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HomeMy WebLinkAbout01-08-2019 Item 06 - Approve Final Map for Toscano Tract 2428 Phase 3 Department Name: Community Development Cost Center: 4003 For Agenda of: January 8, 2019 Placement: Consent Estimated Time: N/A FROM: Michael Codron, Community Development Director Prepared By: Diane Dostalek, Senior Civil Engineer SUBJECT: APPROVAL OF THE FINAL MAP FOR TRACT 2428-3, 3000 CALLE MALVA (TR 121-13) RECOMMENDATION Adopt a resolution (Attachment H) approving the Final Map for Tract 2428-3, 3000 Calle Malva, and eliminating Condition #1 and authorizing the Mayor to execute a Subdivision Agreement and a Conservation Easement. REPORT-IN-BRIEF A vesting tentative map for Tract 2428 was originally approved by the City Council on July 3, 2007, by Resolution No. 9917 (Series 2007). Revised conditions that superseded the previous tentative map conditions were approved by Council on April 15, 2014, by Resolution No. 10514 (2014 Series). Maps for Phases 1 and 2 of Tract 2428 have been recorded and construction is underway. This is the 3rd and final phase of Tract 2428 and will finalize the creation of 78 single-family residential lots. It is recommended that Condition #1 requiring construction of a Class I bike path from the existing Prado terminus to Broad Street be removed from the project requirements rather than pursue eminent domain. The Damon-Garcia family is unwilling to dedicate the land for the bike path at this time because it would conflict with their existing uses on the property. The path is shown in the Orcutt Area Specific Plan (OASP). Construction of the path would become the responsibility of whomever develops the Damon-Garcia property. There is a protected species of plant located on Tract 2428 called adobe sanicle (Sanicula maritima). Some of the plants are located on lots intended to be developed. The California Department of Fish & Wildlife (CDFW) has authorized relocation of these plants to locations with suitable habitat for the plant to thrive. These locations include Laguna Lake Natural Reserve and open space Lot 172 of Tract 2428-1 which is in the South Hills Natural Reserve. Both of these locations have existing adobe sanicle located on them. CDFW is requiring the City to enter into a Conservation Easement to forever preserve these adobe sanicle areas. There is no new fiscal impact to the City associated with approving the final map for Tract 2428-3, Packet Pg. 41 Item 6 but there will be costs to the City to maintain the adobe sanicle locations on City property. Funding for that maintenance will be covered by an endowment fund being created by the Subdivider. The Subdivider will compensate the City for the use of the land as off-site mitigation. The Public Works Director has determined that the final map is in substantial compliance with the previously approved tentative map and approved modifications thereof, so approval of the final map by Council is recommended. California Government Code states that the Legislative body cannot deny a final map if it finds that the final map is in substantial compliance with the previously approved tentative map. The approval of a final map is considered a min isterial action. DISCUSSION Background/Previous Council Action Tract 2428 (TR 121-13) is located at 3000 Calle Malva (Attachment A, Vicinity Map). A vesting tentative map for Tract 2428 was originally approved by the City Council on July 3, 2007, by Reso lution No. 9917 (Series 2007) as TR 98-06. Revised conditions that superseded the previous tentative map conditions were approved by Council on April 15, 2014, by Resolution No. 10514 (2014 Series) (Attachment B - Reading File). The tentative map (excerpt s included as Attachment C - Reading File) contained a total of 178 lots consisting of 165 single-family lots, five lots for up to 26 units of affordable housing, two lots for six market -rate condominium units, five lots for riparian open space, and one 71-acre hillside lot for permanent open space. Subsequent to Council’s approval of the revised conditions, the applicant proposed to reduce the original 178 lots down to 172 lots for constructability and marketability purposes. The new lot configuration includes a total of 172 lots consisting of 161 single-family lots, five lots for up to 26 units of affordable housing, five lots for riparian open space, and one 71 -acre hillside lot for permanent open space. An exhibit showing the old lot configuration and numbering and the new lot configuration and numbering is attached (Attachment D). This change to the tentative map is minor and is consistent with the intent and spirit of the original tentative map. The tentative map conditions of approval refer to the old lot numbering, so Attachment D is helpful in interpreting the conditions based on the new lot numbering. Tract 2428 was intended to be recorded in three phases (Attachment E, Phasing Plan). Tract 2428-1, the first phase of Tract 2428, was approved by Co uncil on August 16, 2016, by Resolution No. 10737 (2016 Series). It created 45 single-family lots (Lots 1-14, 72 to 80, and 86 to 107), two lots for riparian open space (Lots 81 and 84), one 71 -acre hillside lot that was dedicated to the City for permanent open space (Lot 172), and one Remainder lot for the future phases. Tract 2428-2, the second phase of Tract 2428, was approved by Council on August 15, 2017, by Resolution No. 10825 (2017 Series). It created 36 single-family lots, (Lots 62 to 71, Lots 139 to 162, and Lots 170 to 171), three lots for riparian open space (Lots 82, 83 and 85), seven lots for affordable housing (Lots 163 to 169) for up to 26 affordable housing units, and two lots for future phases (Lots A and B). Both phases are currently under construction. Phase 3 Final Map Tract 2428-3 is the third and final phase of Tract 2428. It is a subdivision of Lots A and B of Packet Pg. 42 Item 6 Tract 2428-2. Tract 2428-3 is creating 78 single-family lots (Lots 15 to 61 and Lots 108 to 138), two lots for riparian open space (Lots 82 and 83) and one non-buildable lot (Lot C). The total number of lots being created with all phases of Tract 2428 is 172, which matches the revised tentative map, plus one additional non-buildable Lot C. The creation of Lot C was necessitated due to the location of a retaining wall. The wall bisects Lot 108 of Tract 2428-3 making the portion below the wall unusable by Lot 108. The Subdivider requested that the City approve creation of a non-buildable lot with Phase 3 so that the lot could be used by and possibly transferred to the adjacent Lot 107 of Tract 2428 -2. The alternative to creating the lot would have been to record Tract 2428-3 with this portion included in Lot 108, then do a lot line adjustment to transfer the lot to Lot 107. Creating the additional non-buildable lot simplified the process because the lot could then be used by Lot 107 and eventually merged with Lot 107, which is a simpler and less costly alternative to a lot line adjustment. A Notice of Requirements over Lot C is being recorded concurrently with the map that identifies this lot as non-buildable. It will either be held in title by Lot 107 as a separate non-buildable lot, merged with Lot 107, or held by the developer with an easement over it for Lot 107 to use. The creation of Lot C was deemed to be in substantial compliance with the tentative map because it is a non-buildable lot. The other minor revision to the final map which was requested by the Subdivider is the reconfiguration of Lots 58 to 61 in the southeast corner of the subdivision to eliminate the landlocked lot. Lots 122 to 126 were reconfigured to make room for an additional lot so there would be no net change to the number of single-family lots. This revision was deemed to be in substantial compliance with t entative map by the Community Development Director pursuant to City Municipal Code Section 16.10.160. Affordable Housing The affordable housing requirements of Condition #77 were met when the subdivider dedicated Lots 163 to 169 to the Housing Authority o f the City of San Luis Obispo (HASLO) with Phase 2 of the map. The average residential unit size of the entire tract does not exceed 2000 square feet, so additional affordable housing is not required. Prado Road Bike Path Condition #1 of the tentative map required the subdivider to construct a Class 1 bike path connecting the existing terminus of Prado Road to Broad Street at the Damon-Garcia Sports Field, which is over ½ mile away. The condition was subject to acquisition of right -of-way from the Damon-Garcia family. The City has met with the Garcia family multiple times during each phase of Tract 2428 to discuss possible alignment of the trail and compensation for the right -of- way. The discussions were unsuccessful in generating an interest from the famil y to provide an easement along the Prado Road alignment, which is the only alignment that had the potential for reimbursement. The Garcia family stated that this alignment would conflict with existing uses on their property since the bike path would have to be fenced to keep out cattle and trespassers. Although other alignment options are possible, there is no approved development plan for the property, so it would just be guess work on where the trail could be located to have the least amount of conflict w ith future development. Even then, it would be likely that the trail would have to be reconstructed wholly or in part when development occurs, causing disruption to trail Packet Pg. 43 Item 6 users and resulting in throw-away work. Removal of the condition was expressly contemplated in the language of Condition # 1. Specifically, the condition stated in part that: If the Council concludes that it does not want to acquire the right of way via eminent domain and thereby the project cannot be completed, the Subdivider shall be alleviated from completing Condition #1. Pursuant to Condition #1.a and Government Code Section 66462.5, the Subdivider is requesting that Council relieve the Subdivider of this condition rather than pursue the eminent domain process. Eliminating the condition does not mean that the bike path would never be completed. It is shown in the OASP. It just means that it will be delayed, and construction of the path will be become the responsibility of whomever develops the Damon-Garcia property. It is recommended Condition #1 be removed from the project requirements rather than pursue eminent domain. The resolution approving the final map also includes elimination of this condition. Alternatively, the City Council could require that the Developer enter into an off-site acquisition agreement whereby the developer would pay for the City’s costs in acquiring the off- site right of way. Approving the Final Map The tentative map has an initial two-year life per Municipal Code Section 16.10.150. With the automatic extensions granted by the State Legislature per Sections 66452.21, 66452.22, 66452.23, and 66452.24 of the Subdivision Map Act (SMA), a City-granted extension of two years, and a three-year extension allowed for phasing of the map per Section 66452.6 of the SMA, this vesting tentative map now has an expiration date of July 3, 2021. Modifying the tentative map conditions did not extend the life of the map. All phases of the map must record prior to expiration of the tentative map. Additional time extensions are allowed. The final map for Tract 2428-3 (Attachment F) is ready to be approved. There are a few minor revisions still required for technical accuracy and condition compliance, but those changes will be completed before the map records. Pursuant to Section 16 .14.080 of the Municipal Code, the Public Works Director has determined that the final map is in substantial compliance with the tentative map and approved modifications thereof. California Government Code Section 66474.1 states that “a Legislative body shall not deny approval of a final or parcel map if it has previously approved a tentative map for the proposed subdivision and if it finds that the final or parcel map is in substantial compliance with the previously approved tentative map.” The approval of a final map is considered a ministerial action. Appropriate securities will be submitted prior to map recordation to guarantee completion of the required subdivision improvements as shown in the Subdivision Agreement (Attachment G). The Subdivision Agree ment is still in draft form as some details still need to be confirmed with the Subdivider such as amount and timing of fee payments, bonds, and specific language in the agreement. The resolution approving the final map (Attachment H) also authorizes the M ayor to sign the Subdivision Agreement requiring the Subdivider to complete the subdivision improvements. Adobe Sanicle There is a protected species of plant located on Tract 2428 called adobe sanicle (Sanicula maritima). Although some of the plants are located in areas within Tract 2428 that will be fenced Packet Pg. 44 Item 6 off (HOA-owned creek Lot 82 of Tract 2428-2, City-owned open space Lot 172 of Tract 2428-1, and City street right -of-way along Arezzo) others are located on lots intended to be developed (Lots 122 to 126 and Lot 61). The on-site adobe sanicle locations are shown in Attachment I. The subdivider obtained an “incidental take permit” from the California Department of Fish and Wildlife (CDFW) authorizing the relocation of the adobe sanicle from the sites to be developed to a suitable site where the plants can survive undisturbed. It is anticipated that relocation of the plants will begin in February 2019. CDFW, in conjunction with the City’s Natural Resources Manager, approved relocation of the plants to the City-owned open space Lot 172, which is part of the South Hills Natural Reserve, and Laguna Lake Natural Reserve, both of which currently have adobe sanicle located on them. Relocation of the plants to these areas will not affect any existing public access rights because these areas are not active or usable parts of the properties. The City will be compensated for the use of these areas as discussed in the Fiscal Impact section below. CDFW is requiring the City to grant to CDFW a Conservation Easement to preserve the plants and the subdivider is establishing an endowment fund to pay for the perpetual maintenance of these plant areas, including the fencing, on Lot 172, Laguna Lake Natural Reserve and in the Arezzo right -of-way. A draft Conservation Easement submitted to CDFW for review is included as Attachment J. The easement has not yet been reviewed by CDFW, so revisions are anticipated. The resolution approving the final map authorizes the Mayor to approve revisions to the Conservation Easement and execute the easement in a form substantially the same as shown in the attachment and as approved by the Community Development Director, the Natural Resources Manager, and the City Attorney. The resolution also authorizes the Mayor to execute any other easements or agreements related to the adobe sanicle in a form approved by the Community Development Director, the Natural Resources Manager, and the City Attorney. Until such time as the plant relocation is complete and the necessary easements are in place as required by CDFW, no building permits will be issued on Lots 122 to 126 and Lot 61. The subdivider has agreed to record a Notice of Requirements restricting development on these lots until the requirements for plant relocation and easements are met. Policy Context The proposed action approving the final map is consistent with the policies set forth in the previously referenced Municipal Code and California Government Code sections. Public Engagement Public notification for the tentative map and environmental d ocument occurred with the Planning Commission hearing on March 26, 2014. Approval of the final map is considered a ministerial action, so a public hearing to approve the final map is not required. CONCURRENCES The Director of Public Works and the Natural Resources Manager concur with the recommended action. Packet Pg. 45 Item 6 ENVIRONMENTAL REVIEW The City Council adopted the project’s Mitigated Negative Declaration (MND) on July 3, 2007 and approved an Addendum on April 15, 2014. The Final Environmental Impact Report prep ared for the Margarita Area Specific Plan and the amended MND for this project constitute the complete environmental determination for the project. The final map is substantially in compliance with the tentative map evaluated with this prior environmental determination. Approval of the final map is statutorily exempt under the California Environmental Quality Act (CEQA) pursuant to Section 15268(b)(3) Ministerial Projects (approval of final subdivision maps) of Title 14 of the California Code of Regulatio ns (State CEQA Guidelines). Therefore, no further environmental review is required. FISCAL IMPACT Budgeted: No Budget Year: N/A Funding Identified: Yes Fiscal Analysis: Funding Sources Current FY Cost Annualized On-going Cost Total Project Cost General Fund 0 0 0 State 0 0 0 Federal 0 0 0 Fees 0 0 0 Other: Endowment Fund 0 $2,831 Annual ongoing costs Total 0 $2,831 Annual ongoing costs There is no new fiscal impact to the City associated with approving the final map for Tract 2428-3. The table above represents costs estimated by Althouse & Meade to maintain the adobe sanicle plant locations following their initial establishment period on the open space Lot 172, Laguna Lake Natural Reserve, the street right-of-way of Arezzo, and on the HOA Lot 82. The subdivider is creating an endowment fund of $80,874 to produce the annual income necessary for long-term planting, establishing, maintaining, monitoring and reporting of the adobe sanicle locations. The HOA and the City will be able to draw from this endowment fund. The endowment fund will be created prior to map recordation, unless deferral is approved by the Community Development Director and CDFW. The Subdivider paid the City $2,000 for the 0.84 acres of City land being used for the off-site adobe sanicle mitigation. Although the City will retain ownership of the land, a fee simple value was used to calculate the value rather than an easement value because of the use restrictions that will be placed over the property. The fee simple value of the land was estimated at $2,500/acre given its environmental constraints, topography, and restrictions. The public improvements that will be constructed with this phase will result in an increase in Packet Pg. 46 Item 6 maintenance costs for the public streets, public water and sewer, and other infrastructure upon acceptance of the improvements by the City. These costs will be shown in future Financial Plans as the facilities are accepted and begin to require standard maintenance. The bike paths will be open to the public but will be privately-maintained by the HOA. The private streets, private sewer, private drainage, and private open space will be maintained by the HOA. ALTERNATIVES Deny approval of the final map. Denying approval of the final map can apply if findings are made that the requirements or conditions of the tentative map have not been met or performed (Section 66473 of the Subdivision Map Act) or if findings are made that the final map is not in substantial compliance with the previously approved tentative map (Sec tion 66474.1 of the Subdivision Map Act). Because the final map is in substantial compliance with the tentative map and all of the conditions of the map will be met or securities deposited prior to map recordation, Sections 66474.1 and 66473 of the Subdivision Map Act require that City Council approve the map. Therefore, denying approval of the final map is not a recommended alternative unless the required findings are made. Continue approval of the final map. If Council decides not to relieve subdivider o f the condition to construct the Class I bike path to Broad Street, then Council can continue approval of the map and direct staff to begin the process of eminent domain. This option is not recommended because the eminent domain process is lengthy and cost ly and would delay construction of additional housing stock. Furthermore, construction of the trail would conflict with existing uses on the Damon-Garcia property because it would have to be fenced to keep out cattle and trespassers. It could also conflict with future development on the property resulting in realignment of an already constructed trail when development occurs. Eliminating the condition does not preclude the City’s ability to acquire the bike connection in the future when the Damon-Garcia property develops because it is shown in the OASP. Attachments: a - Vicinity Map b - Reading File - Resolution No. 10514 (2014 Series) c - Reading File - Tentative Map d - Revised Lot Numbering e - Phasing Plan f - Final Map g - Subdivision Agreement h - Draft Resolution Approving Final Map i - Adobe Sanicle locations j - Conservation Easement - City property Packet Pg. 47 Item 6 Packet Pg. 48 Item 6 123456789101112131415161718202119222324252627282930313233343536373839404142434445464748495051525354555657585960618562636465666768697071727374847576777879808187869091898896959798991071061051041031021011001131121141151161171181191081091101111201218292939412212312412512612713813712812913613013513113413213314614514414314214114013915014714914815215183153154155156157158159160161162171170163164165168169167166172MARK DATE DESCRIPTIONBYwww.tetratech.com7/13/2015 2:34:40 PM - P:\100831\135-100831-14001\CAD\CONCEPTUAL\EH_COMPARISON OF LOT NUMBERS.DWG - NGUYEN, HAI1A234567BCDEFBar Measures 1 inchCopyright: Tetra TechTRACT 2428865 AEROVISTA PLACE, SUITE 230SAN LUIS OBISPO, CA 93401805 542 90520SCALE:30' 60'120'1" = 60'N1REVISED LOT NUMBERINGWITH PREVIOUS LOT NUMBERS AND LOT LINES####Packet Pg. 49 Item 6 Packet Pg. 50 Item 6 www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052Packet Pg. 51 Item 6 N0SCALE:50 1002001" = 100'www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052FOUND 1-1/4" IP NOTAG ACCEPTED AS114" IP TAGGED LS3877 AS SET PER13-MB-48Packet Pg. 52 Item 6 www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052Packet Pg. 53 Item 6 SEE SHEET 5N0SCALE:20' 40'80'1" = 40'www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052DETAIL ADETAIL BDETAIL CNOT TO SCALENOT TO SCALENOT TO SCALEDETAIL DNOT TO SCALEDETAIL DDETAIL FNOT TO SCALEDETAIL GNOT TO SCALETRACT 2428-1 (R1)Packet Pg. 54 Item 6 www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052SEE SHEET 4N0SCALE:10 20401" = 40'SEE SHEET 6SEE SHEET 6Packet Pg. 55 Item 6 www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052SEE SHEET 5N0SCALE:10 20401" = 40'Packet Pg. 56 Item 6 N0SCALE:10 20401" = 20'www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052 DRIVEWAY3_NTS DRIVEWAY4_NTS DRIVEWAY1_NTS DRIVEWAY2_NTS Packet Pg. 57 Item 6 N0SCALE:10 20401" = 20'www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052 DRIVEWAY3_NTS DRIVEWAY4_NTS DRIVEWAY1_NTS DRIVEWAY2_NTS Packet Pg. 58 Item 6 www.tetratech.com711 Tank Farm Road, Suite 110San Luis Obispo, CA 93401(805) 542-9052Packet Pg. 59 Item 6 1 SUBDIVISION AGREEMENT THIS AGREEMENT is dated this ______ day of ___________201___ by and between Margarita Ranch SLO, LLC, a California limited liability company, herein referred to as "Subdivider," and the CITY OF SAN LUIS OBISPO, herein referred to as the "City." RECITALS REFERENCE IS HEREBY MADE to that certain proposed subdivision of real property in the City of San Luis Obispo, County of San Luis Obispo, State of California, a description of which is shown on the Final Map of Tract 2428-3, City of San Luis Obispo, California, as approved by the City Council on the ____ day of ___________, 201___. The Subdivider desires that said Tract 2428-3 be accepted and approved as a Final Map pursuant to the Subdivision Regulations of the City of San Luis Obispo (Title 16 of the San Luis Obispo Municipal Code), and It is a condition of said regulations that the Subdivider agree to install the improvements as set forth on the plans therefore. TERMS AND CONDITIONS: In consideration of the foregoing, the Subdivider does hereby agree to construct and install the following Phase 3 subdivision improvements in accordance with said subdivision regulations, and in accordance with approved plans and specifications on file in the office of the City Engineer, City of San Luis Obispo, to wit: 1. CURB, GUTTERS AND SIDEWALKS 2. STREET BASE AND SURFACING 3. PEDESTRIAN AND BICYCLE PATHS Packet Pg. 60 Item 6 2 4. WATER MAINS and SEWER MAINS, including sewer laterals to the property line and water services to the curb stop. 5. LANDSCAPING 6. DRAINAGE STRUCTURES 7. STREET LIGHTS 8. ELECTRIC, GAS, TELEPHONE AND CABLE TELEVISION: In addition to the inspection and approval of such facilities by the City, each public utility shall be required to file a letter stating that the developer has properly installed all facilities to be provided by him, and that the said utility is prepared to provide service to residents upon request. 9. ENVIRONMENTAL MITIGATION 10. ANY & ALL OTHER IMPROVEMENTS shown on plans or required by project approvals. All of the above facilities shall be installed in the locations designated and to the plans and specifications on file and approved by said City Engineer. The lines and grades for all of said improvements shall be established by the Subdivider in accordance with said approved plans and specifications. The Subdivider agrees that the work of installing the above improvements shall begin within thirty (30) days from the date of recording of the final map, and that the work shall be completed within twelve (12) months of said recording date, unless an extension has been granted by the City, provided that if completion of said work is delayed by acts of God or labor disputes resulting in strike action, the Subdivider shall have an additional period of time equivalent to such period of delay in which to complete such work. Any extension of time hereunder shall not operate to release the surety on the Improvement Security filed pursuant to this agreement. In this connection, the surety waives the provisions of Section 2819 of the Civil Code of the State of California. Packet Pg. 61 Item 6 3 No building permits will be issued nor occupancy granted after the expiration date of the agreement until completion and acceptance of all subdivision improvements unless specifically approved by the City. The Subdivider does also agree to comply with the conditions established by the City Council and has paid the necessary fees as indicated on the attached Exhibits 1 and 2. The restoration of lost section corners and retracement of section lines within the Subdivision shall be in accordance with Article 5, paragraph 8771 et seq., of the Professional Land Surveyors Act, Chapter 15 of the Business and Professions Code of the State of California. The Subdivider attaches hereto, as an integral part hereof, and as security for the performance of this agreement, an instrument of credit or bond approved by and in favor of the City of San Luis Obispo, and conditional upon the faithful performance of this agreement. Said instrument of credit or bond is in the amount of $3,295,200 which is the amount of the estimated cost of said improvements for Phase 3. Subdivider agrees to remedy any defects in the improvements arising from faulty workmanship or materials or defective construction of said improvements occurring within twelve (12) months after acceptance thereof. In accordance with Sections 66499.7 and 66499.9 of the Government Code of the State of California, upon final completion and acceptance of the work, City will release all but 10% of the improvement security, that amount being deemed sufficient to guarantee faithful performance by the Subdivider of his obligation to remedy any defects in the improvements arising within a period of one year following the completion and acceptance thereof. Packet Pg. 62 Item 6 4 Completion of the work shall be deemed to have occurred on the date which the City Council shall, by resolution duly passed and adopted, accept said improvements according to said plans and specifications, and any approved modifications thereto. Neither periodic nor progress inspections or approvals shall bind the City to accept said improvements or waive any defects in the same or any breach of this agreement. “AS-BUILT” record drawings are to be submitted within four weeks of completion of construction and prior to City acceptance of the public improvements. If the Subdivider fails to complete the work within the prescribed time, the Subdivider agrees that City may, at its option, declare the instrument of credit or bond which has been posted by Subdivider to guarantee faithful performance, forfeited and utilize the proceeds to complete said improvements, or city may complete said improvements and recover the full cost and expense thereof from the Subdivider or his surety. The Subdivider has deposited with the City a labor and materials surety in the amount of 50% of the above described subdivision improvements ($1,647,600) in accordance with State law. Said Subdivider shall pay an inspection fee for City to inspect the installation of said subdivision improvements, and to verify that they have been completed in accordance with the plans and specifications. Title 16 of the San Luis Obispo Municipal Code, entitled "Subdivision," all plans and specifications on file with said City Engineer as a part of said Subdivision Map, and all other documents filed with the City by the Subdivider and approved by the City Engineer Packet Pg. 63 Item 6 5 are hereby referred to for further particulars in interpreting and defining the obligations of the Subdivider under this agreement. Pursuant to Government Code Section 66474.9(b), the subdivider shall defend, indemnify and hold harmless the City and/or its agents, officers and employees from any claim, action or proceeding against the City and/or its agents, officers or employees to attack, set aside, void or annul, the approval by the City of this subdivision, and all actions relating thereto, including but not limited to environmental review (“Indemnified Claims”). The City shall promptly notify the subdivider of any Indemnified Claim upon being presented with the Indemnified Claim and City shall fully cooperate in the defense against an Indemnified Claim. It is understood and agreed by and between the Subdivider and the City hereto that this agreement shall bind the heirs, executors, administrators, successors and assigns of the respective Parties to this agreement. It is agreed that the Subdivider will furnish copies of the successful bidder's contract unit prices and total bid prices for all of the improvements herein referred to. IN WITNESS WHEREOF, this agreement has been executed by: CITY OF SAN LUIS OBISPO SUBDIVIDER Margarita Ranch SLO, LLC, a California limited liability company MAYOR Heidi Harmon Dennis Moresco, Vice President ATTEST: CITY CLERK Teresa Purrington Packet Pg. 64 Item 6 6 EXHIBIT 1 TRACT 2428-3 SUBDIVISION AGREEMENT 1. The Subdivider has deposited a monumentation security in the amount of $31,400 to guarantee the installation of survey monuments in accordance with the approved map and payment for same. Said guarantee will be released once the installation of monuments has been verified and that existing monuments have not been disturbed, and upon receipt by the City of a letter from the Surveyor indicating that they have completed the work and have been paid. Subdivider shall adhere to the requirements of California Business and Professions Code Section 8771 with regards to monument preservation. The monumentation security also guarantees the replacement of any monuments that were disturbed during construction, along with filing of Records of Survey or Corner Records required by said Section 8771 2. Improvement plancheck fees for all phases of the subdivision were paid with Phase 1. No additional plancheck fees are required for Phase 3. 3. Construction inspection fees for Phase 3 of the subdivision have been paid, as listed in the attached EXHIBIT 2, based on the $3,295,179 construction cost estimate for Phase 3. 4. The subdivider shall comply with all requirements of Council Resolution No. 10514 (2014 Series) approving the tentative map. 5. Pursuant to Condition #7 of Council Resolution No. 10514 (2014 Series), the Subdivider has deposited a faithful performance security in the amount of $130,000 to retain a qualified traffic consultant to conduct traffic counts and speed measurements one-year after final occupancy or complete build-out of the subdivision or acceptance of public improvements, whichever occurs later. If the traffic volumes or speeds exceed City standards, the $130,000 security will be retained by the City to guarantee that Subdivider install additional City-approved traffic calming measures to reduce volume and speeds to comply with City standards. The additional measures shall be installed within six (6) months following notice from the City to install said measures. Another traffic study shall be performed twelve (12) months after complet ion of construction of the additional traffic calming measures. The $130,000 security will be released to the Subdivider once a City-approved traffic study demonstrates that traffic volumes and speeds comply with City standards. 6. The Subdivider has established an account in the amount of $166,689 to fund the annual cost of maintenance, protection, monitoring and reporting of the adobe sanicle plant for the initial period of time required by the California Incidental Take Permit for Tract 2428 issued by the California Department of Fish & Wildlife. 7. The Subdivider has established an endowment fund in the amount of $80,874 to generate sufficient revenue to fund the annual cost of maintaining the adobe sanicle locations in perpetuity. The City and the Toscano Homeowners Association may draw from this fund in order to maintain the adobe sanicle locations on their respective properties. Packet Pg. 65 Item 6 7 8. The Subdivider has compensated the City $2,000 for the use of the City’s property as off-site mitigation for the adobe sanicle. Packet Pg. 66 Item 6 8 EXHIBIT 2 TRACT 2428-3 FEE AND BOND LIST (3000 Calle Malva) Amount Form Date Received Bond Release Status Bonds and Guarantees: Total Faithful Performance for Phase 3 subdivision improvements (“FPB”) $3,295,200 xxx xxx Can be released upon City acceptance of improvements and deposit of one-year warranty surety. Labor & Materials (50% of total cost of Phase 3 improvements) $1,647,600 xxx xxx Can be released 90 days after acceptance of improvements, if no claims. (Civil Code Section 8412) Monument Guarantee for Phase 3 $31,400 CD or Letter of Credit xxx Can be released upon verification that monuments have been set and surveyor has been paid. Faithful Performance for completion of traffic counts and speed measurements and installation of additional traffic calming measures $130,000 Rider to Tract 2428-1 xxx See Exhibit 1 for timing and requirements regarding release. 10% Warranty $329,520 To be determined To be collected prior to release of FPB Can be released one-year after acceptance of improvements, if no defects. Fees: Map Check Fee for Phase 3 $26,394.91 Check 1/30/18 Plan Check Fee Paid with Phase 1 Construction Inspection fee for Phase 3 $112,444.82 Xxx xxx Park In-Lieu Fee for Phase 31 To be collected with building permit Affordable Housing Requirements Fulfilled in Phase 2 by dedication of lots to the Housing Authority Water, Wastewater, and Traffic Impact Fees1 To be collected with building permit Payment for use of Laguna Lake Park and Lot 172 as off-site mitigation for adobe sanicle $2,000 Paid with license agreement. Fund for initial capital costs, maintenance and reporting of adobe sanicle locations $166,689 Endowment for perpetual maintenance of adobe sanicle locaitons $80,874 1 All Impact Fees are adjusted annually (July 1) based on C CI. Credit given for demolished units. Packet Pg. 67 Item 6 R _____ RESOLUTION NO. (2019 SERIES) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO, CALIFORNIA, APPROVING THE FINAL MAP FOR TRACT 2428-3 (3000 CALLE MALVA, TR 121-13) WHEREAS, the City Council made certain findings concerning the phased vesting tentative map for Tract 2428, as prescribed in Resolution No. 10514 (2014 Series); and WHEREAS, the Community Development Director approved minor corrections to the tentative map as allowed by the City Municipal Code and California Government Code; and WHEREAS, the City Council approved the final map for the first phase of Tract 2428 (Tract 2428-1) on August 16, 2016, by Resolution No. 10737 (2016 Series); and WHEREAS, the City Council approved the final map for the second phase of Tract 2428 (Tract 2428-2) on August 15, 2017, by Resolution No. 10825 (2017 Series); and WHEREAS, the subdivider has requested that the Council approve this third and final phase of Tract 2428 (Tract 2428-3); and WHEREAS, subdivider has been unable to acquire an off-site easement for a bike path to connect to Prado Road required per Condition #1 of Council Resolution No. 10514 (2014 Series); and WHEREAS, the City Council has elected not to lend their powers of condemnation to acquire said off-site easement for a bike path; and WHEREAS, all other requirements, conditions and mitigation measures required per said Resolution No. 10514 (2014 Series) have been completed or appropriate securities will be in place to guarantee their completion prior to map recordation ; and WHEREAS, the subdivider will submit appropriate securities to guarantee installation of the required subdivision improvements as shown on the approved plans for this phase prior to map recordation, and all fees for this phase will be received prior to map recordation, as prescribed in the Subdivision Agreement; and WHEREAS, an incidental take permit for Tract 2428 issued by the California Department of Fish and Wildlife (CDFW) requires the City to grant to CDFW a Conservation Easement for the adobe sanicle plant that is located on or being relocated to Lot 172 of Tract 2428-1, the street right- of-way along San Vincenzo, and Laguna Lake Park; and Packet Pg. 68 Item 6 Resolution No. (2019 Series) Page 2 WHEREAS, the City Council adopted the project’s Mitigated Negative Declaration (MND) on July 3, 2007, and approved an Addendum on April 15, 2014. The Final Environmental Impact Report prepared for the Margarita Area Specific Plan and the amended MND for this project constitute the complete environmental determination for the project. Approval of a final map is statutorily exempt under the California Environmental Quality Act (CEQA) pursuant to Section 15268(b)(3) Ministerial Projects (approval of final subdivision maps) of Title 14 of the California Code of Regulations (State CEQA Guidelines. Therefore, no further environmental review is required. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of San Luis Obispo as follows: SECTION 1. Condition #1 of Resolution No. No. 10514 (2014 Series) is hereby waived. SECTION 2. The final map for Tract 2428-3 is found to be in substantial compliance with the tentative map. SECTION 3. The Subdivision Agreement for Tract 2428-3 is approved and the Mayor is authorized to approve minor revisions to the agreement and execute the document in a form substantially the same as shown in Attachment G of the staff report. SECTION 4. Approval of the final map for Tract 2428-3 shown in Attachment F of the staff report is hereby granted with the understanding that minor changes to the final map for technical accuracy and condition compliance may still be needed. The Public Works Director is authorized to approve these changes and record the map when it is deemed to be complete and all conditions and mitigation measures are complied with. SECTION 5. The Mayor is authorized to approve revisions to the Conservation Easement for the adobe sanicle granting an easement on City property to the California Department of Fish & Wildlife and execute the easement in a form substantially the same as shown in Attachment J of the staff report and as approved by the Community Development Director, the Natural Resources Manager, and the City Attorney. The Mayor is also authorized to execute any other easements or agreements related to the adobe sanicle in a form approved by the Community Development Director, the Natural Resources Manager, and the City Attorney. SECTION 6. The Mayor and City staff are authorized to take action necessary to carry out the intent of this resolution. Packet Pg. 69 Item 6 Resolution No. (2019 Series) Page 2 SECTION 7. Environmental Review. The Final Environmental Impact Report prepared for the Margarita Area Specific Plan and the amended Mitigated Negative Declaration for Tract 2428 constitute the complete environmental determination for the project. Approval of the final map is statutorily exempt under the California Environmental Quality Act (CEQA) pursuant to Section 15268(b)(3) Ministerial Projects (approval of final subdivision maps) of Title 14 of the California Code of Regulations (State CEQA Guidelines). Therefore, no further environmental review is required. Upon motion of _______________________, seconded by ________________________, and on the following roll call vote: AYES: NOES: ABSENT: The foregoing resolution was adopted this ______ day of _______________ 2019. ____________________________________ Mayor Heidi Harmon ATTEST: ____________________________________ Teresa Purrington City Clerk APPROVED AS TO FORM: _____________________________________ J. Christine Dietrick City Attorney IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Luis Obispo , California, this ______ day of ______________, _________. ____________________________________ Teresa Purrington City Clerk Packet Pg. 70 Item 6 5960 31 32 58 30292827262524 17 18 20 21 22 23 19 15 16 42 43 47464544 83 34 3533 3736 4041 39 38 57 55 56 54 4948 5352 5150 82 61 72 63 82 64 83 62 6566676871 70 69 134 108112110109 119 138 137 131 132133 129 128 127 123 121120118117115113 114 116 111 130135 136 125 126122 124 164 162 147 146156 151153 152 149 168 166165 145 169 167 140 139 142141 144143 150 148157 171170 161 0 250 500125Feet Althouse and Meade, Inc. Tract 2428 DevelopmentSan Luis Obispo County, California ± Protected Adobe Sanicle Extant Permanently Impacted Adobe Sanicle Patch Lot Boundaries and Road Alignment Tract 2428 Development Boundary Figure 7a. Adobe Sanicle Patches Impacts Updated June 15, 2018 02:02 PM by: MMP Patch 3 Patch 3 Patch 1 Patch 1 Patch 2 Site plan data provided by Tetra TechPacket Pg. 71Item 6 Page 1 32476\6431813.4 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: State of California Department of Fish and Wildlife Habitat Conservation Planning Branch 1419 9th Street, Room 1266 Sacramento, CA 95814 Exempt from recording fees – Govt. Code §6103 CONSERVATION EASEMENT DEED This CONSERVATION EASEMENT DEED (“Conservation Easement ”) is made this _____ day of ____________20____ (“Effective Date”), by THE CITY OF SAN LUIS OBISPO, CALIFORNIA, a municipal entity (“Grantor") in favor of THE STATE OF CALIFORNIA (“Grantee”), acting by and through its Department of Fish and Wildlife, with reference to the following facts: RECITALS A. Grantor is a California municipal entity and is the sole owner in fee simple of those certain real properties located in the City of San Luis Obispo, County of San Luis Obispo, State of California, described as: (1) a parcel within Laguna Lake Natural Reserve (“LLNR”), as more fully described on Exhibit A attached hereto and incorporated herein by reference; and (2) a parcel within South Hills Natural Reserve (“SHNR”), as more fully described on Exhibit B attached hereto and incorporated herein by reference. These parcels within LLNR and SHNR shall be collectively referred to herein as the “Propert ies.” B. Grantor intends to grant a conservation easement over: (1) a 0.34-acre portion of LLNR (“LLNR Easement Area”), which is legally described and depicted in Exhibit C attached hereto and incorporated herein by reference; and (2) a 0.29-acre and 0.21-acre portion of SHNR (collectively “SHNR Easement Area”), which is legally described and depicted in Exhibit D attached hereto and incorporated herein by reference. The LLNR Easement Area and SHNR Easement Area shall be collectively referred to herein as the “Easement Areas.” C. LLNR is comprised of approximately 344 acres that is governed by a Conservation Plan so as to be managed in accordance with Grantor’s Open Space Regulations and the Conservation and Open Space Element of Grantor’s General Plan. The Conservation Plan provides a framework for long-term stewardship of the reserve, and it places a priority on maintaining the natural ecosystem, including the protection of plants and animals. Among other things, species of special concern or with designations under the California Native Plant Society are protected and monitored for long-term recovery. One of the sensitive plant species found and specifically protected by Grantor at the reserve is the Adobe Sanicle (Sanicula maritima). Packet Pg. 72 Item 6 Page 2 32476\6431813.4 D. SHNR is comprised of approximately 130 acres t hat is governed by a Conservation Plan so as to be managed in accordance with Grantor’s Open Space Regulations and the Conservation and Open Space Element of Grantor's General Plan. The Conservation Plan provides a framework for long-term stewardship of t he reserve, and it places a priority on maintaining the natural ecosystem, including the protection of native plant and animal species. One of the sensitive plant species found at the reserve is the Adobe Sanicle. E. On April 15, 2014, the City Council o f the City of San Luis Obispo approved Resolution No. 10514 (2014 Series) authorizing the development of Tract 2428 in the Margarita Area of the City subject to certain conditions of approval (“Project”). F. Mitigation Measure No. 6 of Section 2 of Resolution No. 10514 (2014 Series) for the Project allows for relocation of some individuals of Adobe Sanicle on Tract 2428 to suitable sites within the Project open space as well as other suitable off-site locations approved by Grantor. The City Council specifically authorized the use of several areas within Laguna Lake Park (now known as LLNR) for relocation of Adobe Sanicle plants. Accordingly, the developer of the Project, Margarita Ranch SLO, LLC (“Developer”), has or will leave some plants in their original location, transplant some plants within the Project open space and other plants within Grantor approved areas of LLNR or other suitable off-site designated areas, including SHNR. Developer entered into agreements with researchers who received Research Permits from Grantee to begin undertaking these activities (collectively “Research Permits”). G. On June 14, 2017, Grantor entered into a License Agreement with Developer to authorize Developer and its agents to plant and transplant seedlings, root cuttings and Adobe Sanicle plants to the Properties and to maintain them for five years as contemplated by the Research Permits. As contemplated by Paragraph 10 of the License Agreement, this Conservation Easement supersedes the License Agreement, which will be mutually terminated by Grantor and Developer once this Conservation Easement has been recorded. H. The Easement Areas are in a predominantly unimproved natural condition and possess wildlife and habitat values of great importance to Grantor, Grantee, and the people of the State of California. The Easement Areas provide high quality habitat for Adobe Sanicle plants. Individually and collectively, these wildlife and habitat values comprise the “Conservation Values” of the Easement Areas. I. The California Department of Fish and Wildlife (“CDFW”) has jurisdiction, pursuant to Fish and Game Code section 1802, over the conservation, protection, and management of fish, wildlife, native plants and the habitat necessary for biologically sustainable populations of those species, and CDFW is authorized to hold conservation easements for these purposes pursuant to Civil Code section 815.3, Fish and Game Code section 1348, and other provisions of California law. J. This Conservation Easement provides mitig ation for certain impacts on the Adobe Sanicle plant of the Project located in the City of San Luis Obispo, County of San Luis Obispo, State of California pursuant to California Native Plant Protection Act Incidental Take Permit No. _________, issued to Developer, dated ________, 2018 (“Incidental Take Permit”). Packet Pg. 73 Item 6 Page 3 32476\6431813.4 COVENANTS, TERMS, CONDITIONS AND RESTRICTIONS For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and pursuant to California law, including Civil Co de sections 815, et seq., Grantor hereby voluntarily grants and conveys to Grantee a conservation easement in perpetuity over the Easement Areas. 1. Purposes. The purposes of this Conservation Easement are to ensure that the Easement Areas will be retained forever in their natural, restored or enhanced condition for conservation of the Adobe Sanicle plant and to prevent any use of the Easement Areas that will impair or interfere with the Conservation Values of the Easement Areas. Grantor intends that t his Conservation Easement will confine the use of the Easement Areas to activities that are consistent with such purposes, including, without limitation, those involving the preservation, restoration, and enhancement of Adobe Sanicle. 2. Grantee’s Rights. To accomplish the purposes of this Conservation Easement, Grantor hereby grants and conveys the following rights to Grantee : (a) To preserve and protect the Conservation Values of the Easement Areas; (b) To enter the Properties at reasonable times and upon reasonable notice in order to access the Easement Areas to monitor compliance with and otherwise enforce the terms of this Conservation Easement, and for scientific research and interpretive purposes by Grantee or its designees if explicitly authorized in the Incidental Take Permit or the Research Permits, provided that Grantee shall not unreasonably interfere with Grantor's authorized use and quiet enjoyment of the Properties; (c) To prevent any activity on or use of the Easement Areas that is inconsistent with the purposes of this Conservation Easement and to require the restoration of such areas or features of the Easement Areas that may be damaged by any use or activity that is inconsistent with the purposes of this Conservation Easement, except as set forth in Section 11 herein; and (d) All present and future development rights appurtenant to, allocated, implied, reserved or inherent in the Easement Areas, except as set forth in Sections 4 and 6 herein; such rights are hereby terminated and extinguished, and may not be used on or transferred to any portion of the Easement Areas, the Properties, nor any other property adjacent or otherwise. 3. Prohibited Uses. Any activity on or use of the Easement Areas that is inconsistent with the purposes of this Conservation Easement is prohibited. Without limiting the generality of the foregoing, the following uses and activities by Grantor, Grantor’s agents and third parties are expressly prohibited: (a) Filling, dumping, excavating, drilling, mining, grading or any other similar land disturbance; Packet Pg. 74 Item 6 Page 4 32476\6431813.4 (b) Construction, reconstruction, erecting or the placement of any building, structure or improvement of any kind; (c) Commercial, industrial, agricultural, residential or institutional uses; (d) Any division, subdivision or partitioning of the Easement Area; (e) Depositing or the accumulation of soil, trash, refuse, waste or any other materials; (f) Removing, destroying, or cutting of trees, shrubs or other vegetation, except as required by law for wildland fire vegetation control (weed abatement) or weeding as needed to promote the health of the Adobe Sanicle plants; (g) Altering the surface or general topography of the Easement Area, including, but not limited to, alt erations to habitat, building roads, paving or otherwise covering the Easement Area with concrete, asphalt or any other impervious material; (h) Planting, introducing or dispersing non-native or exotic plants; (i) Use of off-road vehicles and use of any other motorized vehicles except on existing roadways; and (j) Manipulating, impounding or altering any natural water course, or body of water located on the Easement Areas, and activities or uses on the Easement Areas detrimental to water quality, including but not limited to degradation or pollution of any surface o r sub-surface waters. 4. Allowed Uses. Notwithstanding anything herein to the contrary, nothing in this Conservation Easement shall prohibit Grantor from conducting seasonal livestock grazing in the Easement Areas, installing or maintaining native landscaping within the Easement Areas, or allowing public access to the Easement Areas, provided such uses do not unreasonably interfere with the purpose and intent of this Conservation Easement. 5. Grantor’s Duties. Pursuant to the Incidental Take Permit, Developer will be funding the installation of fences to enclose each of the Easement Areas and the posting of signs to warn the public regarding the easement usage, and these features shall be maintained over time. These actions shall constitute reasonable actions by Grantor to prevent the unlawful entry and trespass by persons whose activities may degrade or harm the Conservation Values of the Easement Areas. In addition, Grantor shall undertake all necessary actions to perfect the rights of Grantee under Section 2 of this Conservation Easement. 6. Reserved Rights. Grantor reserves to itself, and to its officials, officers and employees, agents, representatives, successors and assigns, all rights accruing from its ownership of the Easement Areas, including the right to engage in or to permit or invite the public to engage Packet Pg. 75 Item 6 Page 5 32476\6431813.4 in all uses of the Easement Areas that are not expressly prohibited or limited by, and are consistent with the purposes of, this Conservation Easement. 7. Grantee’s Remedies. (a) If Grantee determines that a violation of the terms of this Conservation Easement has occurred or is threatened, Grantee shall give written notice to Grantor of such violation and demand in writing the cure of such violation (“Notice of Violation”). Notice shall be provided in accordance with Section 20 of this Conservation Easement. Grantor and Grantee shall meet and confer in person or by telephone within twenty (20) days after Grantor’s receipt of the Notice of Violation in a good faith effort to resolve their differences regarding any alleged violation(s). No action described in section (b) herein shall be taken unless or until such a conference has taken place. (b) If Grantor fails to cure the violation within forty-five (45) days after receipt of the Notice of Violation, or if the cure reasonably requires more than forty-five (45) days to complete and Grantor fails to begin the cure within the forty-five (45)-day period or fails to continue diligently to complete the cure, Grantee may br ing an action at law or in equity in a court of competent jurisdiction for any or all of the following: to recover any damages to which Grantee may be entitled for violation of the terms of this Conservation Easement or for any injury to the Conservation Values of the Easement Areas; to enjoin the violation, by temporary or permanent injunction; to pursue any other legal or equitable relief, including, but not limited to, the restoration of the Easement Areas to the condition in which it existed prior to an y such violation or injury; or to otherwise enforce this Conservation Easement. (c) Grantee’s remedies described in this section shall be cumulative and shall be in addition to all remedies now or hereafter existing at law or in equity, including but no t limited to, the remedies set forth in Civil Code sections 815, et seq. (d) If at any time in the future Grantor or any subsequent transferee uses or threatens to use the Easement Areas for purposes inconsistent with this Conservation Easement then, despite the provisions of Civil Code section 815.7, the California Attorney General, any person and any entity with a justiciable interest in the preservation of this Conservation Easement has standing as an interested party in any proceeding affecting this Conservation Easement. 8. Attorneys’ Fees and Costs. If suit, arbitration or other action of any type or nature is brought by Grantee to enforce any of the terms and conditions of this Conservation Easement, be it in law or in equity, the prevailing part y shall be entitled to an award of its attorney’s fees in addition to all other costs and/or expenses of collection, suit, arbitration and/ or other action taken, including, but not limited to, costs of restoration of the Easement Areas. 9. Grantee’s Discretion. Enforcement of the terms of this Conservation Easement by Grantee shall be at its discretion, and any forbearance by Grantee to exercise its rights under this Conservation Easement in the event of any breach of any term of this Conservation Ea sement shall not be deemed or construed to be a waiver by Grantee of such term or of any subsequent Packet Pg. 76 Item 6 Page 6 32476\6431813.4 breach of the same or any other term of this Conservation Easement or of any rights of Grantee under this Conservation Easement. No delay or omission by Gr antee in the exercise of any right or remedy shall impair such right or remedy or be construed as a waiver. 10. Baseline Conditions. Grantor and Grantee acknowledge and agree that the baseline conditions assessment prepared by Althouse and Meade, Inc. dated _________________, which has been prepared within six months prior to the Effective Date, accurately depicts the conditions of the Easement Areas at the time that this Conservation Easement becomes effective. 11. Acts Beyond Grantor’s Control. Nothing contained in this Conservation Easement shall be construed to entitle Grantee to bring any action against Grantor for any injury to or change in the Easement Areas resulting from any (i) natural cause beyond Grantor's control, including, without limitation, fire not caused by Grantor, flood, storm, long-term drought, long-term change in regional climate conditions, earth movement and disease outbreaks, or any prudent action taken by Grantor under emergency conditions to prevent, abate, or mitigat e significant injury to the Properties or public health or safety resulting from such causes; (ii) acts by Grantee or a third -party beneficiary, or any of their employees or agents; or (iii) acts by any person, including the general public, not under Grant ee's direction or control. 12. Project Developer Obligations. Developer is solely responsible for funding and implementing the requirements of the Incidental Take Permit. Grantor does not have legal responsibility for funding or implementing Incidental Take Permit requirements, except to the extent that Grantor is expected to perform long-term Incidental Take Permit responsibilities using the endowment described below. Developer has established (A) a fund [revise description when exact form in known] to pay for mitigation and Incidental Take Permit tasks necessary in the first five years, and (B) an endowment satisfactory to Grantor and Grantee that fully funds the long -term planting, establishing, maintaining, monitoring and reporting on the status of the Adobe Sanicle plants that are propagated in or transplanted to the Easement Areas as required by the Incidental Take Permit issued by Grantee and the Adobe Sanicle mitigation obligations required by Grantor. 13. Costs and Liabilities. Except as provided in Section 12, Grantor retains all responsibilities and shall bear all costs and liabilities of any kind related to the ownership, operation, upkeep, and maintenance of the Properties, including the Easement Areas. Grantor agrees that Grantee shall not have any duty or responsibility for the operation, upkeep or maintenance of the Properties, the monitoring of hazardous conditions thereon, or the protection of Grantor, the public or any third parties from risks relating to conditions on the Propertie s. Grantor remains solely responsible for obtaining any applicable governmental permits and approvals required for any activity or use permitted by this Conservation Easement, including those required from Grantee acting in its regulatory capacity, and an y activity or use shall be undertaken in accordance with all applicable federal, state, local and administrative agency statutes, codes, ordinances, rules, regulations, orders and requirements. 14. CDFW Right of Enforcement . All rights and remedies as conveyed to Grantee under this Conservation Easement shall extend to and enforceable by CDFW. These enforcement rights are in addition to, and do not limit, the rights of enforcement CDFW has against Developer under the Incid ental Take Permit. Packet Pg. 77 Item 6 Page 7 32476\6431813.4 15. Taxes; No Liens. Grantor shall pay before delinquency all taxes, assessments (general and special), fees, and charges of whatever description levied on or assessed against the Properties, if any, including the Easement Areas, by competent authority (collectively “Taxes”), including any Taxes imposed upon, or incurred as a result of, this Conservation Easement, and shall furnish Grantee with satisfactory evidence of payment upon request. Grantor shall keep the Easement Areas free from any liens, including those arising out of any obligations incurred by Grantor for any labor or materials furnished or alleged to have been furnished to or for Grantor at or for use on the Properties, including the Easement Areas. 16. Hold Harmless. Grantor shall hold harmless, protect, and indemnify Grantee and its directors, officers, employees, agents, contractors, and representatives and the heirs, personal representatives, successors and assigns of each of them (each an “Indemnified Party” and, co llectively, "Indemnified Parties") from and against any and all liabilities, penalties, costs, losses, damages, expenses (including, without limitation, reasonable attorneys' fees and experts' fees), causes of action, claims, demands, orders, liens or judg ments (each a “Claim” and, collectively, “Claims”), arising from or in any way connected with: (1) injury to or the death of any person, or physical damage to any property, resulting from any act, omission, condition, or other matter related to or occurring on or about the Conservation Easement, regardless of cause, except that this indemnification shall be inapplicable to Indemnified Parties with respect to any Claim due partly or solely to the negligence of Grantee, in which case indemnification shall b e apportioned according to comparative negligence principles; (2) the obligations specified in Sections __, __, and __ [verify the Section numbers listed here refer to “Grantor’s Duties,” “Costs and Liabilities,” and “Taxes; No Liens” sections], and (3) the existence or administration of this Conservation Easement. If any action or proceeding is brought against any of the Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from Grantee, defend such act ion or proceeding by counsel reasonably acceptable to Grantee or reimburse Grantee for all charges incurred for services of the California Attorney General in defending the action or proceeding. 17. Extinguishment . If circumstances arise in the future that render the purposes of this Conservation Easement impossible to accomplish, this Conservation Easement can only be terminated or extinguished, in whole or in part, by judicial proceedings in a court of competent jurisdiction. 18. Condemnation. This Conservation Easement is a “wildlife conservation easement” acquired by a State agency, the condemnation of which is prohibited except as provided in Fish and Game Code section 1348.3. If the Conservation Easement is condemned, the net proceeds from the condemnation shall be used in compliance with Government Code section 65966(j). 19. Transfer of Easement . This Conservation Easement may be assigned or transferred by Grantee only to another entity or organization authorized to acquire and hold conservation easements pursuant to Civil Code section 815.3 and Government Code section 65967 (and any successor or other provisions then applicable) or the laws of the United States. Grantee shall require the assignee to record the assignment in the county where the Properties are Packet Pg. 78 Item 6 Page 8 32476\6431813.4 located. The failure of Grantee to perform any act provided in this section shall not impair the validity of this Conservation Easement or limit its enforcement in any way. 20. Notices. Any notice, demand, request, consent, approval, or other communication that any party desires or is required to give to the other parties shall be in writing and be served personally or sent by recognized overnight courier that guarantees next -day delivery or by first class United St ates mail, postage fully prepaid, and addressed as follows: To Grantor: City of San Luis Obispo 990 Palm Street San Luis Obispo, California 93401 Attn: City Manager To Grantee: California Department of Fish and Wildlife Region 4 1234 East Shaw Avenue Fresno, California 93710 Attn: Regional Manager Copy to: California Department of Fish and Wildlife Office of the General Counsel 1416 Ninth Street, 12th Floor Sacramento, California 95814-2090 Attn: General Counsel or to such other address as Grantor or Grantee shall designate by written notice to the other parties. Notice shall be deemed effective upon delivery in the case of personal delivery or delivery by overnight courier or, in the case of delivery by first class mail, three (3) days after deposit into the United States mail. 21. Amendment . This Conservation Easement may be amended by Grantor and Grantee only by mutual written agreement . Any such amendment shall be consistent with the purposes of this Conservation Easement and California law governing conservation easements and shall not affect its perpetual duration. Any such amendment shall be recorded in the Official Records of the county in which the Properties are located. 22. Additional Provisions. (a) Controlling Law. The interpretation and performance of this Conservation Easement shall be governed by the laws of the State of California, disregarding the conflicts of law principles of such state. (b) Liberal Construction. Despite any general rule of construction to the contrary, this Conservation Easement shall be liberally construed to accomplish the purposes of this Conservation Easement and the policy and purpose of C ivil Code sections 815, et seq. If any provision in this instrument is found to be ambiguous, an interpretation consistent with the Packet Pg. 79 Item 6 Page 9 32476\6431813.4 purposes of this Conservation Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. (c) Severability. If a court of competent jurisdiction voids or invalidates on its face any provision of this Conservation Easement, such action shall not affect the remainder of this Conservation Easement. If a court of competent jurisdiction voids or invalidates the application of any provision of this Conservation Easement to a person or circumstance, such action shall not affect the application of the provision to any other persons or circumstances. (d) Entire Agreement. This instrument sets forth the entire agreement of the parties with respect to the Conservation Easement and supersedes all prior discussions, negotiations, understandings, or agreements of the parties relating to the Conservation Easement. No alteration or variation of this instrument shall be valid or binding unless contained in an amendment in accordance with Section 21. (e) No Forfeiture. Nothing contained in this Conservation Easement will result in a forfeiture or reversion of Grantor's title in any respect. (f) Successors. The covenants, terms, conditions, and restrictions of this Conservation Easement shall be binding upon, and inure to the benefit of, the parties and their respective personal representatives, heirs, successors, and assigns and shall constitute a servitude running in perpetuity with the Properties. (g) Termination of Rights and Obligations. A party's rights and obligations under this Conservation Easement terminate upon transfer of the party's interest in the Conservation Easement or Properties, except that liability for acts, omissions, or breaches occurring prior to transfer shall survive transfer. (h) Authority of Parties. Grantor represents and warrants that it is the true owner of the Property. All persons e xecuting this Conservation Easement on behalf of a party warrant that they have the authority to execute this Conservation Easement on behalf of that party. (i) Warranty. Grantor represents and warrants that Grantor is the sole owner of fee simple title to the Properties; that the Properties are not subject to any other conservation easement, except ______________________; and there are no outstanding mortgages, liens, encumbrances or other interests in the Properties (including, without limitation, water and mineral interests) that may conflict or are otherwise inconsistent with this Conservation Easement and which have not been expressly subordinated to this Conservation Easement by a written, recorded Subordination Agreement approved by Grantee. (j) Captions. The captions in this instrument have been inserted solely for convenience of reference and are not a part of this instrument and shall have no effect upon its construction or interpretation. Packet Pg. 80 Item 6 Page 10 32476\6431813.4 (k) Recording. Grantee shall record this Conservation Easement in the Official Records of the county in which the Properties are located, and Grantee may re-record it at any time as it deems necessary to preserve its rights in this Conservation Easement. (m) Exhibits. The following Exhibits referenced in this Conservation Easement are attached to and incorporated by reference in this Conservation Easement: EXHIBIT A – Legal Description of LLNR Property EXHIBIT B – Legal Description of SHNR Property EXHIBIT C – Legal Description and Map of LLNR Easement Area EXHIBIT D – Legal Description and Map of SHNR Easement Area IN WITNESS WHEREOF Grantor has executed this Conservation Easement as of the day and year first above written. GRANTOR: City of San Luis Obispo, San Luis Obispo County, California BY: Heidi Harmon, Mayor DATE: Pursuant to authority conferred by Resolution No. __________________________ [NOTE: ATTACH EXHIBITS AND FORM OF NOTARY ACKNOWLEDGMENT] Packet Pg. 81 Item 6 Page 11 32476\6431813.4 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the Conservation Easement Deed by the City of San Luis Obispo, California, dated ___________________, to the State of California, Grantee, acting by and through its California Department of Fish and Wildlife ("CDFW"), a governmental agency (under Government Code section 27281), is hereby accepted by the undersigned officer on behalf of CDFW, pursuant to the California Fish and Game Code. GRANTEE: STATE OF CALIFORNIA, by and through its DEPARTMENT OF FISH AND WILDLIFE By: ____________________________ Title: ___________________________ Authorized Representative Date: ___________________________ Packet Pg. 82 Item 6 Page 12 32476\6431813.4 State of California } County of San Luis Obispo } On___________________, before me,__________________________________________, Date Name and Title of the Officer personally appeared, _____________________________________________________, Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature Signature of Notary Public Place Notary Seal Above State of California } County of San Luis Obispo } On________________, before me,__________________________________________, Date Name and Title of the Officer personally appeared, _____________________________________________________, Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature Signature of Notary Public Place Notary Seal Above A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached and not the truthfulness, accuracy, or validity of that document. A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached and not the truthfulness, accuracy, or validity of that document. Packet Pg. 83 Item 6 Page 13 32476\6431813.4 EXHIBIT A LEGAL DESCRIPTION OF LLNR PROPERTY (TO BE ATTACHED) Packet Pg. 84 Item 6 Page 14 32476\6431813.4 EXHIBIT B LEGAL DESCRIPTION OF SHNR PROPERTY (TO BE ATTACHED) Packet Pg. 85 Item 6 Page 15 32476\6431813.4 EXHIBIT C LEGAL DESCRIPTION AND MAP OF LLNR EASEMENT AREA (TO BE ATTACHED) Packet Pg. 86 Item 6 Page 16 32476\6431813.4 EXHIBIT D LEGAL DESCRIPTION AND MAP OF SHNR EASEMENT AREA (TO BE ATTACHED) Packet Pg. 87 Item 6 Page intentionally left blank. Packet Pg. 88 Item 6