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HomeMy WebLinkAbout60A - 4TH AND MAIN MIX USE DEVELOPMENTREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 19, 2019 TITLE: ADOPT A RESOLUTION APPROVING SITE PLAN REVIEW NO. 2019-01 AND DENSITY BONUS AGREEMENT NO. 2019-01 TO FACILITATE CONSTRUCTION OF THE FOURTH AND MAIN MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT LOCATED AT 114 AND 117 EAST FIFTH STREET {STRATEGIC PLAN NOS. 3, 2; 5, 31 /s/ Kristine Ri CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO December 3, 2019 01��►1�1�1:3q:7 1. Adopt a resolution adopting an addendum to the Environment Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and re -adoption of a mitigation monitoring and reporting program. 2. Adopt a resolution adopting Site Plan Review No. 2019-01 as conditioned and Density Bonus Agreement Application No. 2019-01. 3. Authorize the City Manager to execute a Density Bonus Agreement with Toll Brothers Apartment Living or assignees for a 55-year term, for the development of a mixed -use residential and commercial development with up to 220 residential rental units, including 11 residential rental affordable units, at 114 and 117 East Fifth Street, subject to non -substantive changes approved by the City Manager and City Attorney. EXECUTIVE SUMMARY Michael McCann, representing Toll Brothers Apartment Living, is requesting approval of a site plan review (SPR) and a density bonus agreement (DBA) to allow the construction of a mixed -use development consisting of two separate buildings located on two development sites at 114 (Site A) and 117 (Site B) East Fifth Street, respectively, which would contain a total of up to 220 residential rental units and 12,350 square feet of commercial space. As proposed, the project requires approval of one waiver from the Transit Zoning Code's development standards through the density bonus agreement pursuant to California Government Code sections 65915 through 65918 and Santa Ana Municipal Code (SAMC) Section 41-1600. 60A-1 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 2 Staff is recommending approval of the applicant's request due to the project's satisfaction of meeting the intent of the Transit Zoning Code to promote a pedestrian -oriented environment with a mix of land uses. The project will also provide additional affordable rental housing stock to an underserved segment of the region's population. PLANNING COMMISSION ACTION On September 23, 2019 the Planning Commission held a public hearing on the project. The project was continued to October 28, 2019 to provide ample time to address four areas of concern: onsite amenities, the requested density bonus agreement, historic preservation options, and parking. Following the September 23 public hearing, the developer met with local historic preservation group representatives and City staff to discuss options to preserve and incorporate any intact fagade and interior building components into the project. At a work-study session on October 14, 2019, City staff presented additional details on the four areas of concern, and the public provided additional input on the project, voicing general support but expressing a strong desire to incorporate any intact, historic elements into the project. One week later on October 21, 2019, the developer presented a project alternative that includes an option to preserve two portions of the underlying building into the project, which was received positively by most historic preservation groups in attendance. Additional details are provided in the "Option to Preserve Onsite Building Facades" subsection on Page 5 of this report. On October 28, 2019, following identification of the fagade preservation option and conditions of approval crafted to ensure an open and transparent demolition process to determine feasibility of the fagade preservation option, the Planning Commission voted unanimously (5-0) to recommend that the City Council approve the project. PROJECT DESCRIPTION The project includes demolition and removal of the former and now largely -vacant First American Title Company headquarters building at 114 East Fifth Street, and removal of a surface parking lot at 117 East Fifth Street. However, a careful and phased demolition of the site is intended to reveal whether portions of the existing structures onsite can be incorporated into the overall project through fagade preservation. Additional details are provided in the "Option to Preserve Onsite Building Facades" subsection on Page 5 of this report. Once the onsite buildings are dismantled and the sites are cleared, the applicant proposes to construct a mixed -use development community on two development sites, Site A and Site B, containing up to 220 residential units, 12,350 square feet of leasable commercial area, and 332 onsite parking spaces. Table 1: Project and Location Information Item Information Pro ect Address 114 and 117 East Fifth Street Nearest Intersection Fifth and Main streets and Fifth and Bush streets General Plan Designation District Center (DC) 60A-2 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 3 Item Information Zoning Designation Transit Zoning Code (Specific Development No. 84), Downtown sub -zone Surrounding Land Uses Commercial North Mixed -Use and Parkin East Commercial South Commercial and Parkin West Site Size 2.78 acres combined Site A: 2.31, Site B: 0.47 acres Existing Site Development Site A contains a largely -vacant commercial/office building and a surface parking lot; Site B contains a surface parking lot. Use Permissions Mixed -use projects permitted by Section 41-2006 and Section 41-2007 of the SAMC. Zoning Code Sections Affected Uses Table 2A, SAMC Sec. 41-2007. SPR required pursuant to SAMC Sec. 41-2007, DBA required pursuant to SAMC Sec. 41-1600. Development Standards Transit Zoning Code, SAMC Sec. 41-2011 and 41-2023 Residential and Commercial Components Site A will contain 196 residential units, 12,350 square feet of commercial space, a resident and leasing lobby, site amenities, a bicycle storage room, and 309 parking spaces. The structure will contain seven stories and one basement level for parking. Resident amenities will include a large courtyard and pool, a rooftop amenity deck overlooking Fourth Street, and a large plaza at the corner of Fourth and Bush streets that can be programmed with outdoor dining and seating areas. The building has been designed with modern and traditional architectural elements that pay homage to the former Montgomery Ward Building, which was demolished to accommodate the current parking lot on the site. Site B is designed as a purely residential building and will contain 24 residential units and 23 onsite parking spaces. The building will also feature a lobby with resident amenities and is designed with a traditional architectural style with brick and contemporary elements such as steel and metal canopies, as well as metal and glass balconies on certain plan types of the one- and two -bedroom units. Of the development's maximum 220 units, approximately 45 will be studios (20 percent), 101 will be one -bedroom (46 percent), and 74 will be two -bedroom (34 percent). Units will range in average sizes from 570 square feet for the studio units, 625 to 800 square feet for the one - bedroom units, and 1,250 square feet for the two bedroom units. The overall parking proposed for the project, 332 spaces, provides a ratio of 1.51 parking spaces per residential unit. Based on the bedroom count, this ratio provides one parking space per bedroom in the development, with a surplus of 38 parking spaces (11 percent) that can be utilized for guest, employee, and/or onsite management parking. The applicant has also drafted a parking management plan that is described and evaluated in the Project Analysis section of this re po rt. Architecture and Amenities Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. Storefront widths, window heights, setbacks, and other architectural features have been carefully evaluated to ensure a seamless transition from 60A-3 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 4 existing buildings to the new project. Site A's elevations feature articulation, multiple volumes, and varied architectural styles to mimic the appearance of multiple buildings rather than a solid, massive structure. A corner element facing the intersection of Fourth and Main streets will pay homage to the former Montgomery Ward building at the site; this element will feature a projected tower component and up -lighting. Site B's elevations have been carefully designed to resemble an older structure to complement other structures in Downtown, with contemporary elements in place. Both structures will feature durable metal siding, brick, glass, smooth stucco finishes, metal canopies, and textured blocks. The development will feature amenities commonly found at other upscale mixed -use developments in the region. These include a large courtyard with pool, spa, clubroom, fitness room, and landscaping in the center of Site A; an amenity deck overlooking Main Street on Site A; a clubroom and roof terrace on the 7th floor of Site A overlooking Fourth and Bush streets; a leasing office and lounge in Site A; a bike locker in Site A; and a ground -floor lobby and resident amenity area in Site B. The roof deck has been designed to accommodate future expansion in the event it can comply with Building and Fire codes, and is designed to accommodate a potential commercial tenant such as a cafe or lounge in the event separate plans for improvements are submitted. In addition, the project will feature enhanced sidewalks along the buildings' base, and the large, public ground -level courtyard at the corner of Fourth and Bush streets will feature paving materials and patterns that will match existing conditions on Fourth Street to ensure a seamless transition from the public right-of-way to the project. Additional amenity space may be incorporated into the project within the ground floor mezzanines and/or the roof top amenity deck. This concept will be included as a condition of approval and will be implemented when the project is submitted into building plan check. Site and Area Background The Transit Zoning Code was adopted in July 2010 and provides a framework for mixed -use, residential, commercial, and limited industrial activities in a large section of central Santa Ana loosely bound by Flower Street, the Santa Ana (1-5) Freeway, Civic Center Drive, Grand Avenue, and First Street. The plan area contains six sub -zones that allow various types and ranges of intensity, as well as two industrial overlay districts where industrial uses in place at the time of the code's adoption are allowed to continue. The Downtown sub -zone in which the project is proposed allows a variety of mixed -use developments that are intended to contribute to creating a dynamic, transit -oriented area for residents, business owners, and visitors, and to lessen the need for automobile dependence. Amendments to the Transit Zoning Code in July 2019 modernized certain sections of the code and further the goals and vision of the plan area. The original First American Title Company headquarters buildings (now connected as one) were constructed in 1931 and 1949; subsequent additions and remodels in 1966, 1976, and 1977 resulted in large portions of the building being concealed behind contemporary additions and fagade remodels. In 1960, the original Montgomery Ward building at the northeast corner of Fourth and Main streets was vacated as the department store relocated to the new Honer Plaza (now Bristol Marketplace) at Bristol and 17th streets; the building was later demolished in 1974 for the construction of the site's current surface parking lot. In August 2018, the applicant submitted the 60A-4 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 5 proposed mixed -use development, which is the first major mixed -use, mixed -income development proposed in Downtown Santa Ana since the Transit Zoning Code was adopted in 2010. Since submitting the application, the applicant has met with nearby neighborhood associations, business leaders, historic preservation groups, and other interested parties. A full list of neighborhood outreach efforts and details on the Sunshine Ordinance community meeting is provided in Table 2 of this report. Option to Preserve Onsite Building Facades Following extensive input by local historic preservation groups and coordination among historic preservation groups, the developer, historic preservation advocates, and the City, the applicant has agreed to a careful and phased demolition of the buildings. Specifically, the applicant will remove fagade additions to the Orange County Title Company building, which was constructed in the early 1930s, in order to determine the integrity of the original fagade and interior components. Once removed, the applicant will employ consultants and historic preservation architects to prepare a report determining the feasibility of preserving the underlying facades and incorporating them into the project. Should portions of the Orange County Title Company building be intact and it is determined to be feasible to incorporate fagade portions into the project, the applicant has prepared an alternative to the proposed project that would preserve up to 50 feet of the Main Street and Fifth Street facades of the Orange County Title Company building to serve as the fagade and entry to the leasing office for Site A. This change would result in minor changes to the project, including the loss of two (2) residential units and their associated parking spaces. In addition, the developer has agreed to preserve intact interior building elements into the alternative, including decorative items and building components. Exhibits 7a and 8a in the Planning Commission staff report illustrate the fagade preservation alternative. Housing Opportunity Ordinance Compliance The City's inclusionary housing ordinance, known as the Housing Opportunity Ordinance (SAMC Sec. 41-1900 et seq.) applies to housing projects proposing five or more units that are also requesting an increase in allowable density or are in certain sections of the City that were "up - zoned" to allow additional residential development pursuant to an overlay zone or after November 28, 2011. As the proposed project is located in a section of the Transit Zoning Code area that was zoned for mixed -use development in July 2010 and is not in an overlay zone, and as the project does not propose an increase in allowable density, the Housing Opportunity Ordinance requirements of production of affordable housing do not apply to the proposed development. Conformance to Transit Zoning Code Development Standards The California Density Bonus law allows developers proposing five or more residential units to seek increases in base density for providing on -site housing units in exchange for providing affordable units on site. To help make constructing on -site affordable units feasible, the law allows developers to seek up to three incentives/concessions and an unlimited number of waivers, which are essentially variances from development standards that would help the project be built without significant burden and without detriment to public health. The first version of the Density Bonus Law 60A-5 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 6 was adopted in 1979 and has since been amended at various times. Recent revisions allow affordable housing developers to request incentives/concessions and/or waivers for 100-percent affordable developments, even if they do not require a numerical density bonus. Moreover, in early 2017, the law was amended to restrict the ability of local jurisdictions to require studies to "justify" the density bonus and requested incentives/waivers and places the onus on local jurisdictions to prove that the incentives/concessions or waivers are not financially warranted. The project has been designed to conform to the development standards in the Transit Zoning Code, with the exception of the proposed onsite parking. However, pursuant to State of California Government Code Section 65915(p)(1) and 65915(p)(4), residential developments providing five - percent onsite affordable housing units at very -low income levels are entitled to provide onsite parking at the ratio of 1 stall for studio or one -bedroom units, and 2 stalls for two- to three - bedroom units. The applicant has elected to exercise the option to provide this parking ratio pursuant to the California Government Code through execution of a density bonus agreement. A full description of conformance to development standards is provided in Exhibit 10 to the Planning Commission staff report. Although the project is proposing a total number of units (220) that is below the maximum City - prescribed density for the project site based on its acreage, the developer is able to seek the parking standards incentive in the California Government Code because it is providing onsite affordable units. Pursuant to California Government Code sections 65915 (d)(1) and 65915 (e)(1), a local jurisdiction is limited in its ability to deny the requested parking ratio and is preempted from denying the Density Bonus Agreement application. Analysis Section 41-2005 of the SAMC requires developments proposing over four stories in height to apply for a Site Plan Review (SPR) with the Planning Commission. As the buildings in the proposed development contain five and seven stories, approval of a SPR application is required by the Planning Commission. In addition, the project is seeking approval of a density bonus agreement to commit five percent (11 units) of the residential component to very -low income households. Through this agreement, the applicant is seeking to exercise rights afforded under the California Government Code to allow a reduced parking ratio for the project. Pursuant to SAMC Section 41-1600, density bonus agreement applications that also request a "deviation" from development standards require Planning Commission review and approval prior to City Council approval of the density bonus agreement itself. State Density Bonus Law Under the State's Density Bonus Law, developers of affordable family -oriented housing projects may request a numerical density bonus up to 35 percent from base density. The proposed development is to construct 11 very -low income affordable units, which does not require approval of a numeric density bonus but makes the project eligible to seek parking incentives pursuant to the California Government Code. Pursuant to SAMC Sec. 41-1600, the purpose of the City's Density Bonus for Affordable Housing Ordinance is "to provide increased residential densities to developers who guarantee that a portion of their residential development will be available to low income, very low-income, or senior (also known as "qualified") households." SAMC Sec. 41- Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 7 1602(c)(5) requires that affordable units provided as part of a density bonus be "comparable" to any market rate units in the project. The proposed project complies with both the California Density Bonus Law and the City's Density Bonus for Affordable Housing Ordinance. As such, a Density Bonus Agreement has been prepared (Exhibit 4). The Developer has paid the City's Density Bonus Setup fee in the amount of $65,128.47 to prepare this agreement. Key Items in the Density Bonus Agreement The following is a list of key items agreed upon in the Density Bonus Agreement: • Affordable Units. The Project shall have eleven (11) affordable units which shall be comprised of three (3) studio units, (4) one -bedroom units, and four (4) two -bedroom units. The affordable units shall be restricted to use and occupancy by eligible households for a total period of no less than fifty-five (55) years including: o The affordable units in the Project shall at all times during the term of the Agreement be rented to very low-income tenants at 50% Area Median Income (AM I ). • Affordable Rent Schedule. The affordable rents shall be created in accordance with the Orange County, California Primary Metropolitan Statistical Area ("PMSA") as published by the California Department of Housing and Community Development ("HCD"), adjusted for family size, and shall be updated no less than annually. • Marketing and Resident Selection Plan. Developer shall prepare and obtain City's approval a marketing program and resident selection plan for the leasing of the affordable units at the project prior to occupancy. • Selection of Tenants. The Developer shall give preference in leasing units to households that live and/or work in the City of Santa Ana or who have an active Housing Choice Voucher issued by the Housing Authority of the City of Santa Ana or any other Public Housing Authority. Implementation of the preference will be monitored by staff in the Community Development Agency. • Monitoring. Developer agrees to pay a reasonable fee for the City's obligation to monitor Owner's compliance with the affordability restrictions contained in the Agreement. • Rental Lease Agreement. Developer shall prepare and obtain City's approval of a rental Tease agreement consistent with the terms contained in this Density Bonus Agreement. • Onsite Parking Management Plan. Developer has provided a parking management plan attached to the agreement. The Density Bonus Agreement has been signed by the Developer to acknowledge their acceptance of the terms. The Agreement is not considered final until the City Council has reviewed and approved the Agreement and the Agreement is executed by all parties. Onsite Parking The City has identified the Transit Zoning Code area for high -intensity, mixed use development in order to reduce demands for parking and traffic impacts. To address community concerns regarding 60A-7 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 8 the requested parking incentive pursuant to State Housing Law, the applicant prepared a parking study and parking management plan (PMP). As a result of the parking reduction requested, staff coordinated with the applicant to explore alternate options for providing additional offsite parking spaces, maximizing onsite parking spaces, and/or reducing parking demand on the project site. In response, Toll Brothers prepared a PMP that addresses incentives for reducing vehicle ownership, encouraging transit ridership, providing valet services onsite to maximize parking areas, and providing offsite parking spaces through long-term agreements with the City in nearby parking structures. The parking management plan indicates that, if needed, valet service for on -site vehicle stacking could create an additional 80 parking spaces, raising the total onsite parking spaces from 332 to 412. In addition, the PMP indicates that an additional 70 offsite parking spaces at a nearby City -owned parking structure could be leased on a long-term basis. When implemented, this results in an effective parking ratio of 1.83 parking spaces per residential unit with the onsite valet service, and 2.19 spaces per unit with the additional 70 offsite spaces, which exceeds the 2.15 per unit parking space requirement of the TZC. The proposed 1.51 initial, and 1.83 and 2.19 potential, parking space ratios are analyzed by a parking study submitted for the project. The parking study indicates that both parking rates will result in surplus parking onsite due to a variety of factors, including the project's: 1. Proximity to existing and future mass transit, which include standard bus service, high- capacity/express bus service, the Santa Ana Regional Transportation Center, and the under -construction OC Streetcar (light rail); 2. Location within a high ly-amen itized, mixed -use environment with shopping and major employment centers nearby; and 3. Proximity to nearby existing parking facilities, including parking structures, parking lots, and on -street parking. ENVIRONMENTAL IMPACT The proposed development required preparation of studies relating to shade and shadow, air quality and greenhouse gas emissions, cultural resources, traffic, parking, noise and vibration, Phase I environmental site assessment, hydrology, a preliminary water quality management plan, and sewer capacity. In addition, a fiscal impact and economic impact analysis was prepared by RSG, Inc. and The Concord Group. All studies evaluate the changes of the proposed revisions as compared to the existing entitlements and were reviewed for content and accuracy by the City. The technical studies evidenced that an Environmental Impact Report (EIR) Addendum to the previously -certified 2010 EIR is the appropriate CEQA document to evaluate and disclose the project's impacts. An addendum to a previously certified EIR is prepared when a lead agency is asked to approve modifications to an existing project for which an EIR has already been certified. An addendum evaluates the requested modifications and determines whether subsequent EIR review is .1 M Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 9 required. Pursuant to CEQA case law, an addendum applies the same thresholds as the original, certified EIR. (Citizens Against Airport Pollution v. City of San Jose (2014) 227 Cal.AppAth 788.) Moreover, pursuant to Public Resources Code section 21166 and State CEQA Guidelines section 15162, when an EIR has been certified for a project, the City shall not require a subsequent or supplemental EIR or negative declaration for the project unless the lead agency determines that one or more of the following conditions are met: 1. Substantial project changes proposed that would result in new or substantially more severe impacts than disclosed in the previous EIR; 2. Substantial changes in circumstances that would result in new or substantially more severe impacts than disclosed in the previous EIR; or 3. Significant new information has come to light that shows there will be new or substantially more severe impacts than disclosed in the previous EIR. If some changes or additions to the previously prepared EIR are necessary, but none of the conditions specified above are met, the lead agency shall prepare an Addendum. In accordance with the State CEQA Guidelines, since none of the conditions specified in section 15162 are present, an Addendum to the previously -certified 2010 EIR is the appropriate form of environmental review for the First American project. The Addendum focuses on the potential environmental impacts associated with the project that might cause a change in the conclusions of the certified 2010 EIR, including changes in circumstances or new information of substantial importance that would substantially change those conclusions. The Addendum considers whether the project results in new or substantially more severe impacts than were disclosed in the 2010 EIR and finds that no supplemental or subsequent EIR is required for the proposed development. Pursuant to State CEQA Guidelines section 15164(b), an addendum to a previously -certified EIR is not circulated for public review. The Addendum is included with this staff report as Attachment 9. Pursuant to State CEQA Guidelines section 15164(d), the City Council must consider the Addendum together with the 2010 EIR before making a decision on the project. Previous CEQA Documentation The 2010 EIR (SCH No. 2006071100) was prepared to evaluate the potential impacts associated with the adoption of the Transit Zoning Code, which is anticipated to result in potential development of approximately 4,075 residential units, 387,000 sf of retail development, and an additional 15.5 acres of open space within the City. The 2010 EIR considers the environmental impacts relating to aesthetics; air quality; biological resources; cultural resources; hazards and hazardous materials; hydrology and water quality; land use; noise; population, housing, and employment; public services; transportation and traffic; utilities and service systems; and climate change. A mitigation monitoring and reporting program, findings of fact, and a statement of overriding consideration were adopted with the 2010 EIR. As part of the 2019 Addendum to the 2010 EIR, the original mitigation monitoring and reporting 60A-9 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 10 program must be readopted by the Planning Commission; no changes to the mitigation measures were identified as necessary through review and preparation of the 2019 Addendum. Addendum Conclusions The First American Project Addendum concludes no new or substantially greater impacts would occur with implementation of the proposed development when compared to those identified in the 2010 EIR. To fully evaluate the proposed project's impacts on the site's existing structures, a cultural resources study was prepared. Preparation of the cultural resources study for the proposed project was not required based on the fact that the site and its building are not eligible for listing as an historic resources and that the sites comprising the development are not within the boundaries of the Downtown National Historic Districts. The cultural resources study concludes that demolition of the building and clearing the sites will not result in any new, significant impacts or the need for new mitigation measures, and that due to the various additions and remodeling projects to the site's building, the building continues to be ineligible for listing on any local or national register of historic properties. Several past analyses reached similar conclusions, namely: 1. The site was not identified for inclusion in the Downtown National Historic Districts when established in December 1984; 2. The site was not identified as requiring special consideration or protection when the Transit Zoning Code was adopted in 2010 and the 2010 EIR was certified; and 3. The 2019 EIR Addendum's cultural resources study revisited the site and concluded, similar to the 1984 and 2010 analyses, that the site was ineligible for listing on any local or national historic register. Therefore, the 2010 EIR's MMRP will continue to mitigate or lessen any impacts already identified by the 2010 EIR. Following public input at the September 23, 2019 Planning Commission public hearing on the project, the cultural resources study was updated to enhance discussion of the onsite buildings and their historic prominence in Santa Ana. Moreover, two conditions of approval are proposed in order to establish a careful demolition process, public notification, fagade preservation opportunities, interior building element preservation and salvage opportunities, and provide photo -documentation. PUBLIC OUTREACH A community meeting was held on June 18, 2018 at 5:30 p.m. at the project site in accordance with the provisions of the City's Sunshine Ordinance. Invitations/notices were mailed to property owners and occupants/tenants in a 500-foot radius from the project site. Approximately 17 members of the public attended, as well as 4 City staff. The applicant provided all the required information to the City after the meeting. Details from the community meeting were posted to the project's webpage at https://www.santa-ana.orq/pb/planning-division/major-planning-proiects- and-documents/first-american-title-co-site-downtown. In addition, Planning Commission public hearings were held for the project on September 23 and on October 28, 2019. A work-study session was subsequently held on October 14, 2019, during 60A-10 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 — Fourth and Main Mixed -Use Residential and Commercial Development November 19, 2019 Page 11 which members of the community expressed general support for preserving onsite structures to the extent possible and for the overall mixed -use development. Finally, the applicant met with seven interested groups, neighborhoods, and/or individuals between June 2018 and October 2019. Meetings include those with: • Downtown, Lacy, French Park, and Logan neighborhood associations; • Downtown business owners, Santa Ana Business Council, and Downtown Inc.; and • Local historic preservation representatives STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). Approval of this item also supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability; Objective #3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). FISCAL IMPACT There is no fiscal impact associated with approval of these actions. Minh Thai Executive Director Planning and Building Agency Steven A. Mendoza Executive Director Community Development Agency AP la S'. RFCA\11-19-19\First American\PBA SPIR 19-01 DBA 19-01 First American 11192019. docx Exhibits: 1. Resolution — El Addendum 2. Resolution — Site Plan Review and Density Bonus Agreement 3. Planning Commission Staff Report, including Exhibits 4. Density Bonus Agreement 60A-11 *V14NIlIII il LS 12.3.19 CITY COUNCIL RESOLUTION NO. 2019-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR THE FIRST AMERICAN MIXED -USE DEVELOPMENT PROJECT LOCATED AT 114 EAST FIFTH STREET AND 117 EAST FIFTH STREET, AND RE -ADOPTION OF THE MITIGATION MONITORING AND REPORTING PROGRAM WHEREAS, Michael McCann, representing Toll Brothers Apartment Living (hereinafter referred to as "Applicant'), is requesting approval of Site Plan Review No. 2019-01, as conditioned, and Density Bonus Agreement No. 2019-01, as conditioned, to allow the construction of a new mixed -use residential and commercial development containing up to 220 residential units at 114 and 117 East Fifth Street; and WHEREAS, the subject Property contains 2.78 acres containing two sites at 114 and 117 East Fifth Street, currently developed with a commercial office building and surface parking lots; and WHEREAS, the Transit Zoning Code was adopted in 2010 as a result of interest in developing mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices; and WHEREAS, the City Council of the City of Santa Ana certified the Environmental Impact Report (SCH No. 2006071100) and adopted a mitigation monitoring reporting program for the Transit Zoning Code, which allows a mixture of residential, commercial, and industrial land uses; and WHEREAS, the entitlements sought for the proposed mixed -use development project include a Site Plan Review application and a Density Bonus Agreement application; and WHEREAS, in 2010, the City Council certified the Final Environmental Impact Report ("2010 EIR") for the Transit Zoning Code Project ("Originally Approved Plan"), which analyzed the potentially significant environmental impacts of a mixed -use plan area consisting of new residential, commercial, and industrial development; and Resolution No. 2019-xx Page 1 of 7 60A-12 WHEREAS, pursuant to the 2010 EIR, the subject site may be developed with a mixed -use development consisting of residential and commercial land uses; and WHEREAS, when compared against the Originally Approved Plan, the proposed mixed -use development will not result in any new or intensified significant impacts; and WHEREAS, pursuant to the California Environmental Quality Act (Public Resources Code section 21000 et seq.) ("CEQA") and the State CEQA Guidelines (14 Cal. Code Regs. 15000 et seq.), the City is the Lead Agency for the proposed development; and WHEREAS, pursuant to CEQA, when taking subsequent discretionary actions in furtherance of a project for which an EIR has already been certified, the Lead Agency is prohibited from requiring a subsequent or supplemental EIR unless at least one of the circumstances identified in Public Resources Code section 21166 or State CEQA Guidelines section 15162 are present; and WHEREAS, City staff has evaluated the proposed project and considered whether, in light of the impacts associated with its development, any supplemental or subsequent environmental review is required pursuant to Public Resources Code section 21166 or State CEQA Guidelines section 15162; and WHEREAS, the analysis contained in the First American Title Company EIR Addendum ("2019 Addendum") concluded that none of the circumstances described in Public Resources Code section 21166 or State CEQA Guidelines section 15162 have occurred, and thus no supplemental or subsequent EIR is required; and WHEREAS, on September 23, 2019 the Planning Commission held a duly noticed public hearing and continued the matter to October 28, 2019 and held a work- study session on the item on October 14, 2019; and WHEREAS, on October 28, 2019 at a duly noticed public hearing, the Planning Commission considered the 2019 Addendum when recommending that the City Council approve the Project; and WHEREAS, on December 3, 2019 at a duly noticed public meeting, the City Council considered the 2019 Addendum and Mitigation Monitoring And Reporting Program; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct and incorporated herein by reference. Resolution No. 2019-xx Page 2 of 7 60A-13 Section 2. State CEQA Guidelines section 15164 requires lead agencies to prepare an addendum to a previously certified EIR if some changes or additions to the project are necessary, but none of the conditions requiring preparation of a subsequent EIR are present. The City Council has reviewed and considered the 2010 EIR and the 2019 Addendum, and finds that these documents taken together contain a complete and accurate reporting of all of the potential environmental impacts associated with the proposed development. The City Council further finds that the 2019 Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The City Council further finds and determines that the Addendum reflects the City's independent judgment. Section 3. Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2019 Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject property, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: (a) The proposed development does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. (b) There is not a substantial change with respect to the circumstances under which the proposed development will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. (c) New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the applicant declined to adopt. Section 4. The City Council hereby finds that mitigation measures identified in the 2010 EIR remain applicable to the Transit Zoning Code. These findings are laid out Resolution No. 2019-xx Page 3 of 7 60A-14 more specifically in the Mitigation Monitoring and Reporting Program ("MMRP") attached hereto as Exhibit A. The City Council therefore hereby re -adopts those mitigation measures identified as remaining applicable to the Transit Zoning Code, through the MMRP attached hereto and incorporated herein as Exhibit A. Section 5. The City Council hereby approves and adopts the 2019 Addendum, attached hereto and incorporated herein as Exhibit B. Section 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 7. The City Council directs staff to prepare, execute and file a CEQA Notice of Determination with the Orange County Clerk's Office within five (5) working days of City Council approval of the First American Mixed -Use Development Project. Section 8. The 2010 EIR and the 2019 Addendum, and any other documents and materials that constitute the record of proceedings upon which these findings have been based are on file, are incorporated herein by reference and are available for public review at Santa Ana City Hall, Planning and Building Agency, M20, 20 Civic Center Plaza, Santa Ana, California 92701. The custodian of these records is Daisy Gomez, City Clerk for the City. Section 9. This resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall attest to and certify the vote adopting this resolution. Resolution No. 2019-xx Page 4 of 7 60A-15 ADOPTED this day of 2019. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: k Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2019-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 2019. Date: Clerk of the Council City of Santa Ana Resolution No. 2019-xx Page 5 of 7 MITIGATION MONITORING AND REPORTING PROGRAM The 2010 Transit Zoning Code EIR Mitigation Monitoring and Reporting Program (MMRP) is available online at: https://www.santa-ana.orq/transit-zoning-code-environmental-impact-report Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Resolution No. 2019-xx Page 6 of 7 60A-17 EXHIBIT B FIRST AMERICAN TITLE COMPANY EIR ADDENDUM The First American Title Company Project EIR Addendum and Technical Appendices are available online at: https://www.santa-ana.org/pb/planning-division/major-planning-projects-and- documents/fi rst-america n-title-co-site-downtown Or by visiting: Planning and Building Agency— Planning Division Public Counter 20 Civic Center Plaza Santa Ana. CA 92701 Resolution No. 2019-xx Page 7 of 7 �� • *:1:11-11111V LS 12.3.19 CITY COUNCIL RESOLUTION NO. 2019-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING SITE PLAN REVIEW NO. 2019- 01 AS CONDITIONED AND APPROVING DENSITY BONUS AGREEMENT NO. 2019-01 AS CONDITIONED FOR A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 114 EAST FIFTH STREET (SITE A) AND 117 EAST FIFTH STREET (SITE B) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Michael McCann, representing Toll Brothers Apartment Living (hereinafter referred to as "Applicant'), is requesting approval of Site Plan Review No. 2019-01, as conditioned, and Density Bonus Agreement No. 2019-01, as conditioned, to allow the construction of a new mixed -use residential and commercial development containing up to 220 residential units at 114 and 117 East Fifth Street. B. The Transit Zoning Code was adopted in 2010 as a result of interest in developing mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices. C. The California Density Bonus law allows developers to seek increases in base density for providing on -site housing units in exchange for providing affordable units on site. To help make constructing on -site affordable units feasible, the law allows developers to seek incentives/concessions or waivers that would help the project be built without significant burden and without detriment to public health. D. On September 23, 2019, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral, and continued the matter to October 28, 2019 while holding a work-study session on the matter on October 14, 2019. Resolution No. 2019-xx Page 1 of 11 60A-19 E. On October 28, 2019, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral, and recommended that the City Council approve Site Plan Review No. 2019-01 as conditioned, and recommended City Council approval of Density Bonus Agreement No. 2019-01 as conditioned. F. On December 3, 2019, the City Council of the City of Santa Ana held a duly noticed public meeting and at that time considered all testimony, written and oral. G. Sections 41-2007 and 41-593.5 of the Santa Ana Municipal Code (SAMC) requires a review by the Planning Commission of all plans for developments of over four stories within the Transit Zoning Code (Specific Development No. 84) to ensure the project is in conformity with the overlay zone plan. H. The zoning designation for the subject property is Specific Development No. 84, Downtown sub -zone. I. The City Council determines that pursuant to SAMC Sections 41-2007 and 41-593.5, the project is in compliance with all applicable development standards outlined within the Specific Development Plan (SD No. 84/Transit Zoning Code), with the exception of required on -site residential parking, which, pursuant to the California Government Code sections 65915 through 65918, may be reduced through approval of the requested Density Bonus Agreement application. J. The City Council hereby determines that the following findings, which must be established in order to grant this Density Bonus Agreement pursuant to SAMC Section 41-1607, have been established for Density Bonus Agreement No. 2019-01 to allow construction of the proposed project: 1. That the proposed development will materially assist in accomplishing the goal of providing affordable housing opportunities in economically balanced communities throughout the city. The proposed development will provide up to 209 market - rate rental units and 11 very -low income affordable units, contributing toward the City's rental housing stock to serve the needs of diverse and underserved populations. The area in which the project is proposed, the Transit Zoning Code plan area, currently contains several entitled or constructed affordable and market -rate residential communities. The construction of this project will contribute toward an economically balanced community by providing housing for Resolution No. 2019-xx Page 2 of 11 60A-20 different demographic and income levels in an area rich with employment opportunities, commercial development, and market -rate housing. 2. That the development will not be inconsistent with the purpose of the underlying zone or applicable designation in the general plan land use element. The project site is located in an area already identified in both the City's Zoning Code (the Transit Zoning Code) and General Plan (the Land Use and Housing elements) for new residential communities. Moreover, the proposed densities of 84 and 50 units per acre on Site A and Site B, respectively, is consistent with the anticipated development intensity of 90 units per acre in the General Plan Land Use element, and is below the density bonus provisions in the California Density Bonus Law for family -oriented projects (35-percent density bonus) and in the City's Housing Opportunity Ordinance (35- percent density bonus). 3. That the deviation is necessary to make it economically feasible for the Applicant to utilize a density bonus authorized for the development pursuant to section 41-1603. The proposed project requires one deviation through incentives/concessions for a reduction in required on -site (off-street) parking. The deviation is described as follows: Constructing 2.0 parking spaces per residential unit and 0.15 guest parking spaces per residential unit on the project site would require the developer to construct an additional level of parking either above- or below -grade, resulting in increased construction costs and/or a loss of an entire level of residential units. The City has identified the Transit Zoning Code area for high -intensity, mixed -use development in order to reduce demands for parking and traffic impacts. To address the parking reduction requested by the Applicant pursuant to State Housing Law, the Applicant prepared a parking study and parking management plan (PMP). The PMP adequately outlines measurable means to provide additional parking through additional onsite valet parking, off - site parking, or a combination thereof, raising the effective parking ratios to a minimum of 2.15 parking spaces per residential unit if fully implemented. As a result of the parking reduction requested, staff coordinated with the Applicant to explore alternate options Resolution No. 2019-xx Page 3 of 11 60A-21 for providing additional off -site parking spaces, maximizing on -site parking spaces, and/or reducing parking demand on the project site. In response, Toll Brothers prepared a PMP that addresses incentives for reducing vehicle ownership, encouraging transit ridership, providing valet services on -site to maximize parking areas, and providing off -site parking spaces through long-term agreements with the City in nearby parking structures. Section 2. In accordance with the California Environmental Quality Act (CEQA), the City Council of the City of Santa Ana hereby finds, determines, and declares as follows: Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2019 Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would Resolution No. 2019-xx Page 4 of 11 60A-22 substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. Section 3. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 4. The City Council of the City of Santa Ana, after conducting the public meeting, hereby approves Site Plan Review No. 2019-01 and approves Density Bonus Agreement No. 2019-01 as conditioned in Exhibit A, attached hereto and incorporated as though fully set forth herein. This decision is based upon the evidence submitted at the above said meeting, which includes, but is not limited to: the Request for Council Action dated December 3, 2019, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 5. This resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall attest to and certify the vote adopting this resolution. ADOPTED this day of 2019. Miguel A. Pulido Mayor Resolution No. 2019-xx Page 5 of 11 60A-23 APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2019-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12019. Date: Clerk of the Council City of Santa Ana Resolution No. 2019-xx Page 6 of 11 60A-24 EXHIBIT A Conditions for Approval for Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 are approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, it shall meet the following conditions of approval: The Applicant must comply with each and every condition listed below prior to exercising the rights conferred by this site plan review. The Applicant must remain in compliance with all conditions listed below throughout the life of the development project. Failure to comply with each and every condition may result in the revocation of the site plan review. A. Planning Division 1. All proposed site improvements must conform to the Development Project Review approval of DP No. 2018-20. 2. Any amendment to this site plan review, including modifications to approved materials, finishes, architecture, site plan, landscaping, unit count, mix, and square footages must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or if the site plan review must be amended. 3. A residential property manager shall be on site at all times that the project is occupied and the developer and on -site management shall at all times maintain a 24-hour emergency contact and contact information on file with the City. 4. All mechanical equipment shall be screened from view from public and courtyard areas. 5. A final detailed amenity plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for amenity, plaza, or courtyard areas as well as an installation plan. The exact specifications for these items are subject to the review and approval by the Planning Division. 6. Prior to installation of landscaping, the Applicant shall submit photos and specifications of all trees to be installed on the project site for review and approval by the Planning Division. Specifications shall include, at a minimum, the species, box size (24 inches minimum), brown trunk height (10-foot minimum), and name and location of the supplier. 60A-25 7. After project occupancy, landscaping and hardscape materials must be maintained as shown on the approved landscape plans. 8. A Resident Storage Plan shall be provided for the project prior to occupancy. Storage shall be available at no cost to the residents. 9. Prior to issuance of building permits, the Applicant shall submit a construction schedule and staging plan to the Planning Division for review and approval. The plan shall include construction hours, staging areas, parking and site security/screening during project construction. 10. Prior to any structural modification activities, including removal of the 1970s-era First American Title fagade, the Applicant shall retain, at its sole expense, a professional who meets the Secretary of the Interior's Historic Preservation Professional Qualifications Standards ("Professional") as determined by the City of Santa Ana. The Professional should have experience in architectural historic preservation and adaptive re -use of historic structures. The Professional shall be onsite to monitor the controlled removal of the 1970s-era First American Title fagade from the exterior of the west building at First American Square. The exterior shall be removed in such a way as to determine if any original materials or features from the 1930s-era building remain underneath the current exterior of the building. The Professional shall assess the structural integrity of the building and whether it can be incorporated into the Project in the manner depicted in Applicant's Preservation Alternative. After removal of the First American Title fagade, no further structural demolition or construction shall occur until the Professional has prepared a report addressing the structural integrity of the building and whether it can be safely incorporated into the Project as depicted in the Applicant's Preservation Alternative ("Recommendation Report"). If the Professional concludes that the 1930s-era building can be safely and feasibly incorporated into the Project as depicted in the Applicant's Preservation Alternative, the Applicant shall implement said Alternative. If the Professional concludes that the 1930s-era building cannot be safely incorporated into the Project, the Professional shall submit the Recommendation Report to the City to document the results of the assessment. The Professional's Recommendation Report shall also address whether any exterior or interior building materials and/or features warrant further documentation prior to demolition, and shall document those materials and/or features in accordance with the requirements of the Historic American Building Survey. Archival copies of these photographs and the Professional's Recommendation Report documenting these efforts shall be submitted to the Santa Ana History Room so that they may be archived and available to the public. Z I •. The Applicant may commence construction activities, including building demolition, thirty (30) days after completion and submittal of the Recommendation Report to the City, subject to compliance with the notice and meeting requirements of Condition 10A, below. 10A. Five (5) calendar days prior to removing the 1970s-era First American Title facade, the Applicant shall provide written and electronic notice of the start date for the removal work to the following organizations and the City: Santa Ana Planning and Building Agency, Santa Ana Planning Commission, Santa Ana Historic Resources Commission, Santa Ana Historical Preservation Society, and Preserve Orange County. Notice shall be provided via email if available and in writing and delivered by overnight delivery to the address on record with the City for each named organization. Upon completion of the fagade removal work and the Recommendation Report described in Condition 10, the Applicant shall provide a copy of the Recommendation Report to the above -named organizations and the City, and shall schedule a meeting of all recipients of the Recommendation Report to discuss the findings of said report and the Applicant's decision whether it can implement the Applicant's Preservation Alternative. The meeting shall be held at least seven (7) calendar days after delivery of the Recommendation Report but no later than fifteen (15) calendar days after delivery of the Recommendation Report. Within 10 calendar days after the aforesaid meeting, the Planning and Building Agency shall complete its review of the Recommendation Report, make its determination on the feasibility of the historic preservation alternative, and notify the above -listed entities and the developer of its determination. 11. The Project shall include a publicly -accessible amenity area available to the public non-profit organizations four (4) times per calendar year, upon agreement by the non-profit organization(s) and Applicant. Any revisions to the proposed projects to include said amenity area, or any required modifications to accommodate said amenity area, shall be reviewed for substantial conformance during Building Division plan check. 12. Prior to Certificate of Occupancy issuance, public art shall be installed on the project site at a value of one -tenth of one percent (0.10%) of the total valuation of both buildings. The art may be installed on one or both of the project sites (Site A and/or Site B). The selection, design, and installation of the art shall be subject to review and approval by the Planning and Building Agency, the Community Development Agency, and the Applicant. 13. Residents of both development sites in the Project (Site A and Site B) shall have access to resident amenities and open space areas in both sites in perpetuity. 14. Prior to the issuance of a building permit, a Property Maintenance Agreement must be recorded against the property. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community 60A-27 Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Developer (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a Maintenance Agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The Maintenance Agreement shall contain covenants, conditions and restrictions relating to the following: (a) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.); (b) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses, (c) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable; (d) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable); (e) If Developer and the owner of the property are different (e.g., if the Applicant is a tenant or licensee of the property or any portion thereof), both the Applicant and the owner of the property shall be signatories to the Maintenance Agreement and both shall be jointly and severally liable for compliance with its terms. (f) The Maintenance Agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties, obligations and responsibilities set forth under the Maintenance Agreement. (g) The Maintenance Agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or exp--nse incurred by the City. (h) The execution and recordation of the Maintenance Agreement shall be a condition precedent to the issuance of final approval for any construction permit related to this entitlement. 60A-29 *:1:11-311111111110 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: OCTOBER 28, 2019 TITLE: PUBLIC HEARING — SITE PLAN REVIEW NO. 2019-01 AND DENSITY BONUS AGREEMENT APPLICATION NO. 2019-01 TO ALLOW CONSTRUCTION OF A MIXED -USE DEVELOPMENT AT 114 AND 117 EAST FIFTH STREET {STRATEGIC PLAN NOS. 3, 2; 5, 3) Prepared by Ali Pezeshkpour Executive Director RECOMMENDED ACTION PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO 1 Pla N ng anageranager 1. Recommend that the City Council adopt a resolution approving and adopting an addendum to the Environment Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and re - adoption of a mitigation monitoring and reporting program. 2. Recommend that the City Council adopt a resolution approving Site Plan Review No. 2019-01 as conditioned. 3. Recommend that the City Council adopt a resolution recommending City Council approval of Density Bonus Agreement Application No. 2019-01. Executive Summary Michael McCann, representing Toll Brothers Apartment Living, is requesting approval of a site plan review (SPR) and a density bonus agreement (DBA) to allow the construction of a mixed -use development consisting of two separate buildings located on two development sites at 114 (Site A) and 117 (Site B) East Fifth Street, respectively, which would contain a total of up to 220 residential rental units and 12,350 square feet of commercial space. As proposed, the project requires approval of one waiver from the Transit Zoning Code's development standards through the density bonus agreement pursuant to California Government Code sections 65915 through 65918 and Santa Ana Municipal Code (SAMC) Section 41-1600. Staff is recommending approval of the applicant's request due to the project's satisfaction of meeting the intent of the Transit Zoning Code to promote a pedestrian -oriented environment with a mix of land uses and because the project will provide additional affordable rental housing stock to an underserved segment of the region's population. 60A-30 SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 2 Table 1: Protect and Location Information t Project Address 114 and 117 East Fifth Street Nearest Intersection Fifth and Main streets and Fifth and Bush streets General Plan Designation District Center (DC) Zoning Designation Transit Zoning Code (Specific Development No. 84), Downtown sub - zone Commercial North Surrounding Land Uses Mixed -Use and Parkin East Commercial South Commercial and Parkin West Site Size 2.78 acres combined Site A: 2.31; Site B: 0.47 acres Existing Site Development Site A contains a largely -vacant commercial/office building and a surface parking lot; Site B contains a surface parking lot. Use Permissions Mixed -use projects permitted by Section 41-2006 and Section 41-2007 of the SAMC. Zoning Code Sections Affected Uses Table 2A, SAMC Sec. 41-2007. SPR required pursuant to SAMC Sec. 41-2007; DBA required pursuant to SAMC Sec. 41-1600. Development Standards Transit Zoning Code, SAMC Sec. 41-2011 and 41-2023 Planning Commission Action On September 23, 2019 the Planning Commission held a public hearing on the project. The project was continued to October 28, 2019 to provide ample time to address four areas of concern: onsite amenities, the requested density bonus agreement, historic preservation options, and parking. Following the September 23 public hearing, the developer met with local historic preservation group representatives and City staff to discuss options to preserve and incorporate any intact fagade and interior building components into the project. At a work-study session on October 14, 2019, City staff presented additional details on the four areas of concern, and the public provided additional input on the project, voicing general support but expressing a strong desire to incorporate any intact, historic elements into the project. One week later on October 21, 2019, the developer presented a project alternative that includes an option to preserve two portions of the underlying building into the project, which was received positively by most historic preservation groups in attendance. Additional details are provided in the "Option to Preserve Onsite Building Facades" subsection on Page 4 of this report. Project Description The project includes demolition and removal of the former and now largely -vacant First American Title Company headquarters building at 114 East Fifth Street, and removal of a surface parking lot at 117 East Fifth Street. However, a careful and phased demolition of the site is intended to reveal whether portions of the existing structures onsite can be incorporated into the overall project through fagade preservation. Additional details are provided in the "Option to Preserve Onsite Building Facades" subsection on Page 4 of this report. 60A-31 SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 3 Once the onsite buildings are dismantled and the sites are cleared, the applicant proposes to construct a mixed -use development community on two development sites, Site A and Site B, containing up to 220 residential units, 12,350 square feet of leasable commercial area, and 332 onsite parking spaces. Residential and Commercial Components Site A will contain 196 residential units, 12,350 square feet of commercial space, a resident and leasing lobby, site amenities, a bicycle storage room, and 309 parking spaces. The structure will contain seven stories and one basement level for parking. Resident amenities will include a large courtyard and pool, a rooftop amenity deck overlooking Fourth Street, and a large plaza at the corner of Fourth and Bush streets that can be programmed with outdoor dining and seating areas. The building has been designed with modern and traditional architectural elements that pay homage to the former Montgomery Ward Building, which was demolished to accommodate the current parking lot on the site. Site B is designed as a purely residential building and will contain 24 residential units and 23 onsite parking spaces. The building will also feature a lobby with resident amenities and is designed with a traditional architectural style with brick and contemporary elements such as steel and metal canopies, as well as metal and glass balconies on certain plan types of the one- and two -bedroom units. Of the development's maximum 220 units, approximately 45 will be studios (20 percent), 101 will be one -bedroom (46 percent), and 74 will be two -bedroom (34 percent). Units will range in average sizes from 570 square feet for the studio units, 625 to 800 square feet for the one -bedroom units, and 1,250 square feet for the two bedroom units. The overall parking proposed for the project, 332 spaces, provides a ratio of 1.51 parking spaces per residential unit. Based on the bedroom count, this ratio provides one parking space per bedroom in the development, with a surplus of 38 parking spaces (11 percent) that can be utilized for guest, employee, and/or onsite management parking. The applicant has also drafted a parking management plan that is described and evaluated in the Project Analysis section of this report. Architecture and Amenities Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. Storefront widths, window heights, setbacks, and other architectural features have been carefully evaluated to ensure a seamless transition from existing buildings to the new project. The buildings' architecture is designed to lessen the massing of the project. Site A's elevations feature articulation, multiple volumes, and varied architectural styles to mimic the appearance of multiple buildings rather than a solid, massive structure. A corner element facing the intersection of Fourth and Main streets will pay homage to the former Montgomery Ward building at the site; this element will feature a projected tower component and up -lighting to enhance the prominence of the building at the intersection. Site B's elevations have been carefully designed to resemble an 60A-32 older structure to complement other structures in Downtown, with contemporary elements in places. Both structures will feature durable metal siding, brick, glass, smooth stucco finishes, metal canopies, and textured blocks. The development will feature amenities commonly found at other upscale mixed -use developments in the region. These include a large courtyard with pool, spa, clubroom, fitness room, and landscaping in the center of Site A; an amenity deck overlooking Main Street on Site A; a clubroom and roof terrace on the 7th floor of Site A overlooking Fourth and Bush streets; a leasing office and lounge in Site A; a bike locker in Site A; and a ground -floor lobby and resident amenity area in Site B. The roof deck has been designed to accommodate future expansion in the event it can comply with Building and Fire codes, and is designed to accommodate a potential tenant such as a cafe or lounge in the event separate plans for improvements are submitted. In addition, the project will feature enhanced sidewalks along the buildings' bases, and the large, public ground - level courtyard at the corner of Fourth and Bush streets will feature paving materials and patterns that will match existing conditions on Fourth Street to ensure a seamless transition from the public right-of-way to the project. Additional amenity space may be incorporated into the project within the ground floor mezzanines and/or the roof top amenity deck. This concept will be included as a condition of approval and will be implemented when the project is submitted into building plan check. Option to Preserve Onsite Building Facades Following extensive input by local historic preservation groups and coordination among historic preservation groups, the developer, historic preservation advocates, and the City, the applicant has agreed to a careful and phased demolition of the buildings onsite. Specifically, the applicant will remove fagade additions to the Orange County Title Company building, which was constructed in the early 1930s, in order to determine the integrity of the original fagade and interior components. Once removed, the applicant will employ consultants and historic preservation architects to prepare a report determining the feasibility of preserving the underlying facades and incorporating them into the project. Should portions of the Orange County Title Company building be intact and it is determined to be feasible to incorporate fagade portions into the project, the applicant has prepared an alternative to the proposed project that would be constructed instead. The alternative would preserve up to 50 feet of the Main Street and Fifth Street facades of the Orange County Title Company building to serve as the fagade and entry to the leasing office for Site A. This change would result in minor changes to the project, including the loss of two (2) residential units and their associated parking spaces. In addition, the developer has agreed to preserve intact interior building elements into the alternative, including decorative items and building components. Exhibits 7a and 8a illustrate the fagade preservation alternative. 60A-33 SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 5 Housing Opportunity Ordinance Compliance The City's inclusionary housing ordinance, known as the Housing Opportunity Ordinance (SAMC Sec. 41-1900 et seq.) applies to housing projects proposing five or more units that are also requesting an increase in allowable density or are in certain sections of the City that were "up - zoned" to allow additional residential development pursuant to an overlay zone or after November 28, 2011. As the proposed project is located in a section of the Transit Zoning Code area that was zoned for mixed -use development in July 2010 and is not in an overlay zone, and as the project does not propose an increase in allowable density, the Housing Opportunity Ordinance requirements of production of affordable housing do not apply to the proposed development. However, in an effort to respond to local housing needs based on the City's 2014 Housing Element, the applicant is voluntarily proposing to dedicate five percent (11 units) of the development to be attainable for very -low income households. The applicant will enter into a voluntary density bonus agreement (DBA), described and analyzed in the Project Analysis section of this staff report, to ensure the units are dedicated to such affordability levels for a period of a minimum of 55 years. Conformance to Transit Zoning Code Development Standards The California Density Bonus law allows developers proposing five or more residential units to seek increases in base density for providing on -site housing units in exchange for providing affordable units on site. To help make constructing on -site affordable units feasible, the law allows developers to seek up to three incentives/concessions and an unlimited number of waivers, which are essentially variances from development standards that would help the project be built without significant burden and without detriment to public health. The first version of the Density Bonus Law was adopted in 1979 and has since been amended at various times. Recent revisions allow affordable housing developers to request incentives/concessions and/or waivers for 100-percent affordable developments, even if they do not require a numerical density bonus. Moreover, in early 2017, the law was amended to restrict the ability of local jurisdictions to require studies to "justify" the density bonus and requested incentives/waivers and places the onus on local jurisdictions to prove that the incentives/concessions or waivers are not financially warranted. The project has been designed to conform to the development standards in the Transit Zoning Code, with the exception of the proposed onsite parking. However, pursuant to State of California Government Code Section 65915(p)(1) and 65915(p)(4), residential developments providing five - percent onsite affordable housing units at very -low income levels are entitled to provide onsite parking at the ratio of 1 stall for studio or one -bedroom units, and 2 stalls for two- to three -bedroom units. The applicant has elected to exercise the option to provide this parking ratio pursuant to the California Government Code through execution of a density bonus agreement. A. full description of conformance to development standards is provided in Exhibit 10 to this staff report. Although the project is proposing a total number of units (220) that is below the maximum City - prescribed density for the project site based on its acreage, the developer is able to seek the parking standards incentive in the California Government Code because it is providing onsite affordable units. 60A-34 SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 6 Pursuant to California Government Code sections 65915 (d)(1) and 65915 (e)(1), a local jurisdiction is limited in its ability to deny the requested parking ratio and is preempted from denying the Density Bonus Agreement application. Project and Site Background The Transit Zoning Code was adopted in July 2010 and provides a framework for mixed -use, residential, commercial, and limited industrial activities in a large section of central Santa Ana loosely bound by Flower Street, the Santa Ana (1-5) Freeway, Civic Center Drive, Grand Avenue, and First Street. The plan area contains six sub -zones that allow various types and ranges of intensity, as well as two industrial overlay districts where industrial uses in place at the time of the code's adoption are allowed to continue. The Downtown sub -zone in which the project is proposed allows a variety of mixed -use developments that are intended to contribute to creating a dynamic, transit -oriented area for residents, business owners, and visitors, and to lessen the need for automobile dependence. Amendments to the Transit Zoning Code in July 2019 modernized certain sections of the code and further the goals and vision of the plan area. The original First American Title Company headquarters buildings (now connected as one) were constructed in 1931 and 1949; subsequent additions and remodels in 1966, 1976, and 1977 resulted in large portions of the building being concealed behind contemporary additions and fagade remodels. In 1960, the original Montgomery Ward building at the northeast corner of Fourth and Main streets was vacated as the department store relocated to the new Honer Plaza (now Bristol Marketplace) at Bristol and 17th streets; the building was later demolished in 1974 for the construction of the site's current surface parking lot. In August 2018, the applicant submitted the proposed mixed -use development, which is the first major mixed -use, mixed -income development proposed in Downtown Santa Ana since the Transit Zoning Code was adopted in 2010. Since submitting the application, the applicant has met with nearby neighborhood associations, business leaders, and other interested parties. A full list of neighborhood outreach efforts and details on the Sunshine Ordinance community meeting is provided in Table 2 of this report. Analysis of the Issues Section 41-2005 of the SAMC requires developments proposing over four stories in height to apply for a Site Plan Review (SPR) with the Planning Commission. As the buildings in the proposed development contain five and seven stories, approval of a SPR application is required by the Planning Commission. In addition, the project is seeking approval of a density bonus agreement to voluntarily commit five percent (11 units) of the residential component to very -low income households. Through this voluntary commitment, the applicant is seeking to exercise rights afforded under the California Government Code to allow a reduced parking ratio for the project. Pursuant to SAMC Section 41- 1600, density bonus agreement applications that also request a "deviation" from development standards require Planning Commission review and approval prior to City Council approval of the density bonus agreement itself. 60A-35 SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 7 State Density Bonus Law Under the State's Density Bonus Law, developers of affordable family -oriented housing projects may request a numerical density bonus up to 35 percent from base density. The proposed development is to construct 11 very -low income affordable units, which does not require approval of a numeric density bonus but makes the project eligible to seek parking incentives pursuant to the California Government Code. Pursuant to SAMC Sec. 41-1600, the purpose of the City's ordinance is "to provide increased residential densities to developers who guarantee that a portion of their residential development will be available to low income, very low-income, or senior (also known as "qualified") households." Moreover, "The regulations are intended to...provide a balance of housing opportunities for low income, very low-income, and senior households throughout the city." Mixed -income housing developments provide a "portion" of affordable units in an integrated, mixed - income development unless it is financially or physically infeasible to do so, in which case a developer may pay an in -lieu fee to facilitate construction of affordable housing developments offsite. The City's Housing Opportunity Ordinance's furthers this goal, stating that is purpose is to "encourage the development of housing that is affordable to a range of households with varying income levels" (SAMC Sec. 41-1900). The proposed mixed -use and mixed -income community satisfies these goals by providing onsite affordable units in a highly-amenitized development and in Downtown, reducing the need for automobile dependence and encouraging transit ridership, cycling, and walking. Onsite Parking The City has identified the Transit Zoning Code area for high -intensity, mixed use development in order to reduce demands for parking and traffic impacts. To address community concerns regarding the requested parking incentive pursuant to State Housing Law, the applicant prepared a parking study and parking management plan (PMP). As a result of the parking reduction requested, staff coordinated with the applicant to explore alternate options for providing additional offsite parking spaces, maximizing onsite parking spaces, and/or reducing parking demand on the project site. In response, Toll Brothers prepared a PMP that addresses incentives for reducing vehicle ownership, encouraging transit ridership, providing valet services onsite to maximize parking areas, and providing offsite parking spaces through long-term agreements with the City in nearby parking structures. The parking management plan indicates that, if needed, valet service for on -site vehicle stacking could create an additional 80 parking spaces, raising the total onsite parking spaces from 332 to 412. In addition, the PMP indicates that an additional 70 offsite parking spaces at a nearby City -owned parking structure could be leased on a long-term basis. When implemented, this results in an effective parking ratio of 1.83 parking spaces per residential unit with the onsite valet service, and 2.19 spaces per unit with the additional 70 offsite spaces, which exceeds the 2.15 per unit parking space requirement of the TZC. The proposed 1.51 initial, and 1.83 and 2.19 potential, parking space ratios are analyzed by a parking study submitted forthe project. The parking study indicates that both parking rates will result in surplus parking onsite due to a variety of factors, including the project's: Z I •. SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 8 1. Proximity to existing and future mass transit, which include standard bus service, high- capacity/express bus service, the Santa Ana Regional Transportation Center, and the under - construction OC Streetcar (light rail); 2. Location within a highly-amenitized, mixed -use environment with shopping and major employment centers nearby; and 3. Proximity to nearby existing parking facilities, including parking structures, parking lots, and on -street parking. California Environmental Quality Act (CEQA) The proposed development required preparation of studies relating to shade and shadow, air quality and greenhouse gas emissions, cultural resources, traffic, parking, noise and vibration, Phase I environmental site assessment, hydrology, a preliminary water quality management plan, and sewer capacity. In addition, a fiscal impact and economic impact analysis was prepared by RSG, Inc. and The Concord Group. All studies evaluate the changes of the proposed revisions as compared to the existing entitlements and were reviewed for content and accuracy by the City. The technical studies evidenced that an EIR Addendum to the previously -certified 2010 EIR is the appropriate CEQA document to evaluate and disclose the project's impacts. An addendum to a previously certified EIR is prepared when a lead agency is asked to approve modifications to an existing project for which an EIR has already been certified. An addendum evaluates the requested modifications and determines whether subsequent EIR review is required. Pursuant to CEQA case law, an addendum applies the same thresholds as the original, certified EIR. (Citizens Against Airport Pollution v. City of San Jose (2014) 227 Cal.App.4th 788.) Moreover, pursuant to Public Resources Code section 21166 and State CEQA Guidelines section 15162, when an EIR has been certified for a project, the City shall not require a subsequent or supplemental EIR or negative declaration for the project unless the lead agency determines that one or more of the following conditions are met: 1. Substantial project changes proposed that would result in new or substantially more severe impacts than disclosed in the previous EIR; 2. Substantial changes in circumstances that would result in new or substantially more severe impacts than disclosed in the previous EIR; or 3. Significant new information has come to light that shows there will be new or substantially more severe impacts than disclosed in the previous EIR. If some changes or additions to the previously prepared EIR are necessary, but none of the conditions specified above are met, the lead agency shall prepare an Addendum. In accordance with the State CEQA Guidelines, since none of the conditions specified in section 15162 are present, an Addendum to the previously -certified 2010 EIR is the appropriate form of environmental review for the First American project. The Addendum focuses on the potential environmental impacts associated with the project that might cause a change in the conclusions of the certified 2010 EIR, including changes in circumstances or new information of substantial importance that would substantially change those 60A-37 SPR No. 2019-01/DBA No. 2019-01 — First American Title Co. Development October 28, 2019 Page 9 conclusions. The Addendum considers whether the project results in new or substantially more severe impacts than were disclosed in the 2010 EIR and finds that no supplemental or subsequent EIR is required for the proposed development. Pursuant to State CEQA Guidelines section 15164(b), an addendum to a previously -certified EIR is not circulated for public review. The Addendum is included with this staff report as Attachment 9. Pursuant to State CEQA Guidelines section 15164(d), the Planning Commission must consider the Addendum together with the 2010 EIR before making a decision on the project. Previous CEQA Documentation The 2010 EIR (SCH No. 2006071100) was prepared to evaluate the potential impacts associated with the adoption of the Transit Zoning Code, which is anticipated to result in potential development of approximately 4,075 residential units, 387,000 sf of retail development, and an additional 15.5 acres of open space within the City. The 2010 EIR considers the environmental impacts relating to aesthetics; air quality; biological resources; cultural resources; hazards and hazardous materials; hydrology and water quality; land use; noise; population, housing, and employment; public services; transportation and traffic; utilities and service systems; and climate change. A mitigation monitoring and reporting program, findings of fact, and a statement of overriding consideration were adopted with the 2010 EIR. As part of the 2019 Addendum to the 2010 EIR, the original mitigation monitoring and reporting program must be readopted by the Planning Commission; no changes to the mitigation measures were identified as necessary through review and preparation of the 2019 Addendum. Addendum Conclusions The First American Project Addendum concludes no new or substantially greater impacts would occur with implementation of the proposed development when compared to those identified in the 2010 EIR. To fully evaluate the proposed project's impacts on the site's existing structures, a cultural resources studywas prepared. Preparation of the cultural resources studyforthe proposed project was not required based on the fact that the site and its building are not eligible for listing as an historic resources and that the sites comprising the development are not within the boundaries of the Downtown National Historic Districts. The cultural resources study concludes that demolition of the building and clearing the sites will not result in any new, significant impacts or the need for new mitigation measures, and that due to the various additions and remodeling projects to the site's building, the building continues to be ineligible for listing on any local or national register of historic properties. Several past analyses reached similar conclusions, namely: 1. The site was not identified for inclusion in the Downtown National Historic Districts when established in December 1984; 2. The site was not identified as requiring special consideration or protection when the Transit Zoning Code was adopted in 2010 and the 2010 EIR was certified; and SPR No. 2019-01/DBA No. 2019-01 —First American Title Co. Development October 28, 2019 Page 10 The 2019 EIRAddendum's cultural resources study revisited the site and concluded, similar to the 1984 and 2010 analyses, that the site was ineligible for listing on any local or national historic register. Therefore, the 2010 EIR's MMRP will continue to mitigate or lessen any impacts already identified by the 2010 EIR. Following public input at the September 23, 2019 Planning Commission public hearing on the project, the cultural resources study was updated to enhance discussion of the onsite buildings and their historic prominence in Santa Ana. Moreover, two conditions of approval are proposed in order to establish a careful demolition process, public notification, fagade preservation opportunities, interior building element preservation and salvage opportunities, and provide photo -documentation. Economic Development A fiscal and economic impact analysis prepared by RSG, Inc. and The Concord Group was submitted for the project. The analysis estimates that the proposed development will result net positive fiscal impacts to the City, the Business Improvement District, and in almost 900 new temporary or permanent jobs. Specifically, the analysis estimates the following impacts: $12.8 million net positive new General Fund revenues associated with the project over a 25- year period, resulting from: o $4 million in City permit fees, $16.9 million in revenues, and $156,000 additional property tax revenues over a 25-year period, and o $4.1 million in General Fund expenditures associated with the project over a 25-year period • 892 direct, indirect, or induced new jobs resulting from the project, of which 68 would be permanent • Approximately $204,000 in Business Improvement District (BID) funds Table 2: Strategic Plan Alignment and Public Notification & Community Outreach Plan A community meeting was held on June 18, 2018 at 5:30 p.m. at the project site in accordance with the provisions of the City's Sunshine Ordinance. Invitations/notices were mailed to property owners and occupants/tenants in a 500-foot radius from the project site. Approximately 17 members of the public attended, as well as 4 City staff. The applicant provided all the required information to the City after the meeting. Details from the community meeting were posted to the project's webpage at httl)s://www.santa- ana.org/pb/planning-division/major-planning-projects-and-documents/first-american- title-co-site-downtown . In addition, a public hearing was held on the project on September 23, 2019. A work- study session was subsequently held on October 14, 2019, during which members of the community expressed general support for preserving onsite structures to the extent possible and for the overall mixed -use development. :ion by mail was mailed to all property owners, occupants, and c within 500 feet of the project site in accordance with SAMC 60A-39 SPR No. 2019-01/DBA No. 2019-01 —First American Title Co. Development October 28, 2019 Page 11 Strate5 lic Plan Alignment, Public Notification, and Community Outreach each Newspaper posting was published in the Orange County Register in accordance with SAMC requirements. Additional Measures The applicant met with seven interested groups, neighborhoods, and/or individuals between June 2018 and October 2019. Meetings include those with: • Downtown, Lacy, French Park, and Logan neighborhood associations • Downtown business owners, Santa Ana Business Council, and Downtown Inc. • Local historic preservation representatives, as recently as October 21, 2019 Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission recommend that the City Council adopt a resolution approving Site Plan Review No. 2019-01 and Density Bonus Agreement Application No. 2019-01 as conditioned. Ali Pezeshkpour, AICP Senior Planner IM W01 S:\Planning Commission\2019\First American Development\SPR19-1 DBA19-1 First American Devi 10282019.pc Exhibits: 1. Resolution (EIR Addendum) 2. Resolution (Site Plan Review and Density Bonus Agreement) 3. Vicinity Zoning and Aerial Map 4. Site Photos 5. Site Plan 6. Unit Floor Plans 7. Building Elevations 7a. Building Elevations for Fagade Preservation Alternative 8. Building Perspectives 8a. Building Perspectives for Fagade Preservation Alternative 9. Landscape Plans 10. Conformance to Development and Parking Standards 11. 2019 EIR Addendum and Technical Appendices 12. 2010 Transit Zoning Code EIR 13. Parking Study and Parking Management Plan 14. Fiscal and Economic Impact Analysis 15. Draft Density Bonus Agreement 16. Public Comments This page left blank intentionally. 60A-41 EXHIBIT 1 60A-42 This page left blank intentionally. I&Rur2:2F1 CITY COUNCIL RESOLUTION NO. 2019-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR THE FIRST AMERICAN MIXED -USE DEVELOPMENT PROJECT AND RE - ADOPTION OF A MITIGATION MONITORING AND REPORTING PROGRAM WHEREAS, Michael McCann, representing Toll Brothers Apartment Living (hereinafter referred to as "Applicant'), is requesting approval of Site Plan Review No. 2019-01, as conditioned, and Density Bonus Agreement No. 2019-01, as conditioned, to allow the construction of a new mixed -use residential and commercial development containing up to 220 residential units at 114 and 117 East Fifth Street; and WHEREAS, the subject Property contains 2.78 acres containing two sites at 114 and 117 East Fifth Street, currently developed with a commercial office building and surface parking lots; and WHEREAS, the Transit Zoning Code was adopted in 2010 as a result of interest in developing mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices; and WHEREAS, the City Council of the City of Santa Ana certified the Environmental Impact Report (SCH No. 2006071100) and adopted a mitigation monitoring reporting program for the Transit Zoning Code, which allows a mixture of residential, commercial, and industrial land uses; and WHEREAS, the entitlements sought for the proposed mixed -use development project include a Site Plan Review application and a Density Bonus Agreement application; and WHEREAS, in 2010, the City Council certified the Final Environmental Impact Report ("2010 EIR") for the Transit Zoning Code Project ("Originally Approved Plan"), which analyzed the potentially significant environmental impacts of a mixed -use plan area consisting of new residential, commercial, and industrial development; and WHEREAS, pursuant to the 2010 EIR, the subject site may be developed with a mixed -use development consisting of residential and commercial land uses; and WHEREAS, when compared against the Originally Approved Plan, the proposed mixed -use development will not result in any new or intensified significant impacts; and WHEREAS, pursuant to the California Environmental Quality Act (Public Resources Code section 21000 et seq.) ("CEQA") and the State CEQA Guidelines (14 Cal. Code Regs. 15000 et seq.), the City is the Lead Agency for the proposed development; and WHEREAS, pursuant to CEQA, when taking subsequent discretionary actions in furtherance of a project for which an EIR has already been certified, the Lead Agency is prohibited from requiring a subsequent or supplemental EIR unless at least one of the circumstances identified in Public Resources Code section 21166 or State CEQA Guidelines section 15162 are present; and WHEREAS, City staff has evaluated the proposed project and considered whether, in light of the impacts associated with its development, any supplemental or subsequent environmental review is required pursuant to Public Resources Code section 21166 or State CEQA Guidelines section 15162: and WHEREAS, the analysis contained in the First American Title Company EIR Addendum ("2019 Addendum") concluded that none of the circumstances described in Public Resources Code section 21166 or State CEQA Guidelines section 15162 have occurred, and thus no supplemental or subsequent EIR is required; and WHEREAS, on September 23, 2019 the Planning Commission held a duly noticed public hearing and continued the matter to October 28, 2019 and held a work- study session on the item on October 14, 2019; and WHEREAS, on October 28, 2019 at a duly noticed public hearing, the Planning Commission considered the 2019 Addendum when recommending that the City Council approve the Project; and WHEREAS, on November 19, 2019 at a duly noticed public hearing, the City Council considered the 2019 Addendum and Mitigation Monitoring And Reporting Program; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct and incorporated herein by reference. Section 2. State CEQA Guidelines section 15164 requires lead agencies to prepare an addendum to a previously certified EIR if some changes or additions to the project are necessary, but none of the conditions requiring preparation of a subsequent EIR are present. The City Council has reviewed and considered the 2010 EIR and the 2019 Addendum, and finds that these documents taken together contain a complete and accurate reporting of all of the potential environmental impacts associated with the proposed development. The City Council further finds that the 2019 Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The City Council further finds and determines that the Addendum reflects the City's independent judgment. Section 3. Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2019 Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject property, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: (a) The proposed development does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. (b) There is not a substantial change with respect to the circumstances under which the proposed development will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. (c) New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the applicant declined to adopt. Section 4. The City Council hereby finds that mitigation measures identified in the 2010 EIR remain applicable to the Transit Zoning Code. These findings are laid out more specifically in the Mitigation Monitoring and Reporting Program ("MMRP") attached hereto as Exhibit A. The City Council therefore hereby re -adopts those mitigation measures identified as remaining applicable to the Transit Zoning Code, through the MMRP attached hereto and incorporated herein as Exhibit A. Z I •. Section 5. The City Council hereby approves and adopts the 2019 Addendum, attached hereto and incorporated herein as Exhibit B. Section 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 7. The City Council directs staff to prepare, execute and file a CEQA Notice of Determination with the Orange County Clerk's Office within five (5) working days of City Council approval of the First American Mixed -Use Development Project. Section 8. The 2010 EIR and the 2019 Addendum, and any other documents and materials that constitute the record of proceedings upon which these findings have been based are on file, are incorporated herein by reference and are available for public review at Santa Ana City Hall, Planning and Building Agency, M20, 20 Civic Center Plaza, Santa Ana, California 92701. The custodian of these records is Daisy Gomez, City Clerk for the City. Section 9. This resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall attest to and certify the vote adopting this resolution. 60A-47 ADOPTED this day of 2019. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney m Lisa Storck Assistant City Attorney NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers C�7�:71rI�N7_�r�i7y_��r��r_�r[�7►I_1►1�Z�7:7[e11►/9��rt'1 I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2019-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12019. Date: Clerk of the Council City of Santa Ana EXHIBIT A MITIGATION MONITORING AND REPORTING PROGRAM The 2010 Transit Zoning Code EIR Mitigation Monitoring and Reporting Program (MMRP) is available online at: https://www.santa-ana.org/transit-zoning-code-environmental-impact-report Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Z' ' 0 EXHIBIT B FIRST AMERICAN TITLE COMPANY EIR ADDENDUM The First American Title Company Project EIR Addendum and Technical Appendices are available online at: https://www.santa-ana.orq/pb/planning-division/major-planning-projects-and- documents/first-american-title-co-site-downtown Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 60A-50 This page left blank intentionally. 60A-51 EXHIBIT 2 60A-52 This page left blank intentionally. 60A-53 LS 10.28.19 CITY COUNCIL RESOLUTION NO. 2019-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING SITE PLAN REVIEW NO. 2019- 01 AS CONDITIONED AND APPROVING DENSITY BONUS AGREEMENT NO. 2019-01 AS CONDITIONED FOR A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 114 EAST FIFTH STREET (SITE A) AND 117 EAST FIFTH STREET (SITE B) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Michael McCann, representing Toll Brothers Apartment Living (hereinafter referred to as "Applicant'), is requesting approval of Site Plan Review No. 2019-01, as conditioned, and Density Bonus Agreement No. 2019-01, as conditioned, to allow the construction of a new mixed -use residential and commercial development containing up to 220 residential units at 114 and 117 East Fifth Street. B. The Transit Zoning Code was adopted in 2010 as a result of interest in developing mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices. C. The California Density Bonus law allows developers to seek increases in base density for providing on -site housing units in exchange for providing affordable units on site. To help make constructing on -site affordable units feasible, the law allows developers to seek incentives/concessions or waivers that would help the project be built without significant burden and without detriment to public health. D. On September 23, 2019, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral, and continued the matter to October 28, 2019 while holding a work-study session on the matter on October 14, 2019. 60A-54 E. On October 28, 2019, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral, and recommended that the City Council approve Site Plan Review No. 2019-01 as conditioned, and recommended City Council approval of Density Bonus Agreement No. 2019-01 as conditioned. F. On November 19, 2019, the City Council of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral. G. Sections 41-2007 and 41-593.5 of the Santa Ana Municipal Code (SAMC) requires a review by the Planning Commission of all plans for developments of over four stories within the Transit Zoning Code (Specific Development No. 84) to ensure the project is in conformity with the overlay zone plan. H. The zoning designation for the subject property is Specific Development No. 84, Downtown sub -zone. The City Council determines that pursuant to SAMC Sections 41-2007 and 41-593.5, the project is in compliance with all applicable development standards outlined within the Specific Development Plan (SD No. 84/Transit Zoning Code), with the exception of required on -site residential parking, which, pursuant to the California Government Code sections 65915 through 65918, may be reduced through approval of the requested Density Bonus Agreement application. J. The City Council hereby determines that the following findings, which must be established in order to grant this Density Bonus Agreement pursuant to SAMC Section 41-1607, have been established for Density Bonus Agreement No. 2019-01 to allow construction of the proposed project: That the proposed development will materially assist in accomplishing the goal of providing affordable housing opportunities in economically balanced communities throughout the city. The proposed development will provide up to 209 market - rate rental units and 11 very -low income affordable units, contributing toward the City's rental housing stock to serve the needs of diverse and underserved populations. The area in which the project is proposed, the Transit Zoning Code plan area, currently contains several entitled or constructed affordable and market -rate residential communities. The construction of this project will contribute toward an economically balanced community by providing housing for 60A-55 different demographic and income levels in an area rich with employment opportunities, commercial development, and market -rate housing. 2. That the development will not be inconsistent with the purpose of the underlying zone or applicable designation in the general plan land use element. The project site is located in an area already identified in both the City's Zoning Code (the Transit Zoning Code) and General Plan (the Land Use and Housing elements) for new residential communities. Moreover, the proposed densities of 84 and 50 units per acre on Site A and Site B, respectively, is consistent with the anticipated development intensity of 90 units per acre in the General Plan Land Use element, and is below the density bonus provisions in the California Density Bonus Law for family -oriented projects (35-percent density bonus) and in the City's Housing Opportunity Ordinance (35- percent density bonus). 3. That the deviation is necessary to make it economically feasible for the Applicant to utilize a density bonus authorized for the development pursuant to section 41-1603. The proposed project requires one deviation through incentives/concessions for a reduction in required on -site (off-street) parking. The deviation is described as follows: Constructing 2.0 parking spaces per residential unit and 0.15 guest parking spaces per residential unit on the project site would require the developer to construct an additional level of parking either above- or below -grade, resulting in increased construction costs and/or a loss of an entire level of residential units. The City has identified the Transit Zoning Code area for high -intensity, mixed -use development in order to reduce demands for parking and traffic impacts. To address the parking reduction requested by the Applicant pursuant to State Housing Law, the Applicant prepared a parking study and parking management plan (PMP). The PMP adequately outlines measurable means to provide additional parking through additional onsite valet parking, off - site parking, or a combination thereof, raising the effective parking ratios to a minimum of 2.15 parking spaces per residential unit if fully implemented. As a result of the parking reduction requested, staff coordinated with the Applicant to explore alternate options Z I •. for providing additional off -site parking spaces, maximizing on -site parking spaces, and/or reducing parking demand on the project site. In response, Toll Brothers prepared a PMP that addresses incentives for reducing vehicle ownership, encouraging transit ridership, providing valet services on -site to maximize parking areas, and providing off -site parking spaces through long-term agreements with the City in nearby parking structures. Section 2. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 3. In accordance with the California Environmental Quality Act (CEQA), the City Council of the City of Santa Ana hereby finds, determines, and declares as follows: Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2019 Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of 60A-57 new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 El due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. Section 4. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 5. The City Council of the City of Santa Ana, after conducting the public hearing, hereby approves Site Plan Review No. 2019-01 and recommends approval of Density Bonus Agreement No. 2019-01 as conditioned in Exhibit A, attached hereto and incorporated as though fully set forth herein. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated November 19, 2019, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 6. This resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall attest to and certify the vote adopting this resolution. ADOPTED this day of 2019. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney 21 Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor 60A-59 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2019-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12019. Date: Clerk of the Council City of Santa Ana EXHIBIT A Conditions for Approval for Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 Site Plan Review No. 2019-01 and Density Bonus Agreement No. 2019-01 are approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, it shall meet the following conditions of approval: The Applicant must comply with each and every condition listed below prior to exercising the rights conferred by this site plan review. The Applicant must remain in compliance with all conditions listed below throughout the life of the development project. Failure to comply with each and every condition may result in the revocation of the site plan review. A. Planning Division All proposed site improvements must conform to the Development Project Review approval of DP No. 2018-20. 2. Any amendment to this site plan review, including modifications to approved materials, finishes, architecture, site plan, landscaping, unit count, mix, and square footages must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or if the site plan review must be amended. 3. A residential property manager shall be on site at all times that the project is occupied and the developer and on -site management shall at all times maintain a 24-hour emergency contact and contact information on file with the City. 4. All mechanical equipment shall be screened from view from public and courtyard areas. 5. A final detailed amenity plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for amenity, plaza, or courtyard areas as well as an installation plan. The exact specifications for these items are subject to the review and approval by the Planning Division. 6. Prior to installation of landscaping, the Applicant shall submit photos and specifications of all trees to be installed on the project site for review and approval by the Planning Division. Specifications shall include, at a minimum, the species, box size (24 inches minimum), brown trunk height (10-foot minimum), and name and location of the supplier. 60A-61 7. After project occupancy, landscaping and hardscape materials must be maintained as shown on the approved landscape plans. 8. A Resident Storage Plan shall be provided for the project prior to occupancy. Storage shall be available at no cost to the residents. 9. Prior to issuance of building permits, the Applicant shall submit a construction schedule and staging plan to the Planning Division for review and approval. The plan shall include construction hours, staging areas, parking and site security/screening during project construction. 10. Prior to any structural modification activities, including removal of the 1970s-era First American Title fagade, the Applicant shall retain, at its sole expense, a professional who meets the Secretary of the Interior's Historic Preservation Professional Qualifications Standards ("Professional"). The Professional should have experience in architectural historic preservation and adaptive re -use of historic structures. The Professional shall be onsite to monitor the controlled removal of the 1970s-era First American Title fagade from the exterior of the west building at First American Square. The exterior shall be removed in such a way as to determine if any original materials or features from the 1930s-era building remain underneath the current exterior of the building. The Professional shall assess the structural integrity of the building and whether it can be incorporated into the Project in the manner depicted in Applicant's Preservation Alternative. After removal of the First American Title fagade, no further structural demolition or construction shall occur until the Professional has prepared a report addressing the structural integrity of the building and whether it can be safely incorporated into the Project as depicted in the Applicant's Preservation Alternative ("Recommendation Report"). If the Professional concludes that the 1930s-era building can be safely and feasibly incorporated into the Project as depicted in the Applicant's Preservation Alternative, the Applicant shall implement said Alternative. If the Professional concludes that the 1930s-era building cannot be safely incorporated into the Project, the Professional shall submit the Recommendation Report to the City to document the results of the assessment. The Professional's Recommendation Report shall also address whether any exterior or interior building materials and/or features warrant further documentation prior to demolition, and shall document those materials and/or features in accordance with the requirements of the Historic American Building Survey. Archival copies of these photographs and the Professional's Recommendation Report documenting these efforts shall be submitted to the Santa Ana History Room so that they may be archived and available to the public. The Applicant may commence construction activities, including building demolition, thirty (30) days after completion and submittal of the 60A-62 Recommendation Report to the City, subject to compliance with the notice and meeting requirements of Condition 10A, below. 10A. Five (5) calendar days prior to removing the 1970s-era First American Title fagade, the Applicant shall provide written and electronic notice of the start date for the removal work to the following organizations and the City: Santa Ana Planning and Building Agency, Santa Ana Planning Commission, Santa Ana Historic Resources Commission, Santa Ana Historical Preservation Society, and Preserve Orange County. Notice shall be provided via email if available and in writing and delivered by overnight delivery to the address on record with the City for each named organization. Upon completion of the fagade removal work and the Recommendation Report described in Condition 10, the Applicant shall provide a copy of the Recommendation Report to the above -named organizations and the City, and shall schedule a meeting of all recipients of the Recommendation Report to discuss the findings of said report and the Applicant's decision whether it can implement the Applicant's Preservation Alternative. The meeting shall be held at least seven (7) calendar days after delivery of the Recommendation Report but no later than fifteen (15) calendar days after delivery of the Recommendation Report. 11. The Project shall include a publicly -accessible amenity area available to the public non-profit organizations four (4) times per calendar year, upon agreement by the non-profit organization(s) and Applicant. Any revisions to the proposed projects to include said amenity area, or any required modifications to accommodate said amenity area, shall be reviewed for substantial conformance during Building Division plan check. 12. Prior to Certificate of Occupancy issuance, public art shall be installed on the project site at a value of one -tenth of one percent (0.10%) of the total valuation of both buildings. The art may be installed on one or both of the project sites (Site A and/or Site B). The selection, design, and installation of the art shall be subject to review and approval by the Planning and Building Agency, the Community Development Agency, and the Applicant. 13. Residents of both development sites in the Project (Site A and Site B) shall have access to resident amenities and open space areas in both sites in perpetuity. 14. Prior to the issuance of a building permit, a Property Maintenance Agreement must be recorded against the property. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Developer (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a Maintenance Agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably ZI • satisfactory to the City Attorney. The Maintenance Agreement shall contain covenants, conditions and restrictions relating to the following: (a) Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.); (b) Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses, (c) Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable; (d) Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable); (e) If Developer and the owner of the property are different (e.g., if the Applicant is a tenant or licensee of the property or any portion thereof), both the Applicant and the owner of the property shall be signatories to the Maintenance Agreement and both shall be jointly and severally liable for compliance with its terms. (f) The Maintenance Agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties, obligations and responsibilities set forth under the Maintenance Agreement. (g) The Maintenance Agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. (h) The execution and recordation of the Maintenance Agreement shall be a condition precedent to the issuance of final approval for any construction permit related to this entitlement. EXHIBIT 3 This page left blank intentionally. 60A-67 915=19 SPR No. 2019-01 & DBA No. 20 114 an "First American Title Co. Development" Zane Description vngaen.mlM p+sb.na TwmP.mdv pagvrce fngurwn np9rTmvm M9n�plt++mih g9eadm[t ■ ivSb+nlnl E+Yn ■ Commarcl+I4n�tlenbnl ip.nfi[ nbn fHaM I]...I.pm.nt ■ il+n�Mtl £APPPInE C+nyr Scum M+m i.ea cemmererx Dmnct cnmmnnnv cemm.rc.l.mn.«�m om[In � cemmunnv Eommuo.l . Arf M.1 £pmgtrGnl G.n.m Cammaod ogM a.oP4r�+l Hwvv ind,nc +l ?.rnlvfnauut Gawmmtnt C.nn. 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E rcl,l z: =o a§ f9 _ \ ox \ ."4 �} - „T i33ais Hsm A3tliS NIVW C N t V L ` q a 3 a 3 a L m o a o � o o 3 O O O a a N w O o > c O T c p M0110 illtl15 H5nu �J U © Q/� \J nth �I I:a _ o EI o 7 i4 I - I'.> This page left blank intentionally. 60A-123 EXHIBIT 10 60A-124 This page left blank intentionally. 60A-125 Conformance to Development and Parking Standards Required by the Transit Zoning Code Provided Lined Block Building Type Height (Table DT-1): 5 to 7 Stories 1. Minimum - 2 stories 2. Maximum - 10 Stories Parking Driveway Width (Table DT-5): 2-Way Driveway: Project's driveway width varies from 2-Way Driveway: 20'0" minimum and 25'0" maximum. 23'0" to 25'0". Parking (Table DT-6): Residential: 301 stalls (Per Affordable Housing Plan, State 1. Standard: 2 stalls per unit minimum and 0.15 stalls per of Califomia Government Code Section 65915(p)(1) and unit guest, and 1/400 square feet of commercial 65915(p)(4)): space. • Zero to 1 bedroom — 1 stall o Results in 473 residential and 31 commercial • 2 to 3 bedrooms — 2 stalls parking spaces required (504 total) Commercial: 31 Stalls (1/400 sf) (7 extra onsite parking spaces provided) — Approval of a Density Bonus Agreement Waiver/Concession Required • Results in 332 total onsite parking spaces (1.51 per unit onsite parking ratio) • Per Parking Management Plan, up to 412 onsite parking spaces may be provided (1.87 per unit onsite parking ratio) • Per Parking Management Plan, up to 60 additional parking spaces available offsite (2.15 per unit parking ratio Setbacks (Table DT-2): Complies; never more than 10'0" maximum- 1- Front Yard — 0'0" min, 0'0" max 2. Street Side — 0'0" min, 10'0" max 3. Side Yard — 0'0" min, no max 4. Rear Yard — 15'0" min, no max 5. Alley Yard — 3'0" min no max Frontage Type (Table DT-4): Main : 100% Shopfront, 12% Forecourt 1. Arcade — Min 50% of Frontage 4'h St.: 100% Shopfront, 38% Forecourt 2. Gallery — Min 50% of Frontage Bush St.: 31% Stoop 3. Shopfront— Min 75% of Frontage 5'h St.: 18% Stoop 4. Forecourt — Max 50% of Frontage (remainder of frontage per permitted types) 5. Stoop — Max 50% of Frontage Building Types Allowed (Table BT-1): Lined Block Flex Block, Lined Block, Stacked Dwellings, Courtyard Housing, Live -Work, Tuck Under Lined Block Width and Depth (Table BT-1): 1. Width — 250'0" 1. Width —Min 125'0" and Max 300'0" 2. Depth — 250'0" 2. Depth —Minimum 100'0" Lined Block Access Standards (Sec. 41-2023): All requirements met and shown in plan sheets- 1- The main entrance to each ground floor shall be directly from the street. 2. Entrance to residential portions of the building shall be through a dedicated street level lobby, or through a dedicated podium lobby accessible from the street of through a side yard- 3- Access to each unit above the second level, not accessed through a podium, shall be through an interior corridor of at least 6'0" with recessed doors or seating alcoves/offsets at least every 100'0". 4. Each level of the building shall have access to the garage via an elevator. Lined Block Parking Standards (Sec. 41-2023): The building provides parking via an underground and above -ground garage. All dwellings will have indirect access to parking stalls. 6Exbibit 0A-11�6 Required by the Transit Zoning Code Provided 1. All parking shall be in an underground or above- ground garage, tuck under parking, or combination thereof. 2. Dwellings shall have indirect access to their parking stall(s)- Lined Block Open Space Standards (Sec. 41-2023): Site A & Site B: 1. The common open space shall be designated as a courtyard, or in the front as a forecourt. This area 1. Required (Common + Private): 11,250 SF shall be equal to 15% of the lot and shall be open to 2- Provided (Common + Private): 40,860 SF the sky. 2. Minimum courtyard width of 20'0" when running EW All requirements met and shown in plan sheets. and 15'0" when running NS. 3. 20'0" wide courts only permit architectural projections on two opposing sides- 4- Private open space for each dwelling unit and no less than 50 SF and not less than 6'0" in each direction- 5- Private open space can be substituted for common open space or common interior space at an equivalent square footage. The minimum dimension of this space shall be 15'0" in each direction. Lined Block Landscape Standards (Sec. 41-2023): 1. N/A 1. If a front yard is present, one 24" box tree per 25'0" 2. Complies lineal feet shall be provided. 3. Complies 2. Six (6) 5-gallon shrubs and ten (10) 1-gallon size 4. N/A shrubs or ground cover per required tree. 5. Complies 3. Courtyards located above garages shall avoid the 6. N/A sensation of forced podium hardscape. 7. N/A 4. Trees in the front yard may not exceed 12-15' in height at maturity and must be suitable for built in concrete planters or containers with a 36-inch width- 5- One 36" box tree is required per courtyard that meets the minimum dimensions. For courtyards that exceed minimum dimensions, two or more 24-inch box small size trees may be substituted. 6. If a rear yard is present, at least one (1) 36" box tree per 30'0" lineal feet shall be planted- 7- If a side yard is present, at least one (1) 24" box tree per 30'0" lineal feet shall be provided - Lined Block Frontage Standards (Sec. 41-2023): All requirements met and shown in plan sheets. Entry door oriented to street/courtyard when fronting to one. Service rooms -oriented backing to corridors. Building Size and Massing Standards (Sec. 41-2023): Building Height Ratios: 1-4 (Standards Noted and Met) 5. Max Height Ratios: 1. Ground Floor— 100% a.Ground Floor — 100% 2. Level 2 — 97% b. Level 2 — 100% 3. Level 3-6 — 81 % c. Level 3-5 — 85% 4. Level 7 — 71 % d. Level 6 — 85% 6Exbibit 0A-1'�7 EXHIBIT 11 60A-128 This page left blank intentionally. 60A-129 SPR No. 2019-01 & DBA No. 2019-01, "First American Title Co. Development" 114 and 117 East Fifth Street The 2019 EIR Addendum and Technical Appendices are available online at: https://www.santa-a na.org/pb/pla n n i ng-d ivision/maio r-pla n n i ng-proiects-and-documents/fi rst- a me rica n-title-co-site-downtown Physical copies are also available by visiting the Planning Division public counter located at 20 Civic Center Plaza, Santa Ana, CA 92701 Exhibit 11— 2019 El Addendum and Technical Appendices 60A-130 This page left blank intentionally. 60A-131 EXHIBIT 12 60A-132 This page left blank intentionally. 60A-133 SPR No. 2019-01 & DBA No. 2019-01, "First American Title Co. Development" 114 and 117 East Fifth Street The 2019 EIR Addendum and Technical Appendices are available online at: https://www.santa-a na.org/transit-zon i ng-code-enyi ro n mental-i m pact -report Physical copies are also available by visiting the Planning Division public counter located at 20 Civic Center Plaza, Santa Ana, CA 92701 Exhibit 12 —2010 Transit Zoning Code EIR 60A-134 This page left blank intentionally. 60A-135 EXHIBIT 13 60A-136 This page left blank intentionally. 60A-137 PARKING STUDY AND PARKING MANAGEMENT PLAN FIRST AMERICAN PLAZA 4T" + MAIN APARTMENTS Santa Ana, California September 16, 2019 Engineers & Planners Traffic Trarsportation Parking 60A-138 September 16, 2019 Engineers& Planners Traffic Transportation Parking Mr. Michael McCann Toll Brothers Apartment Living Linscott, Law & Greenspan, Engineers 200 Spectrum Center Drive, Suite 300 2 Executive Circle Irvine, CA 92618 Suite 250 Irvine, CA 92614 LLG Reference: 2.18.3984.1 949.825.6175r 90225.6173 F Subject: Parking Study and Parking Management Plan for the `NwwIlgengineers.cam First American Plaza - 4th + Main Apartments Santa Ana, California Pasadena Irvine San Diego Woodland Hills Dear Mr. McCain: As requested, Linscott, Law & Greenspan, Engineers (LLG) is pleased to submit this Parking Study for the proposed First American Plaza — 4th + Main Apartments Project (hereinafter referred to as Project) in the City of Santa Ana, California. It is our understanding that the project is located in downtown Santa Ana which provides alternative modes of travel which results in the need to justify the use of a lower parking ratio than what is documented in the City of Santa Ana Municipal Code and the City's Transit Zone Code. The Transit Zoning Code ("TZC") establishes a minimum off -site parking requirement of 2 spaces per unit and 0.15 space per unit for guest parking. Non-residential development is to be parked at a ratio of 1 space per 400 square feet (TZC Table DT-6.). However, based on research of adopted parking standards for other jurisdictions with similar projects in a downtown, transit oriented district setting, lower parking ratios more appropriately reflect future parking demand for the Project. Further yet, given 5% of the Project's residential units are designated as very low affordable units, the parking ratios for affordable housing developments specified in the California Government Code Section 65915 were applied to the Project's residential component. Philip M. Linscon, PEpea4-oral Pursuant to our coordination efforts with City of Santa Ana staff and understanding Jack M. Greenspan, PE na, of the City's requirements, the preparation of a Parking Study, inclusive of a Parking William A. Law, PE(Rd I Paul W. Wilkinson, PE Management Plan (PMP) is required to ensure adequate parking for all Project John F. Keating, PE tenants, employees and guests, and reduce or eliminate any impacts on the DWdS Shearer, PE surrounding neighborhoods. This PMP is intended to be used to ensure that parking, John A. Daemon, PE as required for an affordable housing development such as the Project, will be Clare M. Look -Jaeger, PE sufficient to accommodate the Project's actual parking demand. Richard E.Earretto,PE 60A-139 Karl D. Maberry, PE ML62w13Company Famed IMS PROJECT DESCRIPTION AND MULTIMODAL SETTING The Project site occupies two separate parcels of land totaling 1.72-acres. The main parcel is a square shaped parcel of land that is currently developed with 113,000 SF of office space that previously served as the First American Title Company corporate offices. It is located east of Main Street, between 4d' Street and 5d' Street, and is addressed at 421 North Main Street in the City of Santa Ana, California. The second parcel is a square shape parcel of land that is currently developed as a parking lot, located on the northwest corner of Bush Street at 5d' Street. The Project site is zoned Downtown ("DT Zone") by the City's Transit Zone Code (TZC) which accommodates a mix of uses. Figure I is an existing aerial photograph of the Project site. The proposed Project includes the development of two buildings with a total of 220 apartment units and 12,350 SF of retail/commercial space, with a proposed parking supply of 332 spaces, inclusive of 8 handicap accessible stalls and 56 tandem (2°d access) stalls. Table 1 summarizes the proposed Project development totals for the site. Building 1, located east of Main Street between 5d' Street and 4d' Street, includes the development of a seven -story 196-unit apartment podium, consisting of 45 studio units, 89 one -bedroom units, and 62 two -bedroom units, with 12,350 SF of retail/commercial space on the ground floor over a 311-space parking garage (1 basement + 2 levels above grade). Building 2, located on the northwest corner of Bush Street at 5d' Street, includes the development of a five -story, 24-unit apartment building, consisting of 12 one -bedroom units and 12 two -bedroom units, over a 21- space parking garage, inclusive of one handicap accessible stall. Existing on -street (paid) parking along the project's 4d' Street frontage will be maintained Figure 2 presents the proposed site plan, prepared by MVE + Partners. Project's Pedestrian Connections Pedestrian circulation would be provided via existing public sidewalks along Main Street, Bush Street, 5d' Street and 4d' Street within the vicinity of the project frontage, which will connect to the project site. The project will protect the existing sidewalk along project frontage, and if necessary, repair or reconstruct sidewalks along the project frontage per the City's request. The existing sidewalk system within the project vicinity provides direct connectivity throughout downtown Santa Ana, inclusive of the Santa Ana Metrolink Station located on Santa Ana Boulevard east of Santiago Street, as well as the City's public parking structures located to the east and west of the subject property along 5d' Street. From the project site, it would take approximately 10 minutes to walk to the Santa Ana Metrolink Station that is 0.65 miles from the site. 60A-140 Project's Proximity to Public Transit Public transit bus service is provided in the project area by the Orange County Transportation Authority (OCTA). Five (5) OCTA bus routes operate within the vicinity of the project site on Main Street, Santa Ana Boulevard, 5`s Street, and First Street, which consists of the following • OCTA Route 53: The major route of travel is Main Street. Nearest to the project site are bus stops on Main Street — northbound and southbound east and west of the intersection with 4s' Street. Route 53 operates on approximate 30-minute headways during weekdays and 20-minute headways on weekends • OCTA Route 55: The major routes of travel include Main Street and First Street. Nearest to the project site are bus stops on First Street — eastbound and westbound west of the intersection with Main Street. Route 55 operates on approximate 30- minute headways on the weekdays and weekends. • OCTA Route 64: The major route of travel is First Street. Nearest to the project site are bus stops on First Street — eastbound and westbound south of the intersection with Main Street. Route 64 operates on approximate 30-minute headways on the weekdays and 25-minutes on the weekends. • OCTA Route 83: The major routes of travel include Main Street, Santa Ana Boulevard, 5s' Street, and Mortimer Street. Nearest to the project site are bus stops on 5s' Street — eastbound and westbound south of the intersection with Main Street. Route 83 operates on approximate 35-minute headways on the weekdays and 45-minute headways on the weekends. • OCTA Route 462: The major routes of travel include Santa Ana Boulevard and 5s' Street. Nearest to the project site are bus stops on 5s' Street — eastbound and westbound south of the intersection with Main Street. Route 462 operates on approximate 20-minute headways on the weekdays. Figure 3 graphically illustrates the transit routes of OCTA within the vicinity of the project. Figure 4 identifies the locations of the existing bus stops in proximity to the Project site. In addition to the above OCTA lines, it is our understanding that the City of Santa Ana and Garden Grove have partnered with OCTA to develop the "OC Streetcar" which will further enhance mobility throughout Downtown Santa Ana, beyond the current transit opportunities that are now availability. Figure 5 presents the anticipated transit route for the OC Streetcar. 60A-141 Project's Proximity to Bicycle Facilities The City of Santa Ana promotes bicycling as a means of mobility and a way in which to improve the quality of life within its community. The Bikeway Master Plan recognizes the needs of bicycle users and aims to create a complete and safe bicycle network throughout the City. Currently, not many bicycle facilities exist in the study area, with the exception of a Class H bike lane along Civic Center Drive, between Flower Street and Broadway. However, review of Figure 6, which presents the City's Bikeway Master Plan, shows that bicycle lanes are proposed to be built throughout the study area. As shown in Figure 6, Class II bike lanes are proposed to be integrated along Civic Center Drive, Santa Ana Boulevard, and Main Street. Notwithstanding the requirements of City Code, the actual parking demand for multifamily residential uses in transit oriented downtown districts have been found to be significantly less. The City's TZC EK for instance, recognized that "residential transit oriented developments, similar to those anticipated/planned under the Transit Zoning Code" have an average level of parking availability of 1.42 spaces per residential unit. (TZC EIR at 4.11-110.) The TZC EIR likewise noted that the TZC "is anticipated to provide parking in excess of the anticipated level of demand." (TZC EIR at 4.11-110.) The Downtown District was also anticipated to have a surplus of on -street parking spaces that would ensure adequate parking capacity within the TZC area. (TZC EIR at 4.11-110.) LLG's previous field studies of actual parking demand at existing sites similar to the project also show that parking demand at the project would be lesser than the requirements of the TZC. The Trio Apartments located at 44 N. Madison Avenue, Pasadena has an actual observed parking demand ratio of 1.22 spaces per DU. This site is located in an area where on -street parking is generally permitted. Further, several paid public parking lots are located nearby, including on the west side of Madison Avenue and a few south of Colorado Boulevard. Existing bus stops are located at the intersection of El Molino Avenue/Union Street, as well as various bus stops located Colorado Boulevard. An existing Park & Ride lot is located about 0.5 miles to the northwest of Trio Apartments, near the intersection of Marengo Avenue/Walnut Street. Further, existing Metro Light Rail stations are located at Lake Street/I-210 Freeway (about 0.5 miles from Trio Apartments) and near Raymond Avenue/Holly Street (about 0.5 miles from Trio Apartments). The adjoining land uses to Trio Apartments consist of mostly office and commercial uses. Additional locations have been surveyed which are not located in a downtown setting but have 60A-142 shown to have lower parking ratios than typical City code. These include the following: Site city Address Size Parking Demand Ratio per DU Adagio on the Green Mission Viejo 2660 Oso Parkway 256 Unit 1.45 Skye at Laguna Niguel Laguna Niguel 28100 Cabot Road 142 Unit 1.49 Apex Laguna Niguel Laguna Niguel 27960 Cabot Road 284 Unit 1.28 Furthermore, as discussed below, parking demand/empirical ratio compilations from other sources, including nearby jurisdictions with similar transit oriented districts, demonstrate that the City Code's parking ratio requirements are substantially higher than actual demand. Table 2 presents a comparison of the residential parking ratios from the City as included in the City's TZC and the City's Municipal Code, plus other sources which located in a similar downtown setting with multiple modes of travel. These additional parking codes include: 1. City of Long Beach Downtown Plan: The City of Long Beach Downtown Plan embraces a "park once" philosophy that focuses on walkability and transit options, and encourages high -density, transit -oriented development as a means to minimize overall trips. Like the TZC, the Long Beach Downtown Plan Area is served by multiple transit options, including bus lines (as a central feature of the downtown area) and train lines, and pedestrian movements include substantial walking and biking shares. Source, City of Long Beach Downtown Plan dated January 2012 prepared by AECOM. 2. Proposed City of San Diego Municipal Code Parking Ratios for Transit Areas: The City of San Diego is proposing changes to its parking ratios for transit priority areas, which are areas within one-half mile of a major transit stop. A major transit stop includes the intersection of two or more major bus routes with a frequency service interval of 15 minutes or less during the morning and afternoon peak commute periods. To determine appropriate parking rates, the City undertook testing of multifamily sites. The City found that 89% of the sites sampled had lower demand than the tested ratio.' For projects in the downtown area, 100% of the sample sites had lower parking demand than one space per unit. Conservatively the ratios identified in Table ' Seethe City of San Diego Planning Department's Transit Priority Area (TPA) Multifamily Parking Update (available at https://www.smdiego.gov/sites/default/files/ppt_-_tpa gark}pg ogryn vyew_cpc.pdt). 2 are based on San Diego Municipal Code Chapter 142.0525 Multiple Dwelling Unit Residential Uses — Required Parking Ratios for Transit Area or Transit Priority Area. As discussed above, the TZC area is replete with transit options (bus and train service) that reduce overall parking demand by emphasizing alternative forms of transit. Per the Southern California Association of Governments, the TZC and downtown Santa Ana area are located within a Transit Priority Area.' Therefore, the City of San Diego's study materials are relevant to the TZC. Along with the Codes discussed above, additional parking codes representative of transit -oriented and pedestrian friendly downtown districts are provided in Table 2. Those codes include (1) the City of Santa Monica's Parking Zoning Ordinance Update parking ratios for transit -oriented and mixed uses, (2) the TCRP Report 128 and City of Los Angeles Code for transit -oriented developments (TODs), and (3) the City of Sacramento Zoning Code Parking Regulations for their Traditional District and Urban District. The Institute of Transportation Engineers provide parking rates for residential uses similar to the project that are significantly lower than the TZC requirements. ITE's Parking Generation Manual, for instance, notes that multifamily mid -rise housing has a parking demand ratio that ranges between 1.13 spaces per unit to 1.2 spaces per unit for Center City Core and Dense Multi -Use Urban settings. As applied to the project, those rates would generate demands of approximately 242 to 264 spaces. Table 2 also presents the application of the parking ratios from each source to the project. A "blended" parking ratio (i.e., resident + guest spaces versus the 220 total units) was derived in each column. Going from the left-hand columns of Table 2 to the right-hand columns, it can be seen that the residential ratios are reduced significantly, even in comparison between the City's TZC and Municipal Code. This trend is indicative of what more jurisdictions are now doing, which is rethinking minimum parking standards to meet sustainability goals and encourage transit use, bicycling, and walking. It embraces the notion that the common practice of requiring a large amount of off-street parking spaces (as what typically results from the direct application of city code ratios) leads to inefficient land use and underutilized spaces, while placing unnecessary design and financial burden on new development projects. Households in developments located in or near downtowns, that can easily access transit stations or public parking, typically own fewer vehicles, reducing the demand for residential parking in these areas. It is evident from Table 2 that the City's Code ` See bttp://gisdata-scag.opmdata.ucgis.com/datasets/c9249b6bbaOf49829b67ce104f8lef2O Pgeometry= 117.896 % 2C33.743%2 C-117.814 / 2C33.756. 3 Sowee: FrE Parking Generation Marred, P Edi 60" A-144 parking requirements, especially the TZC, far exceed the parking needs for a downtown setting. Therefore, to help encourage mobility and make use of available public parking in the area, a reduction to the City's parking standards is needed. This type of Project is consistent with the mixed -use nature of the area, proximity to regional transit facilities and bus routes (i.e., Santa Ana Regional Transportation Center), and extensive bicycling by City of Santa Ana residents. The parking requirement for the retail component is based on City TZC ratio 1 space per 4000 square feet (SF) would result in a parking requirement of 31 spaces. The retail component of this Project is anticipated to utilize the nearby City -owned parking garages which are located on the southwest comer of 5t' Street at Main Street (7-levels, 400 spaces), and on 5d] Street at Spurgeon Street, directly east of Bush Street (4-levels, 700 spaces). Figure I also highlights the location of the city owned parking garages with respect to the proposed Project. The table below provides a summary of parking surplus (available spaces) data provided by City staff for these two City -owned parking garages during the weekday hours of 11:00 AM and 2:00 PM. Based on review this information, a minimum of 527 spaces were available during the 11:00 AM hour, whereas a minimum of 638 spaces were available at the 2:00 PM hour. Date 5th at Spurgeon Available Spaces 5° at Main Available Space Total Available Spaces HAM 2PM HAM 2PM HAM 2PM Monday, October 1, 2018 561 577 117 169 678 746 Tuesday, October 2, 2018 547 559 126 158 673 717 Wednesday, October 3, 2018 507 570 140 152 647 722 Thursday, October 4, 2018 537 581 129 120 666 701 Friday, October 5, 2018 569 573 140 100 709 673 Thursday, November 1, 2018 449 560 78 160 527 720 Friday, November 2, 2018 471 587 120 188 591 775 Monday, December 3, 2018 518 584 144 159 662 743 Tuesday, December 4, 2018 547 571 127 153 674 724 Wednesday, December 5, 2018 540 590 85 170 625 760 Thursday, December 6, 2018 554 556 107 116 661 672 Friday, December 7, 2018 485 544 89 94 574 638 Additionally, Figure 4 further highlights the hourly parking demand profile for both locations during a typical weekday, based on an evaluation of parking data provided by the City for Wednesday December 5, 2018. Review of the tabular information provided above (parking surpluses), combined with a review of Figure 4 shows that during the peak midday period there is more than 500 available spaces within the two 60A-145 nearby parking garages which could easily accommodate the parking needs for the retail component and/or guest parking; during the evening period the parking available would be even more (see Figure 4 bar chart). In the event that additional overflow residential parking were needed it is anticipated the parking garages would have more than adequate surpluses to accommodate the late evening/early morning period, although the Project would have to seek City Council approval and request permission from the City to lease spaces for the Project's residents. PARKING REQUIREMENTS City TZC Parking Requirement Table 2 summarizes the parking requirements of the Project based on application of the City's TZC ratios of 2 spaces per DU and 0.15 guest spaces per DU for residential uses, and 1 space per 400 SF of retail floor area. As shown, the Project would require 504 spaces, comprised of 473 spaces for the residential component, inclusive of guest parking, and 31 spaces for the retail component. Comparing this parking requirement against a proposed parking supply of 332 parking spaces results in a parking deficit of 172 spaces. Parking Requirement for Affordable Housing Based on the application of the affordable housing ratios listed above to the Project's residential component and City TZC code retail ratio to the commercial component, the Project would require 325 spaces, comprised of 294 spaces for the residential component, inclusive of handicapped and guest parking, and 31 spaces for the retail component. Comparing this parking requirement against the parking supply, the 325- space parking requirement is satisfied and there is an additional surplus of 7 spaces. Table 3 summarizes the resulting parking demand estimates based on the affordable housing ratios applied to the Project's residential component. As shown, the Project is designed to meet these requirements, with one parking space per bedroom provided for the residential component of the Project. The assignment of parking spaces to the various users of the Project is documented in the following Parking Management Plan. 60A-146 /AI ■■ moll Jill oil Ili I[N 11 li li I�I A�31 �II �' ■ ■ ■ ■ " d 1 !II III �! II �� II I'« hI I! It I,I� III 11 �� 1 I. ■ I� I 1 i j '_ _- i i I : _ - I ■ ■ ■ ■ 1 u I - I `I� a II II I li �i IP $ol III I I I ■ ■ ■ ■ I t on me M I I III III re a r VV ■ ■ ■ ■` s ' 1 11 n• ■ I!I J4■� �' " IN !I m — I , u r i it III III I II II - ■ ■ .. I s,��E'— � � i� �I IN lei NMI IIII Jill if I 11■ dew a �■r Amp ali pill 14 PARKING MANAGEMENT PLAN (PMP) To ensure adequate parking is provided for both tenants, employees and guests of the Project, it is recommended that when the Property Owner and/or Property Management Company deems it necessary, the following key Parking Management Strategies be implemented by the Property Owner and/or Property Management Company: PMP Measures The following measures are available to the Project to mitigate any parking impacts or deficiencies in the event the proposed onsite parking supply is determined to be greater than the allocated one parking space per bedroom rate. 1. Property Owner/Property Management Company shall assign one (1) parking space to every unit. Additional spaces may be purchased and assigned to any unit that requests additional assigned spaces. These additional purchased spaces will be assigned to the 2°d access/tandem spaces. The Property Owner/Property Management Company shall determine the allocation of parking spaces for resident tenants, guests, retail customers and employees, inclusive of spaces designated and signed for prospective resident tenants and/or short-term parking (1-hour) for retail customers. Figure 8 depicts the potential location of the five (5) spaces designated and signed for prospective resident tenant and/or 1-hour short-term parking for retail customers, subject to approval of the Property Owner/Property Management Company. 2. If the Property Owner and/or Property Management Company determine that the actual parking demand for the site exceeds the State Code's affordable housing parking requirement, the Property Owner/Property Management Company shall restrict parking on -site to only residential tenants. The only exception to this would be that the five (5) spaces designated and signed for prospective resident tenants and/or short-term parking for retail customers would remain. All retail customers and resident guests would be required to park in one of the near -by public parking structures or utilize on -street parking. The two (2) closest public parking structures are located on the southwest corner of Main Street/5d' Street and on 5d' Street at Spurgeon Street directly east of Bush Street. Figure 9 highlights the two (2) public parking structures. Based on information provided by the City, there is an excess of 500 spaces available during peak operating hours within the two (2) public parking structures. 60A-148 If the Property Owner and/or Property Management Company determine that offsite parking is required for the Project, the Property Owner/Property Management Company shall execute an agreement with the City of Santa Ana to acquire the rights to lease spaces on behalf of the retail employees. The Property Owner/Property Management Company shall secure up to 10 spaces for employees/staff of the Project's retail component as part of the agreement, which would allow the Project employees to access the designated parking structure(s) 24-hours a day seven (7) days a week. 3. If the Property Owner and/or Property Management Company further determines, even after implementation of above -mentioned PMP measures, that offsite parking is required for the Project's residential tenants, residential tenants may purchase additional parking within the near -by public parking structure via the agreement that the Property Owner/Property Management Company established with the City Finance Department. To facilitate this PMP measure, the Property Owner/Property Management Company would seek City Council approval and upon Council approval, execute an agreement with the City of Santa Ana to acquire the rights to lease spaces on behalf of the Project's residents. Pursuant to communications with the Finance Department, the Property Owner/Property Management Company would secure up to 60 spaces for residents of the Project's apartment component as part of the agreement, which would allow the Project residents to access the designated parking structure(s) 24-hours a day seven (7) days a week. Based on information provided by the City Finance Department, the current availability for City -owned parking is within one parking structure located at 5s' street and Spurgeon Street (Fiesta Parking Structure), where 450 spaces are available for lease. As shown in Figure 2, this City -owned structure is located within walking distance to the subject property, across Bush Street. Primary vehicular access is provided at the intersection of 5s' Street and Spurgeon Street, with gated pedestrian access provided via entries on 5th Street and Bush Street, as well as French Street. 4. In lieu of PMP Measure No. 4, the Property Owner/Property Management Company, if deemed necessary, may implement an on -site valet -assist program. Figure 10 presents the detailed valet plan which shows up to 80 additional spaces could be accommodated. To implement the valet operation, the Property Owner/Property Management Company would engage the services of a well -established valet operations 60A-149 company. A few of the valet operators that are currently being contacted are ABC Valet, PPS Parking and Elite Valet Services. 5. The parking conditions will be reviewed/monitored on a quarterly basis by the Property Owner/Property Management Company and appropriate actions detailed above will be taken to ensure that the necessary PMP measures are being implemented. Through this monitoring and cooperation with the tenants as a result of the quarterly review/monitoring, a partnership will be formed to ensure that residential tenants and retail employees and Management Company personnel on the property work together to ensure adequate parking is available. Table 4 provides a summary of the Project's composite parking supply ratio with implementation of the above -recommended PMP measures. A review of Row A of Table 4 shows that the Project's parking ratio calculates to 1.51 spaces/unit (332 spaces - 220 units). With implement of PMP measures No. 2 and No. 3, which would be attained by leasing up to 70 off -site parking spaces within the City -owned parking structure, the Project's parking supply ratio would increase to 1.55 spaces/unit (342 spaces - 220 units) and 1.83 spaces/unit (402 spaces - 220 units), respectively (See Row B and Row C of Table 4). The Project's composite parking supply ratio further increases with implementation of PMP measure no. 4, which would add an additional 80 spaces via implementation of a valet parking program. As shown in Row D of Table 4, the Project's composite parking ratio calculates to 2.19 spaces/unit (482 spaces - 220 units) with the implementation of PMP measures No. 2, No. 3 and No. 4, which exceeds the Project's residential parking requirement of 2.15 space/unit based on the City's TZC. Figure 11 is a bar chart of the Project's composite parking supply ratio with implementation of the above -recommended PMP measures, and in comparison to the City's TZC parking requirement. 60A-150 CONCLUSIONS The composite parking ratio for the proposed Project is 1.51 spaces per unit (332 provided spaces divided 220 apartment units). Comparing this ratio to what is required by other similar cities shows that the Project provides 10% to 67% more parking spaces than other apartment projects located in a downtown setting. Since the Project falls within the downtown setting and provides the opportunity for alternative modes of travel along with public on -street parking and near -by public structured parking, the proposed Project's parking supply will be sufficient (ample) to support its needs. Further yet, given 5% of the Project's residential units are designated as very low affordable units, the parking ratios for affordable housing developments specified in the California Government Code Section 65915 were applied. From this calculation, the Project would require 325 spaces, comprised of 294 spaces for the residential component, inclusive of handicapped and guest parking, and 31 spaces for the retail component (using the City's TZC retail ratio of I space per 400 SF). When compared to a supply of 332 spaces, the 325-space parking requirement is satisfied and results in a surplus of 7 spaces. Nevertheless, to ensure adequate parking is provided for both tenants, employees and guests of the Project, the Property Owner and/or Property Management Company, if they deem it necessary, would implement the appropriate Parking Management Strategy recommended in this Parking Management Plan to mitigate any parking impacts or deficiencies. * * * * * * * * * * * We appreciate the opportunity to provide this analysis. Should you have any questions, please call us at 949.825.6175. Respectively submitted, Linscott, Law & Greenspan, Engineers z C 9D. 2006 O x _ w., 6130121 Richard E. Barretto, P.E. Principal Attachments cc: Shane Green, P.E., Transportation Engineer III 60A-151 ;� lY M I � � I c `� I` � I I I T :•Itl, - I p: ti— I Cb -- - 4 =-n r j _ m -- SOURCE: MVE + PARTNERS FIGURE 2 �NO SCALE PROPOSED SITE PLAN FIRST AMERICAN PLAZA, SANTA ANA Os 6LOz—Z1-60 CZ'19M JOI 6mP'O—p t86SVbmp dwdV6mpAouo Djuos roz,d uo ws }say — t96221ZV0062Vs I IIIII�II ����.. ���� ��i{ �i • 1 r Jf n Ifff7lff� Z aNda9 O a ? 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I' I I x� 3 N I ix r I e v1Y t 1 I' '1 1 I I l..x I 1 w I * III I �I I11 �11 k 4 IIT i I w l — — — — � 12-1 i �NO SCALE SOURCE: MVE + PARTNERS FIGURE 8 = PROSPECTIVE RESIDENT TENANT AND SHORT—TERM PARKING FOR RETAIL PARKING MANAGEMENT PLAN FIRST AMERICAN PLAZA, SANTA ANA lielliwiell G�Ot-aVsVV so am emp m.-i se62V61v eweAc„aAlll I... ...Id wu - Ve6ts A000<V., a Cp= - �`y£W.'wi 1�� MIYw a v 'iy it i a= _-=- w r � ♦ ♦�,�, a ww 0 w� D r Z Q ®® U U Uo > [ NY U_ U U W S LL Q Q N VI J J Z H m O o H H d ¢VIZ �Z pU p J 51 r z r z s C s C uo �< z : z ♦'s VA � ww VA m ,9 jwlww;lw`wwj ®®® ® ®®m A -- a �;. � � a —A ww ww ♦ ww w > � ww it iw+r ir• � 0o 6IO—n-60 z<ae.oL day dMwu—d a2KA^^n dwdVbmPAono Dios 'DzDO uo , wD awu — +2649LzVDO6£V° rn 00 LO CQ co N d' 0 C'J m 02 � m 0 E L Ln rl cu It CO a --I LO r-I 02 co CO c Q m m hjddn58upied N ~ ~ ri O Q zE,Q z a WaQ N � ova � Q Q U U � w r 60A-162 TABLE 1 PROJECT DEVELOPMENT SUMMARY4 Project Land Use / Project Description Development Totals e +Main Apartments ❑ Studio Units 45 Units ❑ 1 Bedroom Units 101 Units ❑ 2 Bedroom Units 74 Units Total Residential Units: 220 Units ❑ Large Retail Suite 9,750 SF ❑ Small Retail Suite 2,600 SF Total Retail Space: 12,350 SF Parking Supply by Level ❑ Subterranean Level o Handicap Parking 3 spaces o Resident Parking — I' Access 145 spaces o Resident Parking — 2"d Access/ Tandem 13 spaces ❑ Level o Handicap Parking 5 spaces o Resident Parking — I' Access 55 spaces o Resident Parking — 2°d Access/Tandem 9 spaces o GuestParking/Leasing 5 spaces ❑ Leve12 o Resident Parking — I' Access 63 spaces o Resident Parking — 2"d Access/Tandem 34 spaces Parking Supply Allocation: o Handicap Parking 8 spaces o Resident Parking —I' Access 263spaces o Resident Parking —2ndAccess/Tandem 56spaces o Guest Parking/Leasing 5spaces Total Parking Supply 332 spaces a Source: MVE+Partners, 08/08/2019. 60A-163 50 ) ::;_! , !§ B • ; ! • E§ B . 222) mo Le TABLE 3 PARKING REQUIREMENTS BASED ON THE CITY OF SANTA ANA TRANSIT ZONING CODE Spaces Project Description Size Parking Ratio Required 4u + Main Project Retail 12,350 SF 1 space per 400 SF 31 Residential Units ( DU) Studio/l Bedroom Units 146 2 spaces per DU 292 2 Bedroom Units 74 2 spaces per DU 148 Guest Parking 220 0.15 spaces per DU 33 Subtotal 473 Total Parking Requirement: 504 Proposed Parking Supply: 332 Parking Surplus/Deficiency (+/-): -172 Residential Use Composite Parking Demand Ratio (sp/du) 2.15 60A-165 TABLE 4 PARKING REQUIREMENTS BASED ON CALIFORNIA GOVERNMENT CODE SECTION 65915 FOR AFFORDABLE HOUSING Spaces Project Description Size Parking Ratio Required e +Main Proiect Retail 12,350 SF 1 space per 400 SF 31 Affordable Housing Units ( DU) Studio/l Bedroom Units 146 1 spaces per DU 146 2 Bedroom Units 74 2 spaces per DU 148 Parking Requirement: 325 Proposed Parking Supply: 332 Parking Surplus/Deficiency (+/-): +7 60A-166 TABLE 5 PROJECT PARKING SUMMARY -COMPOSITE PARKING SUPPLY RATIOS Project Description Size Parking Ratio Spaces Required e + Main Project Retail Affordable Housing Units ( DU) Studio/l Bedroom Units 2 Bedroom Units 12,350 SF 146 74 1 space per 400 SF 1 spaces per DU 2 spaces per DU 31 146 148 Parking Requirement: 325 Proposed On -site Parking Supply: 332 A. Composite Parking Supply Ratio (sp/du) 1.51 Proposed On -site Parking Supply + 10 off -site employee spaces: 342 B. Composite Parking Supply Ratio (sp/du) 1.55 Proposed On -site Parking Supply + 70 total off -site spaces: 402 C. Composite Parking Supply Ratio (sp/du) 1.83 Proposed On -site Parking Supply + 70 total off -site spaces + 80 valet spaces: 482 D. Composite Parking Supply Ratio (sp/du) 2.19 60A-167 EXHIBIT 14 60A-168 This page left blank intentionally. 60A-169 O RSG BETTER COMMUNITIES. BOLDER FUTURES. August 30, 2019 Michael Reynolds, Principal THE CONCORD GROUP 369 San Miguel Drive, Suite 265 Newport Beach, CA 92660 4TH + MAIN MIXED -USE PROJECT, DOWNTOWN SANTA ANA DEVELOPMENT FISCAL IMPACT ANALYSIS Dear Mr. Reynolds: 17872 GILLETTE AVE. 714 541 4585 SUITE 350 INFO@WEBRSG.COM IRVINE, CA 92614 WEBRSG.COM Via Electronic Mail RSG, Inc. ("RSG") was retained by The Concord Group ("TCG") to perform a fiscal and economic impact analysis for the development of a proposed mixed -use apartment and retail project ("Project") in downtown Santa Ana, California. TCG obtained this analysis on behalf of the property owner/developer, Toll Brothers Apartment Living ("Developer"), which recently applied for redevelopment with the City of Santa Ana's ("City") Planning and Building Services Department. The Project site spans several parcels on either side of 51h Street for a total Project area of 2.78 acres. The parcels are located at 111 East 4th Street, 117 East 5th Street, and 119 East 5th Street. The larger site is the vacant First American office building property, which is 2.31-acres, and the smaller site is 0.47-acres. The Developer proposes to demolish the existing First American office building and construct one seven -story residential apartment building surrounding a two-story parking structure and including a retail component on the 41h Street side. On the smaller parcel, the developer proposes one five -story residential apartment building with parking on the first level (see Figure 1 on page 12). The Project consists of 220 units for both buildings, 209 market rate and 11 affordable units restricted to very -low income. This letter describes our analysis, methodology, and anticipated recurring fiscal impacts resulting from development of the Project. As is typical at this stage, our conclusions could evolve as the application moves forward through the design and environmental review process. In addition to the developer's estimated $4.0 million in City fees, RSG anticipates the following fiscal outcomes over a 25-year forecast period, presented in both nominal and real value (2019$) discounted at a 4 percent discount rate: Approximately $16.9 million ($9.7 million in 2019$) in additional City General Fund revenue, including construction period revenues, recurring site -specific tax, and other Project revenues. Approximately $167.1 thousand (2019$) in property tax revenue per year, as opposed to the current $11.1 thousand (2019$). The site development would generate approximately $6.7 million ($3.8 million in 2019$) after 25 years. IRVINE • BERKELEY 60A-170 Over the same 25-year period, the City General Fund expenditures associated with the Project total $4.1 million ($2.2 million in 2019$). As a result, the net new General Fund revenue is projected to be approximately $12.8 million ($7.4 million in 2019$) from the acquisition and development of the Project. The following table summarizes the estimated fiscal impacts attributed to the Project. Year -by year projections are included as an exhibit on page 11 of this report. NET NEW RECURRING GENERAL FUND FISCAL IMPACTS 4th + Main 25-Year Recurring Revenue Category Nominal NPV 4.0% Property Tax $ 6,682,574 $ 3,806,030 Property Tax In -Lieu 4,356,360 2,481,145 Utility User Tax 1,301,574 708,274 Resident -Derived Sales Tax (Regular) 696,477 38,832 Resident -Derived Sales Tax (2018 Increase) 520,471 - Retail -Derived Sales Tax (Regular) 1,722,085 379,000 Retail -Derived Sales Tax (2018 Increase) 1,286,898 339,687 Business Tax 307,552 167,360 Total Revenues $ 16,873,991 $ 9,658,495 Less City Expenditures $ (4,061,138) $ (2,209,938) NET NEW REVENUE TOTAL $ 12,812,853 $ 7,448,558 Sources: City of Santa Ana, County of Orange, California State Board of Equalization, ESRI Business Analyst Online, and RSG, Inc. PROJECT DESCRIPTION The Project site is located on several parcels in downtown Santa Ana where the vacant First American Office building stands, directly across Bush Street from Santa Ana's Fourth Street Market. The site also includes a parcel across from the First American building on 51h Street, so the development will include two individual apartment buildings, the larger of which will sit on the current First American building site, including retail along 41h and Main and a plaza area on the corner of 41h and Bush. Both buildings will include parking, the larger a two-story structure wrapped by the residential building, and the smaller a ground -level garage. There will be 220 units between the two apartment buildings, the majority of which will be market rate units (209), with the remainder being affordable to very -low income tenants (11). The following chart shows the unit breakdown by size. 60A-171 4th +Main Unit Breakdown Studio 1 Bd_ 2 Bd. Studio 2 Bd_ 45 74 Spume: Toll Brothem Aperfr nt Owing Central Orange County has seen a recent growth of infill luxury and market rate apartment construction, particularly in areas where office and other commercial uses are no longer viable. In this case, the Project entails development of 209 market -rate apartments and 11 affordable apartments, with 332 parking spaces, and amenities comparable to what is found among many newer apartment complexes built in area. As a part of the application for development with the City, the developer has been asked to provide a fiscal impact analysis of the proposed Project. The City's fiscal concerns are reasonable given the slow recovery of the Santa Ana General Fund coming out of the Global Financial Crisis. ONE-TIME FEES TO CITY AND SAUSD Based on information from the project budget, the developer anticipates the Project fees due to the City may total $4.0 million, or approximately $18.1 thousand per unit. This includes City development impact fees for transportation, traffic, parks, water and sewer, plan check and permit fees, OCFA fees, and engineering and public works fees. RSG did not include these fees in the forecast of recurring fees. RECURRING FISCAL IMPACTS Property Tax Revenue RSG utilized the current City property tax share as reported by the County of Orange ("County") Auditor Controller to estimate the City's share of property tax that would result from development of the Project. The property tax revenues presented in this report are net of any current revenues received from the site (estimated at $5.9 million in 2018-19). The net new assessed value as a result of the Project development is approximately $87.8 million (2019$). The estimated annual property tax revenue upon completion of construction is approximately $167,111 (2019$). 60A-172 PROPERTY TAX REVENUE 4th + Main Current Assessed Valuation (2018-19) $ 5,858,264 Proposed Project 93,693,331 Net New Value $ 87,835,067 City Property Tax Rate 0.190255615 Property Tax Revenues $ 167,111 Source: County of Orange Auditor Controller, RSG, Inc. RSG assumed 2 percent inflation on property tax revenues over the 25-year projection period, resulting in $6.7 million ($3.81 million in 2019$) in net new property tax revenues for the City General Fund. Please note discounted projections throughout this report reflect the net present value, or NPV, at a 4 percent discount rate. Property Tax in -lieu of Motor Vehicle License Fee Revenue The City receives property tax in -lieu of motor vehicle license fee ("MVLF") revenues, as calculated by the County Auditor -Controller. Property tax in -lieu is based on a growth rate in assessed value between 2004-05 and the current year. The City's growth rate during this period is approximately 56.597 percent. The growth rate is then applied to the City's MVLF 2004-05 base year value of $19.8 million. As a result of these calculations, the City's 2018-19 property tax in - lieu is estimated as $31.0 million. The Project is expected to increase the City's assessed value by approximately 0.42 percent, likely resulting in an increase in net new property tax in lieu of MVLF revenues of approximately $130,132; $4.4 million ($2.5 million in 2019$) over the 25-year projection period. PROPERTY TAX IN -LIEU OF MOTOR VEHICLE LICENSE FEES 4th + Main 2004-05 City Assessed Value $ 15,979,631,532 2013-14 City Assessed Value 25,023,667,349 Growth 56.597% Santa Ana 2004-05 VLF $ 19,819,113 Santa Ana 2018-19 VLF 31,036,191 Project Assessed Value ' $ 105,486,333 Increase in Assessed Value 0.42% Property Tax In -lieu Revenue $ 130,832 ' Inflated pursuant to the construction schedule Source: County of Orange Auditor Controller, RSG, Inc. 0 60A-173 Utility User Tax The City assesses a utility user tax of 5.5 percent on electricity, gas, water, and telephone revenues generated within Santa Ana. Utility costs were estimated by RSG based on a review of similar projects and utility costs in Orange County. Assumed annual utility expenditures subject to the City's UUT consist of: Gas at $270 annually ($240 in 2019$), water at $540 annually ($480 in 2019$), electric at $1,351 annually ($1,200 in 2019$), and phone at $878 annually ($780 in 2019$). Based on these assumptions, RSG estimates Project will be approximately $35,699 per year the 25-year projection period. that utility user tax revenues generated by the or $1.3 million ($708.3 thousand in 2019$) over UTILITY USER TAX REVENUE 4th + Main Energy Expenditures per Household $ Number of Households 2,950 220 Total Residential Energy Expenses $ 649,080 City Tax Rate 6% City Tax Revenues $ 35,699 Sources: City of Santa Ana Energy Information Administration, RSG, Inc Resident -Derived Sales Tax The additional residential households in Santa Ana are expected to result in increased sales for retailers and restaurants within the city. RSG obtained average annual household expenditures for households within a 5-minute driving radius of the Project from ESRI Business Analyst Online. By adjusting the household expenditures based on taxable and non-taxable sales, RSG estimates that each household generates approximately $17,000 in taxable sales per year. RSG adjusted this figure to 50 percent as the Project is in close proximity to several significant shopping centers, including Bristol/Sunflower Plaza, Bristol Marketplace, Mainplace Mall, and Downtown Santa Ana, among others, which lie within Santa Ana, however, many other shopping destinations exist in other cities nearby (Orange, Tustin, Garden Grove, Anaheim, Irvine, and Costa Mesa). In 2018, Santa Ana Voters approved a local transactions and use tax, increasing the current 7.75% sales tax by 1.5% until 2029, and then by 1 % until 2039, when the tax will expire. The initiative, which was referred to on the ballot as Measure X, was titled the "Santa Ana Neighborhood Safety, Homeless Prevention and Essential City Services Enhancement Measure," and is expected to generate approximately $60 million dollars annually until 2029, and $40 million dollars annually until 2039. RSG took this increase into consideration when analyzing the affects the new residents will have on the general fund. The total residential derived sales tax revenue from the regular tax rate is approximately $19,103; or $696 thousand ($379 thousand in 2019$) over 25 years. On top of this, the residential derived sales tax revenue from the Measure X increase is $28,654, or $520 thousand ($340 thousand in 2019$) over 25 years. 60A-174 RESIDENT -DERIVED SALES TAX REVENUE 4th + Main Taxable Household Expenditures $ 17,366 Number of Households 220 Estimated Transactions within City of Santa Ana 50% City Share of Sales Tax 1 % 2018 Sales Tax Increase 1.5% Resident -Derived Sales Tax Revenues (Regular) $ 19,103 (2018 Increase) $ 28,654 Source: California State Board of Equalization, RSG, Inc Retail -Derived Sales Tax The Project also includes 12,500 square feet of retail space. The new businesses operating in this space will also bring in sales tax revenues for the City. Since the Developer does not yet know the exact types of retail tenants that will fill the space, RSG estimated an average of $350 of sales per square foot, which equates to estimated annual sales generated by the new space of $4.3 million (2019$). Retail -derived sales tax is estimated to bring in $1.7 million after 25-years ($937 thousand in 2019$) under the regular City share of sales tax, and an additional $1.3 million ($840 thousand in 2019$) under the Measure X increase. RETAIL -DERIVED SALES TAX REVENUE 4th + Main Annual Sales General Retail $ 4,322,500 $ 4,322,500 City Share of Sales Tax 1 % 2018 Sales Tax Increase 2% Retail -Derived Sales Tax Revenues (Regular) $ 47,233 (2018 Increase) $ 70,850 Source: California State Board of Equalization, RSG, Inc. Business Tax The City assesses a business tax on retail, restaurant, and multi -family management companies. Retail and restaurant business taxes are assessed based on annual sales while management company business taxes are assessed based on a base tax rate plus a rate and surcharge per unit. The combined business tax revenues are approximately $7,571, or $308 thousand ($167 thousand in 2019$) over 25 years. 60A-175 BUSINESS TAX REVENUES 4th + Main Multifamily Business Tax Basic Tax Rate $ 56 Disability & Education Fee 4 Registration Fee 31 Per Unit Tax Rate 11 Per Unit Rental Surcharge 23 Number of Units 220 Multifamily Business Tax Revenues $ 7,571 Sources: City of Santa Ana, RSG, Inc CITY EXPENDITURES RSG utilized the additional population that will stem from people moving into the Project to estimate the total added expenditures to the City General Fund for servicing the Project. Consistent with other recent analyses prepared by RSG on projects in Santa Ana, RSG assumed that each studio would house 1.20 residents, each one -bedroom unit would house 1.75 residents, each two -bedroom unit would house 3 residents, and each three -bedroom unit would house 4.25 residents. Overall, this works out to an average household size of approximately 2.06 residents per unit, which we consider supportable given the unit mix that is more heavily weighted towards one -bedroom configurations. While Santa Ana has a much higher average household size, many of the denser residents live south of 171h Street. By comparison, within a 1-mile radius of this site, average household sizes are approximately 4.56 persons', which includes both single family and multifamily housing, and an overall larger unit sizes with two or more bedrooms. Rent levels and bedroom sizes are often a driver of occupancy, as the market rate units are expected to rent at the top end of the Santa Ana rental market, we anticipate renters to be more affluent and smaller households than what is found elsewhere in Santa Ana, and more like what exists in newer complexes being constructed today. RSG gathered data from the US Census and ESRI Business Analyst Online to estimate the equivalent full-time residents of the Project. Approximately 13 percent of Santa Ana residents work within Santa Ana, which, in effect means that the City is servicing these resident -employees 100 percent of the time. Thirty-three percent of Santa Ana residents work outside the city. Assuming the residents that work outside of the city are outside City limits from 9 am to 5 pm, Santa Ana is servicing these residents approximately 73 percent of the time. The city's remaining residential population (about 54 percent), is serviced by the City 100 percent of the time. Accounting for all residents and employees based on the percent of time spent in the city, the Project will generate a daily (24/7) population of 411 persons. RSG identified variable costs, as opposed to fixed costs, by department in the City of Santa Ana FY 2018-19 Adopted Budget. Variable costs are expenditures by the City that increase or decrease based on the residential and employee population. The City Manager and City Attorney offices, for example, are fixed costs that will not vary based on population. Meanwhile, Police and Parks and Recreation departments will experience service increases due to the added population. Source: Housing Profile, ESRI Business Analyst, 2018 Projections 7 60A-176 RSG estimated the added City expenditures as a result of the Project at approximately $111,388. Over a 25-year projection period, the Project will add $4.1 million ($2.2 million in 2019$) in City expenditures. SUMMARY OF RECURRING CITY EXPENDITURES' CITY OF SANTA ANA 4th + Main Current City Project -derived Total City Percent City Department Expenditures City Expenditures Expenditures' Increase City Manager's Office $ 2,703,450 $ - $ 2,703,450 0.00% Non -Departmental & Interfund Transfers 15,645,238 - 15,645,238 0.00% Clerk of the Council Office 1,648,822 25 1,648,847 0.00% City Attorneys Office 3,070,448 - 3,070,448 0.00% Personnel Services 1,766,698 90 1,766,788 0.01% Finance & Management Services 5,894,409 213 5,894,622 0.00% Bowers Museum Corporation 1,476,130 - 1,476,130 0.00% Parks, Recreation and Community Services 21,173,178 794 21,173,972 0.00% Police Department 130,482,534 70,774 130,553,308 0.05% Fire Services 52,129,291 28,547 52,157,838 0.05% Planning & Building Agency 12,054,462 23 12,054,485 0.00% Public Works Agency 8,166,538 - 8,166,538 0.00% Community Development Agency 980,107 - 980,107 0.00% Total in FY 2018-19 $ 257,191,306 $ 100,466 $ 257,291,771 0.04% Total in 2022-23 $ 111,388 1 For this analysis, RSG identified departmental costs in the City of Santa Ana FY 2018-19 Budget that are variable costs, as opposed to fixed costs. Variable costs are expenditures by the City that increase or decrease based on the residential and employee population in the City. For example, City Council and Human Resources salaries and wages generally are fixed costs that don at vary based on population. Meanwhile, the Fire Services and Parks & Community Services departments will likely experience service cost increases due to the added population. 2 Current expenditures are based on adopted expenditures in the City of Santa Ana's FY 2018-19 Budget. 3 Sum of current City expenditures and project -derived City expenditures. Sources: City of Santa Ana, RSG, Inc., US Census Bureau EMPLOYMENT Development and ongoing operation of the Project will generate employment opportunities, add labor income to the market area, and add value to the gross regional product. For the purpose of this analysis, RSG used the IMPLAN model to measure the economic impacts of the Project using zip code -based data for the city and county. IMPLAN is an input-output analysis software tool that tracks the interdependence among various producing and consuming sectors of the economy. According to MIG, Inc., the creators of IMPLAN, the software measures the relationship between a given set of demands for final goods and services and the inputs required to satisfy those demands. IMPLAN publishes countywide data on an annual basis; this analysis utilized the 2017 County of Orange dataset to calculate direct, indirect, and induced impacts. The IMPLAN inputs are investment or operating costs of the Project and the resulting outputs are economic impacts, including employment generation, labor income, and gross regional product. Jobs are the primary impacts calculated by IMPLAN. RSG analyzed both temporary and permanent economic impacts. The Developer's total Project cost ($86,115,870), which includes hard and soft costs and excludes the land purchase price, was used to determine temporary economic impacts resulting during construction of the Project. These costs were attributed to residential development, which corresponds to IMPLAN Sector 60, "Construction of new multifamily residential structures." 60A-177 RSG analyzed the direct, indirect, and induced effects both during the construction phase (Temporary Impacts) and operations phase (Permanent Impacts). The various types of effects are described below: • Direct Effects — Refers to the direct effects that occur on the Project site resulting from development costs and operational sales revenue. • Indirect Effects — Changes in sales, jobs, and/or income within the businesses that supply goods and services to the Project. Indirect effects do not occur directly on the Project -site but are an indirect effect to surrounding or related businesses. • Induced — Regional changes resulting from additional spending earned either directly or indirectly from the Project. The IMPLAN analysis concludes that the temporary construction component of the Project will result in 420.5 new direct full-time and part-time jobs, 186.4 indirect full-time and part-time jobs, and 216.9 induced full-time and part-time jobs within Santa Ana. The total temporary construction jobs attributed to the Project total nearly 824 full-time and part-time jobs. The permanent impacts attributed to the Project are 68 full-time and part-time jobs related to the operations of both the residential building itself, as well as the retail component of the Project. This includes 49.8 direct full-time and part-time jobs, 7.3 indirect full-time and part-time jobs, and 10.8 induced full-time and part-time jobs within Santa Ana. The following table outlines the full-time and part-time jobs within the City and County boundaries. PROJECTED EMPLOYMENT 4th + Main Temporary (Construction) Jobs Direct 420.5 Indirect 186.4 Induced 216.9 Subtotal 823.8 Permanent Jobs Direct 49.8 Indirect 7.3 Induced 10.8 Subtotal M] Total Temporary & Permanent Jobs Direct 470.3 Indirect 193.7 Induced 227.7 Total 892 Source: IMPLAN E 60A-178 NON -GENERAL FUND FISCAL IMPACTS Business Improvement District Downtown Santa Ana was established as a Business Improvement District (BID) in 1984. BIDS are assessment districts in which business owners pay special levies that go toward various improvements and promotions of the district, in this case, downtown Santa Ana. The City collects the funds and provides them to Downtown Inc. and Santa Ana Business Council, which coordinate events such as First Saturday Artwalk, Savor Santa Ana, Boca De Oro Literary Festival, Santa Ana Media Summit, Outdoor Cinema Series, and the Santa Ana Sidewalk Sales, events that advertise the downtown area and bring foot traffic for local businesses. The Project is located within the BID, so it will be charged BID fees like the other businesses in the area. Businesses are levied according to the following guidelines: • Retail Sale of Goods, Hotel and Motels, Theaters, and Food Establishments, shall pay an amount equal to one and one- half times their annual business license fee. • Commercial Rental Property, Rental Property, Residential and Rooming Houses shall pay an amount equal to one -quarter times their annual business license fee. All other businesses, including Professions, Trades and Services shall pay an amount equal to their annual business license fee. Based on the City's business license fee schedules, the business license for the apartments, excluding registration fees, are estimated to be $2,698 annually, 0.25 times of which is $675. The business license for all the retail combined is estimated to be $2,003 annually, excluding registration fees, 1.5 times of which is $3,005. While these funds don't directly benefit the general fund, they will increase funding going towards these downtown events and promotions, which does ultimately help the City. BUSINESS IMPROVEMENT DISTRICT FEES 4th + Main Project Annual Fees Residential Rentals 675 Retail Sales 3,005 Total $ 3,680 2019 Total BID Estimates $ 200,000 Added by Project 3,680 % Added 1.8% Total BID Revenues $ 203,680 Source: Santa Ana Business License Tax Fee Schedules, Toll Brothers 10 60A-179 t0 V (ONOO(O V O�i0 i0Oi0 i0 (OM NOS MODS Mi0 V NM M OD ~ O cyOcy cymcy 6 N NM V (O ODO N6666 N OD 3 N V V V V V V V V V V N N N N N V V V N N N N U! if OD Z N f. U! Y D N O X W (» fA fA U! N� 0 06 N O) V M N (O (O (V V (O (O N I, V O I, M OD C7 � ro m EA fA fA X N W W W O O O r r N N N M M M V V N N (O (O r r C N co m EA fA fA X 0 C N EA fA fA X� A N fz EA fA fA XOF — EA fA fA M (O (O V O N O W N M M M N N N V N r M N f� O ' X� O I� N r O V=M W N I� VM N W (O N I� Nm O M O O M f� O U! (O M � H EA fA fA D X OD U a � X N N C r r r r r r r r r r r r r r r r r r r r r r N N N M V O V N LL O z K X V O A N I W O O r M M M V V V M N O O N V I N M O r O f� M r N N N N N. N N N N N. N N N N N N N N N N N M M M M (O OD O. (p M O w w z W N N N N N N N N N N M M M M M M M M M M V V V V V V V O Z 000000000000000000000000000 O w+ > a u m 0 r N M v O co 0 O O co 0 O N 0 O N Figure 1 — Site Plan _ f " I Source: Toll Brothers Apartment Living 12 60A-181 EXHIBIT 15 60A-182 This page left blank intentionally. 60A-183 RECORDING REQUESTED BY: AND WHEN RECORDED MAIL TO: City of Santa Ana Clerk of the Council 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 Attention: Clerk of the Council This DENSITY into this Free Recording pursuant to Government Code 27383 DENSITY BONUS HOUSING AGREEMENT 2019 ("Effective Ana, a charter city and municipal corporation of the Inc;, a Pennsylyama corporation (Developer". Ci collectively as the "Parties" and individually as a 13 Developer is the owner r County of Orange, State of ( Ana, California, and legally herein by this reference as if B. De-v development consi 12,350 square feet Bonus Application C. anent"), made and entered tween the City of Santa ty"), and` toll Bros.; sometimes referred to Gated within the City of Santa Ana, as 114 and 117 East Fifth Street, Santa xhibit A attached hereto and incorporated ,nstruct a mixed use commercial and residential ,-hundred and twenty (220) residential rental units and n the Property, as more particularly set forth in Density mite Plan Review No. 2019-01 ("Project'). Affordable Housing"), and California Bonus Law"), set forth a process to concessions, or waivers to property owners who guarantee that a portion of their residential development will be available to low income, very low-income, or senior (also known as "qualified") households. These regulations are intended to materially assist the housing industry in providing adequate and affordable housing for all economic segments of the community and to provide a balance of housing opportunities for very low-income, low income and senior households throughout the city. ode sections 41-1600, et seq. ("City Density Bonus for Govermnent Code sections 65915, et seq. ("State Density provide increased residential densities and/or incentives, D. Although the Project is proposing a total number of units (220) that is below the maximum density prescribed by the Transit Zoning Code for the Property based on its acreage, the Developer is able to seek an onsite parking standards incentive in the California Government Code because it is providing onsite affordable units. Specifically, pursuant to California Government 60A-184 Code sections 65915(p)(1) and 65915(p)(4), the Developer is seeking to provide onsite parking at the ratio of one (1) stall for studio or one -bedroom units, and two (2) stalls for two- to three - bedroom units. E. For the purpose of implementing this State Density Bonus Law onsite parking standards incentive, Developer has agreed to restrict five percent (11 units) in the Project to very low income households. F. The Project complies with the affordable housing requirements set forth in the State Density Bonus Law and City Density Bonus for Affordable Housing. For purposes of this Agreement, the Project shall be the "housing development" as defined in the State Density Bonus Law. G. In light of the purpose of the State Density Bonus and City Density Bonus for Affordable Housing, and the express provisions of Govermr. section 65915(p), the City has determined to grant Developer's application for densi I related onsite parking standards incentive. Ale H. This Agreement, and the exhibits atta' ncorporated herein by reference, are intended to set forth the terms and cc liti. , to-' ementation of the Project's requirement to provide affordable housing ur, xch receiving the density bonus incentive set forth herein. NOW, THEREFORE, in consi,' ecitals, which are incorporated herein by this reference, and of the m ained and for other good and valuable consideration, the receipt and s s hereby acknowledged, the parties agree as follows: 1. DEFINITIONS AY—� AN 1.1 Defini on to the terms that may be defined elsewhere in this Agreement, the following te. n used in this Agreement shall be defined as follows: 1.1.1 "Adjus ed for family size appropriate to the unit" shall have the meaning set forth by Health and Safety Code Section 50052.5(h). . 1.1.2 "Affordable Rent" means the maximum Monthly Rent that may be charged to and paid by an Eligible Household for the Affordable Units, as required by the terms of this Agreement. The Affordable Rent shall be adjusted to reflect a reasonable utilities allowance for utilities paid by the household using the Santa Ana Housing Authority Multi -Family Housing Utility Allowance Schedule, and shall be updated no less than annually. 1.1.3 "Affordable Rent Schedule" means a rent schedule established as of the date of issuance of an occupancy permit (exclusive of tenant utility payments or security deposits) for the required number/percentage of the total number of units in the Project which are to be rented or available for rent to very low income tenants. Said Affordable Rent Schedule shall be N 60A-185 established at the time of the issuance of the occupancy permit ("Initial Rent Schedule") and shall be created in accordance with the Orange County, California Primary Metropolitan Statistical Area ("PMSA") as published by the California Department of Housing and Community Development ("HCD"), adjusted for family size, and shall be updated no less than annually. 1.1.4 "Affordable Units" means eleven (11) units, which shall be comprised of three (3) studio units, four (4) one -bedroom units, and four (4) two -bedroom units for Very Low Income Tenants. Any change to the number or distribution of Affordable Units is subject to City Manager approval. 1.1.5 "Agreement" means this Density Bonus Housing Agreement. 1.1.6 "City" means the City of Santa Ana, California 1.1.7 "City Council" means the City( 1.1.8 "City Attorney" means the City 1.1.9 "City Manager" means the 1.1.10 "City's Planning Com* City of Santa Ana. 1.1.11 "Density which this Agreement shall be in City of Santa Ana. I of Santa Ana. of Santa Ana. Planning Commission for the lent Term" means the period during s provided for in Section 6.1 below. 1.1.12 "DeveY oi., Incw a Pennsylvania corporation, and its permitted successors and 'o a' part of the Property. "Developer" may also be referred to as "Owner"' r, aghout the Agreement. 1.1.13 means the date the City Council of City approves this Agreement and from the)eement shall be in full force and effect. 1.1.14 "Eligibl'e Household" means a Household whose income does not exceed the qualifying limit for a "very -low income tenant" as defined herein, which means persons and families whose income does not exceed the qualifying limit for very -low income households. 1.1.15 "Household" means all persons residing in a Unit. 1.1.16 "Median Income" means the Orange County, California area median income, adjusted for family size appropriate to the unit, as periodically published by HCD. 1.1.17 "Monthly Rent" means the total of monthly payments for (a) use and occupancy of each Affordable Unit and land and facilities associated therewith, (b) any separately charged fees or service charges assessed by Developer which are required of all tenants, other than security deposits, application fees or credit check fees (c) a reasonable allowance for an adequate 60A-186 level of service of utilities not included in (a) or (b) above, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuels, but not including telephone or cable service, and (d) possessory interest, taxes or other fees or charges assessed for use of the land and facilities associated therewith by a public or private entity other than Developer. In the event that certain utility charges are paid by the landlord rather than the tenant, no utility allowance shall be deducted from the rent for that type of utility charge. 1.1.18 "Project" means that certain mixed use commercial and residential development as more particularly described in Recital B and Section 2 of this Agreement. 1.1.19 "Property" means that certain real property more particularly described in the legal description in Exhibit A and improvements thereon. 1.1.20 "State Density Bonus Law" means seq., as they exist on the Effective Date. 1.1.21 "Unit" means a residential constructed by Developer pursuant to this 1.1.22 "Unrestricted Units" nice - by Developer to a Household without restrictir 1.1.23 "Very Low Incor does not exceed fifty (50%) of the are, - adjusted for household size, as pubj^ 1.2 Exhibits. The part of, this Agreement- 1.2.1 1.2.2 1.2.3 Code sections 65915, et the Project to be .ie Project to be constructed arsons and families whose income Orange County, California PMSA, are attached to, "and by this reference made a of the Property -nant Verification mival Tenant Recertification 1.2.4 Exhibit D — Annual Rental Housing Compliance Report 1.2.5 Exhibit E —Notice of Affordability Restrictions on Transfer of Property 1.2.6 Exhibit F — Unit Mix and Location Map of First Eleven Affordable Units 1.2.7 Exhibit G — Parking Management Plan 2. DEVELOPMENT OF THE PROPERTY 0 60A-187 2.1 Project. Developer shall develop, operate, and maintain the Property as a two - hundred and twenty 220) Unit mixed use commercial and residential development, with eleven 01) Affordable Units for Very Low Income Tenants. 2.2 Density Bonus. The Project shall have two -hundred and twenty(220) Units, including eleven 11 Affordable Units, to be rented, occupied, operated, and maintained pursuant to the terms and conditions of this Agreement. Developer understands and agrees that Developer is not utilizing a density bonus increase provided by the State Density Bonus Law or City Density Bonus for Affordable Housing. However, Developer is only proposing two -hundred and twenty 220 Units, so Developer shall not construct or develop, or otherwise claim a right to construct or develop any additional State and/or City Density Bonus Units on the Property. 2.3 Development Incentive. As set forth in the City entitlements, Developer petitioned for and was granted the following reduced parking ratios as pro, id4 for in Government Code Sec. 65915(p)(1) as part of the approval of Site Plan Review No. 20y `or the Project: 2.3.1 The onsite parking standards for t parking spaces per unit to 1.51 spaces per unit pursuant t, 65915(p)(1) and 65915(p)(4), which provides onsit , e reduced from 2.15 ,mment Code sections f one (1) stall for studio or one -bedroom units, and two (2) stalls for two-' 'ln oe% its, for a total of 332 onsite panting spaces for the Project. 2.4 No Further Concessions r cE '_'PS. _Nper acknowledges and agrees that the incentive set forth in section 2.3 al- 'y , 'tip y duty City may have under the Santa Ana Municipal Code, the Density 'B^nus < y other law or regulation to provide any development incentive or to wai- f ' ig, zoning, or other requirement in return for providing Affordable Units. F' , th. greement, Developer releases any and all claims Developer may have against City i- may , to or arising from City's obligation to waive requirements of or prov' �101 'nt . ,iatives pursuant to any state, federal, or local law, rule, or regulation applicad lek 2.5 Unrestric he Project, for purposes of this Agreement, may have no more than two -hundred and nine Unrestricted Units comprised of forty-two (42) studio units, ninety-six (96) one -bedroom nits and seventy-one (71) two -bedroom units. Any change to the unit distribution of the Unrestricted Units may affect the comparability of the Affordable Units and is subject to City Manager approval. 2.6 Affordable Units. The Project, for purposes of this Agreement, shall have no less than eleven 11 Units, which shall be comprised of three (3) studio units, four (4) one -bedroom units, and four (4) two -bedroom units, designated as Affordable Units pursuant to the terms and conditions of this Agreement. The Affordable Units shall be consistent with all City approvals, comparable in bedroom distribution and amenities to the Unrestricted Units, and shall be located throughout the Project as required under Santa Ana Municipal Code section 41-1602(c)(6). 2.7 Minnmun Development Standards for Affordable Units. The Affordable Units shall be constructed with the same exterior appearance and interior features, fixtures, and Z.. �.1 � .. amenities, and shall use the same type and quality of materials as provided for any Unrestricted Units. 2.8 Permits and Processing Compliance with Laws. Developer, at its sole cost and expense, shall secure or cause to be secured any and all permits that may be required by City or any other federal, state, or local governmental entity having or claiming jurisdiction over the Property or Project. Upon securing any and all permits, Developer shall carry out and perform the development, operation, and maintenance of the Project in conformity with all applicable federal, state, and local laws and regulations, and all conditions of approval issued by the City Council and City's Planning Commission for the Project. Any changes to the Project shall be reviewed by the City to determine compliance with this Agreement. If any changes to the Project shall materially alter the ability of Developer to comply with any terms of this Agreement in City's sole determination, then City shall have the option to declare this Agreement null and void in its sole discretion. 2.9 Relocation Prior to Development of Project. If re# -i is required prior to the completion of development of the Project, Developer s' sole and exclusive responsibility for providing relocation assistance and payir, is as maybe required to comply with applicable federal and state laws and reg, Ison to any other indemnity provided by Developer under this Agreement, Del, 4op, iaP iy, defend (with counsel of City's choosing and the consent of Developer sh- unreasonably withheld, and which may be joint defense counsel upon Cites lop consent), and hold harmless City and all of its officials, officers, employees ire --tati., 4unteers and agents from any and all alleged or actual claims, causes of P 'ia. .rt,* -rid damages from any third party for relocation assistance, benefits and- pr, th pletion of the development of the Project. 2.10 Local Sourcing ees to make a good faith effort to encourage contractors and suppliers tr ally, to the extent that it is cost effective and does r� not delay the overall piedule. 2.11 Mech mnification. Developer shall take all actions reasonably necessary to remove mechanic's liens or other similar liens (including design professional liens) against perty or Project, or any part thereof, by reason of work, labor, services, or materials supplie or claimed to have been supplied to Developer or anyone holding the Property or Project, or any part thereof, through or under Developer. Prior to the recording of this Agreement (or memorandum thereof) pursuant to Section 4.1 below, Developer shall provide evidence from the Title Company of any new recordings against the Property or Project. City hereby reserves all rights to post notices of non -responsibility and any other notices as may be appropriate upon a filing of a mechanic's lien. In addition to any other indemnity provided by Developer under this Agreement, Developer shall indemnify, defend (with counsel of City's choosing and the consent of Developer, which shall not be unreasonably withheld, and which may be joint defense counsel upon City's and Developer's consent), and hold harmless City and all of its officials, officers, employees, representatives, volunteers and agents from any and all alleged or actual claims, causes of action, liabilities, and damages from any third party by reason of a mechanic's lien or work, labor, services, or materials supplied or claimed to have been supplied to 6 60A-189 Developer or anyone holding the Property or Project, or any part thereof, through or under Developer. 3. AFFORDABILITY 3.1 Total Affordability Tenn. Each Affordable Unit shall be restricted to use and occupancy by an Eligible Household for a total period of no less than fifty-five (55) years ("Total Affordability Tenn"). The Total Affordability Term for an Affordable Unit shall commence on the date that the building in which the Affordable Unit is located receives all required occupancy pen -nits from the City. 3.2 Memorializing Commencement of Total Affordability T . Developer shall keep detailed records of the commencement date of the Total Affordability Tenn for each Affordable Unit. City shall have the right to review and verify said records to sure that the commencement date specified by Developer for an Affordable Unit coinci h the date that the initial Affordable Unit received all permits from City required for f the Unit. In the event that a conflict exists between the date specified by Devel ricement of the Total Affordability Term for an Affordable Unit and the date nuance of all required permits for occupancy of the Unit, the date specifie , all required permits for occupancy of the Unit shall control. 3.3 Levels of Affordability. 3.3.1 Very Low Incor 11 Affordable Units in the Project sh^" at, Term be rented to, or held vacant , aj Tenants, at a rent that does r ` ea d flftv County, California PMSA d allowance for utilitie� hat no less than eleven -ie. ag the Density Bonus Housing Agreement `or, .mmediate occupancy by Very Low Income (5 /o) of the area median income for the Orange ;,hold size, as published by HCD, including an 4. OWNERSHIPS ]I .ON OF THE PROJECT BY OWNER 4.1 Recording otiients. No later than issuance of building permits for the Project, Developer and the City shall record or cause to be recorded in the Official Records for Orange County, California, an executed original of this Agreement. City shall cooperate with Developer in promptly executing in recordable form this Agreement. Upon the date of recording, the terms and conditions of this Agreement shall be binding upon and run with the Property and the Project. It is the express intent and agreement between the Parties that this Agreement shall remain binding and enforceable against the Property, the Project, and the Units to ensure compliance with the State Density Bonus Law and City Density Bonus Law, and to ensure the continued supply of Affordable Units in the Project. 4.2 Rental of Units. Upon the completion of construction of the Project and receipt by Developer of all required permits for the occupancy of the Units, Developer shall rent or cause to be rented each Affordable Unit for the Total Affordability Term for such Affordable Unit in accordance with the terms and conditions set forth in this Agreement, which provide among other 7 60A-190 terms and conditions for the rental of each Affordable Unit at an Affordable Rent to an Eligible Household for the Total Affordability Tenn. 4.3 Location of Affordable Units. During the Density Bonus Housing Agreement Term, the Affordable Units shall be dispersed throughout the Project in accordance with the terns and conditions set forth in this Agreement. The Affordable Units shall be permitted to float among all two hundred twenty (220) apartment units in the Project. Initially, the first eleven Affordable Units to be occupied will occur at the locations identified on Exhibit F "Unit Mix and Location Map of First Eleven Affordable Units." 4.4 Occupancy Levels. The number of persons permitted to occupy each Affordable Unit shall not exceed the occupancy permitted pursuant to Health and Safety Code section 50052.5(h). In the event that a household residing in an Affordable Unit exceeds the permitted number of persons, then that household shall be placed on a waiti list for the appropriate -sized unit and be eligible for transfer when an appropriate -sized unit -s available. The household will be placed on the waiting list for up to one -hundred and days. If an appropriate - sized unit does not become available during the 180 Will have grounds to terminate that household's lease. If the household re l' appropriate -sized unit then the Developer will also have grounds to termin ase. 4.4.1 Written Notification. informing the household that: it is ovi to one -hundred and eighty (180) d for terminating the lease. A wr; hundred and twenty (120) applicable. Nprovide written notification .,en placed on a waiting list for up *e of the waiting list; and the terms 1 be provided to the household at one- .,s, sixty (60) days and thirty (30) days if 4.5 Use of the ' , conducted on the Property, including, without limitation, all activities veloper pursuant to this Agreement, shall conform to all applicable provisi unicipal Code and other applicable federal, state, and local laws, rules, and rrcject shall at all times during the term of this Agreement be used as an apartment r none of the Affordable Units in the Project shall at any time be utilized on a transient ba shall the Property or any portion thereof ever be used as a hotel, motel, dormitory, fraternity or orority house, rooming house, hospital, nursing home, sanitarium or rest home, or be converted to condominium ownership. All of the community facilities and any social programs provided to the Project's residents shall be available on an equal, nondiscriminatory basis to residents of all Units at the Project. 4.6 Maintenance. Owner shall, at all times during the term of this Agreement, cause the Property and the Project to be maintained in a decent, safe and sanitary manner, regardless of cause of the disrepair. Owner shall be fully mid solely responsible for costs of maintenance, repair, addition and improvements. City, and any of its employees, agents, contractors or designees shall have the right to enter upon the Property at reasonable times and in a reasonable manner to inspect the Project. H 60A-191 4.7 Marketing and Resident Selection Plan. Each Affordable Unit shall be leased to Eligible Households selected by Developer who meet all of the requirements provided herein. Prior to Certificate of Occupancy, Developer shall prepare and obtain City's approval, which approval shall not be unreasonably withheld, of a marketing program and resident selection plan for the leasing of the Affordable Units at the Project ("Marketing Program"). The leasing of the Affordable Units shall thereafter be marketed in accordance with the Marketing Program as the same may be amended from time to time with City's prior written approval, which approval shall not unreasonably be withheld. Upon request, Developer shall provide City with periodic reports with respect to the leasing of the Housing Units. 4.7.1 The Marketing Program shall include, but is not limited to, marketing and community outreach activities, proposed tenant selection criteria, occupancy standards, income requirements, timeline and details for outreach and marketing, data collection, record keeping and monitoring, procedures for complain and compliance assessment. Components of the resident selection plan shall inc ut are not limited to, the application process, interview procedure, apartm d assignment, rejected applications, and wait list management. All �F "orth herein shall be incorporated in the Marketing Program. 4.8 Rental Lease Agreement. which approval shall not be unreasonat Agreement"). All Lease Agreements must household who will occupy the Affordabl the Affordable Unit is subject to comr' family size appropriate to the unit, as be consistent with the terms contai, .id obtain City's approval, .cal lease agreement ("Lease and ages of all members of the Wan at the Household's right to occupy Income requirements, adjusted for .red by HCD. All Lease Agreements must Bonus Agreement. 4.8.1 Prohir as the Lease Agreement may not contain any of the following provi (a) A 'e Agreement by the tenant to be sued, to admit to guilt, or b a _ ; i avor of the owner in a lawsuit brought in connection with the leasgy� (b) Treatmer� Fro ert. Agreement by tenant that the owner may take, hold, or sell person property of household members without notice to tenant and a court decision on the rights of the parties. This prohibition, however, does not apply to an agreement by the tenant concerning disposition of personal property remaining in the housing unit after the tenant has moved out of the unit. The Developer may dispose of this personal property in accordance with State law; (c) Excusing Developer of Responsibility. Agreement by the tenant not to hold the Developer of the Developer's agent legally responsible for any action or failure to act, whether intentional or negligent; (d) Waiver of Notice. Agreement of the tenant that the Developer may institute a lawsuit without notice to the tenant; (e) Waiver of Legal Proceedings. Agreement by the tenant that the owner may evict the tenant or household members without instituting a civil court E 60A-192 proceeding in which the tenant has the opportunity to present a defense, or before a court decision on the rights of the parties; (f) Waiver of a Jury Trial. Agreement by the tenant to waive any rights to a trial byjury; (g) Waiver of Right to Appeal Court Decision. Agreement by the tenant to waive the tenant's right to appeal, or to otherwise challenge in court, a court decision in connection with the lease; and (h) Tenant Chargeable with Cost of Legal Action Regardless of Outcome. Agreement by the tenant to pay attorney's fees or other legal costs even if the tenant wins in a court proceeding by the owner against the tenant. The tenant, however, may be obligated to pay costs if the tenant loses. 4.9 Selection of Tenants. 4.9.1 Developer shall be responsible for the select,* -)f tenants for the Affordable Units in compliance with lawful and reasonable criteria and the re,, ents of this Agreement. 4.9.2 Local preference for Santa Ana resi,' in tenant selection for the Affordable Units shall be a requirement of t}te T It, ***to applicable laws and regulations governing nondiscrimination and prey n, in occupancy required by the State of California, the Developer shall giw -enc ;ing the Affordable Units to households that live and/or work in the Citv of o ._ 101 _J have an active Housing Choice Voucher issued by the Housing Authorit- 7 ti "ity o. 4a Ana or any other Public Housing Authority. . ® - 4.9.3 All app created from a lottery generat track applicant name and initial lottery), househo deemed necessary. by the City of Santa and "lotterized." A waiting list will be f rental applications. The waiting list will number (or designated number after the s of application, and any other information as an electronic file and available for audit lection procedures as set forth herein. 4.9.4 Priorental or lease of an Affordable Unit to a tenant(s), Developer shall require the tenant(s) toe ecute a written lease and to complete a Tenant Income Verification Form (in substantially the form attached hereto as Exhibit B) certifying that the tenant(s) occupying the Affordable Unit is/are an Eligible Household and otherwise meet(s) the eligibility requirements established for the Affordable Unit. Developer shall verify the income of the tenant(s) as set forth herein. 4.10 Income Verification and Certification. Developer agrees to make a good faith effort to verify that the income and asset statement provided by an applicant in an income certification is accurate by taking, at a minimum, at least one of the following steps as a part of the verification process: (1) obtain three months consecutive pay stubs for the most recent pay period, (2) obtain an income tax return for the most recent tax year, (3) obtain an income verification form from the applicant's current employer, (4) obtain an 10 60A-193 income verification form from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies, or (5) if the applicant is unemployed and has no such tax return, obtain another form of independent verification. 4.10.1 Gross Household Income. Gross household income means all income from whatever source from all Adult Household members, which is anticipated to be received during the 12-month period following the date of the determination of Gross Household Income. The applicable sources of income are defined in California Code of Regulations Title 25 Housing and Community Development Section 6914. 4.10.2 Annual Recertification. Developer agrees to recertify household eligibility annually. Notification of Annual Tenant Recertification shall be sent to the household in substantially the form attached hereto as Exhibit C, n Annual Rental Housing Compliance Report ("Annual Compliance Report") shal t to the City in substantially the form attached hereto as Exhibit D. The Annual � eport shall be due to the City within 30 days of the anniversary of the con- e Total Affordability Term, which is the date that each building rec ' ,upancy permits from the City. 4.10.3 Continued Income Qua" 11' a' ed Affordable Units. If the annual recertification demonstrates thav,a us. ,igible tenant's gross household income exceeds the Median Incor- it Afio.. 'Unit, the pertinent actions from the following list must be taken: (a) The Develop , the unit to the previously, but no longer, Eligible Hr i. as � tricted Unit without any limitations on rental rates. J- -ase veloper must then make available for rent to an Eligib'�nsc_ '4 a_ .er unit within the Project that meets the size and locaN rei `s' for Affordable Units under this Density Bonus A he , are no vacant units meeting those requirements, then the next a anic within the Project which does meet those requirements must be rente to an Eligible Household. (b) If the no longer Eligible Household either moves to another Unrestricted Unit within the Project or leaves the Project altogether, then the vacated Affordable Unit or, at Developer's election any other Unrestricted Unit within the Project which meets the size and location requirements for Affordable Units under this Density Bonus Agreement and has the same number of bedrooms as the vacated unit shall be rented as an Affordable Unit to an Eligible Household. 4.11 Monitoring and Recordkeeping. Throughout the Term of this Agreement, Developer shall annually complete and submit to City a Certification of Continuing Program Compliance in the form provided by City. Owner agrees to pay a reasonable fee, as set by City resolution, for the purpose of paying the actual costs associated with the City's obligation to monitor Owner's compliance with the affordability restrictions contained in this Agreement related 11 60A-194 to the Affordable Units, not to exceed monitoring costs for up to 11 Affordable Units. Representatives of City shall be entitled to enter the Property if necessary after review of above documentation, upon at least forty-eight (48) hour notice, to monitor compliance with this Agreement, and shall be entitled to inspect the records of the Project relating to the Affordable Units and to conduct an independent audit or inspection of such records at a location within the City that is reasonably acceptable to the City. Developer agrees to cooperate with City in making the Property and the records of the Project relating to the Affordable Units available for such inspection or audit. Developer agrees to maintain each record of the Project for no less than five (5) years after creation of each such record. Developer shall allow the City to conduct annual inspections of each of the Affordable Units on the Property after the date of construction completion, with reasonable notice. Developer shall cure any defects or deficiencies found by the City while conducting such inspections within ten (10) Business Days of written notice thereof, or such longer pe od as is reasonable within the sole discretion of the City. 4.12 Notice of Affordability Restrictions on 'O erty. In the event Developer wishes to sell or transfer the Project during the' y Term, the City and the Developer shall execute and deposit into escrow ability Restrictions on Transfer of the Property as contained herein (Exh' L, _ ne ansfer of the Property shall not be effective unless and until the City and +' -fern e the documents necessary to transfer the Density Bonus Agreement oblig .;loper to the transferee. 4.13 [Intentionally Reserved' 4.14 Alternative Tran > a NcAource, Resource Conservation and LEED Certification. While not a cow the nrojeWs Density Bonus, in recognition of the City's desire to optimize the enerp , nc eject, Developer agrees to consult with the project design team, a CABEC -4 2� Ce. od Energy Analyst, a LEED AP Homes (low-rise and mid -rise), LEED AP "isk rational Green Building Standard (NGBS) Green Verifier, or GreenPoint Rater a) ,:eet both of these latter qualifications) early in the project design process to evala di.,ig energy model analysis and identify and consider energy efficiency or generation me w es. Prior to the meeting, the energy analyst shall complete an initial energy model based on either current T24 standards or, if the project is eligible, the California Utility Allowance Calculator using best available information on the project. To the extent financially feasible for the project, Developer agrees to incorporate and optimize energy efficient building materials, methods, and amenities. 4.16 Emergency Evacuation Plan. Developer shall submit and obtain approval of an Emergency Evacuation Plan (the EEP) from City Police and Fire Protection agencies prior to issuance of a Certificate of Occupancy. Up-to-date 24-hour emergency contact information for the on -site personnel shall be provided to the City on an ongoing basis and the approved EEP shall be kept onsite and also be submitted to the following City Agencies: (a) Police Department (b) Fire Department (c) Planning and Building Agency 12 60A-195 (d) Community Development Agency 4.17 Crime Free Housing. Developer shall work with City staff to develop a crime free housing policy, procedure, and design plan (the "CFH Plan"). Developer shall submit and obtain approval from the PBA the CFH Plan meeting the requirements of this Subsection 4.17 prior to issuance of the Certificate of Occupancy. The approved CFH Plan shall be implemented and administered by Property Management. 4.18 Parking Management Plan. Developer has provided a parking management plan ("PMP"), attached herewith as Exhibit G and incorporated herein by reference, which indicates that, if needed, valet service for on -site vehicle stacking could create an additional 80 parking spaces, raising the total onsite parking spaces from 332 to 412. In addition, the PMP indicates that an additional 70 offsite parking spaces at a nearby City -owned parking structure could be leased on a long term basis. The PMP shall be adhered to and be enfor ed by the Project at all times. Additionally, the City may enforce the provisions of the PMPy, the Developer in the City's sole discretion. 5. 31 [INTENTIONALLY RESERVED] TERM OF THIS AGREEMENT 6.1 Tenn. The term of this Ag shall continence on the Effective Date an,' after the City issues the last certificate is located. DEFAULT AND TER nus Housing Agreement Term") ie date that is fifty-five (55) years Zing in which the Affordable Unit 7.1 Default. any Party to perform any term or provision of this Agreement, which is y (30) days after receipt of notice from the other Party specifying the defau period specifically provided herein), constitutes a default under this Agreement; p ever, if such default is of the nature requiring more than thirty (30) days to cure, the defau rty shall avoid default hereunder by commencing to cure within such thirty (30) day period, a thereafter diligently pursuing such cure to completion within an additional sixty (60) days following the conclusion of such thirty (30) day period (for a total of ninety (90) days). Except as required to protect against further damages, the injured Party may not institute proceedings against the Party in default until the time for cure has expired. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. 7.2 Rights and Remedies Cumulative. The rights and remedies of the Parties are cumulative, and the exercise by either Party of one or more of its rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 13 60A-196 7.3 Indemnification. In addition to any other indemnity specifically provided in this Agreement, Developer agrees to defend (with counsel of City's choosing and the consent of Developer, which shall not be unreasonably withheld, and which may be joint defense counsel upon City's and Developer's consent) indemnify and hold harmless City and its respective officers, officials, agents, employees, representatives, and volunteers (collectively, "Indemnitees") from and against any loss, liability, claim, or judgment arising from any act or omission of Developer in connection with its obligations under this Agreement, except to the extent caused by the active negligence or willful misconduct of Indemnitees. 8. ASSIGNMENT; COVENANTS RUN WITH THE LAND 8.1 Assignment by Developer. 8.1.1 Prohibited Transfers or Assignments. Exce as authorized in Section 8.1.2 below, Developer shall not sell, transfer, or assign the Propert eject in whole or in part, or transfer or assign Developer's rights and obligations in this A 4thout City's prior written approval, which shall not be unreasonably withheld ("Perri° ` In connection with Permitted Transfer, Developer shall: (i) notify City in wri' insfer, or assignment of all or any portion of the Property, and (ii) delive, nment and assumption agreement (or other agreement) in a form approv b .tv ® uted by Developer and its transferee/assignee pursuant to which Develop, —lbr ee assumes all of Developer's covenants and obligations set forth herein witn -) t,_ operty or the portion thereof so transferred. Any request for transfer or a, rtn. -t of L._ ' eement by Developer shall require the payment of fees or a deposit to cr rtt ne '" for approximate expenses incurred by Developer to City, as applicable, for the r, of the request. Upon the delivery of the assignment and assumption agre ' pi Foi ,00ve for a Permitted Transfer, or in the event of a sale of the Property as p-iL. or in,rn 8.1.1, Developer shall be released from any future obligations under thi Amer 8.1.2 >R *caner agrees and declares that the Property and the Project shall be held, in ,ged, encumbered, leased, rented, used, occupied, operated, sold, and approved subl obligations set forth or incorporated in this Agreement, all of which are for the purpose o i,nancing and protecting the value and attractiveness of the Property and the Project. All of the obligations set forth or incorporated in this Agreement shall constitute covenants which run with the land and shall be binding on Owner and its successors and assigns, and all parties having or acquiring any right, title or interest in, or to any part of the Property or Project. Owner further understands and agrees that the Density Bonus permit approvals received for this Project have been made on the condition that Owner and all subsequent owners, or other successors and assigns of the Property and/or Project lease and rent the Affordable Units in accordance with the terms and conditions stipulated in Sections 4, 5 and 6 of this Agreement for a term of 55 consecutive ycars commencing upon the date that the Project is first occupied. 8.1.3 Subsequent Assignment. As used in this Agreement, the term "Developer" shall be deemed to include any such transferee or assignee after the date such sale, transfer, or assignment occurs in compliance with this Agreement. 14 60A-197 8.1.4 Unpermitted Assignments Void. Any sale, transfer, or assignment made in violation of this Agreement shall be null and void, and City shall have the right to pursue any right or remedy at law or in equity to enforce the provisions of the restriction against unpermitted sales, transfers, or assignments. 8.2 Covenants Run with the Land. The Property shall be held, sold, conveyed, hypothecated, encumbered, used, occupied and improved subject to the covenants, conditions, and restrictions set forth herein. The covenants, conditions, restrictions, reservations, equitable servitudes, liens and charges set forth in this Agreement shall run with the Property and shall be binding upon Developer and all persons having any right, title or interest in the Property, or any part thereof, their heirs, and successive owners and assigns, shall inure to the benefit of City and its successors and assigns, and may be enforced by City and its successors and assigns. The covenants established in this Agreement shall, without regard to technical classification and designation, be binding for the benefit and in favor of City and its uccessors and assigns, and the parties hereto expressly agree that this Agreement and the cov herein shall run in favor of City, without regard to whether City is or remains an owner o . - interest therein to which such covenants relate. However, all such covenants and res'-i -seemed to run in favor of all real property owned by City which real property sh- oenefited property of such covenants and this Agreement shall create equitab' venants appurtenant to all real property owned by City and running with -4c . = eri ,rdance with the provisions of Civil Code Section 1468. Furthermore, a' ',e C conditions, and restrictions contained herein shall also constitute easements ._ -ur,. , in favor of City. City is deemed the beneficiary of the terms and provisio- f , Agr,._ 4 and of the covenants running with the land, for and in its own right and fr q ec "- ,*tecting the interests of the community and other parties, public or private, in vh(, vo .or whose benefit this Agreement and the covenants ruining with the land ha In lei Developer hereby declares its understanding and intent that the burden of P- ce, Ants kww,h herein touch and concern the land and that the Developer's interest in the 4v iF .i less valuable thereby. Developer hereby further declares its understanding ,_ a ira. �ha, oenefit of such covenants touch and concern the land by enhancing and increj -nj ent and use of the Property by the citizens of City and by furthering the health, sal, el .e of the residents of City. 9. MISCELLANEO 9.1 Entire Agreement. This Agreement and all of its exhibits and attachments set forth and contain the entire understanding and agreement of the parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements which are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terns or conditions of this Agreement. 9.2 Amendment. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made in writing and in each instance approved by the City Council and signed on behalf of each party. Any requested alteration, change or modification of the Agreement by Developer shall require the payment of fees or deposit by Developer to City, as applicable, for the City's review of the request. Each alteration, change, or modification to this 15 60A-198 Agreement shall be recorded against the Property in the Official Records of Orange County, California. 9.3 Notices. 9.3.1 Delivery. As used in this Agreement, "notice" includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below; or (iii) two (2) days after deposit in the United States mail in a sealed envelope, first class mail and postage prepaid, and addressed to the recipient named below; or (iv one (1) day after deposit with a known and reliable next -day document delivery service (s Federal Express), charges prepaid and delivery scheduled next -day to the recipient na 'rovided that the sending party receives a confirmation of delivery from the deli ider; or (v) the first business day following the date of transmittal of ,red confirmation of successful transmittal is retained by the sending Part addressed as follows: If to City: With a copy to: City of Santa Anr Community Dt 20 Civic CP P.O. Box Santa Ana, lk Atter' Ise of ('it) -Sm. ma ':iN -enter Plaza, 7th Floor (M-29) 3 i .a, California 92702 If to Developer: Bros., Inc. o Toll Bros., Inc 250 Gibraltar Road Horsham, PA, 19044 Attn: Yolanda Rodriguez, Esquire, Vice President and Counsel 9.3.2 Change of Address. Either Party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. 16 60A-199 9.4 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform, taking into consideration the purposes of this Agreement. 9.5 Interpretation and Governing Law. This Agreement and any dispute hereunder shall be governed and interpreted in accordance with the laws of the State of California without regard to conflict of law principles. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof. 9.6 Section Headings. All section hAintei dings are inserted for convenience only and shall not affect any constructithis Agreement. 9.7 Singular and Plural. As used herein,-d includes the plural, and vice versa, as context so dictates. Masculine, fes of any word include the other as context so dictates. 9.8 Joint and Several Obligations. V +1�7 ne term of this Agreement the Property and/or Project is owned, in whole or in r_ 101, an one Developer, all obligations of such Developer under this Agreement 11 rim sveral, and the default of any such Developer shall be the default of all stv to srF 9.9 Time of Essence r. es, ,nce in the performance of the provisions of this Agreement as to which tir ,a _111 9.10 Com uuttatio•- -rDa Ui. otherwise specified in this Agreement or any Exhibit attached hereto, use of fl 'ay '1911 mean calendar days. For purposes of this Agreement and all Exhibits att4p, 9 .mess days" shall mean every day of the week except Saturdays, Sundays, officia holidays as recognized in Government Code Section 19853(a) or successor statute, and any days in which Santa Ana City Hall is closed for business. 9.11 Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the default of the other Party, shall not constitute a waiver of such Party's right to insist and demand strict compliance by the other Party with the terms of this Agreement thereafter. 9.12 Non -Discrimination. In performing its obligations under this Agreement, Developer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other related activities. Developer affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17 60A-200 9.13 Third Party Beneficiaries. No person or entity, other than City and Developer shall have any right of action based upon any provision of this Agreement. 9.14 Force Majeure. Neither Party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the Party's control (including the Party's employment force), court actions (such as restraining orders or injunctions), or other causes beyond the Party's control, including delays by any governmental entity (although the City may not benefit from this provision for a delay that results from City's failure to perform its obligations under this Agreement), or an insurance company of either party. If any such events shall occur, the term of this Agreement and the time for performance by either Party of any of its obligations hereunder may be extended by the written agreement of the Parties for the period of time that such events prevented such performance. 9.15 Mutual Covenants. The covenants contained her mutual covenants and also constitute conditions to the concurrent or subsequent perfo � Party benefited thereby of the covenants to be performed hereunder by such bene 9.16 Successors in Interest. The burdens of t' e "W11 be binding upon, and the benefits of this Agreement shall inure to, all r nn, sr in interest to the Parties to this Agreement. All provisions of this AgreemF ' be ,te as equitable servitudes and constitute covenants running with the land. Eac._-it . ., or refrain from doing some act hereunder with regard to development off' 'rn -fv: ta, 4 the benefit of and is a burden upon every portion of the Property; (b) runs Pry ; er' -+each portion thereof, and (c) is binding upon each Party and each succes ` t ved pursuant to this Agreement during ownership of the Property or an^ 9.17 Countemart- may be executed by the Parties in counterparts, which counterparts shal or and have the same effect as if all of the Parties had executed the same i 9.18 Jurisdicti , Any action at law or in equity under this Agreement or brought by a Party hereto IWurpose of enforcing, construing or determining the validity of any provision of this Agreem nt shall be filed and tried in the Superior Court of the County of Orange, State of California, and the Parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court. 9.19 Project as a Private Undertakine. It is specifically understood and agreed by and between the Parties hereto that the development of the Project is a private development, that neither Party is acting as the agent of the other in any respect hereunder, and that each Party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between City and Developer is that of a government entity regulating the development of private property and the Developer of such property. m 60A-201 9.20 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either Party at any time, the other Party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. City hereby authorizes City Manager to take such other actions and negotiate and execute any additional agreements as may be necessary or proper to fulfill the City's obligations under this Agreement. The City Manager may delegate her or his powers and duties under this Agreement to an authorized management level employee of the City. 9.21 Estoppel Certificate. Within ten (10) business days ollowing a written request by any of the Parties, the other Party shall execute and deliver to questing Party a statement certifying that (i) either this Agreement is unmodified and ' and effect or there have been specified (date and nature) modifications to the Agre wins in full force and effect as modified; and (ii) either there are no knowr , defaults under this Agreement or that the responding Party alleges that per re) defaults exist. The statement shall also provide any other reasonable fc 'ti ,Led. The failure to timely deliver this statement shall constitute a conclus ump" his Agreement is in full force and effect without modification, except as ,enL .,y the requesting Party, and that there are no uncured defaults in the prr -westing Party, except as may be represented by the requesting Party. _ 9.22 No Subordinatio f the necessary land use entitlements that authorize Developer to develr1k AWOMWTtain the Project was based upon Developer's obligation to provide the Af' I th .ant to the State Density Bonus Law, City Density Bonus for Affordable . ''e i, and conditions of this Agreement. For the Tenn of the Density Bonus ee. t'this Agreement shall have priority over any and all mortgages, deeds of 4e similar forms of secured financing recorded against the Property or any portion t evoloper expressly understands and acknowledges that state law requires preservation of a odbility covenants in connection with the approval of this density bonus project. 9.23 Attorneys' Fees and Costs. If either Party to this Agreement commences an action against the other Party to this Agreement arising out of or in connection with this Agreement, the prevailing Party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs of suit from the losing Party. 9.24 Authority to Execute. The person or persons executing this Agreement on behalf of each Party warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind the Party to the performance of its obligations hereunder. 19 60A-202 IN WITNESS WHEREOF, the parties hereto have caused this Density Bonus Housing Agreement to be executed on the date set forth at the beginning of this Agreement. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Ca City Attorn( By: Ryan C Assistant Ci RECOMM_ Steven A. M Executive D Community CITY OF SANTA ANA Kristine Ridge City Manager 20 )S., INC. 60A-203 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY 21 60A-204 EXHIBIT B TENANT VERIFICATION 22 60A-205 TENANT INCOME VERIFICATION FORM Head of Household (Print Name): Address: Telephone Number: Home: Work: Cell: Date of Birth: Social Security #: List additional household members on a separate sheet of paper. Tenant Income Verification Form Santa Ana, California Page 1 August 8, 2014 60A-206 TENANT INCOME VERIFICATION FORM Monthly Gross Income " List All Sources of Income of All Household Members Living in the Inclusionary Unit Part 1: Earned Income Other Adult Head of Household Household Members Total 1. Gross amount, before payroll deductions of wages, $ $ $ salaries, overtime pay, commissions, fees, tips and bonuses. Net income from business. $ Social security, annuities, insurance policies, 2. $ 3. $ pension/retirement funds, disability or death benefits received periodically. Payment in lieu of earnings, such as $ $ 4. unemployment, disability compens ' compensation and severance p Public assistance, welfare r $ $ Alimony, child suppo ances $ $ Regular pay, special pay ices of $ $ 5. $ 6. 7. $ members of the Armed Force 8. Other $ $ $ Subtotal: Monthly Earned Income $ Total Monthly Earned Income x 12 = $ Total Annual Household Gross Earned Income I enant Income VeriTc Santa Ana, California August 8, 60A-207 TENANT INCOME VERIFICATION FORM Gross Income * List All Sources of Income of All Household Members Living in the Inclusionary Unit Part 2: Investment Income Interest paid on Bank and Savings accounts 2. Dividends and other payments from stocks and bonds 3. Income from real property (i.e. rental property) 4. Other (describe) I Subtotal: Monthly Investment Income: Total Monthly Investment Income E Head of Household Other Adult Household Members Household Investment Income Total Annual Household Investment Income *Note: The following items are ed income: casual or sporadic gifts; amounts specifically for or in reimbursement of medical expenselWp sum payments such as inheritances, insurance payments, capital gains and settlement for personal or property losses; educational scholarships paid directly to the student or educational institution; special pay to a serviceman head of family away from home and under hostile fire; relocation payments under federal, state or local law; foster child care payments; value of coupon allotments for purpose of food under Food Stamp Act of 1964 which is in excess of amount actually charged the eligible household; payments received pursuant to participation in the following programs: VISTA, Service Learning Programs, and Special Volunteer Programs, SCORE, ACE, Retired Senior Volunteer Program, Foster Grandparent Program, Older American Community Services Program, and National Volunteer Program to Assist Small Business Experience. Tenant Income Verification Form Santa Ana, California Page 3 August 8, 2014 60A-208 TENANT INCOME VERIFICATION FORM Assets ** List the Current Value of All Assets of All Household Members Living in the Inclusionary Unit If the Asset generates income, that income must be specified In Part 2 above Head of Household Value 1. Bank and Savings accounts 2. Stocks and bonds 3. Real property (i.e. rental pro Utner (describe) Total Asset Value $ Other Adult Household Members Total Value of Assets **Note: Necessary items, such as' re ar*r miles, used for personal use are excluded from household assets. Collections of it—ns i� obi vestment or business purposes must be included in household assets. If the total yr lus Id assets exceeds $5,000, the calculation of the household's annual income shall include the5 tt actual amount of income, if any, derived from all of the household assets; or 10% of the ,ue of the assets Tenant Income Verification Santa Ana, California August 8, 2014 60A-209 TENANT INCOME VERIFICATION FORM If the total asset value exceeds $5,000, perform the calculations in the following table. If the total asset value is less than $5,000, the amount of investment income to be included in annual household income is $0. Income to be Included in Annual Household Income 1. I Total Annual Household Investment Income 2. 1 Total Asset Value $ x 10% The Greater of #1 or #2 = Investment Income to be Included in Annual Household Income Calculation 's Total Total Annual Household Gross Earned Income Total Investment Income to be Included ir" Total Household Income stubs from periods Employment verification Income tax return Social security verification Alimony/child support verification Other (Describe) Santa Ana, California imentation Relevant Documents Listed Below pay Bank/Savings account verification Self-employment verification Unemployment verification Welfare verification Disability income verification Page 5 August 8, 2014 60A-210 AFFIDAVIT This Affidavit is made with the knowledge that it will be relied upon by the City of Santa Ana, our landlord and the owner of our apartment building, to determine maximum income for eligibility. (1/we) warrant that all information set forth in this document is true, correct and complete and based upon information (1/we) deem reliable and based upon such investigation as (1/we) deemed necessary. (I/We) acknowledge that (1/we) have been advised that the making of any misrepresentation or misstatement in this affidavit will constitute a material breach of (my/our) rental agreement with the property owner to rent the unit and will additionally enable the property owner to initiate and pursue all applicable legal and equitable remedies with respect to the unit and to me/us. (I/We) do hereby swear under penalty of perjury that the foregoing statements are true and correct and that this affidavit has been executed as of the date specified below by ea ember of the household which � 'nta Ana, California. ' intends to occupy an Inclusionary Unit located at Signature Printed Executed at ,alifomia Date Santa Ana, California Affidavit Page 6 Santa Ana, California August 8, 2014 60A-211 EXHIBIT C ANNUAL TENANT RECERTIFICATION 23 60A-212 ANNUAL TENANT RECERTIFICATION CITY OF SANTA ANA AFFORDABLE RENTAL HOUSING PROGRAM Date: Tenant Name: Unit Address: Dear In accordance with the requirements imposed by the City'r the City requires that we review your income and family ), and your lease, year. To complete our review, the Property Owner or Property Mana, sing with you to receive the necessary information. When you attend the meeting with the Pr, rt� -�unei erty Manager you must bring documents that verify the income of a" tlt .ier' of your household. This information can include income tax returns, e°me rif I, wage statements, interest statements, and/or unemployment compensate ce Cooperation with the recerI , re:, It is a condition of continuing tenancy in an Inclusionary Unit. You nor, � re Aired information to enable the Property Owner to process the recertifi� Sincerely, Property Manager / Property Owner Annual Tenant Recertification Form Page 1 Santa Ana, California August 8, 2014 60A-213 EXHIBIT D ANNUAL RENTAL HOUSING COMPLIANCE REPORT 24 60A-214 C! a A d a c EXHIBIT E NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY 25 60A-216 EXHIBIT E NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY NOTICE IS HEREBY GIVEN that the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, has entered into a Density Bonus Agreement with , a ("Property Owner"). The Density Bonus Agreement imposes income and affordability covenants on designated Affordable Units with the Project located at Santa Ana, Orange County, Assessor's Parcel Number and further described in the legal description provided in Exhibit A to the Density Bonus Agreement. The Density Bonus Agreement was recorded as Document/Inst ` Number and shall remain in effect until 120 (Insert date of the termination of the Affordability Period nus Agreement imposes the following income and affordability restric ' .e Units. Number of Bedrooms Very-L, Low Inc, Income H Households Studio Units One -Bedroom Units Two -Bedroom Units Three -Bedroom Ur' Four-Bedroo In the event the Propert es to sell or transfer the Project during the Affordability Period, the City and the P1 wner shall execute and deposit into escrow this Notice of Affordability Covenants on fer of the Property. The sale or transfer of the Property shall not be effective unless and until the City and transferee execute the documents necessary to transfer the Density Bonus Agreement obligations from the Property Owner to the transferee. This Notice of Affordability Covenants on Transfer of the Property in no way modifies the provisions of the Density Bonus Agreement. In the event of any conflict between this Notice of Affordability Covenants on Transfer of the Property and the Density Bonus Agreement, the terms of the Density Bonus Agreement shall prevail. IN WITNESS WHEREOF, the Parties hereto have duly executed this Notice of Affordability Restrictions on Transfer of Property as of the dates set forth below. (Signatures on Following Pages] 60A-217 SIGNATURE PAGE TO NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY APPROVED AS TO LEGAL IN Assistant City CITY: CITY OF SANTA ANA A California Charter City and Municipal Corporation L►mttf l Its: V 60A-218 SIGNATURE PAGE TO NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY PROPERTY OWNER: V 60A-219 EXHIBIT F UNIT MIX AND LOCATION MAP OF FIRST ELEVEN AFFORDABLE UNITS 26 60A-220 EXHIBIT G PARKING MANAGEMENT PLAN 27 60A-221 RECORDING REQUESTED BY: AND WHEN RECORDED MAIL TO: City of Santa Ana Clerk of the Council 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 Attention: Clerk of the Council Free Recording pursuant to Govemment Code 27383 DENSITY BONUS HOUSING AGREEMENT This DENSITY BONUS HOUSING AGREEMENT ("Agreement'), made and entered into this day of 2019 ("Effective Date"), by and between the City of Santa Ana, a charter city and municipal corporation of the State of California ("City"), and Toll Bros., Inc., a Pennsylvania corporation ("Developer"). City and Developer are sometimes referred to collectively as the "Parties" and individually as a "Party." RECITALS A. Developer is the owner of certain property located within the City of Santa Ana, County of Orange, State of California, commonly known as 114 and 117 East Fifth Street, Santa Ana, California, and legally described as set forth in Exhibit A attached hereto and incorporated herein by this reference as if set forth in full ("Property"). B. Developer is proposing to construct a mixed use commercial and residential development consisting of no more than two -hundred and twenty (220) residential rental units and 12,350 square feet of commercial space on the Property, as more particularly set forth in Density Bonus Application No. 2019-01 and Site Plan Review No. 2019-01 ("Project'). C. Santa Ana Municipal Code sections 41-1600, et seq. ("City Density Bonus for Affordable Housing"), and California Government Code sections 65915, et seq. ("State Density Bonus Law"), set forth a process to provide increased residential densities and/or incentives, concessions, or waivers to property owners who guarantee that a portion of their residential development will be available to low income, very low-income, or senior (also known as "qualified") households. These regulations are intended to materially assist the housing industry in providing adequate and affordable housing for all economic segments of the community and to provide a balance of housing opportunities for very low-income, low income and senior households throughout the city. D. Although the Project is proposing a total number of units (220) that is below the maximum density prescribed by the Transit Zoning Code for the Property based on its acreage, the Developer is able to seek an onsite parking standards incentive in the California Government Code because it is providing onsite affordable units. Specifically, pursuant to California Government 1 60A-222 Code sections 65915(p)(1) and 65915(p)(4), the Developer is seeking to provide onsite parking at the ratio of one (1) stall for studio or one -bedroom units, and two (2) stalls for two- to three - bedroom units. E. For the purpose of implementing this State Density Bonus Law onsite parking standards incentive, Developer has agreed to restrict five percent (11 units) in the Project to very low income households. F. The Project complies with the affordable housing requirements set forth in the State Density Bonus Law and City Density Bonus for Affordable Housing. For purposes of this Agreement, the Project shall be the "housing development" as defined in the State Density Bonus Law. G. In light of the purpose of the State Density Bonus Law and City Density Bonus for Affordable Housing, and the express provisions of Government Code section 65915(p), the City has determined to grant Developer's application for density bonus and related onsite parking standards incentive. H. This Agreement, and the exhibits attached hereto and incorporated herein by reference, are intendedto set forth the terms and conditions forthe implementation ofthe Project's requirement to provide affordable housing units in exchange for receiving the density bonus incentive set forth herein. NOW, THEREFORE, in consideration of the above recitals, which are incorporated herein by this reference, and of the mutual covenants contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. DEFINITIONS AND EXHIBITS 1.1 Definitions. hi addition to the terms that may be defined elsewhere in this Agreement, the following terms when used in this Agreement shall be defined as follows: 1.1.1 "Adjusted for family size appropriate to the unit" shall have the meaning set forth by Health and Safety Code Section 50052.5(h). . 1.1.2 "Affordable Rent" means the maximum Monthly Rent that may be charged to and paid by an Eligible Household for the Affordable Units, as required by the terms of this Agreement. The Affordable Rent shall be adjusted to reflect areasonable utilities allowance for utilities paid by the household using the Santa Ana Housing Authority Multi -Family Housing Utility Allowance Schedule, and shall be updated no less than annually. 1.1.3 "Affordable Rent Schedule" means a rent schedule established as of the date of issuance of an occupancy permit (exclusive of tenant utility payments or security deposits) for the required number/percentage of the total number of units in the Project which are to be rented or available for rent to very low income tenants. Said Affordable Rent Schedule shall be 2 60A-223 established at the time of the issuance of the occupancy permit ("Initial Rent Schedule") and shall be created in accordance with the Orange County, California Primary Metropolitan Statistical Area ("PMSA") as published by the California Department of Housing and Community Development ("HCD"), adjusted for family size, and shall be updated no less than annually. 1.1.4 "Affordable Units" means eleven (11) units, which shall be comprised of three (3) studio units, four (4) one -bedroom units, and four (4) two -bedroom units for Very Low Income Tenants. Any change to the number or distribution of Affordable Units is subject to City Manager approval. 1.1.5 "Agreement" means this Density Bonus Housing Agreement. 1.1.6 "City" means the City of Santa Ana, California 1.1.7 "City Council" means the City Council of the City of Santa Ana. 1.1.8 "City Attorney" means the City Attorney for the City of Santa Ana. 1.1.9 "City Manager" means the City Manager for the City of Santa Ana. 1.1.10 "City's Planning Commission" means the Planning Commission for the City of Santa Ana. 1.1.11 "Density Bonus Housing Agreement Term" means the period during which this Agreement shall be in full force and effect, as provided for in Section 6.1 below. 1.1.12 "Developer" means Toll Bros., Inc., a Pennsylvania corporation, and its permitted successors and assigns to all or any part of the Property. "Developer" may also be referred to as "Owner" interchangeably throughout the Agreement. 1.1.13 "Effective Date" means the date the City Council of City approves this Agreement and from then on this Agreement shall be in full force and effect. 1.1.14 "Eligible Household" means a Household whose income does not exceed the qualifying limit for a "very -low income tenant" as defined herein, which means persons and families whose income does not exceed the qualifying limit for very -low income households. 1.1.15 "Household" means all persons residing in a Unit. 1.1.16 "Median Income" means the Orange County, California area median income, adjusted for family size appropriate to the unit, as periodically published by HCD. 1.1.17 "Monthly Rent" means the total of monthly payments for (a) use and occupancy of each Affordable Unit and land and facilities associated therewith, (b) any separately charged fees or service charges assessed by Developer which are required of all tenants, other than security deposits, application fees or credit check fees (c) a reasonable allowance for an adequate 60A-224 level of service of utilities not included in (a) or (b) above, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuels, but not including telephone or cable service, and (d) possessory interest, taxes or other fees or charges assessed for use ofthe land and facilities associated therewith by apublic or private entity otherthan Developer. In the event that certain utility charges are paid by the landlord rather than the tenant, no utility allowance shall be deducted from the rent for that type of utility charge. 1.1.18 "Project" means that certain mixed use commercial and residential development as more particularly described in Recital B and Section 2 of this Agreement. 1.1.19 "Property" means that certain real property more particularly described in the legal description in Exhibit A and improvements thereon. 1.1.20 "State Density Bonus Law" means Government Code sections 65915, et seq., as they exist on the Effective Date. 1.1.21 "Unit" means a residential dwelling unit within the Project to be constructed by Developer pursuant to this Agreement. 1.1.22 "Unrestricted Units" means the Units within the Project to be constructed by Developer to a Household without restriction. 1.1.23 "Very Low Income Tenant" means persons and families whose income does not exceed fifty (50%) of the area median income for the Orange County, California PMSA, adjusted for household size, as published by HCD. 1.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement: 1.2.1 Exhibit A —Legal Description of the Property 1.2.2 Exhibit B — Tenant Verification 1.2.3 Exhibit C — Annual Tenant Recertification 1.2.4 Exhibit D — Annual Rental Housing Compliance Report 1.2.5 Exhibit E —Notice of Affordability Restrictions on Transfer of Property 1.2.6 Exhibit F — Parking Management Plan 2. DEVELOPMENT OF THE PROPERTY 2.1 Project. Developer shall develop, operate, and maintain the Property as a two - hundred and twentv (220) Unit mixed use commercial and residential development, with eleven Affordable Units for Very Low Income Tenants. 4 60A-225 2.2 Density Bonus. The Project shall have two -hundred and twenty (220) Units, including eleven (11) Affordable Units, to be rented, occupied, operated, and maintained pursuant to the terms and conditions of this Agreement. Developer understands and agrees that Developer is not utilizing a density bonus increase provided by the State Density Bonus Law or City Density Bonus for Affordable Housing. However, Developer is only proposing two -hundred and twenty (220) Units, so Developer shall not construct or develop, or otherwise claim a right to construct or develop any additional State and/or City Density Bonus Units on the Property. 2.3 Development Incentive. As set forth in the City entitlements, Developer petitioned for and was granted the following reduced parking ratios as provided for in Government Code Sec. 65915(p)(1) as part of the approval of Site Plan Review No. 2019-01 for the Project: 2.3.1 The onsite parking standards for the Project shall be reduced from 2.15 parking spaces per unit to 1.51 spaces per unit pursuant to California Government Code sections 65915(p)(1) and 65915(p)(4), which provides onsite parking at the ratio of one (1) stall for studio or one -bedroom units, and two (2) stalls for two- to three -bedroom units, for a total of 332 onsite parking spaces for the Project. 2.4 No Further Concessions or Incentives. Developer acknowledges and agrees that the incentive set forth in section 2.3 above fully satisfies any duty City may have under the Santa Ana Municipal Code, the Density Bonus Law, or any other law or regulation to provide any development incentive or to waive any building, zoning, or other requirement in return for providing Affordable Units. By this Agreement, Developer releases any and all claims Developer may have against City in any way relating to or arising from City's obligation to waive requirements of or provide development incentives pursuant to any state, federal, or local law, rule, or regulation applicable to the Project. 2.5 Unrestricted Units. The Project, for purposes of this Agreement, may have no more than two -hundred and nine (209) Unrestricted Units comprised of forty-two (42) studio units, ninety-six (96) one -bedroom units and seventy-one (71) two -bedroom units. Any change to the unit distribution of the Unrestricted Units may affect the comparability of the Affordable Units and is subject to City Manager approval. 2.6 Affordable Units. The Project, for purposes of this Agreement, shall have no less than eleven (11) Units, which shall be comprised of three (3) studio units, four (4) one -bedroom units, and four (4) two -bedroom units, designated as Affordable Units pursuant to the terms and conditions of this Agreement. The Affordable Units shall be consistent with all City approvals, comparable in bedroom distribution and amenities to the Unrestricted Units, and shall be located throughout the Project as required under Santa Ana Municipal Code section 41-1602(c)(6). 2.7 Minimum Development Standards for Affordable Units. The Affordable Units shall be constructed with the same exterior appearance and interior features, fixtures, and amenities, and shall use the same type and quality of materials as provided for any Unrestricted Units. 5 60A-226 2.8 Permits and Processimz: Compliance with Laws. Developer, at its sole cost and expense, shall secure or cause to be secured any and all permits that may be required by City or any other federal, state, or local governmental entity having or claiming jurisdiction over the Property or Project. Upon securing any and all permits, Developer shall carry out and perform the development, operation, and maintenance of the Project in conformity with all applicable federal, state, and local laws and regulations, and all conditions of approval issued by the City Council and City's Planning Commission for the Project Any changes to the Project shall be reviewed by the City to determine compliance with this Agreement. If any changes to the Project shall materially alter the ability of Developer to comply with any terms of this Agreement in City's sole determination, then City shall have the option to declare this Agreement null and void in its sole discretion. 2.9 Relocation Prior to Development of Project. If relocation is required prior to the completion of development of the Project, Developer shall have the sole and exclusive responsibility for providing relocation assistance and paying all relocation costs as may be required to comply with applicable federal and state laws and regulations. hi addition to any other indemnity provided by Developer under this Agreement, Developer shall indemnify, defend (with counsel of City's choosing and the consent of Developer, which shall not be unreasonably withheld, and which may be joint defense counsel upon City's and Developer's consent), and hold harmless City and all of its officials, officers, employees, representatives, volunteers and agents from any and all alleged or actual claims, causes of action, liabilities, and damages from any third party for relocation assistance, benefits and costs prior to the completion of the development of the Project. 2.10 Local Sourcing Plan. Developer agrees to make a good faith effort to encourage contractors and suppliers to hire and procure locally, to the extent that it is cost effective and does not delay the overall project development schedule. 2.11 Mechanic's Liens: Indemnification. Developer shall take all actions reasonably necessary to remove any future mechanic's liens or other similar liens (including design professional liens) against the Property or Project, or any part thereof, by reason of work, labor, services, or materials supplied or claimed to have been supplied to Developer or anyone holding the Property or Project, or any part thereof, through or under Developer. Prior to the recording of this Agreement (or memorandum thereof) pursuant to Section 4.1 below, Developer shall provide evidence from the Title Company of any new recordings against the Property or Project. City hereby reserves all rights to post notices of non -responsibility and any other notices as may be appropriate upon a filing of a mechanic's lien. In addition to any other indemnity provided by Developer under this Agreement, Developer shall indemnify, defend (with counsel of City's choosing and the consent of Developer, which shall not be unreasonably withheld, and which may be joint defense counsel upon City's and Developer's consent), and hold harmless City and all of its officials, officers, employees, representatives, volunteers and agents from any and all alleged or actual claims, causes of action, liabilities, and damages from any third party by reason of a mechanic's lien or work, labor, services, or materials supplied or claimed to have been supplied to Developer or anyone holding the Property or Project, or any part thereof, through or under Developer. 6 60A-227 3. AFFORDABILITY 3.1 Total Affordability Term. Each Affordable Unit shall be restricted to use and occupancy by an Eligible Household for a total period of no less than fifty-five (55) years ("Total Affordability Term"). The Total Affordability Term for an Affordable Unit shall commence on the date that the building in which the Affordable Unit is located receives all required occupancy permits from the City. 3.2 Memorializing Commencement of Total Affordability Term. Developer shall keep detailed records of the commencement date of the Total Affordability Term for each Affordable Unit. City shall have the right to review and verify said records to ensure that the commencement date specified by Developer for an Affordable Unit coincides with the date that the initial Affordable Unit received all permits from City required for occupancy of the Unit. hi the event that a conflict exists between the date specified by Developer for the commencement of the Total Affordability Term for an Affordable Unit and the date specified by City's issuance of all required permits for occupancy of the Unit, the date specified by City's issuance of all required permits for occupancy of the Unit shall control. 3.3 Levels of Affordability. 3.3.1 Very Low Income Tenants. Developer covenants that no less than eleven Affordable Units in the Project shall at all times during the Density Bonus Housing Agreement Term be rented to, or held vacant and available for immediate occupancy by Very Low Income Tenants, at a rent that does not exceed fifty (50%) of the area median income for the Orange County, California PMSA, adjusted for household size, as published by HCD, including an allowance for utilities. 4. OWNERSHIP AND OPERATION OF THE PROJECT BY OWNER 4.1 Recording of Documents. No later than issuance of building permits for the Project, Developer and the City shall record or cause to be recorded in the Official Records for Orange County, California, an executed original of this Agreement. City shall cooperate with Developer in promptly executing in recordable form this Agreement. Upon the date of recording, the terms and conditions of this Agreement shall be binding upon and run with the Property and the Project. It is the express intent and agreement between the Parties that this Agreement shall remain binding and enforceable against the Property, the Project, and the Units to ensure compliance with the State Density Bonus Law and City Density Bonus Law, and to ensure the continued supply of Affordable Units in the Project. 4.2 Rental of Units. Upon the completion of construction of the Project and receipt by Developer of all required permits for the occupancy of the Units, Developer shall rent or cause to be rented each Affordable Unit for the Total Affordability Term for such Affordable Unit in accordance with the terms and conditions set forth in this Agreement, which provide among other terms and conditions for the rental of each Affordable Unit at an Affordable Rent to an Eligible Household for the Total Affordability Term. 7 60A-228 4.3 Location of Affordable Units. During the Density Bonus Housing Agreement Term, the Affordable Units shall be dispersed throughout the Project in accordance with the terms and conditions set forth in this Agreement. The Affordable Units shall be permitted to float among all two hundred twenty (220) apartment units in the Project. The units shall be evenly distributed among all levels of the project in both buildings that comprise the Project. Developer shall submit a unit mix and location map of the first eleven Affordable Units. The location of the first eleven Affordable Units to be occupied will be subject to the City's final approval of the floor plans. 4.4 Occupancv Levels. The number of persons permitted to occupy each Affordable Unit shall not exceed the occupancy permitted pursuant to Health and Safety Code section 50052.5(h). hi the event that a household residing in an Affordable Unit exceeds the permitted number of persons, then that household shall be placed on a waiting list for the appropriate -sized unit and be eligible for transfer when an appropriate -sized unit becomes available. The household will be placed on the waiting list for up to one -hundred and eighty (180) days. If an appropriate - sized unit does not become available during the 180 days, the Owner will have grounds to terminate that household's lease. If the household refuses to transfer to an appropriate -sized unit then the Developer will also have grounds to terminate that household's lease. 4.4.1 Written Notification. Developer shall provide written notification informing the household that: it is over -occupancy; has been placed on a waiting list for up to one -hundred and eighty (180) days; the expiration date of the waiting list; and the terms for terminating the lease. A written status update will be provided to the household at one - hundred and twenty (120) days, ninety (90) days, sixty (60) days and thirty (30) days if applicable. 4.5 Use of the Property. All uses conducted on the Property, including, without limitation, all activities undertaken by the Developer pursuant to this Agreement, shall conform to all applicable provisions of the Santa Ana Municipal Code and other applicable federal, state, and local laws, rules, and regulations. The Project shall at all times during the term of this Agreement be used as an apartment complex and none of the Affordable Units in the Project shall at any time be utilized on atransient basis, nor shall the Property or any portion thereof ever be used as a hotel, motel, dormitory, fraternity or sorority house, rooming house, hospital, nursing home, sanitarium or rest home, or be converted to condominium ownership. All of the community facilities and any social programs provided to the Project's residents shall be available on an equal, nondiscriminatory basis to residents of all Units at the Project. 4.6 Maintenance. Owner shall, at all times during the term of this Agreement, cause the Property and the Project to be maintained in a decent, safe and sanitary manner, regardless of cause of the disrepair. Owner shall be fully and solely responsible for costs of maintenance, repair, addition and improvements. City, and any of its employees, agents, contractors or designees shall have the right to enter upon the Property at reasonable times and in a reasonable manner to inspect the Project. 4.7 Marketing and Resident Selection Plan. Each Affordable Unit shall be leased to Eligible Households selected by Developer who meet all of the requirements provided herein. Prior to Certificate of Occupancy, Developer shall prepare and obtain City's approval, which 60A-229 approval shall not be unreasonably withheld, of a marketing program and resident selection plan for the leasing of the Affordable Units at the Project ("Marketing Program"). The leasing of the Affordable Units shall thereafter be marketed in accordance with the Marketing Program as the same may be amended from time to time with City's prior written approval, which approval shall not unreasonably be withheld. Upon request, Developer shall provide City with periodic reports with respect to the leasing of the Housing Units. 4.7.1 The Marketing Program shall include, but is not limited to, marketing and community outreach activities, proposed tenant selection criteria, occupancy standards, income requirements, timeline and details for outreach and marketing, data collection, record keeping and monitoring, procedures for complaints, and compliance assessment. Components of the resident selection plan shall include, but are not limited to, the application process, interview procedure, apartment offer and assignment, rejected applications, and wait list management. All requirements set forth herein shall be incorporated in the Marketing Program. 4.8 Rental Lease Agreement. Developer shall prepare and obtain City's approval, which approval shall not be unreasonably withheld, of a rental lease agreement ("Lease Agreement"). All Lease Agreements must 1) identify the names and ages of all members of the household who will occupy the Affordable Unit; and 2) state that the Household's right to occupy the Affordable Unit is subject to compliance with the Median Income requirements, adjusted for family size appropriate to the unit, as periodically published by HCD. All Lease Agreements must be consistent with the terms contained in this Density Bonus Agreement. 4.8.1 Prohibited Lease Terms. The Lease Agreement may not contain any of the following provisions: (a) Agreement to be Sued. Agreement by the tenant to be sued, to admit to guilt, or to a judgment in favor of the owner in a lawsuit brought in connection with the lease; (b) Treatment of Property. Agreement by tenant that the owner may take, hold, or sell personal property of household members without notice to tenant and a court decision on the rights of the parties. This prohibition, however, does not apply to an agreement by the tenant concerning disposition of personal property remaining in the housing unit after the tenant has moved out of the unit. The Developer may dispose of this personal property in accordance with State law; (c) Excusing Developer of Responsibility. Agreement by the tenant not to hold the Developer of the Developer's agent legally responsible for any action or failure to act, whether intentional or negligent; (d) Waiver of Notice. Agreement of the tenant that the Developer may institute a lawsuit without notice to the tenant; (e) Waiver of Legal Proceedings. Agreement by the tenant that the owner may evict the tenant or household members without instituting a civil court proceeding in which the tenant has the opportunity to present a defense, or before a court decision on the rights of the parties; (f) Waiver of a Jury Trial. Agreement by the tenant to waive any rights to a trial by jury; 9 60A-230 (g) Waiver of Right to Appeal Court Decision. Agreement by the tenant to waive the tenant's right to appeal, or to otherwise challenge in court, a court decision in connection with the lease; and (h) Tenant Chargeable with Cost of Legal Action Regardless of Outcome. Agreement by the tenant to pay attorney's fees or other legal costs even if the tenant wins in a court proceeding by the owner against the tenant. The tenant, however, may be obligated to pay costs if the tenant loses. 4.9 Selection of Tenants. 4.9.1 Developer shall be responsible for the selection of tenants for the Affordable Units in compliance with lawful and reasonable criteria and the requirements of this Agreement. 4.9.2 Local preference for Santa Ana residents and workers in tenant selection for the Affordable Units shall be a requirement of the Project. Subject to applicable laws and regulations governing nondiscrimination and preferences in housing occupancy required by the State of California, the Developer shall give preference in leasing the Affordable Units to households that live and/or work in the City of Santa Ana or who have an active Housing Choice Voucher issued by the Housing Authority of the City of Santa Ana or any other Public Housing Authority. 4.9.3 All applicants will be screened and "lotterized." A waiting list will be created from a lottery generated from the initial pool of rental applications. The waiting list will track applicant name and contact information, lottery number (or designated number after the initial lottery), household income, household size, status of application, and any other information deemed necessary. The waiting list will be maintained as an electronic file and available for audit by the City of Santa Ana in accordance with resident selection procedures as set forth herein. 4.9.4 Prior to the rental or lease of an Affordable Unit to a tenant(s), Developer shall require the tenant(s) to execute a written lease and to complete a Tenant Income Verification Form (in substantially the form attached hereto as Exhibit B) certifying that the tenant(s) occupying the Affordable Unit is/are an Eligible Household and otherwise meet(s) the eligibility requirements established for the Affordable Unit. Developer shall verify the income of the tenant(s) as set forth herein. 4.10 Income Verification and Certification. Developer agrees to make a good faith effort to verify that the income and asset statement provided by an applicant in an income certification is accurate by taking, at a minimum, at least one of the following steps as apart of the verification process: (1) obtain three months consecutive pay stubs for the most recent pay period, (2) obtain an income tax return for the most recent tax year, (3) obtain an income verification form from the applicant's current employer, (4) obtain an income verification form from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies, or (5) if the applicant is unemployed and has no such tax return, obtain another form of independent verification. 10 60A-231 4.10.1 Gross Household Income. Gross household income means all income from whatever source from all Adult Household members, which is anticipated to be received during the 12-month period following the date of the determination of Gross Household Income. The applicable sources of income are defined in California Code of Regulations Title 25 Housing and Community Development Section 6914. 4.10.2 Annual Recertification. Developer agrees to recertify household eligibility annually. Notification of Annual Tenant Recertification shall be sent to the household in substantially the form attached hereto as Exhibit C. An Annual Rental Housing Compliance Report ("Annual Compliance Report") shall be sent to the City in substantially the form attached hereto as Exhibit D. The Annual Compliance Report shall be due to the City within 30 days of the anniversary of the commencement of the Total Affordability Term, which is the date that each building receives all required occupancy permits from the City. 4.10.3 Continued Income Qualification and Vacated Affordable Units. If the annual recertification demonstrates that a previously eligible tenant's gross household income exceeds the Median Income for the Affordable Unit, the pertinent actions from the following list must be taken: (a) The Developer may offer to rent the unit to the previously, but no longer, Eligible Household as an Unrestricted Unit without any limitations on rental rates. hi that case, the Developer must then make available for rent to an Eligible Household another unit within the Project that meets the size and location requirements for Affordable Units under this Density Bonus Agreement. If there are no vacant units meeting those requirements, then the next available unit within the Project which does meet those requirements must be rented to an Eligible Household. (b) If the no longer Eligible Household either moves to another Unrestricted Unit within the Project or leaves the Project altogether, then the vacated Affordable Unit or, at Developer's election any other Unrestricted Unit within the Project which meets the size and location requirements for Affordable Units under this Density Bonus Agreement and has the same number of bedrooms as the vacated unit shall be rented as an Affordable Unit to an Eligible Household. 4.11 Monitoring and Recordkeeping. Throughout the Term of this Agreement, Developer shall annually complete and submit to City a Certification of Continuing Program Compliance in the form provided by City. Owner agrees to pay a reasonable fee, as set by City resolution, for the purpose of paying the actual costs associated with the City's obligation to monitor Owner's compliance with the affordability restrictions contained in this Agreement related to the Affordable Units, not to exceed monitoring costs for up to 11 Affordable Units. Representatives of City shall be entitled to enter the Property if necessary after review of above documentation, upon at least forty-eight (48) hour notice, to monitor compliance with this Agreement, and shall be entitled to inspect the records of the Project relating to the Affordable 11 60A-232 Units and to conduct an independent audit or inspection of such records at a location within the City that is reasonably acceptable to the City. Developer agrees to cooperate with City in making the Property and the records of the Project relating to the Affordable Units available for such inspection or audit. Developer agrees to maintain each record of the Project for no less than five (5) years after creation of each such record. Developer shall allow the City to conduct annual inspections of each of the Affordable Units on the Property after the date of construction completion, with reasonable notice. Developer shall cure any defects or deficiencies found by the City while conducting such inspections within ten (10) Business Days of written notice thereof, or such longer period as is reasonable within the sole discretion of the City. 4.12 Notice of Affordabilitv Restrictions on Transfer of Provertv. In the event Developer wishes to sell or transfer the Project during the Total Affordability Term, the City and the Developer shall execute and deposit into escrow a Notice of Affordability Restrictions on Transfer of the Property as contained herein (Exhibit E). The sale or transfer of the Property shall not be effective unless and until the City and the transferee execute the documents necessary to transfer the Density Bonus Agreement obligations from the Developer to the transferee. 4.13 [Intentionally Reserved] 4.14 Alternative Transportation and Energy Source. Resource Conservation, and LEED Certification. While not a condition of the project's Density Bonus, in recognition of the City's desire to optimize the energy efficiency of the project, Developer agrees to consult with the project design team, a CABEC certified 2016 Certified Energy Analyst, a LEED AP Homes (low-rise and mid -rise), LEED AP BD+C (high rise), National Green Building Standard (NGBS) Green Verifier, or GreenPoint Rater (one person may meet both of these latter qualifications) early in the project design process to evaluate a building energy model analysis and identify and consider energy efficiency or generation measures. Prior to the meeting, the energy analyst shall complete an initial energy model based on either current T24 standards or, if the project is eligible, the California Utility Allowance Calculator using best available information on the project. To the extent financially feasible for the project, Developer agrees to incorporate and optimize energy efficient building materials, methods, and amenities. 4.16 Emergencv Evacuation Plan. Developer shall submit and obtain approval of an Emergency Evacuation Plan (the EEP) from City Police and Fire Protection agencies prior to issuance of a Certificate of Occupancy. Up-to-date 24-hour emergency contact information for the on -site personnel shall be provided to the City on an ongoing basis and the approved EEP shall be kept onsite and also be submitted to the following City Agencies: (a) Police Department (b) Fire Department (c) Planning and Building Agency (d) Community Development Agency 4.17 Crime Free Housing. Developer shall work with City staff to develop a crime free housing policy, procedure, and design plan (the "CFH Plan"). Developer shall submit and obtain 12 60A-233 approval from the PBA the CFH Plan meeting the requirements of this Subsection 4.17 prior to issuance of the Certificate of Occupancy. The approved CFH Plan shall be implemented and administered by Property Management. 4.18 Parking Management Plan. Developer has provided a parking management plan ("PMP'), attached herewith as Exhibit F and incorporated herein by reference, which indicates that, if needed, valet service for on -site vehicle stacking could create an additional 80 parking spaces, raising the total onsite parking spaces from 332 to 412. In addition, the PMP indicates that an additional 70 offsite parking spaces at a nearby City -owned parking structure could be leased on a long term basis. The PMP shall be adhered to and be enforced by the Project at all times. Additionally, the City may enforce the provisions of the PMP against the Developer in the City's sole discretion. 5. [INTENTIONALLY RESERVED] 6. TERM OF THIS AGREEMENT 6.1 Term. The term of this Agreement ("Density Bonus Housing Agreement Term") shall commence on the Effective Date and shall continue until the date that is fifty-five (55) years after the City issues the last certificate of occupancy for the building in which the Affordable Unit is located. DEFAULT AND TERMINATION; INDEMNIFICATION 7.1 Default. Failure or delay by any Party to perform any term or provision of this Agreement, which is not cured within thirty (30) days after receipt of notice from the other Party specifying the default (or such other period specifically provided herein), constitutes a default under this Agreement; provided, however, if such default is of the nature requiring more than thirty (30) days to cure, the defaulting Party shall avoid default hereunder by commencing to cure within such thirty (30) day period, and thereafter diligently pursuing such cure to completion within an additional sixty (60) days following the conclusion of such thirty (30) day period (for a total of ninety (90) days). Except as required to protect against further damages, the injured Party may not institute proceedings against the Party in default until the time for cure has expired. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. 7.2 Rights and Remedies Cumulative. The rights and remedies of the Parties are cumulative, and the exercise by either Party of one or more of its rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 7.3 Indemnification. In addition to any other indemnity specifically provided in this Agreement, Developer agrees to defend (with counsel of City's choosing and the consent of Developer, which shall not be unreasonably withheld, and which may be joint defense counsel upon City's and Developer's consent) indemnify and hold harmless City and its respective officers, officials, agents, employees, representatives, and volunteers (collectively, "Indemnitees") from 13 60A-234 and against any loss, liability, claim, or judgment arising from any act or omission of Developer in connection with its obligations under this Agreement, except to the extent caused by the active negligence or willful misconduct of Indemnitees. 8. ASSIGNMENT; COVENANTS RUN WITH THE LAND 8.1 Assignment by Developer. 8.1.1 Prohibited Transfers or Assignments. Except as authorized in Section 8.1.2 below, Developer shall not sell, transfer, or assign the Property or Project in whole or in part, or transfer or assign Developer's rights and obligations in this Agreement, without City's prior written approval, which shall not be unreasonably withheld ("Permitted Transfer"). In connection with Permitted Transfer, Developer shall: (i) notify City in writing of the sale, transfer, or assignment of all or any portion of the Property, and (ii) deliver to City an assignment and assumption agreement (or other agreement) in a form approved by City and executed by Developer and its transferee/assignee pursuant to which Developer's transferee/assignee assumes all of Developer's covenants and obligations set forth herein with respect to the Property or the portion thereof so transferred. Any request for transfer or assignment of the Agreement by Developer shall require the payment of fees or a deposit to compensate the City for approximate expenses incurred by Developer to City, as applicable, for the City's review of the request. Upon the delivery of the assignment and assumption agreement as proved for above for a Permitted Transfer, or in the event of a sale of the Property as provided for in Section 8.1.1, Developer shall be released from any future obligations under this Agreement. 8.1.2 Sale of Property. Owner agrees and declares that the Property and the Project shall be held, conveyed, mortgaged, encumbered, leased, rented, used, occupied, operated, sold, and approved subject to all obligations set forth or incorporated in this Agreement, all of which are for the purpose of enhancing and protecting the value and attractiveness of the Property and the Project. All of the obligations set forth or incorporated in this Agreement shall constitute covenants which run with the land and shall be binding on Owner and its successors and assigns, and all parties having or acquiring any right, title or interest in, or to any part of the Property or Project. Owner further understands and agrees that the Density Bonus permit approvals received for this Project have been made on the condition that Owner and all subsequent owners, or other successors and assigns of the Property and/or Project lease and rent the Affordable Units in accordance with the terms and conditions stipulated in Sections 4, 5 and 6 of this Agreement for a term of 55 consecutive years commencing upon the date that the Project is first occupied. 8.1.3 Subsequent Assignment. As used in this Agreement, the term "Developer" shall be deemed to include any such transferee or assignee after the date such sale, transfer, or assignment occurs in compliance with this Agreement. 8.1.4 Unpermitted Assignments Void. Any sale, transfer, or assignment made in violation of this Agreement shall be null and void, and City shall have the right to pursue any right or remedy at law or in equity to enforce the provisions of the restriction against unpermitted sales, transfers, or assignments. 14 60A-235 8.2 Covenants Run with the Land. The Property shall be held, sold, conveyed, hypothecated, encumbered, used, occupied and improved subject to the covenants, conditions, and restrictions set forth herein. The covenants, conditions, restrictions, reservations, equitable servitudes, liens and charges set forth in this Agreement shall run with the Property and shall be binding upon Developer and all persons having any right, title or interest in the Property, or any part thereof, their heirs, and successive owners and assigns, shall inure to the benefit of City and its successors and assigns, and may be enforced by City and its successors and assigns. The covenants established in this Agreement shall, without regard to technical classification and designation, be binding for the benefit and in favor of City and its successors and assigns, and the parties hereto expressly agree that this Agreement and the covenants herein shall run in favor of City, without regard to whether City is or remains an owner of any land or interest therein to which such covenants relate. However, all such covenants and restrictions shall be deemed to run in favor of all real property owned by City which real property shall be deemed the benefited property of such covenants and this Agreement shall create equitable servitudes and covenants appurtenant to all real property owned by City and running with the Property in accordance with the provisions of Civil Code Section 1468. Furthermore, all of the covenants, conditions, and restrictions contained herein shall also constitute easements in gross running in favor of City. City is deemed the beneficiary of the terms and provisions of this Agreement and of the covenants running with the land, for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Agreement and the covenants running with the land have been provided. Developer hereby declares its understanding and intent that the burden of the covenants set forth herein touch and concern the land and that the Developer's interest in the Property is rendered less valuable thereby. Developer hereby further declares its understanding and intent that the benefit of such covenants touch and concern the land by enhancing and increasing the enjoyment and use of the Property by the citizens of City and by furthering the health, safety, and welfare of the residents of City. 9. MISCELLANEOUS 9.1 Entire Agreement. This Agreement and all of its exhibits and attachments set forth and contain the entire understanding and agreement of the parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements which are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement. 9.2 Amendment. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made in writing and in each instance approved by the City Council and signed on behalf of each party. Any requested alteration, change or modification of the Agreement by Developer shall require the payment of fees or deposit by Developer to City, as applicable, for the City's review of the request. Each alteration, change, or modification to this Agreement shall be recorded against the Property in the Official Records of Orange County, California. 15 60A-236 9.3 Notices. 9.3.1 Delivery. As used in this Agreement, "notice" includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below; or (iii) two (2) days after deposit in the United States mail in a sealed envelope, first class mail and postage prepaid, and addressed to the recipient named below; or (iv) one (1) day after deposit with a known and reliable next -day document delivery service (such as Federal Express), charges prepaid and delivery scheduled next -day to the recipient named below, provided that the sending party receives a confirmation of delivery from the delivery service provider; or (v) the first business day following the date of transmittal of any facsimile, provided confirmation of successful transmittal is retained by the sending Party. All notices shall be addressed as follows: If to City: City of Santa Ana Community Development Agency 20 Civic Center Plaza (M-26) P.O. Box 1988 Santa Ana, California 92702 Attention: Housing Manager With a copy to: Office of the City Attorney City of Santa Ana 20 Civic Center Plaza, 7th Floor (M-29) Santa Ana, California 92702 If to Developer: Toll Bros., Inc. c/o Toll Bros., Inc 250 Gibraltar Road Horsham, PA, 19044 Attn: Yolanda Rodriguez, Esquire, Vice President and Counsel 9.3.2 Change of Address. Either Party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. 9.4 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform, taking into consideration the purposes of this Agreement. 16 60A-237 9.5 Interpretation and Governing Law. This Agreement and any dispute hereunder shall be governed and interpreted in accordance with the laws of the State of California without regard to conflict of law principles. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof. 9.6 Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. 9.7 Singular and Plural. As used herein, the singular of any word includes the plural, and vice versa, as context so dictates. Masculine, feminine, and neuter forms of any word include the other as context so dictates. 9.8 Joint and Several Obligations. If at any time during the term of this Agreement the Property and/or Project is owned, in whole or in part, by more than one Developer, all obligations of such Developer under this Agreement shall be joint and several, and the default of any such Developer shall be the default of all such Developers. 9.9 Time of Essence. Time is of the essence in the performance of the provisions of this Agreement as to which time is an element. 9.10 Computation of Days. Unless otherwise specified in this Agreement or any Exhibit attached hereto, use of the term "days" shall mean calendar days. For purposes of this Agreement and all Exhibits attached hereto, "business days" shall mean every day of the week except Saturdays, Sundays, official State holidays as recognized in Government Code Section 19853(a) or successor statute, and any days in which Santa Ana City Hall is closed for business. 9.11 Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the default of the other Party, shall not constitute a waiver of such Party's right to insist and demand strict compliance by the other Party with the terms of this Agreement thereafter. 9.12 Non -Discrimination. In performing its obligations under this Agreement, Developer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other related activities. Developer affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 9.13 Third Party Beneficiaries. No person or entity, other than City and Developer shall have any right of action based upon any provision of this Agreement. 9.14 Force Maieure. Neither Party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, 17 60A-238 earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyondthe Party's control (includingthe Party's employment force), court actions (such as restraining orders or injunctions), or other causes beyond the Party's control, including delays by any governmental entity (although the City may not benefit from this provision for a delay that results from City's failure to perform its obligations under this Agreement), or an insurance company of either party. If any such events shall occur, the term of this Agreement and the time for performance by either Party of any of its obligations hereunder may be extended by the written agreement of the Parties for the period of time that such events prevented such performance. 9.15 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the Party benefited thereby of the covenants to be performed hereunder by such benefited Party. 9.16 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all permitted successors in interest to the Parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof, and (c) is binding upon each Party and each successor in interest approved pursuant to this Agreement during ownership of the Property or any portion thereof. 9.17 Counterparts. This Agreement may be executed by the Parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the Parties had executed the same instrument. 9.18 Jurisdiction and Venue. Any action at law or in equity under this Agreement or brought by a Party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Orange, State of California, and the Parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court. 9.19 Project as a Private Undertaking. It is specifically understood and agreed by and between the Parties hereto thatthe development of the Project is a private development, that neither Party is acting as the agent of the other in any respect hereunder, and that each Party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between City and Developer is that of a government entity regulating the development of private property and the Developer of such property. 9.20 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either Party at any time, the other Party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this 18 60A-239 Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. City hereby authorizes City Manager to take such other actions and negotiate and execute any additional agreements as may be necessary or proper to fulfill the City's obligations under this Agreement. The City Manager may delegate her or his powers and duties under this Agreement to an authorized management level employee of the City. 9.21 Estoppel Certificate. Within ten (10) business days following a written request by any of the Parties, the other Party shall execute and deliver to the requesting Party a statement certifying that (i) either this Agreement is unmodified and in full force and effect or there have been specified (date and nature) modifications to the Agreement, but it remains in full force and effect as modified; and (ii) either there are no known current uncured defaults under this Agreement or that the responding Party alleges that specified (date and nature) defaults exist. The statement shall also provide any other reasonable information requested. The failure to timely deliver this statement shall constitute a conclusive presumption that this Agreement is in full force and effect without modification, except as may be represented by the requesting Party, and that there are no uncured defaults in the performance of the requesting Party, except as may be represented by the requesting Party. 9.22 No Subordination. City's approval of the necessary land use entitlements that authorize Developer to develop, operate, and maintain the Project was based upon Developer's obligation to provide the Affordable Units pursuant to the State Density Bonus Law, City Density Bonus for Affordable Housing, and the terms and conditions of this Agreement. For the Term of the Density Bonus Housing Agreement, this Agreement shall have priority over any and all mortgages, deeds of trust, and other similar forms of secured financing recorded against the Property or any portion thereof. Developer expressly understands and acknowledges that state law requires preservation of affordability covenants in connection with the approval of this density bonus project. 9.23 Attorneys' Fees and Costs. If either Party to this Agreement commences an action against the other Party to this Agreement arising out of or in connection with this Agreement, the prevailing Party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs of suit from the losing Party. 9.24 Authority to Execute. The person or persons executing this Agreement on behalf of each Party warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind the Party to the performance of its obligations hereunder. (Signatures on following page) 19 60A-240 IN WITNESS WHEREOF, the parties hereto have caused this Density Bonus Housing Agreement to be executed on the date set forth at the beginning of this Agreement. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Carvalho City Attorney 9A� By: Wyan Hodge Assistant City Attorney RECOMMENDED FOR APPROVAL: Steven A. Mendoza Executive Director Community Development Agency Kristine Ridge City Manager B R: TOLL BROS., INC. e: C les Elliott Title: President Signature Page -Density Bonus Agreement 60A-241 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY 21 60A-242 Attachment A 1. Legal Description PARCEL ONE: ALL OF BLOCK 15 OP THE TOWN OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK.2, PAGE 51 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. PARCEL TWO: BEING ALL OF LOTS I AND 41N BLOCK I81N THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA ON THE PLAT OF THE TOWN OF SANTA ANA AS SHOWN ON A MAP RECORDED IN BOOK 2, PAGESi OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, MORE PARTIC'ULARILY DESCRIBED AS FOLLOWS: BEGINNING ATTHU SOUTHEASTERLY CORNER OF SAID LOT I, SAID POINT BEING ON THE NORTHERLY RIGHT OF WAY LINE OF FIFTH STREET AS SHOWN ON SAID PLAT; THENCE.•. SOUTH 90°00100" WEST 125.00 FEET ALONG SAID NORTHERLY RIGHT OF WAY LINE. TO THE SOUTHWESTERLY CORNER OF SAID LOT 1: THENCE NORTH 00°00100" WEST 100.00 FEET ALONG THE WESTERLY LINE OF SAID LOTS I AND 4 -I'D THE NORTHWESTERLY C,'ORNER OF SAID LOT-1; THENCE NORTH 9VOO'00" EAST 125.00 FEET ALONG THE NORTHERLY i,1N£ OF SAID L,OT4TO A POINT ON SAID WESTERLY RIGHT OI' WAY LINE OF BUSH STREET, AS SHOWN ON SAID PLAT; THENCE SOUTH 00"00'00" EAST 100.00 FEET ALONG SAID WESTERLY RIGHT OF WAY LIN E TO SAID NORTHERLY RIGHT OF WAY LINE OF FIFTI"I STREET ANDTHE, POINT OF BEGINNING. THIS SURVEY AND LEGAL DESCRIPTION ARE THE SAME AS THAT SHOWN ON A TITLE REPORT PREPARED BY FIRST AM ERICAN TITLE INSURANCE COMPANY, G.F. NO.: NCS-8260U-SA 1, EFFECTIVE DATE NOVEMBER 28, 2016, P 60A-243 EXHIBIT B TENANT VERIFICATION 22 60A-244 TENANT INCOME VERIFICATION FORM Head of Household (Print Name): Address: Telephone Number: Home: Work: Cell: Date of Birth: Social Security #: Household Composition List All Household Members Living in the Inclusionary Unit Dependent Name Sex Age (Y/N) Social Security # List additional household members on a separate sheet of paper. 60A-245 TENANT INCOME VERIFICATION FORM Monthly Gross Income " List All Sources of Income of All Household Members Living in the Inclusionary Unit Part 1: Earned Income Other Adult Head of Household Household Members Total 1. Gross amount, before payroll deductions of wages, $ $ $ salaries, overtime pay, commissions, fees, tips and bonuses. 2. Net income from business. $ $ $ 3. Social security, annuities, insurance policies, $ $ $ pension/retirement funds, disability or death benefits received periodically. 4. Payment in lieu of earnings, such as $ $ $ unemployment, disability compensation, worker's compensation and severance pay. 5. Public assistance, welfare payments $ $ $ 6. Alimony, child support, other periodic allowances $ $ $ 7. Regular pay, special pay and allowances of $ $ $ members of the Armed Forces 8. Other $ $ $ Subtotal: Monthly Earned Income $ Total Monthly Earned Income x 12 = $ Total Annual Household Gross Earned Income 60A-246 TENANT INCOME VERIFICATION FORM Monthly Gross Income " List All Sources of Income of All Household Members Living in the Inclusionary Unit Part 2: Investment Income Total Other Adult Household Head of Household Investment Household Members Income 1. Interest paid on Bank and Savings accounts $ $ $ 2. Dividends and other payments from stocks and $ $ $ bonds 3. Income from real property (i.e. rental property) $ $ $ 4. Other (describe) $ $ $ Subtotal: Monthly Investment Income: $ Total Monthly Investment Income x 12 = $ Total Annual Household Investment Income "Note: The following items are not considered income: casual or sporadic gifts; amounts specifically for or in reimbursement of medical expenses; lump sum payments such as inheritances, insurance payments, capital gains and settlement for personal or property losses; educational scholarships paid directly to the student or educational institution; special pay to a serviceman head of family away from home and under hostile fire; relocation payments under federal, state or local law; foster child care payments; value of coupon allotments for purpose of food under Food Stamp Act of 1964 which is in excess of amount actually charged the eligible household; payments received pursuant to participation in the following programs: VISTA, Service Learning Programs, and Special Volunteer Programs, SCORE, ACE, Retired Senior Volunteer Program, Foster Grandparent Program, Older American Community Services Program, and National Volunteer Program to Assist Small Business Experience. 60A-247 TENANT INCOME VERIFICATION FORM Assets "" List the Current Value of All Assets of All Household Members Living in the Inclusionary Unit If the Asset generates income, that income must be specified In Part 2 above Head of Household Other Adult Household Members Total Value of Value Value Assets 1. Bank and Savings accounts $ $ $ 2. Stocks and bonds $ $ $ 3. Real property (i.e. rental property) $ $ $ 4. Other (describe) $ $ $ Total Asset Value $ "Note: Necessary items, such as furniture and automobiles, used for personal use are excluded from household assets. Collections of items for hobby, investment or business purposes must be included in household assets. If the total value of household assets exceeds $5,000, the calculation of the household's annual income shall include the greater of the actual amount of income, if any, derived from all of the household assets; or 10% of the total value of the assets. 60A-248 TENANT INCOME VERIFICATION FORM If the total asset value exceeds $5,000, perform the calculations in the following table. If the total asset value is less than $5,000, the amount of investment income to be included in annual household income is $0. Calculation of Investment Income to be Included in Annual Household Income 1. Total Annual Household Investment Income $ 2. Total Asset Value $ x 10% $ The Greater of #1 or #2 = Investment Income to be Included in Annual Household Income $ Calculation of the Household's Total Annual Income Total Annual Household Gross Earned Income Total Investment Income to be Included in Annual Household Income Total Household Income Documentation Attach True Copies of the Relevant Documents Listed Below Paycheck stubs from two most recent pay periods Employment verification Income tax return Social security verification Alimony/child support verification Other (Describe) Bank/Savings account verification Self-employment verification Unemployment verification Welfare verification Disability income verification 60A-249 AFFIDAVIT This Affidavit is made with the knowledge that it will be relied upon by the City of Santa Ana, our landlord and the owner of our apartment building, to determine maximum income for eligibility. (1/we) warrant that all information set forth in this document is true, correct and complete and based upon information (1/we) deem reliable and based upon such investigation as (1/we) deemed necessary. (Mle) acknowledge that (1/we) have been advised that the making of any misrepresentation or misstatement in this affidavit will constitute a material breach of (my/our) rental agreement with the property owner to rent the unit and will additionally enable the property owner to initiate and pursue all applicable legal and equitable remedies with respect to the unit and to me/us. (Mfe) do hereby swear under penalty of perjury that the foregoing statements are true and correct and that this affidavit has been executed as of the date specified below by each adult member of the household which intends to occupy an Inclusionary Unit located at Signature Date Printed Name Executed at , Santa Ana, California Signature Printed Name Executed at Date Santa Ana, California ,Santa Ana, California. 60A-250 EXHIBIT C ANNUAL TENANT RECERTIFICATION 23 60A-251 ANNUAL TENANT RECERTIFICATION CITY OF SANTA ANA AFFORDABLE RENTAL HOUSING PROGRAM Date: Tenant Name: Unit Address: Dear In accordance with the requirements imposed by the City of Santa Ana (City), and your lease, the City requires that we review your income and family composition every year. To complete our review, the Property Owner or Property Manager will set up a meeting with you to receive the necessary information. When you attend the meeting with the Property Owner or Property Manager you must bring documents that verify the income of all the adult members of your household. This information can include income tax returns, employment verification, wage statements, interest statements, and/or unemployment compensation statements. Cooperation with the recertification requirement is a condition of continuing tenancy in an Inclusionary Unit. You must report the required information to enable the Property Owner to process the recertification by Month/Day. Sincerely, Property Manager / Property Owner 60A-252 EXHIBIT D ANNUAL RENTAL HOUSING COMPLIANCE REPORT 24 60A-253 S m � y V Y d d o a a` E O d t V Y t O a •• d Y cc d $ E N d d Z •o -o E O 'F 6 Q V 6 IIIIIIIIIIII ■IIIIIIIIIIII EXHIBIT E NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY 25 60A-255 EXHIBIT E NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY NOTICE IS HEREBY GIVEN that the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, has entered into a Density Bonus Agreement with , a ("Property Owner"). The Density Bonus Agreement imposes income and affordability covenants on designated Affordable Units with the Project located at , Santa Ana, Orange County, Assessor's Parcel Number and further described in the legal description provided in Exhibit A to the Density Bonus Agreement. The Density Bonus Agreement was recorded as Document/histrument Number , and shall remain in effect until 120 (Insert date of the termination of the Affordability Period). The Density Bonus Agreement imposes the following income and affordability restrictions on the Affordable Units. Number of Bedrooms Very -Low Low Income Income Households Households Studio Units One -Bedroom Units Two -Bedroom Units Three -Bedroom Units Four -Bedroom Units In the event the Property Owner wishes to sell or transfer the Project during the Affordability Period, the City and the Property Owner shall execute and deposit into escrow this Notice of Affordability Covenants on Transfer of the Property. The sale or transfer of the Property shall not be effective unless and until the City and transferee execute the documents necessary to transfer the Density Bonus Agreement obligations from the Property Owner to the transferee. This Notice of Affordability Covenants on Transfer of the Property in no way modifies the provisions of the Density Bonus Agreement. In the event of any conflict between this Notice of Affordability Covenants on Transfer of the Property and the Density Bonus Agreement, the terms of the Density Bonus Agreement shall prevail. IN WITNESS WHEREOF, the Parties hereto have duly executed this Notice of Affordability Restrictions on Transfer of Property as of the dates set forth below. [Signatures on Following Pages] 60A-256 SIGNATURE PAGE TO NOTICE OF AFFORDABELITY RESTRICTIONS ON TRANSFER OF PROPERTY APPROVED AS TO LEGAL FORM: Ryan O. Hodge Assistant City Attorney CITY: CITY OF SANTA ANA A California Charter City and Municipal Corporation Name: Kristine Ridge Its: City Manager Date: 60A-257 SIGNATURE PAGE TO NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY PROPERTY OWNER: 1:1 Name: Its: Date: 60A-258 EXHIBIT F PARKING MANAGEMENT PLAN 26 60A-259 w , 1■A IN"■ _ "KIit r: �� pl 1 III n Inli Ili i �• III 5 -_ :.. 1 q II�1 I! III i�t III 1 ■ ■ ■ II t Kill ��i l■1 I III I I I I l ■ i ■ 1 r 1 ■ ICI I I � � 11 ■ I III _ ■ ■ ■ ■ ■ 11 i_I! In III! I I I I I I I 1 1 1 10 .i.LN111L I. I! pR, l Ili m., - Ir - ,mb 1 1 LINSCOTT LAW & GREENSPAN engineers Mr. Michael McCann September 16, 2019 Page 9 PARKING MANAGEMENT PLAN (PMP) To ensure adequate parking is provided for both tenants, employees and guests of the Project, it is recommended that when the Property Owner and/or Property Management Company deems it necessary, the following key Parking Management Strategies be implemented by the Property Owner and/or Property Management Company: PMP Measures The following measures are available to the Project to mitigate any parking impacts or deficiencies in the event the proposed onsite parking supply is determined to be greater than the allocated one parking space per bedroom rate. 1. Property Owner/Property Management Company shall assign one (1) parking space to every unit. Additional spaces may be purchased and assigned to any unit that requests additional assigned spaces. These additional purchased spaces will be assigned to the 2nd access/tandem spaces. The Property Owner/Property Management Company shall determine the allocation of parking spaces for resident tenants, guests, retail customers and employees, inclusive of spaces designated and signed for prospective resident tenants and/or short-term parking (1-hour) for retail customers. Figure 8 depicts the potential location of the five (5) spaces designated and signed for prospective resident tenant and/or 1-hour short-term parking for retail customers, subject to approval of the Property Owner/Property Management Company. 2. If the Property Owner and/or Property Management Company determine that the actual parking demand for the site exceeds the State Code's affordable housing parking requirement, the Property Owner/Property Management Company shall restrict parking on -site to only residential tenants. The only exception to this would be that the five (5) spaces designated and signed for prospective resident tenants and/or short-term parking for retail customers would remain. All retail customers and resident guests would be required to park in one of the near -by public parking structures or utilize on -street parking. The two (2) closest public parking structures are located on the southwest corner of Main Street/5t' Street and on 5t' Street at Spurgeon Street directly east of Bush Street. Figure 9 highlights the two (2) public parking structures. Based on information provided by the City, there is an excess of 500 spaces available during peak operating hours within the two (2) public parking structures. Na4900@183981- Fnt American Plaza, Santa Matl oftRe izedFirst Am icAU�g9LEEyomg Management Plan 09-162019. don; Mr. Michael McCann September 16, 2019 Page 10 If the Property Owner and/or Property Management Company determine that offsite parking is required for the Project, the Property Owner/Property Management Company shall execute an agreement with the City of Santa Ana to acquire the rights to lease spaces on behalf of the retail employees. The Property Owner/Property Management Company shall secure up to 10 spaces for employees/staff of the Project's retail component as part of the agreement, which would allow the Project employees to access the designated parking structure(s) 24-hours a day seven (7) days a week. 3. If the Property Owner and/or Property Management Company further determines, even after implementation of above -mentioned PMP measures, that offsite parking is required for the Project's residential tenants, residential tenants may purchase additional parking within the near -by public parking structure via the agreement that the Property Owner/Property Management Company established with the City Finance Department. To facilitate this PMP measure, the Property Owner/Property Management Company would seek City Council approval and upon Council approval, execute an agreement with the City of Santa Ana to acquire the rights to lease spaces on behalf of the Project's residents. Pursuant to communications with the Finance Department, the Property Owner/Property Management Company would secure up to 60 spaces for residents of the Project's apartment component as part of the agreement, which would allow the Project residents to access the designated parking structure(s) 24-hours a day seven (7) days a week. Based on information provided by the City Finance Department, the current availability for City -owned parking is within one parking structure located at 5t' street and Spurgeon Street (Fiesta Parking Structure), where 450 spaces are available for lease. As shown in Figure 2, this City -owned structure is located within walking distance to the subject property, across Bush Street. Primary vehicular access is provided at the intersection of 5t' Street and Spurgeon Street, with gated pedestrian access provided via entries on 5th Street and Bush Street, as well as French Street. 4. In lieu of PMP Measure No. 4, the Property Owner/Property Management Company, if deemed necessary, may implement an on -site valet -assist program. Figure 10 presents the detailed valet plan which shows up to 80 additional spaces could be accommodated. To implement the valet operation, the Property Owner/Property Management Company would engage the services of a well -established valet operations Na4900@183981- Fnt American Plaza, Santa Matl oftRe izedFirst Am icAU�g9LEEy6PLIflmg Management Plan 09-162019. don; Mr. Michael McCann September 16, 2019 Page 11 company. A few of the valet operators that are currently being contacted are ABC Valet, PPS Parking and Elite Valet Services. 5. The parking conditions will be reviewed/monitored on a quarterly basis by the Property Owner/Property Management Company and appropriate actions detailed above will be taken to ensure that the necessary PMP measures are being implemented. Through this monitoring and cooperation with the tenants as a result of the quarterly review/monitoring, a partnership will be formed to ensure that residential tenants and retail employees and Management Company personnel on the property work together to ensure adequate parking is available. Table 4 provides a summary of the Project's composite parking supply ratio with implementation of the above -recommended PMP measures. A review of Row A of Table 4 shows that the Project's parking ratio calculates to 1.51 spaces/unit (332 spaces - 220 units). With implement of PMP measures No. 2 and No. 3, which would be attained by leasing up to 70 off -site parking spaces within the City -owned parking structure, the Project's parking supply ratio would increase to 1.55 spaces/unit (342 spaces - 220 units) and 1.83 spaces/unit (402 spaces - 220 units), respectively (See Row B and Row C of Table 4). The Project's composite parking supply ratio further increases with implementation of PMP measure no. 4, which would add an additional 80 spaces via implementation of a valet parking program. As shown in Row D of Table 4, the Project's composite parking ratio calculates to 2.19 spaces/unit (482 spaces - 220 units) with the implementation of PMP measures No. 2, No. 3 and No. 4, which exceeds the Project's residential parking requirement of 2.15 space/unit based on the City's TZC. Figure 11 is a bar chart of the Project's composite parking supply ratio with implementation of the above -recommended PMP measures, and in comparison to the City's TZC parking requirement. Na4900@183981- Fnt American Plaza, Santa Matl oftRe izedFirst Am icAU�g2Y63mg Management Plan 09-162019. don; Mr. Michael McCann September 16, 2019 Page 12 CONCLUSIONS The composite parking ratio for the proposed Project is 1.51 spaces per unit (332 provided spaces divided 220 apartment units). Comparing this ratio to what is required by other similar cities shows that the Project provides 10% to 67% more parking spaces than other apartment projects located in a downtown setting. Since the Project falls within the downtown setting and provides the opportunity for alternative modes of travel along with public on -street parking and near -by public structured parking, the proposed Project's parking supply will be sufficient (ample) to support its needs. Further yet, given 5% of the Project's residential units are designated as very low affordable units, the parking ratios for affordable housing developments specified in the California Government Code Section 65915 were applied. From this calculation, the Project would require 325 spaces, comprised of 294 spaces for the residential component, inclusive of handicapped and guest parking, and 31 spaces for the retail component (using the City's TZC retail ratio of 1 space per 400 SF). When compared to a supply of 332 spaces, the 325-space parking requirement is satisfied and results in a surplus of 7 spaces. Nevertheless, to ensure adequate parking is provided for both tenants, employees and guests of the Project, the Property Owner and/or Property Management Company, if they deem it necessary, would implement the appropriate Parking Management Strategy recommended in this Parking Management Plan to mitigate any parking impacts or deficiencies. + + + + + + + + + + + We appreciate the opportunity to provide this analysis. Should you have any questions, please call us at 949.825.6175. Respectively submitted, Linscott, Law & Greenspan, Engineers z IJa, 2008 O x _ w..6/30121 Richard E. Barretto, P.E. Principal Attachments cc: Shane Green, P.E., Transportation Engineer III 2f/� /�n/�]�{{ww�� Na4900@183981- Fnt American Plaza, Santa Matl oft Re ized First Am icAU arlRng2Y6Pa�tmg Management Plan 09-162019 .docz ;Zlliln�l I 1 1 U..., .R p� �, d to f e. IF r �m UI1 SOURCE: MVE + PARTNERS FIGURE 2 ®NO SCALE PROPOSED SITE PLAN FIRST AMERICAN PLAZA, SANTA ANA 00 6LOZ-ZL-60 CZ:LC:90 dal 6mpT-1 t96C\6mp dwd\6mp\ouo o,uos •ozold uoaiswo ,sn,L - V96C9LZ\006C\:u 1 • �.��::tt }ttt, tttt tttttt� • t;;i ttst ;t�:: ttnuur� Z GNVHD .� a IRA- aadaNVJ ;INC = Z �. NIdtN Q Z a3MOIJ ■ 101SIMS Z H W Q N • Q r M31AH I VJ LL V • 60A-267 G SKI aw' w A �G w y N Mln ler SY t � W W W ® W N / y U Ng � aim YL'.r rq rh° o o V1 W �0 2 u' t J y n V" W G v7 Ffe»Cry Si fientJ9 SI i L F1211Ch 51 w V lL � 0- d Y R] a m a w %I UA 0 a w y Gll Y� c o v Z y N {taco Sr -V9Y2h EL 13 _ a m Mam Street Mair}Street N a4 o�i a 0 Gv OTC C] o ry C a V Y o u N ereadw:�,• R U zi U C J a N u w f Y N � b e Neuch St U S O n N i ¢ m r: j Y o F a y 3 u L 51 m N Rr . Si a u �!W G u a � d w a 1 N Spv rpenn $1 W 1s arNeyN v u✓ U y 4 4 � Oranye Ave I: pm. Av e Nep�ns � m _a ll y i rn 19 Z(i a � 3 N Sycamare St S SYFamme SS Si � ON n Y N � y � G �i Q N eka St i f s o,"j, 60A-268 60A-269 o� 6LOZ-ZL-60 OZ:99:0 dOl 6mp'g-1 Og6f\6xp d.d\6mp\ouo oµos •.z.,d 026C2 2\006t\u YP �+ f�---~- ' NY 477 g oNNV d 3 1 / ZS HY'n 0 4A 4r! $ i9 wtl 161Wsi 2 3 Va � 0 O t s a m _e r v a g S 7 P ii Vy � a CCa » i 8 i8 60A-270 00 6LOZ-ZL-60 MCC:90 dal 6mp G-) 696f\6mp dwd\6mp\ouo oµos •ozold UOoIJ6w0 )sll) - 496S9 LZ\006C\:u 60A-271 t� �nxot� 5111SmEEi nao2 I I_ n.F IF In w I 4 t — vv t° mssm u ,.. Y.9'P J1 SOURCE: MVE + PARTNERS KEY FIGURE 8 = PROSPECTIVE RESIDENT TENANT AND SHORT—TERM PARKING FOR RETAIL TNO SCALE PARKING MANAGEMENT PLAN 0 FIRST AMERICAN PLAZA, SANTA ANA bUA-1 a jai—a�—so ssss eo am amp m—i seocV6^v eweAc„aA— .—Id ... wu — seees wV000c0 t� a Cp= _ 8. :E zz 00 a ¢ W � D r ®® > U W of < 5 ... _ ¢IZ H z O U H M H III e < ¢�ZO= x N a¢ r ¢ r u J a �A >III Li PII r s C s N�� C uo �< z : z rc In, .1 0 ar � Ii J. ILit �= � es 6LOZ-ZL-60 Zb:ZS:OL dal 6mp LL-1 V96f\6mp dwd\6mp\ouo oµos •dzold uooiiewo )s111 - 496SB LZ\006C\.0 rn cv N q 'o. CV LN- d' 0 c ni z 0 0 E yJ 4 to # rl Ir r-I r-I M AlddnS 2UNJed ., .. 60A-275 TABLE 1 PROJECT DEVELOPMENT SUMMARY4 Project Land Use / Project Description Development Totals e +Main Apartments ❑ Studio Units 45 Units ❑ 1 Bedroom Units 101 Units ❑ 2 Bedroom Units 74 Units Total Residential Units: 220 Units ❑ Large Retail Suite 9,750 SF ❑ Small Retail Suite 2,600 SF Total Retail Space: 12,350 SF Parking Supply by Level ❑ Subterranean Level o Handicap Parking 3 spaces o Resident Parking — 1't Access 145 spaces o Resident Parking — 2"d Access/ Tandem. 13 spaces ❑ Level o Handicap Parking 5 spaces o Resident Parking — 1't Access 55 spaces o Resident Parking — 2"d Access/Tandem 9 spaces o Guest Parking/Leasing 5 spaces ❑ Level o Resident Parking — 1't Access 63 spaces o Resident Parking — 2"d Access/Tandem 34 spaces Parking Supply Allocation: o Handicap Parking 8 spaces o Resident Parking —I' Access 263 spaces o Resident Parking — 2" Access/Tandem 56 spaces o Guest Parking/Leasing 5 spaces Total Parking Supply 332 spaces Source: MVE+partners, 08/08/2019. Q 2f/�77/�n/�]� N:83900@183991- Fnt American Plaza, Santa Mat eporr Re ized FirstAm icauTarlRng9LEEy2.P311Cmg Management Plan 09-162019. don; E o n y o v .. .. •+ c O m C " m u o o c o m v ti ti N 1 n 0 o m A o 3 � E u° a a _ _ N o OUA-L / / TABLE 3 PARKING REQUIREMENTS BASED ON THE CITY OF SANTA ANA TRANSIT ZONING CODE Spaces Project Description Size Parldng Ratio Required 4� +Main Project Retail 12,350 SF 1 space per 400 SF 31 Residential Units (DU) Studio/l Bedroom Units 146 2 spaces per DU 292 2 Bedroom Units 74 2 spaces per DU 148 Guest Parking 220 0.15 spaces per DU 33 Subtotal 473 Total Parking Requirement: 504 Proposed Parking Supply: 332 Parking Surplus/Deficiency (+/-): -172 Residential Use Composite Parking Demand Ratio (sp/du) 2.15 Na4900@183981- Fnt American Plaza, Santa Matl oftRe izedFirst Am icAU�g2y&p8mg Management Plan 09-162019. don; TABLE 4 PARKING REQUIREMENTS BASED ON CALIFORNIA GOVERNMENT CODE SECTION 65915 FOR AFFORDABLE HOUSING Spaces Project Description Size Parking Ratio Required e +Main Project Retail 12,350 SF 1 space per 400 SF 31 Affordable Housing Units (DU) Studio/1 Bedroom Units 146 1 spaces per DU 146 2 Bedroom Units 74 2 spaces per DU 148 Parking Requirement: 325 Proposed Parking Supply: 332 Parking Surplus/Deficiency (+/-): +7 Na4900@183981- Fnt American Plaza, Santa Matl oftRe izedFirst Am icAU�g9LEEy2.LzLlRing Management Plan 09-162019. don; TABLE 5 PROJECT PARKING SUMMARY— COMPOSITE PARKING SUPPLY RATIOS Project Description Size Parldng Ratio Spaces Required 4� +Main Project Retail Affordable Housing Units (DU) Studio/l Bedroom Units 2 Bedroom Units 12,350 SF 146 74 1 space per 400 SF 1 spaces per DU 2 spaces per DU 31 146 148 Parking Requirement: 325 Proposed On -site Parking Supply: 332 A. Composite Parking Supply Ratio (sp/du) 1.51 Proposed On -site Parking Supply + 10 off -site employee spaces: 342 B. Composite Parking Supply Ratio (sp/du) 1.55 Proposed On -site Parking Supply + 70 total off -site spaces: 402 C. Composite Parking Supply Ratio (sp/du) 1.83 Proposed On -site Parking Supply + 70 total off -site spaces + 80 valet spaces: 482 D. Composite Parking Supply Ratio (sp/du) 2.19 Na4900@183981- Fnt American Plaza, Santa Matl oftRe izedFirst Am icAU�g9L mg Management Plan 09-162019. don;