to Developer possession of the premises, which shall mean the date on which the Developer requests and the City agrees, in writing, to cease operation of Parking Lot 2. Rent shall be due and payable in advance on the first day of the first year of the lease term and first day of each fiscal year every year of the lease term thereafter. 8. INTENTIONALLY OMITTED. 9. INTENTIONALLY OMITTED. 10. DEVELOPER DILIGENCE; LEASE "AS IS." Developer shall perform at its cost and expense such due diligence investigations of Parking Lot 2 as Developer determines to be appropriate. The City shall lease Parking Lot 2 to Developer on an "AS IS" basis, without any representation or warranty regarding the condition of such property. City shall not be responsible in any way for cleaning, removing, monitoring, cataloguing or otherwise addressing sub -soil conditions, archeological conditions, hazardous materials, etc. that may be found in the Project Area and the parties shall execute any additional agreements necessary to ensure that Developer will assume full responsibility for such costs. 11. FINAL PROJECT ENTITLEMENTS. 11.1 The City acknowledges and agrees that Developer has successfully completed the processing of all discretionary land use approvals needed to proceed with the final design of the Project. Building permits and other regulatory permits consistent with conditions of discretionary entitlements and mitigations required by the certified Final EIR, and any subsequent environmental review, must be obtained in order for construction to proceed. 11.2 The City acknowledges that Developer has provided to the City with respect to the Project, as entitled, a construction phasing plan that has been approved by the Community Development Director. The Parties acknowledge that if any significant changes are made to the project subsequent to the date on which the Final Project Entitlements were approved by the City Council, then the Developer will be required to submit such changes to and obtain Director approval of a revised construction phasing plan. 12. CONDITIONS TO LEASE EXECUTION. The obligations of the Parties to proceed with the Long Term Lease shall be subject to the waiver or satisfaction of the following conditions. 12.1 DEVELOPER REQUIREMENTS. Subject to Paragraph 3 of this Agreement, the City shall be obligated to enter into the Long Term Lease contemplated by this Agreement if and only if Developer has satisfied or legally bound itself to satisfy the following conditions or the City has waived the conditions: (a) Developer has obtained final design approval to proceed with the Project in accordance with the City's normal design review requirements, which shall be subject to the City Council's final approval[this condition shall not be waived by the City]; (b) The proposed Lease has received final environmental approval and any subsequent Project environmental review necessitated by any changes by the Developer to the Project has been completed [this condition shall not be waived by the City]; (c) Developer has obtained or agrees to obtain, by a date to be specified by the City; building permits for the Project, consistent with the design finally approved by the San Luis Obispo City Council; (d) City shall have no obligation to permit Developer to occupy Parking Lot 2 and City shall retain the right to operate and retain all revenues from its parking lot until such time as Developer has obtained a final, binding commitment letter from a lender of Developer's choice to fund the construction costs of the Project, obtained building permits to construct the Project consistent with the City's approved phasing plan, and has requested and received written authorization from the City to take Parking Lot 2 out of operation; and (e) Developer shall agree to include a provision to permit termination of the Long Term Lease and reversion of all rights in and to Parking Lot 2 to the City if Developer fails to meet agreed upon benchmarks toward Project completion, which shall be set forth in the Long Term Lease; (f) Developer has provided a plan that is acceptable to the City and addresses trash and delivery access, during construction, to the businesses along Higuera Street that currently depend upon Parking Lot 2 and the alleyway adjacent to it for these purposes. 12.2 CITY REQUIREMENTS. Developer shall be obligated to enter into the Long Term Lease if and only if the City has satisfied or legally bound itself to satisfy the following conditions, or the Developer has waived the conditions: (a) City agrees to allow Developer to pursue a subdivision of the airspace above Parking Lot 2 as necessary to facilitate the development of the Project as finally approved by the San Luis Obispo City Council; and (b) City agrees to convey to Developer fee ownership of the airspace lots created by any subdivision that may be approved, free and clear of all liens and encumbrances securing monetary obligations and free and clear of all covenants, conditions, and restrictions (other than those hereafter negotiated between the City and Developer in connection with the 7 Long Term Lease and the Project). Developer acknowledges that City shall retain fee ownership of the ground below any subdivided airspace. 13. DATE FOR SATISFACTION OF ALL TERMS AND CONDITIONS. All terms and conditions contained herein shall be completed by and construction of the Project on Lot 2 shall begin no later than five years from the date of execution of this Agreement ( "Date of Completion "). Failure to satisfy all terms and conditions by the Date of Completion, without a party waiving a term or condition, or legally binding itself to satisfy a term or condition, terminates this Agreement. The City Manager shall have the authority to extend the Date of Completion for a time period not to exceed one year. 14. INTENTIONALLY OMITTED. 15. IN -LIEU PARKING FEES. If the Project fails to provide all on -site parking required under applicable provisions of the City's Zoning Code, then the Developer will be required to pay the generally applicable in -lieu parking fee at the time building permits are issued. 16. LOAN TO DEVELOPER. The City, will provide a loan to the Developer, at no cost to the City, in the original principal amount of Five Hundred Thousand Dollars ($500,000), which Developer shall repay as follows: 16.1 INTEREST RATE. The loan shall bear interest at a fixed annual rate equal to the Wall Street Journal Prime Lending Rate in effect on the date of the loan plus two percent (2.0 %). For purposes of the foregoing, the term "Wall Street Journal Prime Lending Rate" means, as of any day, the "U.S. Prime Rate" published in The Wall Street Journal's "Money Rate" table on the last business day immediately prior to the day as of which such rate is being determined. If such table or rate is not published as of such date, then the term "Wall Street Journal Prime Lending Rate" shall be deemed to be a reference to the prime lending rate of Bank of America in effect on the last business day immediately prior to such date. If Bank of America does not then exist or does not then publish its prime lending rate, then the "Wall Street Journal Prime Lending Rate" shall be the prime lending rate of the City's principal banking institution on the last business day immediately prior to the date as of which such rate is being determined. 16.2 AMORTIZATION; REPAYMENT; MATURITY. The principal of and interest on such loan shall be repayable in equal monthly installments of principal and interest based upon 25 -year amortization, provided that the loan shall mature and be repayable in full ten (10) years following the date of such loan. 16.3 SECURITY. The obligations of Developer under such loan shall be secured by a deed of trust encumbering title to the Hotel to be constructed as part of the Project. The lien of such deed of trust shall be a second- priority lien, subordinate to the lien of a first - priority deed of trust securing financing in an original principal amount of not more than 65% of the fair market value of the Property (as built, and with rents stabilized). 16.4 USE OF PROCEEDS. Developer shall use the proceeds of such loan to finance only that part of the Project that is owned by Developer or other persons other than the City or any governmental agency or authority, and for the avoidance of doubt, no portion of the proceeds of such loan shall be used to construct improvements on any real property owned by the City or to fund the cost of the public improvements to be constructed by Developer pursuant to Paragraph 17, below. 17. DEVELOPER PARTICIPATION IN GARDEN STREET IMPROVEMENTS. 17.1 DESIGN AND CONSTRUCTION. Developer shall complete the design and construction of physical improvement to Garden Street substantially consistent with the Garden Street Makeover Plan (as memorialized in those certain "Garden Street Improvements Construction Documents" prepared by "firma" (Specification No. CP #9008813) dated 1214103) (the "Garden Street Improvements "). The design for said Garden Street Improvements shall be submitted to the City as part of the final Garden Street Terraces Project architectural design review process consistent with Recital H and Paragraph 11 of this Agreement. 17.2 COSTS. Subject to increase pursuant to Paragraph 4, above, the aggregate costs of such physical improvements shall be paid solely by Developer. 17.3 CONSTRUCTION OF PROJECT. As part of the Project, Developer shall assure high levels of maintenance, uniformity of street facade appearance and maintenance, adequate security and a variety of other enhancement improvements to the streetscape of Garden Street from Marsh Street to Higuera, some of which will occur on public property or on property not owned by the Developer. Developer shall construct all of the Garden Street improvements, concurrently with project construction on Garden Street, the cost and expense of which shall be paid in accordance with Paragraph 17.2, above. 18. PREVAILING WAGES. 18.1 Developer shall be responsible for evaluating the applicability of and, to the extent applicable, complying with prevailing wage requirements, if any, that may be applicable to work associated with the Garden Street Makeover Plan improvements that Developer will construct. The Long Term Lease to be executed prior to construction of the Project shall provide that the Developer shall hold harmless and indemnify the City against any and all claims, liabilities and /or costs of any kind arising from or as a result of Developer's contracting for and /or construction of the Garden Street Makeover Plan improvements . 19. DOCUMENTATION. The parties agree that, at a minimum, the documentation to be created as a result of this Agreement may include the following: 19.1 Lease Agreement; 19.2 Loan Documents and security instrument(s); and we 19.3 A Performance Bond for the Garden Street Makeover improvements. 19.4 Conveyance of airspace rights to Developer. 20. RESPONSIBILITIES OF THE PARTIES 20.1 DEVELOPER. It shall be the responsibility of the Developer diligently to pursue final design approval for the Project and pay all costs associated with Project approvals, including any environmental processing and reimbursement to the City for third party expenses associated with the Long Term Lease, subsequent or supplemental environmental review necessitated by subsequent changes to the Project to comply with approved Project conditions or mitigations, and for third party expenses (without any mark up) incurred after approval of this Agreement in the preparation of any documents necessary to implement this Agreement and finalize other documents contemplated herein. 20.2 CITY. The City, in its role as landowner, shall cooperate with and furnish information to the Developer regarding the properties included within the Project. With regard to zoning, land use, and environmental and design review and /or approval, the City's responsibility shall be limited to providing that level of interaction, timely response, and review as provided for in state law, regulations and ordinances of the City of San Luis Obispo. 21. OTHER MUNICIPAL PROCESSING. The Parties understand and agree that those approvals required of the City acting in its governmental or regulatory capacity are separate and distinct from those approvals required by the City under this Agreement. Notwithstanding anything to the contrary in this Agreement, nothing herein shall be interpreted to mean that the City is in any way waiving, limiting, or weakening any regulatory or police power the City may have in any of its governmental capacities. It is intended that the Developer shall be obligated to fulfill such requirements as may be imposed by the City or any other governmental agency or authority having or exercising any jurisdiction over the Project or over any construction to be undertaken by the Developer in, on or about said Project. Refusal or failure by the City in its governmental or regulatory capacity to take a legislative action, issue any permit, license or any other action or approval sought by the Developer for construction of improvements on, or development of, the Project shall not constitute a breach of this Agreement. 22. HOLD HARMLESS AND INDEMNIFICATION. Developer agrees to hold harmless, defend and indemnify the City, its agents, officers and employees from and against all actions, damages, claims, losses or expense of every type and description to which they may be subjected or put, by reason of, or resulting from any claims arising out of or related to this Agreement. Notwithstanding the foregoing, no indemnification is given hereunder for any action, damage, claim, loss or expense to the extent directly attributable to the intentional acts or negligence of the City or its officers, directors, employees or agents. 23. POSSESSORY INTEREST TAXES. The Developer (a) acknowledges that if the Project contemplated by this Agreement is subsequently approved and constructed, then a 10 possessory interest subject to property tax may be created and owed by Developer, and the Developer or its interest in the Project and the improvements thereon may be subject to payment of property taxes levied on such possessory interests, and (b) agrees to pay all such taxes, however categorized or calculated. 24. MISCELLANEOUS. This Agreement shall be governed by and construed in accordance with the internal laws of the State of California (without regard to application of the conflict -of -law principles thereunder). Upon the request of either party, each of the undersigned shall make, execute, and deliver such documents and instruments, and shall take such other actions, as may be reasonably necessary to carry into effect the agreements of the parties described in this Agreement. If at any time any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions hereof, nor the legality, validity, or enforceability of such provision under the law of any other jurisdiction, will in any way be affected or impaired thereby, and the remainder of the provisions of this Agreement will remain in full force and effect. This Agreement (a) represents the entire understanding between the parties regarding the subject matter hereof, and supersedes and replaces the 2010 MOU and all other prior and contemporaneous understandings, whether oral or written, regarding such subject matter, and (b) may not be modified or amended, except by a written agreement executed after the effective date hereof by the party sought to be charged by such modification or amendment. If any action is commenced to construe or enforce this Agreement or the rights and duties of the parties hereunder, then the party prevailing in that action shall be entitled to recover its costs and reasonable attorneys' fees in that action, as well as such costs and fees of enforcing any judgment entered therein. This Agreement may be executed in counterparts, each of which shall be deemed an original and both of which, taken together, shall constitute one and the same instrument, binding on each signatory thereto. A copy of this Agreement that is executed by a party and transmitted by that party to the other party by facsimile or as an attachment (e.g., in ".tif' or ".pdf' format) to an email shall be binding upon the signatory to the same extent as a copy hereof containing that party's original signature. [Signatures appear on the following page] 11 IN WITNESS WHEREOF, the undersigned have executed this Agreement, effective as of the "Effective Date" set forth above. "CITY:" CITY OF SAN LUIS OBISPO A Municipal Corporation By: City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 12 "DEVELOPER:" GARDEN STREET SLO PARTNERS, L.P., a California limited partnership By DOWNTOWN INVESTORS, LLC, a California limited liability company, its general partner By Hamish Marshall, its Manager EXHIBIT 1 OWNERSHIP OF PROJECT AREA (per Recital A) v�T 3' G r. 'Is City Administration 990 Palm Street, San Luis Obispo, CA 93401 -3249 805.781 7114 slocity.ory Date: February 27, 2014 To: Mayor and City Council Via: Katie Lichtig, City Manager From: Lee Johnson, Economic Development Manager Subject: Garden Street Terraces Project — Item 131 RECEIVED FEB 2 7 2014 AGENDA CORRESPONDENCE Dated/ Item #—�S— —I Attached is the revised Memorandum of Agreements - attachment 8 for Item 131 for the March 4, 2014 City Council Meeting. There are technical difficulties generating an accurate legislative draft. If that is required for your effective evaluation of the new agreement please contact Lee Johnson at Llohnson @slocity.org or 805 781 -7164 at your earliest convenience so that administrative resources can be dedicated to this project. ATTACHMENT 8 AMENDED AND RESTATED MEMORANDUM OF AGREEMENTS This MEMORANDUM OF AGREEMENTS (the "Agreement ") is made and entered into, effective as of February _, 2014 (the "Effective Date "), by and between THE CITY OF SAN LUIS OBISPO, a chartered California municipal corporation (the "City "), and GARDEN STREET SLO PARTNERS, L.P., a California limited partnership ( "Developer ") and supersedes the prior MOU between the parties dated August 17, 2010, with reference to the following facts: RECITALS: A. Except for the real property and improvements situated at 778 Marsh Street, San Luis Obispo, California, Developer and its affiliates have acquired title to or control of all parcels of real property that are owned by parties other than the City and are situated in that portion of the City of San Luis Obispo that is bounded by Broad Street, Garden Street, Marsh Street, and the Garden Alley (such parcels, in conjunction with "Parking Lot 2" described below, collectively are referred to as the "Project Area "), the ownership of which is set forth on EXHIBIT 1 to this Agreement; and B. The City is the owner of a 62 -space parking facility that is situated at the interior of the Project Area; and C. Developer desires to develop and construct in the Project Area a mixed use Project that will include residential condominiums, a hotel, retail stores, and restaurants, and which will eliminate on -site public parking previously contemplated to be constructed on a portion of the Project Area (collectively, the "Project "); and D. On July 18, 2006, Developer and City entered into an MOU which contemplated the sale of Parking Lot 2 to Developer in exchange for the Developer's construction and lease back to the City of an airspace condominium public parking facility; and E. The Project originally contemplated by the parties has been modified through the City's environmental and development review processes; and F. On June 1, 2010, the City Council of the City provided final approval of the environmental and land use entitlements for the Project by adopting the following resolutions (together, the "Final Entitlements "): (i) Resolution No. 10182 (2010 Series), "A Resolution of City of San Luis Obispo Certifying the Final EIR for the Garden Street Terraces Project and Approving the Reduced Development and Project without Public Parking Spaces Alternatives as the Required Project (E 1240 -06)," certifying the final environmental impact report for the Project; and (ii) Resolution No. 10183 (2010 Series), "A Resolution of the City of San Luis Obispo Approving A Modified Use Permit and Vesting Tentative Tract Map for the Garden Street Terraces Project (U /TR 124 -06)" (Resolution No. 10183 "), approving Developer's application for a use permit for the Project; and G. The appeal periods for the Final Entitlements have lapsed without any appeal being filed with respect to such Final Entitlements; and H. The Final Entitlements require the Project to be reduced in scale, eliminate the previously contemplated public parking component of the Project, and in accordance with the City's customary exercise of its police powers over all projects within the City, require review and approval of final design of the Project by the City Council; and I. As a result of the modified Project, as entitled, Council also approved a Term Sheet setting forth terms to be included in a successor Memorandum of Understanding memorializing the parties' conceptual agreement for the lease of Parking Lot 2 to Developer for a period of 99 years (the "Long Term Lease ") in order to facilitate the construction and operation of the Project; and J. The Project as entitled will have an important revitalization effect on the downtown area and, therefore, continues to merit particular consideration by the City; and K. The Project is consistent with key General Plan policies including Land Use Element Policy 4.1, which describes downtown's role as that of ensuring: 1) the Downtown is the cultural, social and political center of the City for its residents as well as home for those who live in its historic neighborhoods; 2) that the civic, cultural and commercial portions of downtown should be a major tourist destination; and 3), that downtown visitor appeal should be based on natural, historical, and cultural features, retail services, and numerous and varied visitor accommodations. In addition, Land Use Element Policy 4.2.1, together with Housing Element Policy 3.11.2, direct new Downtown development, such as the Project, to include dwellings; and L. The Project will support concepts set forth in the Conceptual Physical Plan for the City's Center (the Downtown Concept Plan), which is to be considered by the City as set forth in Land Use Element Policy 4.16; and M. Negotiations between City and Developer are appropriate in light of Developer's ownership or control of the parcels abutting Parking Lot 2, but for those parcels fronting Higuera Street and 742 Marsh Street, and the Developer's significant investment to procure the Project entitlements to date because, without Developer's participation, the Project and the benefits it confers upon the community would not occur; and N. Therefore, the City contemplates that the proposed Long Term Lease (as defined in Recital I above) will be accomplished without a competitive bidding process that the City otherwise might use if the Project, of which the Long Term Lease is a part, did not serve 2 substantial revitalization objectives furthered by the Project, and if private ownership on the site was fragmented, rather than fully consolidated by the Developer, as in this instance; and O. The utilization of City property and the elimination of on site City parking is critical to implement the Project, as entitled by the City Council on June 1, 2010; and P. Developer has agreed diligently to pursue final design approval of the Project as entitled; and Q. The parties contemplate later entering into a Property Lease Agreement and other instruments necessary to implement the terms and conditions set forth herein, subject to Developer receiving design approval and completing required environmental review of the Long Term Lease; and R. Section 15162 et seq. of the California Environmental Quality Ac t provides that a lead agency, such as the City of San Luis Obispo may determine that when an environmental impact report ( "EIR ") has been certified for a project, no subsequent EIR shall be prepared for that project unless the lead agency determines, on the basis of substantial evidence in light of the whole record. The City of San Luis Obispo has determined the revised project is consistent with and any and all environmental impacts associated with the certified EIR. S. The core components of the Project contemplated to be a part of the Long Term Lease were part of the Project description included in the final EIR, which was certified by Council Resolution No. 10182 (2010 Series); T. Developer and City previously executed that certain Memorandum of Agreements dated effective August 17, 2010 (the "2010 MOU'), pursuant to which the City and Developer, inter alia, amended and restated the 2006 MOU and agreed upon terms to be included in a Long Term Lease (to be finalized at a later date) in order to facilitate the construction and operation of the Project; and U. The parties have agreed to execute this Agreement in order to amend and restate the 2010 MOU and memorialize the core components and terms and conditions precedent to the execution of the contemplated Long Term Lease and related aspects of the Project. AGREEMENTS: NOW, THEREFORE, the parties hereto, intending to be legally bound, do hereby agree as follows with respect to the proposed Long Term Lease and the Project. 1. CONCEPTUAL PROJECT DESCRIPTION. The Project, as originally entitled, included the following elements, which the parties acknowledge may be modified as to number of units and total retail square footage prior to final design, subject to the limits set forth in Paragraph 2, below: 3 1.1 HOTEL. A 63 -room hotel containing approximately 2,500 square feet of meeting space and a restaurant, bar, gym, and spa facility occupying a total built area of 51,346 square feet; and 1.2 RESIDENTIAL UNITS. 33 residential units ranging in size from 650 square feet to 1,500 square feet, with the average size of each unit being approximately 1,100 square feet occupying a total built area of 40,775 square feet; and 1.3 RETAIL SPACE. General - 14,341 square feet of retail space on the ground floors; and 1.4 RETAIL SPACE. Market — 13,248 square feet of retail space; and 1.5 PARKING. 147 parking spaces, not including any public parking spaces. 2. PERMISSIBLE SCOPE OF CHANGES TO PROJECT COMPONENTS. Developer acknowledges that the inclusion of the following Project components are a necessary elements of the consideration for the Agreement and the City's Execution of the Long Term Lease and the parties agree that if the Developer reduces or eliminates any component below the following minimum requirements, the City shall have no obligation to enter into the Long Term Lease contemplated herein: 2.1 HOTEL. The Project shall include a hotel that has no fewer than 45 boutique hotel rooms and carries a three -star or four -star rating, as determined by a mutually agreeable third party. 2.2. RESIDENTIAL UNITS. The Project shall include no fewer than 8 Residential units. 2.3 RETAIL SPACE. The Project shall include no less than 20,000 square feet of retail space including ground level retail as approved by the City Council. 3. ENVIRONMENTAL REVIEW OF LONG TERM LEASE. The Parties (a) acknowledge that (i) the Long Term Lease, which shall be finally negotiated based upon the final approved project design, will require environmental review, (ii) the City shall have no obligation to enter into the Lease, as contemplated herein, until Developer has obtained the requisite environmental determination relating to the Long Term Lease and has agreed to comply with any required mitigations, and (iii) as noted in Recital R above, the core components of the Long Term Lease were part of the Project description included in the final EIR, which was certified by Council Resolution No. 10182 (2010 Series), and (b) agree to complete such environmental review of the Long Term Lease at the earliest meaningful time after which the proposed final project design is known. The City has determined that this Agreement is consistent with and was analyzed and any impacts to the extent feasible were mitigated in the certified EIR for the project, up to and including the addendum dated February 2014. rd 4. LEASE OF PARKING LOT BY CITY — Subject to Paragraph 3, above, the City and Developer shall enter into the Long Term Lease with respect to Parking Lot 2, and the City shall convey to Developer certain airspace rights, on the following terms and subject to the conditions precedent set forth in this Agreement: 4.1 PREMISES — LEASE. The premises subject to the Long Term Lease shall include the undivided fee interest in Parking Lot 2. 4.2 PREMISES — AIRSPACE. Developer shall be permitted to pursue a subdivision of the airspace above Parking Lot 2, and in consideration of Developer's contribution pursuant to Paragraph 17.2, below, toward the costs of the public improvements described in Paragraph 17.1, below, City shall convey to Developer fee ownership of the airspace lots created by any subdivision that may be approved, while retaining fee ownership of the ground below any subdivided airspace. The Developer and City jointly shall engage an M.A.I. appraiser to appraise the value of the airspace rights to be conveyed to Developer pursuant to the preceding sentence, and if such appraiser determines that the fair market value of such airspace rights exceeds the amount that Developer is required to contribute pursuant to Paragraph 17.2, below, then the amount that Developer is required to advance under that Paragraph 17.2 shall be increased by such excess amount. 5. TERM. The term of the Long Term Lease shall be ninety -nine (99) years. The Long Term Lease shall provide that, at the end of the lease term, Developer shall have no further right to occupy or improve Parking Lot 2 and all rights and title to any and all improvements on or to the Property shall become the sole property of the City, unless a successor lease is negotiated prior to the expiration of the term. 6. BASE RENT. Developer will pay to the City base rent that is equal to an agreed upon fair market percentage of the fair market value of the real property, to be determined by a qualified appraiser agreeable to Developer and City, subject to the terms and conditions set forth in Paragraphs 6.1 and 6_2 below. 6.1 The parties acknowledge that the City's annual net revenue from the operation of Parking Lot 2 currently is $204,379 per year, and agree that in no event shall the base rent be less than the amount of the City's annual net revenue from the operation of Parking Lot 2 as of the date the lot is taken out of operation. 6.2 Annual base rent shall be increased (a) on the first day of every third fiscal year (each such date, an "Adjustment Date ") by the amount of increase in the Consumer Price Index for All Urban Consumers (Los Angeles- Riverside - Orange County) (the "Index "), for the period of three (3) years immediately preceding such Adjustment Date (comparing (i) the change in the Index for the month of April immediately prior to the effective date of the Long Term Lease, with (ii) the Index for the month of April immediately preceding the Adjustment Date), but in no event shall the increase be less than two percent (2 %) nor more than four percent (4 %) per year, for a cumulative total increase of not less than six percent (6 %) and not more than twelve percent (12 %) in any three year 5 7. TIME OF RENT PAYMENT. Base rent payments shall begin to accrue on the date on which the City delivers to Developer possession of the premises, which shall mean the date on which the Developer requests and the City agrees, in writing, to cease operation of Parking Lot 2. Rent shall be due and payable in advance on the first day of the first year of the lease term and first day of each fiscal year every year of the lease term thereafter. 8. INTENTIONALLY OMITTED. 9. INTENTIONALLY OMITTED. 10. DEVELOPER DILIGENCE; LEASE "AS IS." Developer shall perform at its cost and expense such due diligence investigations of Parking Lot 2 as Developer determines to be appropriate. The City shall lease Parking Lot 2 to Developer on an "AS IS" basis, without any representation or warranty regarding the condition of such property. City shall not be responsible in any way for cleaning, removing, monitoring, cataloguing or otherwise addressing sub -soil conditions, archeological conditions, hazardous materials, etc. that may be found in the Project Area and the parties shall execute any additional agreements necessary to ensure that Developer will assume full responsibility for such costs. 11. FINAL PROJECT ENTITLEMENTS. 11.1 The City acknowledges and agrees that Developer has successfully completed the processing of all discretionary land use approvals needed to proceed with the final design of the Project. Building permits and other regulatory permits consistent with conditions of discretionary entitlements and mitigations required by the certified Final EIR, and any subsequent environmental review, must be obtained in order for construction to proceed. 11.2 The City acknowledges that Developer has provided to the City with respect to the Project, as entitled, a construction phasing plan that has been approved by the Community Development Director. The Parties acknowledge that if any significant changes are made to the project subsequent to the date on which the Final Project Entitlements were approved by the City Council, then the Developer will be required to submit such changes to and obtain Director approval of a revised construction phasing plan. 12. CONDITIONS TO LEASE EXECUTION. The obligations of the Parties to proceed with the Long Term Lease shall be subject to the waiver or satisfaction of the following conditions. 12.1 DEVELOPER REQUIREMENTS. Subject to Paragraph 3 of this Agreement, the City shall be obligated to enter into the Long Term Lease contemplated by this Agreement if and only if Developer has satisfied or legally bound itself to satisfy the following conditions or the City has waived the conditions: 2 (a) Developer has obtained final design approval to proceed with the Project in accordance with the City's normal design review requirements, which shall be subject to the City Council's final approval[this condition shall not be waived by the City]; (b) The proposed Lease has received final environmental approval and any subsequent Project environmental review necessitated by any changes by the Developer to the Project has been completed [this condition shall not be waived by the City]; (c) Developer has obtained or agrees to obtain, by a date to be specified by the City; building permits for the Project, consistent with the design finally approved by the San Luis Obispo City Council; (d) City shall have no obligation to permit Developer to occupy Parking Lot 2 and City shall retain the right to operate and retain all revenues from its parking lot until such time as Developer has obtained a final, binding commitment letter from a lender of Developer's choice to fund the construction costs of the Project, obtained building permits to construct the Project consistent with the City's approved phasing plan, and has requested and received written authorization from the City to take Parking Lot 2 out of operation; and (e) Developer shall agree to include a provision to permit termination of the Long Term Lease and reversion of all rights in and to Parking Lot 2 to the City if Developer fails to meet agreed upon benchmarks toward Project completion, which shall be set forth in the Long Term Lease; (f) Developer has provided a plan that is acceptable to the City and addresses trash and delivery access, during construction, to the businesses along Higuera Street that currently depend upon Parking Lot 2 and the alleyway adjacent to it for these purposes. 12.2 CITY REQUIREMENTS. Developer shall be obligated to enter into the Long Term Lease if and only if the City has satisfied or legally bound itself to satisfy the following conditions, or the Developer has waived the conditions: (a) City agrees to allow Developer to pursue a subdivision of the airspace above Parking Lot 2 as necessary to facilitate the development of the Project as finally approved by the San Luis Obispo City Council; and (b) City agrees to convey to Developer fee ownership of the airspace lots created by any subdivision that may be approved, free and clear of all liens and encumbrances securing monetary obligations and free and clear of all covenants, conditions, and restrictions (other than those hereafter negotiated between the City and Developer in connection with the Long Term Lease and the Project). Developer acknowledges that City shall retain fee ownership of the ground below any subdivided airspace. 13. DATE FOR SATISFACTION OF ALL TERMS AND CONDITIONS. All terms and conditions contained herein shall be completed by and construction of the Project on Lot 2 shall begin no later than five years from the date of execution of this Agreement ( "Date of VA Completion "). Failure to satisfy all terms and conditions by the Date of Completion, without a party waiving a term or condition, or legally binding itself to satisfy a term or condition, terminates this Agreement. The City Manager shall have the authority to extend the Date of Completion for a time period not to exceed one year. 14. INTENTIONALLY OMITTED. 15. IN -LIEU PARKING FEES. If the Project fails to provide all on -site parking required under applicable provisions of the City's Zoning Code, then the Developer will be required to pay the generally applicable in -lieu parking fee at the time building permits are issued. 16. LOAN TO DEVELOPER. The City, will provide a loan to the Developer, at no cost to the City, in the original principal amount of Five Hundred Thousand Dollars ($500,000), which Developer shall repay as follows: 16.1 INTEREST RATE. The loan shall bear interest at a fixed annual rate equal to the Wall Street Journal Prime Lending Rate in effect on the date of the loan plus two percent (2.0 %). For purposes of the foregoing, the term "Wall Street Journal Prime Lending Rate" means, as of any day, the "U.S. Prime Rate" published in The Wall Street Journal's "Money Rate" table on the last business day immediately prior to the day as of which such rate is being determined. If such table or rate is not published as of such date, then the term "Wall Street Journal Prime Lending Rate" shall be deemed to be a reference to the prime lending rate of Bank of America in effect on the last business day immediately prior to such date. If Bank of America does not then exist or does not then publish its prime lending rate, then the "Wall Street Journal Prime Lending Rate" shall be the prime lending rate of the City's principal banking institution on the last business day immediately prior to the date as of which such rate is being determined. 16.2 AMORTIZATION; REPAYMENT; MATURITY. The principal of and interest on such loan shall be repayable in equal monthly installments of principal and interest based upon 25 -year amortization, provided that the loan shall mature and be repayable in full ten (10) years following the date of such loan. 16.3 SECURITY. The obligations of Developer under such loan shall be secured by a deed of trust encumbering title to the Hotel to be constructed as part of the Project. The lien of such deed of trust shall be a second - priority lien, subordinate to the lien of a first - priority deed of trust securing financing in an original principal amount of not more than 65% of the fair market value of the Property (as built, and with rents stabilized). 16.4 USE OF PROCEEDS. Developer shall use the proceeds of such loan to finance only that part of the Project that is owned by Developer or other persons other than the City or any governmental agency or authority, and for the avoidance of doubt, no portion of the proceeds of such loan shall be used to construct improvements on any real property owned by the City or to fund the cost of the public improvements to be constructed by Developer pursuant to Paragraph 17, below. 8 17. DEVELOPER PARTICIPATION IN GARDEN STREET IMPROVEMENTS. 17.1 DESIGN AND CONSTRUCTION. Developer shall complete the design and construction of physical improvement to Garden Street substantially consistent with the Garden Street Makeover Plan (as memorialized in those certain "Garden Street Improvements Construction Documents" prepared by "firma" (Specification No. CP #90088B) dated 1214103) (the "Garden Street Improvements "). The design for said Garden Street Improvements shall be submitted to the City as part of the final Garden Street Terraces Project architectural design review process consistent with Recital H and Paragraph 11 of this Agreement. 17.2 COSTS. Subject to increase pursuant to Paragraph 4, above, the aggregate costs of such physical improvements shall be paid solely by Developer. 17.3 CONSTRUCTION OF PROJECT. As part of the Project, Developer shall assure high levels of maintenance, uniformity of street facade appearance and maintenance, adequate security and a variety of other enhancement improvements to the streetscape of Garden Street from Marsh Street to Higuera, some of which will occur on public property or on property not owned by the Developer. Developer shall construct all of the Garden Street improvements, concurrently with project construction on Garden Street, the cost and expense of which shall be paid in accordance with Paragraph 17.2, above. 18. PREVAILING WAGES. 18.1 Developer shall be responsible for evaluating the applicability of and, to the extent applicable, complying with prevailing wage requirements, if any, that may be applicable to work associated with the Garden Street Makeover Plan improvements that Developer will construct. The Long Term Lease to be executed prior to construction of the Project shall provide that the Developer shall hold harmless and indemnify the City against any and all claims, liabilities and /or costs of any kind arising from or as a result of Developer's contracting for and /or construction of the Garden Street Makeover Plan improvements . 19. DOCUMENTATION. The parties agree that, at a minimum, the documentation to be created as a result of this Agreement may include the following: 19.1 Lease Agreement; 19.2 Loan Documents and security instrument(s); and 19.3 A Performance Bond for the Garden Street Makeover improvements. 19.4 Conveyance of airspace rights to Developer. E 20. RESPONSIBILITIES OF THE PARTIES 20.1 DEVELOPER. It shall be the responsibility of the Developer diligently to pursue final design approval for the Project and pay all costs associated with Project approvals, including any environmental processing and reimbursement to the City for third party expenses associated with the Long Term Lease, subsequent or supplemental environmental review necessitated by subsequent changes to the Project to comply with approved Project conditions or mitigations, and for third party expenses (without any mark up) incurred after approval of this Agreement in the preparation of any documents necessary to implement this Agreement and finalize other documents contemplated herein. 20.2 CITY. The City, in its role as landowner, shall cooperate with and furnish information to the Developer regarding the properties included within the Project. With regard to zoning, land use, and environmental and design review and /or approval, the City's responsibility shall be limited to providing that level of interaction, timely response, and review as provided for in state law, regulations and ordinances of the City of San Luis Obispo. 21. OTHER MUNICIPAL PROCESSING. The Parties understand and agree that those approvals required of the City acting in its governmental or regulatory capacity are separate and distinct from those approvals required by the City under this Agreement. Notwithstanding anything to the contrary in this Agreement, nothing herein shall be interpreted to mean that the City is in any way waiving, limiting, or weakening any regulatory or police power the City may have in any of its governmental capacities. It is intended that the Developer shall be obligated to fulfill such requirements as may be imposed by the City or any other governmental agency or authority having or exercising any jurisdiction over the Project or over any construction to be undertaken by the Developer in, on or about said Project. Refusal or failure by the City in its governmental or regulatory capacity to take a legislative action, issue any permit, license or any other action or approval sought by the Developer for construction of improvements on, or development of, the Project shall not constitute a breach of this Agreement. 22. HOLD HARMLESS AND INDEMNIFICATION. Developer agrees to hold harmless, defend and indemnify the City, its agents, officers and employees from and against all actions, damages, claims, losses or expense of every type and description to which they may be subjected or put, by reason of, or resulting from any claims arising out of or related to this Agreement. Notwithstanding the foregoing, no indemnification is given hereunder for any action, damage, claim, loss or expense to the extent directly attributable to the intentional acts or negligence of the City or its officers, directors, employees or agents. 23. POSSESSORY INTEREST TAXES. The Developer (a) acknowledges that if the Project contemplated by this Agreement is subsequently approved and constructed, then a possessory interest subject to property tax may be created and owed by Developer, and the Developer or its interest in the Project and the improvements thereon may be subject to payment of property taxes levied on such possessory interests, and (b) agrees to pay all such taxes, however categorized or calculated. 10 24. MISCELLANEOUS. This Agreement shall be governed by and construed in accordance with the internal laws of the State of California (without regard to application of the conflict -of -law principles thereunder). Upon the request of either party, each of the undersigned shall make, execute, and deliver such documents and instruments, and shall take such other actions, as may be reasonably necessary to carry into effect the agreements of the parties described in this Agreement. If at any time any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions hereof, nor the legality, validity, or enforceability of such provision under the law of any other jurisdiction, will in any way be affected or impaired thereby, and the remainder of the provisions of this Agreement will remain in full force and effect. This Agreement (a) represents the entire understanding between the parties regarding the subject matter hereof, and supersedes and replaces the 2010 MOU and all other prior and contemporaneous understandings, whether oral or written, regarding such subject matter, and (b) may not be modified or amended, except by a written agreement executed after the effective date hereof by the party sought to be charged by such modification or amendment. If any action is commenced to construe or enforce this Agreement or the rights and duties of the parties hereunder, then the party prevailing in that action shall be entitled to recover its costs and reasonable attorneys' fees in that action, as well as such costs and fees of enforcing any judgment entered therein. This Agreement may be executed in counterparts, each of which shall be deemed an original and both of which, taken together, shall constitute one and the same instrument, binding on each signatory thereto. A copy of this Agreement that is executed by a party and transmitted by that party to the other party by facsimile or as an attachment (e.g., in ".tif' or ".pdf' format) to an email shall be binding upon the signatory to the same extent as a copy hereof containing that party's original signature. [Signatures appear on the following page] 11 IN WITNESS WHEREOF, the undersigned have executed this Agreement, effective as of the "Effective Date" set forth above. "CITY:" CITY OF SAN LUIS OBISPO A Municipal Corporation By: City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney "DEVELOPER:" GARDEN STREET SLO PARTNERS, L.P., a California limited partnership By DOWNTOWN INVESTORS, LLC, a California limited liability company, its 12 general partner By Hamish Marshall, its Manager EXHIBIT 1 OWNERSHIP OF PROJECT AREA (per Recital A) Exhibit "1 " Ownership of Project Area (Per Recital A) Hiquera Street ciM PZN1e Garden All .d a Ar�rw 0 a Almoto 1"O"W"Wmm Ground Level Plot Map �. �, * 90*11-W R-020noiO Marsh Street Legend /---N U Denotes City-Owned Parcel Denotes Developer pm-wis IT Parking Lot #2 Aft 6*4Z4-M Ground Level Plot Map �. �, * 90*11-W R-020noiO Marsh Street Legend /---N U Denotes City-Owned Parcel Denotes Developer pm-wis Kremke, Kate From: nt: 10: Subject: Anthony J. Mejia I City Clerk City of San Luis Obispo 990 Palm Street San Luis Obispo, CA 93401 tel 1 805.781.7102 Mejia, Anthony Tuesday, March 04, 2014 11:04 AM Kremke, Kate FW: Garden Street Terraces Financial Agreement - - - -- Original Message---- - From: rschmidt @rain.org [mailto:rschmidt @rain.org] Sent: Tuesday, March 04, 2014 9:18 AM MAR 0 4 2014 AGENDA CORRESPONDENCE u, ate !j_- ) Item#—a-1— To: Marx, Jan; dcarpen @slocity.org; Ashbaugh, John; Smith, Kathy; Christianson, Carlyn; Mejia, Anthony Cc: Lichtig, Katie Subject: Garden Street Terraces Financial Agreement r)ear Council Members and Ms. Lichtig: in trying this morning to access the Memorandum of Understanding concerning the financial arrangements between the city and the developer of Garden Street Terraces, I find that it is not available to the public on the city's website along with the tons of very slow to download design stuff that is available there. Yet the agenda indicates your meeting is for the purpose of approving this MOU. The financial arrangements between the city and developer, especially given the corrupt nature of the prior arrangements in previous MOUs for this project, is a matter of public concern and interest. The public has every right to know what you're up to with public property and public funds. Under the Brown Act, it is both improper and unethical for the city to keep the public in the dark about these arrangements. To quote the Act: "The people, in delegating authority [to elected officials], do not give their public servants the right to decide what is good for the people to know and what is not good for them to know." The relevant financial documents are not now, nor were they 72 hours in advance of your meeting, available for public perusal, yet you are scheduled to take action on them. PROCEEDING WITH TONIGHT'S MEETING ON THIS PROJECT THUS WILL CONSTITUTE A BLATANT VIOLATION OF THE BROWN ACT. "ou need to fix this violation by continuing the item, without any action tonight, to a future date at which time the city ✓eals to the public EVERYTHING there is to know about this project, which will certainly include the public - private financial agreement for the developer's use of city property for 99 years, the city's considerable financial contributions to the project (at least $2.36 million, according to what one can parse from the staff report), and anything else that MOU may reveal. Richard Schmidt Kremke, Kate Orom: nt: To: Subject: Anthony J. Mejia I City Clerk City of San Luis Obispo 990 Palm Street San Luis Obispo, CA 93401 tel 1 805.781.7102 - - - -- Original Message---- - From: Marx, Jan Mejia, Anthony Tuesday, March 04, 2014 2:53 PM Kremke, Kate FW: Garden Street still a Brown Act violation! Sent: Tuesday, March 04, 2014 2:53 PM To: Mejia, Anthony Cc: Dietrick, Christine Subject: FW: Garden Street still a Brown Act violation! A-enda correspondence. - - - -- Original Message---- - From: rschmidt @rain.org [mailto:rschmidt @rain.org] Sent: Tuesday, March 04, 2014 2:44 PM MAR 0 4 2014 CLERK AGENDA CORRESPONDENCE �' - - i mate tem# i,Q, To: Marx, Jan; dcarpen @slocity.org; Ashbaugh, John; Smith, Kathy; Christianson, Carlyn Cc: Lichtig, Katie Subject: Garden Street still a Brown Act violation! Dear Council Members, Ms. Lichtig would have you believe that you would commit no Brown Act violation by approving the Garden Street Terrace financial MOU tonight because, she claims, the thing was posted as agenda "correspondence." don't buy that, and I hope you don't either. A document on which you are asked to take action is an "agenda item," not "correspondence." Your web page has a very clearly identified place for council agenda items, and it is not in a file called "correspondence." If it's part of your agenda, it should be part of your publicly posted agenda packet. Anything else is at best obfuscation and trickery, and at worst intentional deceit and untruth. And there's no reasonable explanation for why they'd do this! IIther, prior to reading your agenda packet on Garden Street -- and what a time - consuming chore that was with every dle image the architect had ever put to print downloading and taking up computer memory and time -- I had looked at the correspondence file to see what people were saying about the agenda items, and I certainly did not see the MOU there, so I question whether it was in fact publicly posted in that location. That said, finding one's way though "correspondence" is a mess -- the file is a disorganized disgrace. One has to open each individual item to see what's in it -- there are no identifying labels to indicate agenda items to which correspondence pertains, nor even subjects. This is a disorganized pile that staff throws together to deliberately confuse the public while apparently fulfilling some legal nicety. So, to summarize, staff claims that a document you must act upon was legitimately made public by hiding it someplace other than in your publicly posted agenda packet. Even if true, which is disputed, that is just plain wrong -- it's not the SLO Way, though it may be the LA Way. Staff has once again positioned you to look very bad no matter what you do tonight (I certainly hope you'll do the RIGHT thing and reschedule the matter). What is it going to take to get you to do something to rein in your careless, out of control and smugly arrogant staff? If this kind of making you look bad in publilc isn't enough, what is? Richard Schmidt