HomeMy WebLinkAboutONE BROADWAY PLAZA DEV. AGMT
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RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Clerk of the Council
city of Santa Ana
20 Civic Center Plaza, M-30
P.O. Box 1988
Santa Ana, California 92702
FREE RECORDING
GOVERNMENT CODE § 6103
DEVELOPMENT AGREEMENT
by and between
THE CITY OF SANTA ANA
and
ONE BROADWAY PLAZA, LLC,
1200 N. MAIN, LLC, and
845 BROADWAY, LLC
Dated: July 19,2004
EXHIBIT 1
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DEVELOPMENT AGREEMENT BETWEEN
THE CITY OF SANTA ANA and
ONE BROADWAY PLAZA, LLC,
1200 N. MAIN, LLC, and
845 BROADWAY, LLC
This DEVELOPMENT AGREEMENT ("Agreement") is entered into between
THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the
Constitution and laws of the State of California ("City") on the one hand, and ONE
BROADWAY PLAZA, LLC, 1200 N. MAIN LLC, and 845 BROADWAY LLC, each of which
is a California Limited Liability Company (collectively referred to herein as "Owner" or
"Property Owner"), on the other hand.
1.
RECITALS. The Agreement is entered into with reference to the following
facts:
1.1 Agreement. The purpose ofthis agreement was to facilitate the
development of the 37 story, 518,000 square foot, Class A office building and associated parking
structure and ancillary commercial development contemplated by the City's Specific Design
Zoning Designation SD-75, Environmental Impact Report No. 99-01, General Plan Amendment
No. 2004-01 and Zoning Ordinance Amendment No. 2004-02 (the "Pre-Existing Approval
Entitlements").
1.2 Code Authorization. City is authorizcd pursuant to Government Code
Sections 65864 through 65869.5 to enter into Development Agreements with persons having
legal or equitable interests in real property for the purpose of establishing certainty for both City
and Owner in the development process. City enters into the Agreement pursuant to the
provisions of the Govemment Code and applicable City policies. The parties acknowledge:
(1)
the time of development.
This Agrccmcnt is intended to assure adequate public facilities at
(2) This Agreement is intended to assure development in accordance
with City's General Plan, applicable Specific Plans and Specific Development District No. 75.
(3) This Agreement will pern1it achievement of goals and objectives as
reflected in the City's General Plan, all applicable Specific Plans and Specific Development
District No. 75.
(4) Owner is required by existing City regulations to provide
mitigation for certain impacts and pay celiain regulatory fees as condi tions of approvals through
the regulatory process.
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(5) This Agreement will allow City to realize extraordinary and
significant public infrastructure facilities and other supplemental benefits in addition to those
available through the existing regulatory process.
(6) Many of the extraordinary and significant benefits identified as
consideration to City for entering into this Agreement are of regional significance, relate to
existing deficiencies in public facilities, require Owner to contribute a greater percentage of
benefits than would otherwise be required and/or pay such benefits sooner, and represent benefits
which would not otherwise be required as part of the development process.
1.2 Owner. Owner represents and warrants that it has a legal or equitable
interest in the real property located in City of Santa Ana, California, legally described on Exhibit
A attached hereto and incorporated herein, and graplúcally described on Exhibit B attached
hereto and incorporated herein (hereinafter the "Property"). The Property is approximately 4.339
acres in size and is currently occupied by commercial and residential development.
1.3 Interest of Owner. Owner hereby represents that it has an equitable and
legal interest in the Property. Owner further hereby represents that it has approved this
Agreement and is authorized to enter into this Agreement.
1.4 Planning Commission - Council Hearings. On June 14,2004, the
Planning Commission of the City ("Planning Commission"), after giving notice pursuant to
Government Code Sections 65090 and 65091, held a public hearing to consider the Owner's
application for this Agreement. The Planning Commission recommended to the City Council of
City that it execute this Agreement. On July 6, 2004, the City Council of the City of Santa Ana
("Council"), after providing notice as required by law, held a public hearing to consider the
Owner's application for this Agreement.
1.5 Council Findings. The Council finds that this Agreement is consistent
with the General Plan, applicable Specific Plan(s) as well as all other applicable ordinances,
plans, policies and regulations of the City.
1.6 City Ordinance. On July 19, 2004, the Council adopted Ordinance
No. approving this Agreement. The ordinance and this Agreement becomes effective
thirty (30) days thereafter.
2.
DEFINITIONS. In the Agreement, unless the context otherwise requires:
2.0.5 "Force Majeure" shall mean delays of performance by either party
hereunder due to war; insurrection; strikes; lockouts; labor disputes; riots; floods; earthquakes;
fires; serious rain or inclement weather; casualties; acts of God; acts of the public enemy;
epidemics; quarantine restrictions; freight embargoes; lack of transportation; acts of the other
party; acts or failure to act ofthe City or any other public or governmental agency or entity (other
than acts or failure to act of the City shall not excuse performance by the City); litigation or
arbitration; referendum; or any other cause beyond the control, or without the fault ofthe party
claiming an extension of time to perform; provided that notice by the party claiming such
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extension is sent to the other party within thirty (30) days of the commencement of the cause or
event resulting in such delays.
2.1 "Offsite Mitigation Measures" means all those mitigation measures not
on the Property applied to the Project as either mitigation measures or conditions of approval,
and which are set forth in greater detail in paragraph 5 .1.1 below, and Exhibit C to this
Agreement.
2.2 "Property Owner" or "Owner" means One Broadway Plaza, LLC, a
California Limited Liability Company, 1200 N. Main LLC, a California Limited Liability
Company, and 845 Broadway LLC, a California Limited Liability Company, being the person,
persons, or entity collectively having a legal or equitable interest in the Property.
2.3 "Property" is the real property described in Exhibit A and refeITed to in
Exhibit B, bounded by Broadway on the west, Washington Avenue on the north, Sycamore
Avenue on the east and Tenth Street on the south.
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2.4 "Project" is the development of a 37 story, 518,000 square foot, Class A
office building and associated parking structure and ancillary commercial development on the
Property as generally set forth in Specific Design Zoning Designation SD-75, Enviromnental
hnpact Report No. 99-01, General Plan Amendment No. 2004-01 and Zoning Ordinance
Amendment No. 2004-02. The parties to this Agreement acknowledge and agree that to the
extent set forth on the attached Exhibit D future discretionary approvals are required for the
development of the Project on the Property, that this Agreement does not apply or in any way
constrain the City's discretion as to such future discretionary approvals, and that such approvals
if granted shall at that time be incorporated into the definition of the word "Project" as used
herein.
3. EXHIBITS. The following documents refeITed to in the Agreement are attached
to this Agreement, incorporated herein by this reference as though fully set forth, and are
identified as follows:
Exhibit RefeITed to
DA~îEJ1ation DASr.ription in SAc.tion
A Property Legal Description 1.2
B Property Graphical Description (Site Plan) 1.2
C Remaining Off site Mitigation Measures 5.1.1
D Remaining Discretionary Approvals 5.1
E Scarifying Area 5.9(3)
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4.
GENERAL PROVISIONS.
4.1 Property Subject to the Agreement. Until released pursuant to the
provisions of Section 8.3 below, no property shall bc relcascd from this Agrecmcnt until Property
Owner has fully performed its obligations arising out of the Agreement.
4.2 Duration of Agreement The term ofthis Agreement shall for seven
years; provided, however that the Owner may request one two-year extension nom the Executive
Director of the Planning and Building Agency, which request shall nol be unreasonably denied.
Nothing herein shall be deemed to apply, however, to future discretionary acts related to the
Projcct, as sct forth in Exhibit D, which Owner has not obtained as ofthe effective date ofthis
Agreement, or changes in the Project proposed by Owner during the term ofthis Agreement
inconsistent with the Pre-Existing Approval Entitlements.
4.2.1 Tolling of Agreement During Force Majeure Event. Performance by
Owner or the City shall nol be deemed to be in default, and performance and the term of the
Development Agreement shall be tolled, where delays or defaults are due to existence of a Force
Majcurc. Any such tolling shall extend only for the duration of the cause of the delay. Each
party claiming a Force Majeure shall, within thirty (30) of discovery of a elaimed Force Majeure,
notify the other party in writing ofthe Force Majeure and its claimed duration.
4.3 Assignment Owner shall have the right to transfer or assign the Property,
in whole or in part, to any person, entity (public or private), partnership, joint venture, firm or
corporation at any time during the term of this Agreement; provided, however, the rights of
Owner under this Agreement may not be transferred or assigned unless the written consent of the
Council is first obtained and any transfcr or assignment of the rights under this Agreement shall
include in writing the assumption of the duties, obligations, and liabilities arising nom this
Agreement if the City grants written consent to transfer the rights. Nor shall the rights ofthe
Owner hereunder be subject to assignment by attachment, execution, or proceedings under any
provision of the Bankruptcy Act, and any such assignment or transfer shall be wholly void and of
no force and effect unless such written consent thereto be obtained from the CounciL Such
transfer or assignment shall not relieve Owner of any duty, obligation or liability to City without
the consent ofthe City. Owncr may assign it rights, duties and obligations under this Agreement
to an entity controlled fifty-one percent (51 %) by Michael F. Harrah without the City's approval,
but only upon written notice to the City.
During the term of this Agreement, any approved assignee or transferee of the
rights under this Agreement shall observe and perform all of the duties and obJigations of Owner
containcd in this Agreement as such duties and obligations pertain to the pOJiion of the Property
transferred or assigned. Any and all approved successors and assignees of Owncr shall have all
of the same rights, benefits, duties, obligations, and liabilities of Owner under this Agreement. If
the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated,
assigned, or transferred to persons for development by them in accordance with the provisions of
this Agrccment. Upon assignment or transfer of the rights of Owner under this Agreement, the
obligations of Owner and the transferee or assigncc shall be joint and severaL
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4.4 Amendment or Cancellation of Agreement. This Agreement may be
amended trom time to time or cancelled only by the mutual consent of the parties, but only in the
same manner as its adoption by an ordinance as set forth in Government Code Section 65868.
The term "Agreement" or "Development Agreement" as used herein shall include any
amendment properly approved and executed.
4.5 Enforcement. Notwithstanding Government Code Section 65865.4, this
Agreement is enforceable by any party to the Agreement in any manner provided by law. The
remedies provided in Section 7.4 of this Agreement shall not include, and City shall not be liable
for, any action in damages, except for damages solely caused by its willful or intentional conduct,
or any costs or attorney's fees resulting trom any dispute, controversy, action or inaction, or any
legal proceeding arising out of this Agreement, except where such costs and fees are incurred
solely caused by the City's willful or intentional conduct.
4.6 Hold Harmless. Property Owner agrees to and shall hold City, its
officers, agents and employees hannless trom liability: (1) for damages, just compensation,
restitution, judicial or equitable relief arising out of claims for personal injury, including health,
and claims for property damage, which may arise trom the direct or indirect operations of the
Property Owner or their contractors, subcontractors, agents, employees, or other persons acting
on their behalf which relates to the Project; and (2) from any claim that damages, just
compensation, restitution, judicial or equitable relief is due by reason of the tenns of or effects
arising trom this Agreement. The foregoing shall exclude claims based on the City's own
negligence or intentional conduct. Property Owner agrees to pay all costs for the defense of the
City and its officers, agents and employees regarding any action for damages, just compensation,
restitution, judicial or equitable relief caused or alleged to have been caused by reason of
Property Owner's actions in connection with the Project, any claims arising out ofthis
Agreement, or any approval or certification by the City relating to the Project (but excluding any
third party costs, incurred by the City, including fees and costs for outside counsel and
consultants). This hold hannless agreement applies to all claims for damages, just compensation,
restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the
events referred to in this paragraph or due by reason of the terms of, or effects, arising trom this
Agreement or any approval or certification by the City relating to the Project, rcgardless of
whether or not the City prepared, supplied or approved this Agreement, plans or specifications,
or both, for the Project. The Property Owner further agrees to indemnify, hold hannless, and pay
all costs for the defense ofthe City, excluding fees and costs for special counsel to be selected by
the City or other outside counsel or consultants, if any, regarding any action by a third party
challenging the validity of this Agreement or any approval or certification by the City relating to
the Project, or asserting that damages, just compensation, restitution, judicial or equitable relief is
due to personal or property rights by reason of the terms of, or effects arising trom this
Agreement. City may make all reasonable decisions with respect to its representation in any
legal proceeding.
4.7 Binding Effect of Agreement. To the extent not otherwise provided in
Section 4.3 of this Agreement, the burdens of the Agrcement bind, and the benefits of the
Agreement inure, to the parties' successors in interest.
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4.8 Relationship of the Parties. The contractual relationship between City
and Owner arising out ofthe Agreement is one of independent contractor and not agency. This
Agreement does not create any third party beneficiary rights.
4.9 Notices. Any notice, tender, demand, delivery, or other communication
pursuant to this Agreement shall be in writing and shall be deemed to be properly given if
delivered in person or mailed by first class or certified mail, postage prepaid, or sent by
telefacsimile or other telegraphic communication in the manner provided in this Section, to the
following persons:
If to City, to:
Executive Director, Planning and Building Agency
City of Santa Ana
20 Civic Center Plaza M-20
P.O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 667-1461
and,
City Attorney
City of Santa Ana
20 Civic Center Plaza M-29
P.O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 647-6515
If to Owner, to:
One Broadway Plaza, LLC
1200 N. Main LLC
845 Broadway LLC
1200 North Main Street, Suite 900
Santa Ana, California 92701
attn: Michael Han-ah
telefacsimile (714) 543-9972
A party may change its address by giving notice in writing to thc other party.
Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and
transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or
other communication shall be effective or deemed to have been given twenty-four (24) hours
after the time set forth on the transmission report issued by the transmitting facsimile machine,
addressed as set forth above. For purposes of calculating these time names, weekends, federal,
state, County, or city holidays shal1 be excluded.
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5.
DEVELOPMENT OF THE PROPERTY.
5.1 Existing Rules, Regulations and Policies. The rules, regulations and
official policies governing the pcnnittcd usc(s) of the Property, with respect to and only with
respect to the pernlitted use(s) density, height, size of structures and intensity of use of the
Property, shall be the Pre-existing Approved Entitlements and all those rules, regulations, and
policies applicable to the Property as of the effective date ofthis Agreement; provided, however,
that nothing in this Agreement shall be deemed to apply to future discretionary approvals
pursuant to the California Street Vacation Act, and other items to be reviewed and approved,
approved with conditions, or denied, hy the Planning Commission pursuant to the tenllS of the
Pre-Existing Approval Entitlements as set forth in Exhibit D to this Agreement, and that this
Agreement does not apply or in any way constrain thc City's discrction as to such future
discretionary approvals.
5.1. 1 Offsite Mitigation Measures. The offsite mitigation measures which
must be constructed by Owner or City are as set forth in Exhibit C to this Agreement. The design
of all oŒ,ite mitigation measures constructed hy Owner shall he suhject to approval hy the City's
Public Works Agency Plior to issuance of an encroachment pennit. The Public Works Agency
shall provide to the Owner an update to the 2004 estimate of the costs such offsite mitigations
measures contained in said Exhibit C prior to issuance of final map and building pennit. Owner
shall have one year trom the effective date of this Agreement pursuant to section 1.6, above, to
acquire the real property referenced in paragraph 5.a. and 8 of Exhibit C and transfer title to the
City, except as to the roundabout, for which Owner shall secure and transfer to City an easement
(or other right to construct, maintain and use the property as a roundabout). City shall accept
transfer of this title and easement. Owner shall deposit an amount equal to the estimate in cash
for such offsite mitigation measures (including traffic studies) at the time called for in paragraphs
5.a., 8 and 9 of Exhibit C. For all other items specified in Exhibit C, security in the fonn of
bonds (i. e., a payment, a perfonnance and a material bond) or other proof of ability to perfonn
acceptable to the City's Executive Director of Public Works Agency shall be provided, together
with an offsite subdivision improvement agreement, prior to recordation of final map. For those
offsite mitigation measures identified in paragraphs 1-4, 5.b.-8 and 10 which have not been
accepted hy the City as complete prim to issuance of a building pennit, no building pennit shall
issue until Owner deposits with the City cash; a direct draw, iITevocable letter of credit; or
establishes an iITevocablc, escrowed cash account in a fonn reasonably acceptable to the City
Attorney of City, in an amount specified by the City's Public Works Agency to guarantee
perfonnance of said offsite mitigation measures; provided, however, that City Executive Director
of Public Works Agency shall release or partially release the bonds previously provided at this
point to the extent that they are duplicative of this new security. Any deposit shall be applied to
such costs and shall be, within thirty (30) days written request [0 Owner, supplemented to cover
the actual costs incuITed. Except as to paragraph 9 of Exhibit C, City shall return any funds not
spent on the offsite mitigation measures referenced in Exhibit C to owner within thirty (30) days,
subject to City accounting practices, after completion of all items referenced in Exhibit C and
issuance of a Certificate of Occupancy for the Project.
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5.2
Exclusion from Existing Rules, Regulations and Policies.
Pursuant to Government Code Section 65866, City retains the right to enact police
power regulations in a non-discriminatory manner on the following matters not covered by
section 5.1 of this Agreement:
a. Municipal laws and regulations which do not interfere with Owner's vested
rights to develop and use the Property in accordance with section 5.1 of this Agreement Owner and
its successors and assigns and all persons and entities in occupation of any portion of the Property
shall comply with such non-conflicting laws and regulations as may ftom time to time be enacted or
amended hereafter. Specifically, but without limitation on the foregoing, such non-conflicting laws
and regulations include the following:
(1) Taxes, assessments, fees and charges, exccpt as otherwise
specifically provided in this Development Agreement;
(2) Building, electrical, mechanical, fire and similar codes based upon
unifonn codes incorporated by reference into the Santa Ana Municipal Code (including
amendments to such codes);
(3) Laws, including zoning code provisions, which regulate the manner
in which business activities may be conducted or which prohibit any particular type of
business activity on a city-wide basis; and
(4)
Procedural rules of general City-wide application.
5.3 Design and Construction Standards and Specifications. The design
and construction standards and specifications for all Project construction shall be subject to
applicable design standards and guidelines in effect at the time that any development approval
shall be sought for the Project or any unit or structure contained within the Project.
5.4
Reserved.
5.5 Future Discretionary Approvals. This Agreement shall not prevent the
City, when considering requests for discretionary approvals not covered by Section 5.1 of this
Agreement subsequent to the effective date ofthis Agreement, ftom applying new rules,
regulations, and policies which are applicable to the Property, nor shall this Agreemcnt prevent
the City ftom denying or conditionally approving any subsequent applications for land use
entitlements based on such existing or new rules, regulations, and/or policies; provided however,
that such new rules, regulations, and official policies are of general application to all
development within the City and are not imposed solely with respect to the subject property. In
addition, this Agreement shall not prevent the City ftom exercising its police power to protect the
health, safety, and welfare of the public. This police power, exercised in accordance with
Section 5.2 of this Agreement, is paramount to any rights or obligations created or existing
between the parties. However, except as provided in section 5.1, above, the City acknowledges
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that it shall not apply to the Project any subsequently adopted ordinance, regulation or policy that
would adversely affect the design or reduce the size ofthe project, or the timing or sequencing of
construction of the Project (including without limitation, through allocation of square footage or
floor area allocation of water and sewer permits, school and traffic capacities and modifications
of floor area rations to open space or other public improvements, and revisions to historical
designations).
5.6 Processing Fees. All fees and charges intended to cover City costs
associated with processing development ofthe Property, including but not limited to fees and
charges for applications, processing, inspections, plan review, plan processing, and/or
environmental review, which are existing or may be revised or adopted during the term of this
Agreement shall appJy to the development of the Property. No newly adopted fee or charge
imposed solely on cOl1TI11ercial buildings exceeding ten (10) stories in height or one hundred
thousand (100,000) square feet size shall apply to development of the Property, unless said fee or
charge is mandated by federal or State law.
5.7 Amendments or Additions to Citywide Fee Programs. This Agreement
shall not preclude the inclusion of and changes to fee programs, taxes whether special or general,
or assessments (hereafter collectively refeITed to as "fees") adopted by the City after the effective
date ofthis Agreement, which shall be applicable to the Project or the Property provided that
they (1) are standard fees applicable to all development in the City (although actual fee rates may
vary within the City where bona fide Citywide fee zones have been established), (2) are not
applicable primarily or only to this Project, or (3) are not imposed to duplicate any project design
features conditions of approval, Agreements, or mitigation measures already contained in
Environmental Impact Report No. 99-01 or this Agreement.
5.8 Condition Precedent to Issuance Of Any Building Permit. The Owner
shall not be issued any building permit, or rough grading permit permitting grading exceeding
twelve inches (12") in depth (except as provided in section 5.9(3), below), for the Project until it
provides evidence that the Owner has obtained binding cOl1TI11itments for lease of not less than
50% of the net leasable area in the Project from tenants who would qualify as "Investment Grade
Tenants" (BBB- or greater) as rated by either Standard & Poor's or Moody's rating agencies.
Non-rated publicly held, or private companies with a rating ofBB or BB+ may meet this
requirement by providing a "Shadow Rating" from either agency depicting a minimum of a
ncutral credit outlook. Law firms shall provide evidence ofa rating of "A V" from Martindale-
Hubbell or equivalent rating agency. Binding cOl1TI11itments to lease shall be in a fonn and
content normally accepted by conventional lending institutions and subject to the review and
approval of the City's Executive Director of Planning and Building, which approval shall not be
umeasonably withheld. Owner shall have the right to COl1TI11ence demolition of existing non-
historic buildings, and removal and relocation of historic buildings and rough grading (only to
the twelve inch (12") depth permitted by the first sentence of this section) prior to the review and
approval ofthe City pursuant to this section.
5.8.1. Payment Of Prevailing Wage. For the provision ofthe payment of
"Prevailing" and/or "Area Standard Wages" as appropriate, the Owner shall submit evidence that
it has entered into a labor agreement with the Los Angeles and Orange Counties Building and
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Construction Trades Council. Said agreement shall also include provisions that encourage the
referral and utilization, to the extent permitted by law, of qualified residents as journeymen,
apprentices and trainees. An executed copy of the agreement shall be submitted to the City prior
to the issuance of building permits.
5.8.2. No Redevelopment Subsidy. The Owner shall not be entitled to request
or accept any agreement with the Santa Ana Community Redevelopment Agency for economic,
debt service payments, or other assistance for the development of the Project. Failure to comply
with this provision shall be deemed in and of itselfto constitute a failure to in good faith comply
with terms or conditions of this Agreement pursuant to the terms of Government Code section
65865.1.
5.8.3 Minimum Cost of Construction. The core construction costs for the
office building shall not be less than the RS Means "Medium" square footage estimate, including
the installation cost of all mechanical and electrical equipment for a Class A high rise office
building.
5.8.4. OCHSA Drop-Off Site. The drop of£'pick up area for the Orange County
High School for the Arts ("OCHSA") shall be approved by the City Engineer and be
implemented by the Owner at its sole cost and expense before any demolition or construction is
initiated for the Project.
5.8.5. Union Janitorial Service. Prior to receiving a Certificate of Occupancy,
the Owner shall demonstrate to the City's Executive Director of Planning and Building evidence
that it has entered into an agreement with a union janitorial service company for the provision of
janitorial and maintenance services.
5.9
Historic Structures on the Property.
(1) The Owner shall be responsible for the rehabilitation ofthe historic
structure located at 1109 North Broadway (Koenig House) per City standards.
(2) At the sole expense of the Owner the historic structure located at
1015 North Broadway (Twist-Basler House) shall be relocated to Cabrillo Park, set upon a new
foundation, and supplied with all necessary utilities. The structure shall be rehabilitated to City
standards by Owner at its sole cost which shall, however, be an offset from the Arts and Culture
Fees paid by Owner for the Project.
(3) After complying with the relocation obligations of subsections
5.9(1), if necessary, and 5.9(2), Owner may, notwithstanding the provisions of section 5.8 above,
scarify the soil in the Scarifying Area (shown on Exhibit E to this Agreement) to a depth of three
feet (3.0') and drive piles in the area shown on Exhibit E to support the eventual 37-story office
tower. The scarifying and pile driving shall be done at a time and manner as set forth in plans
submitted by Owner and approved by the Executive Director of the Public Works Agency, and
only after written notice ofthe commencement date and estimated duration ofthe pile driving has
been given by Owner to the Santa Ana Unified School District, Orange County High School of
the Arts, and EI Sol Academy. The scarified area shaH be refilled after the pile driving is
complete to its original grade as shown in the approved plans and, if a building permit has not
been issued and construction of the Project has not commenced within ninety (90) days
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thereafter, landscaped, irrigated and fenced in accordance with plans submitted by Owner and
approved by the Executive Director of the Planning and Building Agency.
5.10 Moratoria. Moratoria enacted by the City for the public health, safety,
and welfare, to the extent permitted by section 5.5., above, which are imposed on the Property or
Project, shall toll the time periods set forth in this Agreement City shall not apply to the
Property or Project any moratoria which is adopted and which, either facially or as-applied, has
no application except to (or primarily to) the Property or Project.
5.11 City to Receive Contract Documents. Owner shall furnish City, upon
written request, copies of contracts and supporting documents relating to the Project.
5.13 Conditions of Discretionary Approvals. The requirements imposed as
conditions of any discretionary approval received through the City's existing regulatory process
shall be governed by the terms of those approvals, and in no event shall such conditions be
affected by the termination, cancellation, rescission, revocation, or default or expiration of this
Agreement.
5.14 Compliance With Governmental Requirements. Owner shall carry out
the design, construction, and operation ofthe Project in substantial conformity with all applicable
laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the
State of California, the County of Orange, and of any other political subdivision, agency, or
instrumentality exercising jurisdiction over the City, the Owner or the Property, including all
applicable federal and state occupation, safety and health laws, rules, regulations and standards,
applicable state and labor standards, applicable prevailing wage requirements, and all applicable
disabled and handicapped access requirements, including, without the limitation, the Americans
With Disability Act, 42 U.S.c. § 12101 et seq., Government Code § 4450 et seq., and the Unruh
Civil Rights Act, Civil Code § 51 et seq. ("Governmental Requirements").
6.
ANNUAL REVIEW.
6.1 City and Owner Responsibilities. City shall, at least every twelve (12)
months during the term ofthis Agreement, review the extent of good faith substantial compliance
by Owner with the terms of this Agreement. Pursuant to Government Code Section 65865.1, as
amended, Owner shall have the duty to demonstrate by substantial evidence its good faith
compliance with the terms of the Agreement at the periodic review.
6.2 Review Letter. If Owner is found to be in compliance with the
Agreement after annual review, City shall, upon written request by Owner, issue a Review Letter
to Owner (the "Letter") stating that based upon information known or made known to the City
Council, the City Planning Commission and/or the City Planning Director, the Agreement
remains in effect and Owner is not in default. Owner may record the Letter in the Official
Records of the County of Orange.
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6.3 Failure of Periodic Review. City's failure to review at least annually
Owner's compliance with the terms and conditions of this Agreement shall not constitute or be
asserted by any party as a breach of the Agreement by Owner or City.
7.
DEFAULT.
7.1 Events of Default. Property Owner is in default under this Agreement
upon the happening of one or more of the following events or conditions:
(1) If a warranty, representation, or statement made or furnished by
Property Owner to the City is false or proves to have been false in any material respect when it
was made;
(2) A finding and determination made by the City following a periodic
review under the procedure provided for in Government Code Section 65865.1 that upon the
basis of substantial evidencc the Property Owner has not complied in good faith with one or
more of the terms or conditions ofthis Agreement;
(3)
Failure to comply in good faith with Governmental Requirements;
(4) Any other event, condition, act, or omission which materially
interferes with the intent and objectives ofthis Agreement.
7.2
Procedure upon Default.
(1) Upon the occurrence of default, City shall give Property Owner
(the "defaulting party") ninety (90) days written notice specifYing the nature of the alleged
default and, when appropriate, the manner in which said default may be satisfactorily cured.
After proper notice and expiration of said ninety (90) day cure period without cure, City may
terminate or amend this Agreement in accordance with the procedure adopted by the City as to
all defaults that may be cured within said ninety (90) day cure period. For defaults that cannot
be cured within said ninety (90) day cure period, City may terminate or amend this Agreement in
accordance with the procedure adopted by the City should at any time following said ninety (90)
day period Owner fail to diligently proceed in curing the default. Failure or delay in giving
notice of default shall not constitute a waiver of any default, nor shall it change the time of
default.
(2) City does not waive any claim of defect in performance by
Property Owner, if on periodic review the City does not propose to modify or terminate this
Agreement.
(3)
Non-performance shall not be excused because of a failure of a
third person.
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(4) An express repudiation, refusal, or renunciation of the contract, if
the same is in writing and signed by the Property Owner, shall be sufficient to tenninate this
Agreement and a hearing on the matter shall not be required.
(5) Adoption of a law or other governmental activity making
perfonnance by the Owner unprofitable or more difficult or more expensive does not excuse the
perfonnance ofthe obligation by the Property Owner.
(6) All other remedies at law or in equity which are not inconsistent
with the provisions of this Agreement are available to the parties to pursue in the event there is a
breach.
7.3 Damages upon Termination. In no event shall Property Owner be
entitled to any damages against City upon tennination of this Agreement.
7.4 Institution of Legal Action. In addition to any other rights or remedies,
either party may institute legal action to cure, cOITect, or remedy any default or breach, to
specifically enforce any covenants or Agreements set forth in the Agreement, or to enjoin any
threatened or attempted violation of the Agreement; or to obtain any remedies consistent with the
purpose of the Agreement. Legal actions shall be instituted in the Superior Court of the County
of Orange, State of California, or in the Federal District Court in the Central District of
California, Southern Division.
8.
ENCUMBRANCES AND RELEASES ON PROPERTY.
8.1 Discretion to Encumber. This Agreement shall not prevent or limit
Owner, in any manner, at Owner's sole and absolute discretion, from encumbering the Property
or any portion of the Property or any improvement on the Property by any mortgage, deed of
trust, or other security device securing financing with respect to the Property or its improvement.
8.2 Entitlement to Written Notice of Default. The mortgagee of a mortgage
or beneficiary of a deed oftrust encumbering the Property or any part thereof and their successors
and assigns shall, upon written request to City, be entitled to receive from City written
notification of any default by Owner of the perfonnance of Owner's obligations under the
Agreement which has not been cured within the same time period as provided in section 7.2,
above, and said mortgagee or beneficiary shall have the right to cure such default within the same
time and such additional time as may be necessary to exercise it rights as a secured creditor;
provided said mortgagee or beneficiary promptly and diligently exercises such remedies.
8.3 Releases. City agrees that upon written request of Property Owner and
payment of all fees and perfonnance of the requirements and conditions required of Owner by
this Agreement with respect to the Property, or any portion thereof, City may execute and deliver
to Owncr appropriatc releasee s) of further obligations imposed by this Agreement in fonn and
substance acceptable to the Orange County Recorder or as may otherwise be necessary to effect
the release.
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9.
MISCELLANEOUS PROVISIONS.
9.1 Rnles of Construction. The singular includes the plural; the masculine
gender includes the feminine; "shall" is mandatory; "may" is permissive. If there is more than
one signer of this Agreement, their obligations are joint and several.
9.2 Entire Agreement, Waivers and Amendments. This Agreement
constitutes the entire understanding and Agreement ofthe parties with respect to the matters set
forth in this Agreement. This Agreement supersedes all negotiation or previous Agreements
between the parties respecting this Agreement. All waivers of the provision of this Agreement
must be in writing and signed by the appropriate authorities of City or of Owner. All
amendments to this Agreement must be in writing sigued by the appropriate authorities of City
and Owner, in a form suitable for recording in the Official Records of Orange County, California.
Within ten (10) days following the effective date of this Agreement, a copy of this Agreement
shall be recorded in the Official Records of Orange County, California. Upon the completion of
perfonnance of this Agreement or its revocation or tennination, an appropriate Certificate of
Completion acknowledging such occurrence signed by the appropriate agents of Owner and City
shall be recorded in the Official Records of Orange County, California.
9.3 Project as a Private Undertaking. It is specifically understood by the
parties that: (a) the Project is a private development for purposes of Government Code Section
65864 et seq.; (b) City has no interest in or responsibilities for or duty to third parties concerning
any improvements to the Property or in connection with the Project; and (c) Owner shall have the
full power and exclusive control of the Property subject to the obligations of Owner set forth in
this Agreement.
9.4 Incorporation of RecÍtals. The Recitals set forth in Section 1 of this
Agreement are part of this Agreement.
9.5 Captions. The captions of this Agreement are for convenience and
reference only, and shall not define, explain, modify, construe, limit, amplify, or aid in the
interpretation, construction, or meaning of any ofthe provisions of this Agreement.
9.6 Consen 1. Where the consent or approval of a party is required in or
necessary under this Agreement, the consent or approval shall not be umeasonably withheld.
9.7 Covenant of Cooperation. The parties shall cooperate with, deal with
each other in good faith, and assist each other in the performance of the provisions of this
Agreement.
9.8 Time of Essence. Time is of the essence for each provision of this
Agreement of which time is an element.
9.9 Conflicts of Law. In the event that state or federal laws or regulations
enacted after this Agreement has been entered into or the action or inaction of any other affected
14
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governmental jurisdiction prevent or preclude compliance with one or more provisions of this
Agreement or require changes in plans, maps, or pennits approved by the City, the parties shall
provide the other party with written notice of such state or federal restriction, provide a copy of
such regulation or policy, and a statement of conflict with the provisions of this Agreement. The
parties shall, within thirty (30) days, meet and confer in good faith in a reasonable attempt to
modify this Agreement to comply with such federal or state law or regulation. Thereafter,
regardless of whether the parties reach an Agreement on the effect of such federal or state law or
regulation upon the Agreement, the matter shall be scheduled for hearing before the Council.
Public notice of such hearing shall be given pursuant to Government Code Section 65854.5. The
City Council, at such hearing, shall detennine the exact modification or suspension which shall
be necessitated by such federal or state law or regulation pursuant to Government Code Section
65869.5. At the hearing Owner shall have the right to offer oral and written testimony.
9.10 Recording. The City Clerk shall cause a copy of this Agreement to be
recorded with the Office of the County Recorder of Orange County, California, within ten (10)
days following the effective date of this Agreement.
IN WITNESS WHEREOF, this Agreement has been executed by the City of Santa
Ana, acting by and through its Mayor, pursuant to Ordinance No. , authorizing such
execution, and by Property.
Dated this - day of
,2004.
THE CITY OF SANTA ANA
By
DAVIDN.REAM
City Manager
Approved as to Fonn:
By
'r
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ONE BROADWAY PLAZA, LLC,
By:
1200 N. MAIN, LLC
By:
we£}
Managing Member
8
845BROADWAYLLC
By:
MIC
Managing Member
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State of California
County of Orange
On
}SS.
~/!O/CL{
Date
, before me, Rosa S. Barela. Notarv Public
Name and Title of Officer (e.g., "Jane Doe, Notary Public")
personally appeared
Michael F. HaITah
Namc(s) ofSigncr(s)
ROSA 5. BARELA
'I Commission # 13031D3 :z
~. Notary Public - Cartfomia ~
Z Orange County i
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Place Notary Seal Above
State of California
County of Orange
}SS.
On
~ J J C ¡tJL{
Date
, before me, Rosa S. Barela, Notary Public
Name and Title of Officer (e.g., "Jane Doe, Notary Public")
personally appeared
Michael F. HaITah
Namc(s) ofSigner(s)
J--~_&~--~---~
@ ROSA 5. BARELA
Commission # 1303103
- :z
~. Notary Public - California S;
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j Orange County f
. My Comm Expires May 30, 2005
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~
personally known to me
proved to me on the basis of satisfactory
evidence
to be the person(s) whose name(s) 4.§)are-
subscribed to the within instrument and
acknowledged to me that I:íëlsh~ executed
the same in Ill§£h"dll;;'" authorized
capacity(ie&), and that by díi§71icr/thcir
signature(~ on the instrument the person(gJ, or
the entity upon behalf of which the personés)
acted, executed the instrument.
WITNESS my hand and official seal.
~. / A Áß.J
"-JCíV~ 0. /'~,1vC
Signature arNotary Public
~/
personally known to me
proved to me on the basis of satisfactory
evidence
to be the person(s) whose name(s) Γ1U'~
subscribed to the within instrument and
acknowledged to m~!hat m§/Shcfthcy executed
the same in (hißllli; ¡'thcir authorized
capacity~), and that by ~r
signature(s) on the instrument the person(~), or
the entity upon behalf of which the person{£)
acted, executed the instrument.
WITNESS my hand and official seal.
~}
(-J(ß/'f?{. y. /4M/u/V'L
Signature 6fNOtary Public
8
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State of California
County of Orange
}SS.
On
& / ! c'( elL(
Date
, before me, Rosa S. Barela. Notary Public
Name and Title of Officer (e.g.. "Jane Doe. Notary Public")
personally appeared Michael F. Harrah
i-~--'_~4._____~
'i ROSA S. BARELA
Commission # 1303103
~ z
~,..; . Notary Public - Califomia ~
~ . Orange County f
My CoImJ. Expires May 30, 2005
--------------
Place Notary Seal Above
State of California
County of Orange
}SS.
On
Date
personally appeared
, before me,
Name{s) orSigner(s)
0
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personally known to me
proved to me on the basis of satisfactory
evidence
to be the person(.sj- whose name(-s) ~
subscribed to the within instrument and
acknowledged to me that Qié/she/t11\::Y executed
~,
the same in ( hi§Ìherfthcir authorized
capacity(ies-), and that by ~Øíitflcir
signature(Bj on the instrument the person(-s), or
the entity upon behalf of which the personfs)
acted, executed the instrument.
WITNESS my hand and official seal.
(~{(/JtL yf. .Kd(?'Vc~~
Sigiudure of Notary Public
Name and Title of Officer (e.g., "Jane Doe, Notary Public")
Name(S) of Signer1s)
Place Notary Seal Above
0
0
personally known to me
proved to me on the basis of satisfactory
evidence
to be the person(s) whose name(s) islare
subscribed to the within instrument and
acknowledged to me that he/she/they executed
the same in hislher/their authorized
capacity(ies), and that by hislher/their
signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s)
acted, executed the instrument.
WITNESS my hand and official seal.
Signature of Notary Public
8
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ORDER NO. 7002103-23
EXHIBIT "A"
(LEGAL DESCRIPTION)
PARCEL A:
THAT PORTION OF LOT 8 OF WALTON'S ADDmON TO THE TOWN OF SANTA ANA, IN THE CITY OF
SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 12, PAGE
98 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF LOS ANGELES
COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSEmON OF THE EAST LINE OF WEST STREET (NOW KNOWN AS
BROADWAY), WITH THE SOUTH LINE OF WASHINGTON AVENUE, AS SHOWN ON SAID MAP; THENCE
EAST 126.00 FEET ALONG SAID SOUTH LINE TO THE NORTHWEST CORNER OF THE LAND DESCRIBED
IN THE DEED FROM A. S. DUNHAM TO ROBERT MC FADDEN; THENCE SOUTH 90.00 FEET ALONG THE
WEST LINE OF SAID LAND; THENCE WEST 126.00 FEET, PARALLEL WITH SAID SOUTH LINE OF
WASHINGTON AVENUE, TO SAID EAST LINE OF WEST STREET; THENCE NORTH 90.00 FEET ALONG
SAID EAST LINE TO THE POINT OF BEGINNING.
PARCEL B:
INTENTIONALLY OMmED
PARCEL C:
INTENTIONALLY OMITTED
PARCEL D:
THAT PORTION OF LOT 6 OF WALTON'S ADDmON TO TOWN OF SANTA ANA, IN THE CITY OF SANTA
ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP THEREOF RECORDED IN
BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED
AS FOLLOWS:
BEGINNING AT A POINT 14 FEET SOUTH OF THE NORTHWEST CORNER OF SAID LOT 6, AND RUNNING
THENCE EAST, PARALLEL WITH THE NORTH LINE OF SAID LOT 6 A DISTANCE OF 164.84, MORE OR
LESS, TO THE NORTHWEST CORNER OF THE LAND CONVEYED TO ARNOLD O. WICKLUND AND WIFE,
BY DEED RECORDED IN BOOK 883 PAGE 195, OFFICIAL RECORDS; THENCE SOUTH ALONG THE WEST
LINE OF SAID LAND CONVEYED TO WICKLUND AND WIFE 60 FEET; THENCE WEST, PARALLEL WITH
THE NORTH LINE OF SAID LOT 6, 164.84 FEET, MORE OR LESS TO THE WEST LINE OF SAID LOT 6,
AND THENCE NORTH ALONG THE WEST LINE OF SAID LOT 6, 60 FEET TO THE POINT OF BEGINNING.
EXCEPT THE WEST 37.1 FEET INCLUDED IN BROADWAY STREET.
Page 4
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ORDER NO. 7002103~23
PARCEL E:
BEGINNING AT A POINT ON THE WEST LINE OF LOT 6 OF WALTON'S ADDITION TO THE TOWN OF
SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS
RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, 74 FEET SOUTH OF THE NORTHWEST CORNER
OF SAID LOT 6; FOR PURPOSE OF THIS DESCRIPTION, THE CENTER LINE OF WEST STREET, AS
SHOWN ON SAID MAP IS CONSTRUED TO BE THE WEST LINE OF SAID LOT 6; RUNNING THENCE 159
FEET, MORE OR LESS, TO A POINT 155 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE SOUTH
50 FEET; THENCE WEST 1S9 FEET; THENCE NORTH 50 FEET TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM, THE WEST 37.1 FEET INCLUDED IN BROADWAY.
PARCEL F:
COMMENCING AT A POINT ON THE WEST LINE OF LOT 6 OF WALTON'S ADDITION TO THE TOWN OF
SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON
A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY,
CALIFORNIA, 124 FEET SOUTH OF THE NORTHWEST CORNER OF LOT 6; RUNNING THENCE EAST 162
FEET TO A POINT 152 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE SOUTH 56 FEET;
THENCE WEST 162 FEET; THENCE NORTH 56 FEET TO THE TRUE POINT OF BEGINNING.
EXCEPTING THEREFROM, THE WEST 37.1 FEET INCLUDED IN BROADWAY,
PARCEL G:
THAT PORTION OF LOTS 2, 3 AND 6 OF WALTONS ADDITION TO THE TOWN OF SANTA ANA, IN THE
CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON MAP RECORDED IN
BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED
AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF TENTH STREET, AS GRANTED TO THE
CITY OF SANTA ANA BY DEED RECORDED IN BOOK 105, PAGE 386, OF DEEDS, RECORDS OF SAID
ORANGE COUNTY, CALIFORNIA, WITH THE EAST LINE OF SAID LOT 2, AND RUNNING THENCE NORTH
ALONG THE EAST LINE OF SAID LOTS 2, 3 AND 6, A DISTANCE OF 386 FEET TO THE NORTHEAST
CORNER OF THE LAND DESCRIBED IN THE DEED TO BASLER, INC., A CORPORATION, RECORDED APRIL
20, 1956, IN BOOK 3481 PAGE 414, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE WEST
ALONG THE NORTH LINE OF SAID LAND, 152 FEET TO THE EAST LINE OF THE LAND DESCRIBED IN
THE DEED TO HERMAN H. BASLER AND WIFE, RECORDED JUNE 29, 1948, IN BOOK 1660 PAGE 544, OF
OFFICIAL RECORDS OF ORANGE COUNTY; THENCE NORTH ALONG SAID EAST LINE, 9 FEET TO THE
NORTHEAST CORNER OF SAID LAND; THENCE WEST ALONG SAID NORTH LINE AND THE NORTH LINE
OF SAID LAND DESCRIBED IN DEED TO HERMAN H, BASLER AND WIFE, RECORDED MAY 20, 1948, IN
BOOK 1639 PAGE 310, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY, 162 FEET, MORE OR LESS,
TO THE WEST LINE OF SAID LOT 6; THENCE SOUTH ALONG THE WEST LINE OF SAID LOTS 6, 3 AND
2, A DISTANCE OF 395 FEET, MORE OR LESS, TO SAID NORTH LINE OF TENTH STREET; THENCE EAST
ALONG THE NORTH LINE OF TENTH STREET, TO THE POINT OF BEGINNING.
PARCEL H:
BEGINNING AT A POINT 156-1/2 FEET SOUTH AND 162 FEET EAST OF THE NORTHWEST CORNER OF
LOT 6 OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN
BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA, SAID
POINT OF BEGINNING BEING 152 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE SOUTH 32-
1/2 FEET; THENCE WEST 152 FEET; THENCE NORTH 32-1/2 FEET TO THE POINT OF BEGINNING.
Page 5
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ORDER NO. 7002103-23
EXCEPTING THEREFROM, THE EAST 30 FEET INCLUDED IN SYCAMORE STREET.
PARCEL I:
BEGINNING AT A POINT 134 FEET SOUTH AND 162 FEET EAST OF THE NORTHWEST CORNER OF LOT 6
OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK
12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, SAID POINT
BEING 152 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE EAST 152 FEET TO THE EAST LINE
OF SAID LOT 6; THENCE SOUTH 32-1/2 FEET; THENCE WEST 152 FEET¡ THENCE NORTH 32-1/2 FEET
TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM, THE EAST 30 FEET INCLUDED IN SYCAMORE STREET.
PARCEL J:
THAT PORTION OF LOT 6 OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, AS SHOWN ON A
MAP THEREOF RECORDED IN BOOK 12 PAGE 98 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE
COUNTY RECORDER OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT ON THE EAST LINE OF SAID LOT 6 OF WALTON'S ADDITION, WHICH SAID
POINT IS 74 FEET SOUTH OF THE NORTHEAST CORNER OF SAID LOT 6, AND WHICH SAID POINT IS
ALSO THE SOUTHEAST CORNER OF THAT TRACT OF LAND CONVEYED TO L.G. BUTLER AND WIFE, BY
DEED RECORDED IN BOOK 337, PAGE 208, OF DEEDS; THENCE SOUTH SO FEET¡ THENCE WEST 155
FEET; THENCE NORTH 50 FEET TO THE SOUTH LINE OF THE ABOVE DESCRIBED PARCEL CONVEYED
TO BUTLER¡ THENCE EAST ALONG SAID SOUTH LINE, 155 FEET TO THE POINT OF BEGINNING.
PARCEL K:
THAT PORTION OF LOT 6 OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, IN THE cm OF
SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK
12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED
AS FOLLOWS:
COMMENCING AT A POINT IN THE EAST LINE OF SAID LOT 6, 14 FEET SOUTH OF THE NORTHEAST
CORNER THEREOF; THENCE WEST PARALLEL TO THE NORTH LINE OF SAID LOT 6, 150 FEET¡ THENCE
SOUTH, PARALLEL WITH THE EAST LINE OF SAID LOT 6, 60 FEET TO THE SOUTH LINE OF THE LAND
CONVEYED TO L.G. BUTLER AND WIFE BY DEED RECORDED JUNE 9, 1919 IN BOOK 337 PAGE 208, OF
DEEDS; THENCE EAST ALONG SAID SOUTH LINE 150 FEET, MORE OR LESS TO THE EAST LINE OF SAID
LOT 6; THENCE NORTH 60 FEET TO THE POINT OF BEGINNING.
PARCEL L:
BEGINNING AT A POINT ON THE WEST LINE OF SYCAMORE STREET, 120 FEET SOUTH OF THE SOUTH
LINE OF WASHINGTON AVENUE; RUNNING THENCE SOUTH ALONG THE WEST LINE OF SYCAMORE
STREET, 85 FEET MORE OR LESS, TO A POINT 14 FEET SOUTH OF THE NORTH LINE OF LOT 6 OF
WALTON'S ADDITION TO TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE,
STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 12 PAGE 98 OF MISCELLANEOUS
RECORDS OF LOS ANGELES COUNTY, CALIFORNIA; RUNNING THENCE WEST, PARALLEL TO THE
NORTH LINE OF LOT 6, 122.74 FEET, MORE OR LESS TO A POINT 125 FEET EAST OF THE EAST LINE
OF BROADWAY; THENCE NORTH 84 FEET MORE OR LESS TO A POINT 125 FEET EAST OF THE EAST
LINE OF BROADWAY, AND 120 FEET SOUTH OF THE SOUTH LINE OF WASHINGTON AVENUE; THENCE
EAST 122.74 FEET MORE OR LESS TO THE POINT OF BEGINNING.
Page 6
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8
ORDER NO. 7002103-23
PARCEL M:
COMMENCING AT A POINT ON THE SOUTH UNE OF WASHINGTON AVENUE, 60 FEET WEST OF THE
INTERSEGION OF THE WEST LINE OF SYCAMORE STREET WITH SOUTH LINE OF WASHINGTON
AVENUE; RUNNING THENCE SOUTH PARALLEL WITH THE WEST LINE OF SYCAMORE STREET, 120
FEET; THENCE WEST 60 FEET; THENCE NORTH 120 FEET TO THE SOUTH LINE OF WASHINGTON,
THENCE EAST 60 FEET TO THE POINT OF BEGINNING, AND BEING A PART OF LOT 8 OF WALTON'S
ADDITION TO THE TOWN OF SANTA ANA, IN THE cm OF SANTA ANA, COUNTY OF ORANGE, STATE
OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS
RECORDS, RECORDS OF LOS ANGELES COUNTY, CALIFORNIA.
PARCEL N:
BEGINNING AT THE INTERSEGION OF THE WEST LINE OF SYCAMORE STREET WITH THE SOUTH LINE
OF WASHINGTON AVENUE; THENCE SOUTH ALONG THE WEST LINE OF SYCAMORE STREET, 120 FEET;
THENCE WEST 60 FEET; THENCE NORTH 120 FEET TO THE SOUTH LINE OF WASHINGTON AVENUE;
THENCE EAST ALONG THE SOUTH LINE OF WASHINGTON AVENUE, 60 FEET TO THE POINT OF
BEGINNING, AND BEING A PART OF LOT 8 OF "WALTON'S ADDITION TO THE TOWN OF SANTA ANA, IN
THE cm OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP
THEREOF RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY,
CALIFORNIA.
Page 7
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EXHIBIT "B"
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ONE BROADWAY PLAZA
SAI'.JTA N~A, rß, 92701
.
EXHIBIT C
OFF-SITE IMPROVEMENTS
.
-.
Estimated Entity Funded Prior
Responsible to Indicated
Description of T mprovement Cost (2004 For Triggering
Dollars) Imnrovement Event (Cash)
1. Install a new traffic signal at Main/15th, $200,000 Owner Building
including communication cable amI Pem1it
conduits to connect to the City's Traffic
Management Center, and striping.
.. ------
2. Install a new tramc signal at $200,000 Owner Building
Sycamore/15th, including communication Pennit
cable and conduits to connect to the City's
Traffic Management Center, and striping.
3. Install a new traffic signal at Santa Ana $200,000 Owner Building
Blvd./French S1., including communication Pcnnit
cablc and conduits to conncct to the City's
Tramc Management Center, and striping.
4. Construct landscaped median on $100,000 Owner Building
Broadway at the Broadway/Parking Pennit
Slruclure egress.
5.a. Acquire necessary ROW for $2,400,000 Owner, Final Map
roundabout at the intersection of 10th Street unless City
and Sycamore. undertakes per
section 5.1.1
5.h. Construct roundahout at the $ÓOO,OOO Owner Building
intersection of 10th Street and Sycamore, Pennit
with 10th Strcct one-way EB, including
necessary striping, traffic signs, pedestrian
crosswalks and pedestrian refuge areas.
Right-of-way shall be acquired at S/W, S/E
and N/W comers by developer.
.
.
.
Estimated Entity Funded Priur
Description of Improvement Cost (2004 Responsible to Indicated
For Triggering
Dollars) Imwovemellt _EvenC(Cash)
6. Restripe: (1) WB Santa Clara to provide $50,000 Owner Building
one LT lane and one shared LT/RT lane; Pennit
(2) NB Grand Avenue from Fruit Street to
14th Street at Santa Ana Blvd/I-5 HOY
ramps to provide three NB travellanes; (3)
1-5 NB off-ramps to provide a WB LT lane,
a shared L T /R T lane and aRT lane at
Grand Ave.
7. Remove existing on-street parking sta11s $300,000 Owner Building
and parking meters on Main Street trom Pennit
Civic Center Dr. to Buffalo St., restripe and
sluITY seal this Main Street segment to
provide three NB and two SB travel lanes,
and construct median on Main S1. south of
10th Street.
8. Acquire necessary ROWand construct $6,500,000 Owner, Final Map
southbound RT lane at Main/I ih and unless City
Broadwayll ih, including striping, traffic undertakes per
signal modification, and ADA compliant section 5.1.1
wheel chair ramps.
9. Implement neighborhood traffic plans to $1,200,000 City Building
mitigate changes in traffic patterns or (actual cost, Pcnnit
increased cut through traffic resulting from not an
the One Broadway Plaza Project in French estimate)
Park, French Court, Wi11ard, Floral Park,
West Floral Park, and Washington Square
Ncighborhoods. Traffic plans costs sha11
include tratlic studies, stafftime to process
neighborhood traffic plan, and the
construcÜon of appropriate semi-diverters,
diaçronal diverters and street closures.
.
.
------
Estimated Entity Funded Prior
Description of T mprnvement Cost (2004 Responsible to Indicated
For Triggering
Dollars) Imnrovement Event (Cash)
10. Reconstruct 10'h St. one-way EB and $850,000 Owner building
Washington Ave. one-way WB between Pennit
Main St. and Broadway, which will
include: (1) traffic signal modifications at
Main/Washington, Mainll otl1,
W ashingtonJSycamore,
Broadway/Washington, and Broadway/lO'h
(2) restriping streets and intersections, and
(3) installing appropriate traffic signs (4)
retiming traffic signals (5) constructing
ADA compliant wheel chair ramps.
-
SUBTOTAL $12,600,000
---..----
Notes:
.
1. Estimated costs are based on 2004 year of expenditure. Owner shall fund item 5.a. and 8 (if
necessary) based on estimated actual construction and right-of-way costs at time of indicated
funding event, and supplement if necessaly.
2. Items not complete and accepted by the City shall be fully bonded for pursuant to an offsite
subdivision improvement agreement, prior to issuance of fínal map.
3. All improvements, including improvements to be constructed by Owner and not City, shall be
completed and accepted by City prior to issuance of Certificate of Occupancy.
.
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EXHIBIT D
Remaining Discretionary Approvals
1. Vacation of Sycamore between Tenth Street and Washington Street, and transfer offee
title, if necessary, to Owner.
2. Remaining Discretionary Approvals Specified in One Broadway Plaza Specific
Development District (SD-75), a true and correct copy of which follows:
a. Section 7 -4-e-iii.
b. Section 7-5.
c. Section 7-7.
d. Section 7-8.
3.
Uses permitted in SD-75 with the issuance of a conditional use permit.
EXHIBIT D-l
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One Broadway Plaza Specific Development DistrictjSD-75)
TABLE OF CONTENTS
SECTION 1. Applicability of Ordinance
SECTION 2. Purpose
SECTION 3. Goals, Objectives and Policies
SECTION 4. Permitted Improvements
SECTION 5. Permitted Uses
SECTION 6. Conditionally Permitted Uses
SECTION 7. Development Standards
1. Floor Area Ratio
2. Parcel Size
3. Building Envelopes
4. Office Tower
a. General Requirements
b. Building Setbacks
c. Building Height
d. Screening
e. Elevations
f. Signs
5. Parking Structure
a. General Requirements
b. Building Setbacks
c. Building Height
d. Screening
e. Elevations
f. Landscaping
g. Signs
6. Parking and Circulation
7. Plaza Design
8. Public Art
EXHIBIT D-2
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One Broadwav Plaza Specific DevelQPment DistrictJ§.P-75)
SECTION 1 APPLICABILITY OF ORDINANCE
The specific development zoning district, as authorized by Chapter 41,
Division 26, of the Santa Ana Municipal Code, is specifically subject to the
regulations contained in this ordinance for the express purpose of
establishing use district regulations. All other applicable chapters, articles
and sections of the Santa Ana Municipal Code shall apply unless expressly
waived or superseded by this ordinance. Use district regulations
established in Chapter 41, Article I I I, of the Santa Ana Municipal Code for
zoning districts other than the SD zoning district may be incorporated
herein by reference.
SECTION 2 PURPOSE
The Specific Development No. 75 (SD-75) use district regulations are
hereby established for the express purpose of protecting the health, safety
and general welfare of the City by encouraging the use of innovative
planning concepts and principles and promoting and enhancing the value
of properties and encourage orderly development.
/
The SD-75 regulation~ will establish a professional district that will
exclusively entitle a 37-story, 518,003 square foot office tower at the
northeast corner of Tenth Street and Broadway with a historic setting
further north along Broadway to Washington Avenue. This area will be
primarily a professional office district with support services and eating
establishments.
SECTION 3 GOALS. OBJECTIVES AND POLICIES
The One Broadway Plaza Specific Development District is located within
the midtown area of the City. The One Broadway Plaza Specific
Development District encompasses a large established city block bounded
by Washington Avenue to the north, Tenth Street to the south, Sycamore
Street to the east and Broadway to the west. The One Broadway Plaza
Specific Development District maintains a historic character along the
northwest portion of the district, with a number of buildings dating from
the early years of development in Santa Ana. The project site is
surrounded by the Civic/Professional, Financial, and the Community
Specialty Retail zones of the Midtown Specific Plan.
The One Broadway Plaza office tower is intended to be a major landmark
in the midtown section of the City of Santa Ana. In addition, the various
activities planned for this site will result in the project becoming a node, or
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place of activity. The objectives of the One Broadway Plaza specific
development plan include the following:
. A landmark office project along Broadway at the center of the
Midtown Specific Plan.
. Maintain the existing streetscape pattern including sidewalk design,
mature palm trees and historic light fixtures.
. Maintain the scale and character established by- the existing historic
structures along the north end of the district.
. Maintain large open setbacks adjacent to Broadway.
. Encourage revitalization of existing properties for a variety of
professional office uses.
. Enhance the pedestrian experience through the development of new
plaza areas and water features at the intersection of Sycamore Street
and Tenth Street and Broadway and Tenth Street.
SECTION 4 PERMITTED IMPROVEMENTS
Improvements permitted on the project site include either one of the
following:
1.
An iconic office tower of no less than 493 feet tall, approximately
37 stories, 518,300 square feet of building area with a destination
restaurant at the top two levels of the tower.
a. The project site shall be no less than 4.339 acres
b. A nine level (one subterranean and eight above grade), 78 foot
high parking structure, with a minimum of 2,463 parking
spaces.
c. The renovation and rehabilitation of four existing structures
located to the north of the office tower. The structures are
those addressed as 1103, 1111, 1115-17 and 1211 North
Broadway.
2.
All other permitted improvements shall comply with the Midtown
Specific Plan, Chapter 7, Broadway Corridor District, Development
Standards.
SECTION 5 PERMITTED USES
The category of permitted land uses to be included within the project
include: Professional and business offices, banks and similar financial
institutions, service and commercial retail uses and restaurants. If a use is
for any reason omitted from those specified as permissible, or if an
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ambiguity arises concerning the classification of a particular use, the
determination shall be at the discretion of the Planning Manager.
1.
Professional, business and administrative offices and services,
including but not limited to employment agencies, advertising
agencies, escrow agencies, accountants, insurance, attorneys,
architects, engineers, planners and other similar uses.
2.
Banks, finance, insurance and real estate offices.
3.
Service and commercial retail uses which shall be limited to:
a. Bookstores
b. Stationery shops
c. Gift stores
d. Dry cleaner
e. Hair salon
f. Travel agent
g. Copy center
h. Mail/postal center
i. Tailor
j. Shoe repair
k. Art supply
I. Office supply
4. Cafes and restaurants,
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5.
Florists
6.
Pharmacies
7.
Day care facilities
8.
Museums, libraries and galleries
9.
Artists' studios
SECTION 6 CONDITIONALLY PERMITTED USES
The following uses are permitted ufXJn the approval of a conditional use permit
in accordance with the Santa Ana Municipal code:
2.
1.
Nightclubs, bars and indoor entertainment uses whether
freestanding or part of another permitted or conditionally permitted
use, except adult entertainment businesses
Establishments selling or serving alcoholic beverages
Ll
8 3.
4.
5.
6.
7.
Coffee houses
Banquet facilities
Uses open after midnight to 5:00 a.m.
Helipads
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SECTION 7 DEVELOPMENT STANDARDS
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The One Broadway Plaza Specific Development District is intended to allow
the development of a landmark office tower and affiliated parking garage
while maintaining some of the historic structures located on the northwest
side of the district. The following general development standards are
applicable to this project:
1.
Floor Area Ratio (FAR.)
The required floor area ratio for the project site shall be 2.9, or 530,487
square feet of development. The FAR is calculated by dividing the total
square footage of the office building plus the existing structures to
remain by the total square footage of the project site. Consistent with
the General Plan, the parking structure is not included in the FAR
calculation. This FAR includes the proposed office tower (518,003
square feet) and the structures that will remain on the project site
(12,484 square feet). The FAR for the existing structures shall remain
at 0.5 or less.
2.
Parcel Size
The One Broadway Plaza parcel size shall be 4.339 acres. Subdivision
of the parcel is not permitted.
3.
Building Envelopes
Height and yard areas established for the existing structures and the
office tower define the pennitted building envelopes in the One
Broadway Plaza Specific Development District. With the exceptions of
the office tower and parking structure, all buildings shall maintain a
lower scale character no taller than 35 feet or 3-stories, whichever is
less.
4.
Office Tower
The basic form, size and location of the office tower as illustrated in
the applicant's plans are hereby approved. In order to address
certain outstanding details, however, revised plans conforming with
<;
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Section 7-4-e-iii of this ordinance shall be submitted to and be
approved by the Planning Commission prior to issuance of any
building permits.
a. General Requirements
i.
The office tower shall remain consistent with the approved site
plan as shown in Exhibit 1.
b. Building Setbacks
Setbacks at ground level are established to enhance pedestrian
space throughout the district, create compatible relationships
between existing and future building street elevations and
recognize opportunities to create new open space resources, such
as plazas, pedestrian ways and landscaped areas. The front yard
is one of the most important characteristics of Broadway and
maintenance of these landscaped open spaces is crucial to
preserving the streetscape. Major setback conditions are
discussed below by street:
i.
Broadway:
8
The One Broadway Plaza office tower shall maintain a
building setback of 20 feet. This setback area may include
hardscape as shown on the approved plaza plan. For
existing buildings, a setback of 20 feet shall be maintained.
The existing structure at 1111 North Broadway shall
maintain a minimum setback of 15 feet.
ii.
Tenth Street:
A 12-foot building setback shall be required for the office
tower. Hardscape, landscape and water features shall be
provided in the required setback as shown on the applicant's
Landscape Plan dated February 4, 2004 (Exhibit 2).
III.
Washington Avenue:
The 15-foot landscaped setback for the existing structure
shall be maintained.
c.
Building Height
8
The approved height for the office tower is approximately 493 feet.
Modifications to the tower's approved building height or number of
stories. which represent either an increase or decrease, shall not
be allowed. The existing buildings along Broadway shall maintain
their existing height and shall not exceed 35 feet.
ó
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d.
e.
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Screening
All appurtenances shall be located outside any required setback
and shall be screened from view.
Elevations
i.
Exterior elevations shall incorporate a translucent, non-
reflective glass in a light green tone. consistent with the
materials board sample provided by the applicant and as
approved by the Planning Commission and City Council.
ii.
The structural system of the building shall be visible from the
exterior elevations consistent with the plans approved by the
Planning Commission and City Council.
iii.
Incorporate an arcade or ground level "skirt" to provide a
transition between the tower and pedestrian level. Plans
satisfying this requirement shall be submitted to and must be
approved by the Planning Commission prior to the issuance
of any building permit.
5. Parkinq Structure
The basic form, size and location of the parking structure as illustrated
in the applicant's plans are hereby approved. In order to address
certain outstanding details, however, revised parking structure plans
shall be submitted to and be approved by the Planning Commission
prior to issuance of any building permits. The revised plans shall
comply with the following:
a.
8
General Requirements
i.
No parking areas above or below grade shall encroach into
required setbacks.
ii.
Subterranean levels shall use offset sloping ramps to allow
for open and unobstructed visibility for floor surveillance.
iii.
The parking structure shall maintain a minimum vertical
clearance of 11 feet on the street level, with the exception of
the entry at Sycamore Street. The entry area shall maintain
a vertical clearance of 21 feet to facilitate the loading and
unloading function as well as allow trash truck access.
iv.
On all other levels, the parking structure shall maintain a
minimum vertical clearance of eight feet, two inches.
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v.
vi.
vii.
Glare from the parking structure lighting shall not be visible
from the plaza level or any public right-of-way.
The ceiling of all parking levels shall be painted white and be
maintained to improve illumination and enhance safety within
the parking structure.
The parking structure shall be completed, shall have been
finaled by the Building Division and be fully operational prior
to any occupancy of any building or use, or portion thereof,
for which the structure provides parking.
viii. The parking structure shall contain a minimum of 2,463
parking spaces, which are allocated as follows:
a)
b)
c)
d)
8 e)
f)
g)
h)
i)
j)
1470 spaces for the office tower
50 spaces for ground level retail uses (10,000 square
feet)
180 spaces for restaurant uses (18,000 square feet)
29 spaces for offices uses within existing buildings
(9,627 square feet)
29 spaces for restaurant uses within existing buildings
(2,857 square feet)
30 spaces to replace parking displaced on Sycamore
Street
100 spaces to replace parking displaced on Main Street
110 spaces to replace existing surface parking lot for
1200 N. Main Street
12 spaces to replace existing surface parking lot for
1111 N. Broadway
The remaining 453 parking spaces may be used for
other uses in the area
b.
Building Setbacks
i.
ii.
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iii.
Broadway:
The minimum required setback for the parking structure is 124
feet as measured from the property line.
Washington Avenue:
A landscaped setback of 15 feet shall be required.
Sycamore Street:
There shall be no setback requirement.
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IV.
Tenth Street:
The minimum required setback
from the property line to the
structure.
is 145 feet as measured
entrance to the parking
c.
Building Height
The maximum allowable height of the parking structure is 78 feet.
d.
Screening
All appurtenances shall be located outside any required setback
and shall be screened from view.
e.
Elevations
i.
The north and east elevations shall incorporate architectural
cues and proportions found along Main Street to create an
architectural screen as a visual enhancement to the existing
commercial corridor.
ii.
Exterior walls shall exhibit horizontal rather that sloping
design elements.
iii.
The exterior of the parking structure shall be painted a soft,
earth tone color as approved by the Planning Division.
Brighter and darker colors, including dark green, shall be
prohibited.
iv.
Decorative grillwork or landscape materials shall be placed
between wall and floor of the higher parking level.
v.
Elevators shall be located so they are visible to the public.
The elevator cabs shall have glass facing the public view.
vi.
The parking structure shall comply with the Santa Ana
Municipal Code sections pertaining to the Police
Department's Security requirements, including parking lot
lighting levels.
vii. The parking structure shall comply with the Santa Ana Police
Department's parking structure design guidelines.
f.
Landscaping:
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g.
i.
Landscaping planters incorporated into the parking structure
shall have a minimum planter dimension of 4-feet wide and 4-
feet deep. An internal drainage system and waterproofing of
the planters shall be provided along with an automatic drip-
type irrigation system.
ii.
A trellis shall be incorporated into the north and west building
elevations where blank walls occur on the structure. The
trellis material shall be constructed of decorative and durable
materials and shall cover a minimum of 60 percent of the
blank wall. The trellis details shall be included in the project
landscape plan and be approved prior to building permit
issuance.
iii. Canary Island Pines, Deodar Cedars and River She-Oaks
shall be planted along the Broadway and Washington
Avenue elevations. The trees shall be planted at a minimum
of 30 feet on center as shown on a landscape plan to be
approved by the City's Landscape Development Associate
prior to the issuance of building permits for the parking
structure. The landscape plan shall be fully implemented
prior to the issuance of any certificate of occupancy.
iv. The size of the trees to screen the parking structure along
Washington Avenue and Broadway shall be a minimum 120-
inch box tree.
Signs
i.
All signage shall comply with the Santa Ana Municipal Code.
ii.
Prior to issuance of any sign permits or certificates of
occupancy for any building or portion thereof, a
comprehensive sign program for the entire site, including
directional signs and graphics for the parking structure, shall
be submitted to and be approved by the Planning
Commission.
6. Parkinq/Circulation
A student drop-off area shall be created in the parking lot of 920 North
Main Street for the exclusive use of the Orange County High School of
the Arts. The minimum standards for this function include:
8
a.
Prior to issuance of any building permits, construct a raised center
median on Main Street per a Street Improvement Plan to be
approved by the Public Works Agency.
10
.
.
.
b.
Prior to issuance of any building permits, construct a two-way
drop-off zone. Each lane shall have a minimum width of 18 feet.
A yellow line approximately one foot in width shall be painted to
separate the two drive-thru lanes. The plans shall be submitted to
the Planning Division and Public Works Agency for approval.
c.
Prior to issuance of any building permits, install a hedge and 36-
inch tall fence to direct students towards the Main Street and
Sycamore Street public sidewalks in order to avoid illegal
pedestrian crosswalk movements onto Tenth Street.
d.
Prior to submittal into building plan check, revise the site plan to
depict and note the removal of the existing parking stalls and
meters on Main Street consistent with the mitigation measures
contained in the Final EIR.
e.
Prior to submittal into building plan check, revise the site plan to
depict and note the restriping of Main Street to provide three
northbound and two southbound travel lanes.
f.
All loading zone areas must provide a minimum 6-inch raised curb
around the perimeter of each area.
g.
The proposed roundabout and water feature details must be
included as part of the Plaza Plan referenced in Section 7-7 of
this ordinance. Prior to the Issuance of any certificate of
occupancy, all water feature and roundabout improvements must
be completed.
h.
Prior to issuance of any certificate of occupancy, close off the
existing curb and gutter serving the trash collection area between
1200 South Main Street and the OCHSA. The curb and gutter
shall be replaced with a new curb, gutter and sidewalk.
I.
Prior to submittal into building plan check, revise the site plan to
depict and note the left turn Ingress (Sycamore Street -
southbound) into the school drop-off zone.
J
Prior to submittal into building plan check, revise the site plan to
depict and note wheel chair accessibility ramps at the Broadway
egress exit.
k.
Prior to submittal into building plan check, revise the site plan to
depict and note the replacement of the painted striped "No
Access Zone" to be replaced with a raised median barrier with
decorative pavement for the eastern and western portions of
Tenth Street.
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I.
Prior to submittal into building plan check, revise the site plan to
depict and note the installation of a traffic signal on the Broadway
Street egress exit.
m. Prior to submittal into building plan check, revise the site plan to
depict and note the modifications of the signals at the
Main/Washington, Main/Tenth, Washington/Sycamore,
Broadway/Washington and Broadway/Tenth intersections.
n.
Prior to the issuance of any certificate of occupancy, install either
a traffic signal or a raised median at the Halesworth Street and
Broadway intersection as determined by the Public Works
Agency.
7. Plaza Desiqn
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Prior to issuance of any building permits, a detailed Plaza Plan shall
be submitted to and approved by the Planning Commission.
a.
The overall plaza design theme shall incorporate a minimum of
three major pedestrian-level water features and two water
elements adjacent to the proposed building.
b. The plaza landscape palette must include a minimum of four (4)
tree species, to be approved by the Landscape Development
Associate prior to the issuance of any building permit. The
minimum established size for palm trees shall be 30 feet brown
trunk height. Non-palm tree species shall be a minimum of 20
feet in height and 60-inch box.
c.
Land uses such as retail, office or other services shall be
incorporated within the plaza level pursuant to the approved site
plan. Exterior kiosks, carts or other temporary outdoor uses are
not allowed unless specifically submitted to and approved by the
Planning Commission.
d.
The plaza shall incorporate seating, benches and landscaping to
provide visual interest and additional amenities within the plaza.
e.
Pedestrian amenities shall be provided such as lighting, planters,
drinking fountains, unit pavers, and bicycle racks.
f.
The color and appearance of the plaza furniture products and
other elements must complement the overall plaza design and
tower architecture.
1?
.
.
.
g.
Benches and pedestrian seating shall be made of a durable
material such as concrete or painted iron and be designed to
minimize effects from vandalism, skateboarding and weather.
h.
Trash receptacles should be located in high-activity areas, such
as plazas and other public open spaces. The style shall be
compatible with other plaza furnishings.
I.
Bike racks shall be provided at key activity locations on the plaza
level.
J.
All street furniture surfaces, pedestrian-level walls and amenities
shall incorporate graffiti resistant coatings.
k.
Soft as well as hard surfaced areas shall be incorporated into the
Plaza Plan. Plaza area paving shall consist of unit pavers.
I.
One linear foot of seating shall be provided for every 60 square
feet of plaza area. Seating may include benches, low seating
walls, steps, planter edges or fountains. The seating shall be
designed to discourage sleeping.
m. Lighting height in the plaza area should be at a pedestrian scale.
A range between 16 feet and 22 feet in the plaza area should be
fully illuminated from dusk until dawn. The overall lighting shall be
maintained at one-foot candle and incorporate other pedestrian-
oriented lights, such as lighted bollards. Uplighting of trees and
other site features is also required.
n.
The required Plaza Plan shall include adequate provisions for the
on-going maintenance of all plaza and roundabout improvements.
o.
The required Plaza Plan shall include design details, materials
and provisions for the on-going maintenance for all interior public
areas within the office tower, including but not limited to the
ground floor and basement area lobbies.
8.
Public Art
a. Public art valued at one percent of the office tower valuation is
required. The cost of any water feature or portion thereof shall
not be included for purposes of complying with the public art
requirement. Public art may be comprised of multiple art pieces,
however, at least one such art piece shall be placed at the
southwest corner of the project site adjacent to Broadway and
Tenth Street. The public art should invite participation and
interaction, inspire, add local meaning, interpret the community by
revealing its culture or history, and/or capture or reinforce the
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8
unique character of the new place. A comprehensive Public Art
Plan indicating compliance with this requirement, and which
proposes specific pieces of art for specific locations or
applications, shall be submitted to the Planning Commission for
review and approval prior to issuance of any building permits. All
public art approved by the Planning Commission in the Public Art
Plan shall be completely installed prior to the issuance of any
certificates of occupancy for the project.
b. Art should be sited to complement features such as plaza or
architectural components so that the art is an integral part of the
One Broadway Plaza development site.
c. Public art should be constructed using durable materials and
finishes including but not limited to stone or metal.
d. No art piece provided pursuant to the public art requirement,
including an art piece such as a mural that may be proposed on
the south elevation of the parking structure at the Sycamore
Street entrance, shall include advertising of any type, including
but not limited to products, services or businesses.
8
e. All public art provided pursuant to the public art requirement shall
be properly maintained at all times, be free of any graffiti and shall
not incorporate any flashing or distracting form of illumination.
f. All art pieces approved and installed pursuant to the Public Art
Plan shall remain on the project site and may not be removed
without the approval of the Planning Commission.
8
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EXHIBIT "E"