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Home My WebLink About11B - ORDINANCE NS-2649 & 2656 . ORDINANCE NO. NS-2649 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA REZONING THE PROPERTY LOCATED AT ONE BROADWAY PLAZA FROM MIDTOWN SPECIFIC PLAN NO.3 (SP-3) TO ONE BROADWAY SPECIFIC DEVELOPMENT DISTRICT (SD-75) (AA NO. 2004-01); AMENDING THE MIDTOWN SPECIFIC PLAN (ZOA NO. 2004-02) AND ADOPTING THE ONE BROADWAY SPECIFIC DEVELOPMENT DISTRICT (SD-75) THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: . Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. Applicant is requesting approval of various entitlements in order to construct a thirty-seven (37) story, 493 feet in height, office tower located at One Broadway. On February 23, 2003, the Planning Commission held a duly noticed public hearing, and by a vote of 6:1 (Sinclair opposed) voted to recommend that the City Council: 1. Certify and adopt the Final Environmental Impact Report No. 99-01, the Mitigation Monitoring Program, and the Statement of Overriding Considerations. B. D. Adopt an ordinance approving the rezoning the property located at One Broadway Plaza from Midtown Specific Plan NO.3 (SP-3) to One Broadway Specific Development District (SD-75), Amendment Application No. 2004-01. . Adopt an ordinance amending to the Midtown Specific Plan (SP-3) (ZOA No. 2004-02). Adopt a resolution amending the General Plan of the City of Santa Ana to increase the Floor Area Ratio to 2.9, to classify streets as Local Commercial Streets, and to modify the Urban Design Element (GPA No. 2004-01). The City Council of the City of Santa Ana held a duly noticed public hearing on the abovesaid actions for One Broadway on March 15, 2004, and at that time considered all testimony, written and oral. After closing this hearing, the City Council directed that a Development Agreement be negotiated. On June 14, 2004, the Planning Commission, held a duly noticed public hearing, and by a vote of 6:1 (Sinclair opposed) voted to recommend that the City Council: 1. Adopt additional mitigation measures in response to comments from 3. 2. 4. C. . Ordinance NS-2649 Page 1 of 5 11 B-1 the Santa Ana Unified School District. Adopt an ordinance approving Development Agreement No. 2004-01. Adopt a resolution approving Tentative Parcel Map No. 2004-02 (County Map No. 2003-262) as conditioned. On July 6, 2004, a second City Council meeting was scheduled and was continued by the City Council to July 19, 2004. On July 19, 2004, the aforesaid hearing was held and at that time the City Council considered all testimony, written and oral. Amendment Application No. 2004-01 has been filed with the City of Santa Ana to change the zoning district designation of certain real property located at One Broadway from Midtown Specific Plan NO.3 (SP-3) to the One Broadway Specific Development District (SD-75). 1. SD-75 would allow professional and business offices; banks and similar financial institutions; service and commercial retail uses; restaurants; nightclubs, bars and indoor entertainment (with a Conditional Use Permit); coffee houses (with a Conditional Use Permit); and banquet facilities (with a Conditional Use Permit). Amendment Application No. 2004-01 is consistent with the General Plan, including but not limited to its goals and policies to: a. Promote the balance of land uses to address basic community needs. Land Use Element Goal No. 1.0. 2. 3. E. F. G. 2. Ordinance NS-2649 Page 2 of 5 b. Promote land uses which enhance the City's economic and fiscal viability. Land Use Element Goal No. 2.0. Support developments that create a business environment that is safe and attractive. Land Use Element Policy No. 2.8. Enhance development sites and districts which are unique community assets that enhance the quality of life. Land Use Element Goal No. 4.0. Encourage high intensity office development to attract major tenants that will contribute to cultural and business activities of the central city. Land Use Policy No. 1.3. Support projects that contribute to the redevelopment and revitalization of the central city urban areas. Land Use Policy No. 2.7. c. d. e. f. g. Create an opportunity for Class A office space suitable for acquisition of major, high profile tenant in the Downtown Development Area. Land Use Policy No. 2.11. Encourage large-scale office development with ancillary retail in the proximity of the Civic Center Complex, Downtown and Midtown urban areas. Land Use Policy No. 2.12. h. 11 B-2 18 8 8 H. The City Council has weighed and balanced the general plan's policies and has determined that based upon this balancing that the One Broadway project is consistent with the purpose of the general plan. The Council has examined all of the goals and policies of the general plan, including: a. Promote the balance of land uses to address basic community needs. Land Use Element Goal 1.0. Promote land uses which enhance the City's economic and fiscal viability. Land Use Element Goal 2.0. Support developments that create a business environment that is safe and attractive. Land Use Element Policy 2.8. Enhance development sites and districts which are unique community assets that enhance the quality of life. Land Use Element goal 4.0. Encourage high intensity office development to attract major tenants that will contribute to cultural and business activities of the central city. Land Use Policy No. 1.3. Support projects that contribute to the redevelopment and revitalization of the central city urban areas. Land Use Policy No. 2.7. Create Class A office space suitable for acquisition of major, high profile tenant in the Downtown Development Area. Land Use Policy No. 2.11. Encourage large-scale office development with ancillary retail in the proximity of the Civic Center Complex, Downtown and Midtown urban areas. Land Use Policy No. 2.12. The City Council also adopts as findings all facts presented in the Requests for Council Action dated March 15, 2004, July 6, 2004, and July 19, 2004 accompanying this matter. For these reasons, and each of them, Amendment Application No. 2004-01 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Zoning Ordinance Amendment No. 2004-02 has been filed with the City of Santa Ana to amend the Midtown Specific Plan (SP-3) to eliminate the area of the One Broadway Specific Design District from SP-3. Final Environmental Impact Report No. 99-01, the Mitigation Monitoring Program, and the Statement of Overriding Considerations which came before the City Council on March 15, 2004 and was approved and adopted by resolution at the second duly noticed public held on July 19, 2004. At the 3. 4. b. c. d. e. f. g. h. 5. 6. I. 11 B-3 Ordinance NS-2649 Page 3 of 5 July 19, 2004 meeting, the City Council also introduced an ordinance rezoning the property (AA No. 2004-01), adopted a resolution amending the City's general plan (GPA No. 2004-01) and a resolution approving Tentative Parcel Map No. 2004-02. This ordinance incorporates by reference, as though fully set forth herein, the resolutions and said Final Environmental Impact Report, Mitigation Monitoring Program, and Statement of Overriding Considerations, and all of their respective findings and conclusions in support of this ordinance. Section 2. The real property located at One Broadway is hereby reclassified from Midtown Specific Plan NO.3 (SP-3) to One Broadway Specific Development District (SD-75). Amended Sectional District Map number 12-5-10, showing the above described change in use district designation, is hereby approved and attached hereto as Exhibit "A" and incorporated by this reference as though fully set forth herein. (AA No. 2004-01 ). Section 3. Midtown Specific Plan NO.3 (SP-3) is hereby amended as set forth in Exhibit "B", attached hereto and incorporated as though fully set forth herein. (ZOA 2004-02). Section 4. One Broadway Plaza Specific Development District (SD-75) as set forth in Exhibit "C", attached hereto and incorporated as though fully set forth herein, is approved adopted in its entirety. Section 5. This ordinance shall not be effective unless and until Resolution No. 2004-021 and Ordinance No. NS-2656 becomes effective. If said ordinance or resolution are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 6. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that anyone or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this - day of ,2004. Miguel A. Pulido Mayor Ordinance NS-2649 Page 4 of 5 11 B-4 . . . APPROVED AS TO FORM: Joseph W. Fletcher City Attorney By: Benjamin Kaufman Chief Assistant City Attorney AYES: Council members NOES: Council members ABSTAIN: Council members NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, PATRICIA E. HEALY, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS-2649 to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 11 B-5 Ordinance NS-2649 Page 5 of 5 2"". I't'. !:I + 11+10 J L....J L-......J 1.........-.1 L--...J L.-.J I ST. . I I ~ é ---- --- SP-1 C1 R1 R3- HIIII R3- HOII ¡..: (I) R2 0 R2 R1 R1 R1 R3- R3- 0 HOII HOII ! ""'- R1 ]I J: R1 R1 JI ~f R1 JI J~ P -. -.-. ] 00 GC J¡ JI sp., ,§§I-- ..J ¡ nu GC ~JtEj R1 R2 IDJ SP-1 ŒJ P P ]! SP-: I P ~ P SD-13 J! sp. P P P 11+10 I 112' 1 C1 C1 + '''''10' I I II II II II II 1U.tO FIRST Zoning Dist..ict ADOPTED BY RESOLUTION NO. 5186 BY THE SANTAANAf'LNoIItIG COMMISION A\RT OF ORDINANCE NO. NS-394 ADOPTED BY THE SANTAANA CITY COUNCIl., AUGUST 17, 1115f1. I 0 SCALE IN ÆET I AI GENERALAGRtCULTURE . PARKING MODIFICATION C-5M COMMERCIAL SOUTH MAIN CI COMMUNITY COMMERCIAL CI-MD COMM. COMMERCIAUMUSEUM DISTRICT C2 GENERAL COMMERCIAL C3 CENTRAL BUSINESS C3-A CENTRAL BUSINESS-ARTIST VILLAGE C4 PLANNED SHOPPING CENTER 1000 C5 CR GC MI M2 MO 0 P PCD ARTERIAL COMMERCIAL COMMERCIAL RESIDENTIAL GOVERNMENT CENTER LIGHT INDUSTRIAL HEAVY INDUSTRIAL MIUTARY OPERATIONS OPEN SPACE PROFESSIONAL PLANNED COMMUNITY DEVELOPMENT 60- MINIMUM FRONTAGE -eooo MINIMUM LOT AREA '-- - 0018: 1D-3-03a THIS MAP IS THE OFFICIAL SEC110NAL DISTAICT MAP OF THE CITY oç SNfTANoJA. NJAIITHOA1ZEO BVCßY OOUNCL AE8OI.U11ON NO. 14-'13. tM.TEO 11-11-74, I HEREBY ATTEBTTHATMS MAP IS A TRUE COPY OF 1HE 0fIGINAL SEC'T1OfW. DISTRICT UAPNO. '1+1& -~~ OEPUTVCfTYMANlŒRFOR DE'ÆI.OfJJENT8ØMŒS PRD RI R2 R3 PLANNED RESIDENTIAL DEVELOPMENT SINGLE FAMILY RESIDENTIAL LIMITED MULTIPLE FAMILY RES. MEDIUM DENSITY MULTIPLE FAMILY RESIDENTIAL SUBURBAN APARTMENTS REAL ESTATE SPECIFIC DEVELOPMENT SPECIFIC PLAN R4 RE SD SP c.-... 0811 Sl;P1'1;YREA 10 1~ RES. I A.A.1 ANX. NO. ...... ,... ......,.. ...... IN .......... .......... ......... ORD.' RES. NO. "'2177 ........ NS-2287 NS-- NS-...,. NS-.... ADC1I'TED DATE ..21.. 7-t.... ..,.... '2-HI ..,.... ...... -.ova> ~ ~ ~ ~ ~ Is.- RES. / ÂÅ IN« NO. ORD.' RES. NO. ADOPTED DATE - PREPARED BY THE PLANNING DIVISION CITY OF SANTA ANA CALIFORNIA F.YHTRTT A Midtown Specific Plan central Santa Ana area, and could resutt in a number of law finns and . court reporting firms relocating from elsewhere, or in the significant expansion of existing court-related firms in the planning area. The new Federal court facilities are scheduled for completion in 1997. Downtown Santa Ana and Fiesta Marketplace Downtown Santa Ana has emerged as a major shopping and office area specializing in Latino-oriented businesses and government offices. Coupled with its relatively easy mass transit access and central location in the County's primary concentration of Latinos, this area will likely continue as a major shopping district, and will significantly affect activity patterns and uses in the Midtown planning area. Recent trends towards locating technical schools in the southern portions of the planning area are, amongst other influences, an indication of its easy access and the nearby location of the Downtown shopping district Civic Center Complex The concentration of local, State and Federal government offices in the Civic Center Complex is felt throughout the planning area. A survey of major office buildings in the Midtown area shows that a large number of Federal and County agencies have located in the planning area. If government services expand, additional demand for . relatively inexpensive office space may be felt in the planning area. However, the short- and mid-term trend will be towards re- consolidating governmental services into the Civic Center complex. This will draw users away from the Midtown planning area, and could increase the already high vacancy rates in the high rise buildings south of Washington Street Regional Transportation Center (RTC) Complex The RTC at the intersection of Santa Ana Boulevard and Santiago Avenue could emerge as a major node of urban activity as the new METROLlNK system gains 'ridership, and as rail transit links are provided with the downtown/civic center complex and the rest of Orange County. Future land uses in the RTC area are presently being planned. The effect on future land uses in the Midtown area cannot be predicted at this point, but the planning area's location near the RTC could help attract office uses along with supporting retail commercial and restaurant development to the southern half of the planning area. . 12 Exhi~i1 B-7 . ------..& "--~ . sou~:l!)l ~p Exhibit 3 Conceptual Fixed Guideway Alignment Alternatives Midtown Specific Plan Midtown Specific Plan PLANNING AREA ACCESS At present, primary east-west access to the Midtown planning area is via First Street on the south and Seventeenth Street on the north. Main Street and Broadway provide primary arterial access to the downtown/civic center complex from the north and the south. An "enhanced intersection" has been designated for Seventeenth Street and Main Street, and Seventeenth and Broadway, through General Plan Amendment No. 92-9. The intersection improvements will include increasing the number of "tanes at the intersection approach to increase capacity. The exact configuration of the intersection will be based on detailed traffic and land use analysis. Freeway access to the Midtown area is provided by Interstate 5, either from the Main Street interchange to the north, or the Seventeenth Street interchange to the northeast. Once improvements are complete, access to the planning area from the southeast will be provided by the First/Fourth Street interchange. Even though competing employment centers have more convenient freeway access, the Midtown area benefits directly from its easy mass transit access. Bus access to the planning area is direct due mostly to the area's location near the Civic Center complex and the location of aCTA's main transit terminal at Broadway and Fifth Street. Commuter rail access is currently being provided at the Santa Ana Regional Transportation Center, and bus service is available for direct access to the Midtown area. As described above, both METROLlNK and fixed guideway services will be available in the future. The implication for the planning area is that in the future its accessibility by rapid transit will be excellent, which over the long term will increase the attractiveness of the area as a business location. The planning area will also increasingly benefit adjacent residential neighborhoods with its convenience to jobs, shopping and regional transit VISUAL STRENGTHS AND WEAKNESSES An inventory of Midtown's visual strengths and weaknesses is documented on Exhibit 4, Visual Strengths and Weaknesses. The following process was employed for this visual assessment. . The photographic inventory, building survey, and physical constraints mapping of Midtown conducted for the design charette were reviewed to gain familiarity with the planning area. . A walking and driving survey was conducted by the consulting team to confirm the inventory data. Chapter 2: Existing Conditions 13 11 B-8 Midtown Specific Plan --.J ' . . . 14 Exhibit 4 Visual Strenghts and Weaknesses Midtown Specific Plan 11 B-9 Midtown Specific Plan . Views from streets were assessed to define locations where positive views exist. Street frontages were reviewed and notated according to their positive or negative appearance. Buildings that are not well maintained and frontages that are visually overwhelmed by a confusion of signs are examples of factors contributing to a negative appearance. Positive factors include well maintained frontages, buildings and setbacks, or mature landscaping along the street. . Based on the inventory review and field surveys, elements that strengthen or weaken Midtown's visual qualities were identified and mapped. A discussion of the visual strengths and weaknesses of Midtown follows. Strengths Aesthetic Street Views The factors that influence these views are the architecturally significant buildings along Civic Center Drive and the view east on Eighth Street, which is terminated by an attractive residential structure. Views along Bush Street are enhanced in the blocks that have mature street trees on both sides of the street. Buildings of Character These include the buildings identified in the Survey of North Main/North Broadway Corridor, dated March 22, 1992 and prepared by the Historic Resources Review Committee. In addition, individual structures and groups of structures that add to the character and scale of various streets in Midtown are shown. Mature Street Trees Bush Street and Broadway have large numbers of mature street trees, although several blocks have only a few or none. Some of the east-west cross streets also have segments with mature street trees, including Eighth Street, Tenth Street, and Washington Street. Open Space Several significant open space areas make a positive contribution to Midtown. These include the church at Tenth and Main and the financial institution at Main Street and Washington. Positive Street Image Exhibit 4 shows several street segments throughout Midtown which exhibit an overall positive image due to the quality of landscaping, well-maintained and attractive building facades, and signage that is in scale and character with the buildings. Weaknesses Large Expanses of Unscreened Parking The negative impact from unscreened parking areas is exhibited primarily along Sycamore Street and Broadway between Civic Center Drive and Tenth Street. Many of these parking lots lack landscaping that provides visual buffering. This lack of screening magnifies the adverse impacts of large expanses of parking. Negative Street Image Also shown on Exhibit 4 are various segments of Midtown's street frontages which are visually unattractive. This is due to a combination of factors, including vacant buildings, deteriorating buildings, unkempt grounds, loud colors, blank walls, and unattractive signs. Chapter 2: Existing Conditions 15 11 B-1 0 Midtown Specific Plan . SPECIFIC PLAN PRINCIPLES The following specific plan principles provide overall guidance in the areas of land use, design, and parking and circulation. Urban Design Principles, Exhibit 5, illustrates the following specific plan principles. The subsequent chapters describe in detail the development standards and design guidelines for each of the five land use/activity districts, a landscape concept plan, circulation and parking plans and a review of implementation mechanisms. LAND USE . Encourage a land use pattern that builds upon the concepts identified in the Midtown Conceptual Plan while furthering the land use policy principles established in Santa Ana's General Plan. . Residential concepts and densities should be consistent with General Plan policies. . Establish links to surrounding employment and shopping areas. ~otect and maintain the adjacent Willard, French Court and ~rench Park neighborhoods. . Limit single room occupancy development only to the YWCA building. . Encourage the adaptive re-use of historically or architecturally significant buildings and districts throughout Midtown. . Encourage recreation, entertainment and cultural activities in Midtown to complement the Museum District. . Protect the image and integrity of the Broadway Corridor. URBAN DESIGN The following urban design principles address the overall form and structure of Midtown with specific details for its five land use/activity districts. After general considerations, they address views and gateways, building form, open space nodes, and pedestrian space linkages. These principles are intended to reinforce the unique identity of Midtown's activity districts and to achieve a coherent overall image. (Refer to Exhibit 5, Urban Design Principles.) . GENERAL CONSIDERATIONS . Develop a strong sense of community identity for Midtown as a whole and for each of its districts. . Strengthen pedestrian access into, around and through the Midtown area to the maximum extent possible consistent with the City's congestion management programs. . Develop a comprehensive public improvements program, including consistent landscape and streetscape themes. . Create a secure environment that will protect the community and attract additional business investment. . Create a safe and pleasant open space component including plazas and passive green spaces. . Protect the character of the Broadway Corridor north of Washington Avenue and Bush Street by reinforcing the predominant scale of development. . Develop site and architectural design standards based on principles that promote and protect the identity and character of Midtown while stimulating additional investment. . Preserve and build upon Santa Ana's historical resources and other significant resources. VIEWS AND GATEWAYS Establish distinctive gateways to Midtown on Main Street at Civic Center Drive and Seventeenth Street through a combination of buildings, landscaping, signage, and streetscape designs. Enhance the streetscape of the approach routes to Midtown on Seventeenth Street and Civic Center Drive to contribute to greater aesthetic quality and beauty. Streetscape, landscape, signage and lighting should be coordinated to achieve a distinctive sense of arrival to Midtown. Extend downtown Santa Ana's historic street grid of square blocks into Midtown by introducing cross block view axes wherever appropriate to break up the excessive length of the blocks along Main Street. These visual breaks should occur at Ninth, Eleventh and Fourteenth Streets. This will provide an appropriate scale to the blocks and corridors. Chapter 3: Specific Plan Principles 19 11 B-11 Midtown Specific Plan ). J ~ ~ ¡¡; 4- 0 :l::t-= z "',.. ~ <III < Ø" ~ ~ :1::&..0'" ENHANCE APPROACHES TO MIDTOWN ~.. ,'1 - ,,°,-:: ~~ =~::<:o~s< 1-..-I~Dr..J~n¡rl. .::,.;:::::: .-::- GATEWAY TOWERS . IOf"jJlJ !D::,::::::: :::::~::$::::i (f ì ~:.'~~.. Lr J~i girl"". :¡~~¡i ~~=" ('" NEIGHflORHOODS :j~"D;- '-~"-....;1J ::.:::::::::::.: D~I:" n: t:dll~'~ . I . ~~ -.. -'r . . ..g \...--- ~~~-"-f)~:;-.ju ' f;.. 'EJJD- ,._~ <J~~~:.g~I:''''': .- U':'::'::'::'::'i'::::'§ "" E, :~UE.:.:...J:J~~Þ ~. .0.. '::":.',:,:::,:::,?::,?::,::':.'::.:: D~ -...... a!-..-! PROTECT SMALL SCALE t~~~ i - O:t~1::]¡¡\ O~ ~p g~~fr'~R OF BUSH ST. ..-=F:~-E. 1~~Ir:~OI~IIIII\lD D~:.;nFl~ r 6 ~D:p., ,0 f;~::\~ Du ~-:JUc'.! L.nr~Dti ;:~. 0 ~~c:j. °''" SPA'" NO" ~~Dr~:~~'#: 9~~ [>WAS""O'ONS< ~~~C¿H~~~R t8!D ~-. I~:*\~!;\i~ [:,:¡::::¡,:¡;:::~..~,L 12TH ST. ON flROADWAY rr----,O r"J ~=~n .",@, ~r,¡¡;, AD"""'" "05' i ~.tiiI . ~ . -.... , '. - i ;;; . " ~;, .- OF EXISTING flLDGS. , l@]D' ~ r-' ' :::-1f:"'/ THROUGHOUT MIDTOWN PEDESTRIAN WAY ~-f==rï I ~ :I!I:III~i~m::~ .:~ '1 r~- ~ Þ WASHINGTON ST. PARKING STRUCTURES Lì.~ : Ö r--ilO:Jnl ~~ ORIENTED TO SIDE \ r:~~DI Z ~ :::::::::<.::ul ORIENT OFFICE TOWERS ~~dJLeJ'*' !)b- ~"'"., :Ji¡:rJD L1u i? .,~~ 0 ~:::.:::[i: n ~~ OPEN SPACE NODE ~:DRJ~~NSI1Y ¡¡:¡¡¡:1;I:Œf.- ,0 "'Ú :;:'::;¡~~.-~~i~E~TENPEDESTWJAN ~~:. jj=S[jE?DI]~!~:'ij~i~~-i.n: ..1- :H::INTENSnY ~O+~~~ D'-~ I . -. <::<'uL.....J MIXED USE f(,0.)it&..~.,..... ~~~~~ 'k ,I!~~ .'"é,~r ~~~-ì~~o '. ñ ~i!j fi-[ifli.'. I' "ì~"~~~ ..yp~~~-" _nJ L..j L_.J L~:J L..J L... Eb -'-l rO', r", r--ì r--, r'-- ~ L..j L..~ L..J LOoJ L 16TH ST. 16TH 14TH ST. Exhibit 5 Urban Desion PrinciDles 20 Midtown Specific Plan 11 B-12 . BUILDING FORM Building form shall contribute to the unique character desired for Midtown's various activity districts. . Cluster taller buildings on Main Street from Civic Center Drive to Washington Avenue, tapering heights and intensities towards Washington Avenue, to reinforce existing office towers, and to express the Civic/Professional and Financial Districts' role as employment centers. A tower form is most appropriate for Main Street, because it reflects the form of existing office structures. There shall be only one new tower of 6 to 8 stories in the Financial District, with other buildings of one and two stories. . Use lower buildings to define and protect pedestrian space and create an activity edge along Main Street and the mid-block extensions of Ninth, Eleventh and Fourteenth Streets. . The form and siting of older structures of character on Broadway north of Washington and Bush (sited on small lots with front and side yards) shall be reflected by new development and revitalization of existing buildings along these streets. Establish specific height zones to regulate building height, with the greatest heights on Main Street between Civic Center Drive and Washington, intermediate heights on Broadway and on Main Street north of Washington, and the lowest building heights along Broadway and Bush Streets. (See Exhibit 6, General Building 8hts.) OPEN SPACE NODES Main Street shall be accented by two open space nodes, one at the intersection of Tenth, and one at Washington. These nodes are intended to provide open space relief in the center of Midtown. These nodes shall be connected by a linear open space strip along Sycamore south of Tenth Street and north of Washington, which will function as an integral part of Midtown's central open space resource. PEDESTRIAN SPACE Pedestrian space shall reinforce the ground floor activities within districts and provide convenient and attractive routes and social spaces throughout Midtown. Main Street and the Ninth Street pedestrian way are the primary shopping streets with continuous storefronts defining the street space. Wherever possible, the sidewalk will be widened to encourage pedestrian activity and provide space for enhanced landscaping and streetscape amenities. Strengthen the qualities of pedestrian space on Broadway and Bush eaintaining mature street trees, landscaped front yards, clear strian paths, and by requiring future development to provide e features. Midtown Specific Plan Note: These height districts are general Refer to design guidelines for specific requirements Exhibit 6 General Building Heights Chapter 3: Specific Plan Principles 21 11 B-13 Midtown Specific Plan . Mid-block pedestrian street crossings are not encouraged. All pedestrian movements will be directed to approved crosswalks. . Enhance the pedestrian scale of the Eleventh and Fourteenth Street mid-block pedestrian ways between Main and Sycamore by encouraging retail activities and landscaping along their edges. . Provide safe, convenient and pleasant walkways linking surrounding residential areas to Midtown activity districts. These east-west connections include Washington, and Fifteenth Streets to the west, and Eighth, Ninth, Tenth, Washington, Fourteenth, Fifteenth, and Sixteenth Streets to the east. CIRCULATION . Maintain Broadway and Main as strong, visually attractive business corridors while making sure that their ability to safely carry high traffic volumes is maintained. . Maintain the function of Washington Street, Civic Center Drive, and Seventeenth Street as east-west connectors. . Develop land use and design strategies for incorporating a proposed fixed guideway rail mass transit system through Midtown, including possible alignments. . Protect Bush Street from heavy business and residential traffic in order to maintain its residential character. LAND usE! ACTIVITY DISTRICTS Midtown will provide for a wide variety of uses organized into five land use districts. These districts were first identified as part of the initial conceptual planning for Midtown, and have been refined through additional area analysis. (See Exhibit 7, Midtown Districts.) Each is intended to be distinct from the other, but supportive of the whole area by contributing to a balance of commercial, public, office and other employment activities. The following six chapters define each district according to its theme, objectives, land uses or activities, physical framework, site attributes, development opportunities, development standards, and design guidelines. Property lines shown on exhibits are based on assessor parcel maps and do not necessarily reflect legal parcels. ..J t-c( >- -~ WZ -a: ~ wo ..... a:- ~o Z..J t-œ ce jc(..J œm c(a: :¡-- %~ oa: eOc( 0 a:0 '"' IGwt- œ .. OA.W ja: IDO !ë Ii:! uœa:. IDA. r=ki~ IjLJl HAl.E5WO EÞ .. BUSH STREET PROFESSIONAL Exhibit 7 Midtown Districts 22 Midtown Specific Plan 11 B-14 Midtown Specific Plan .IC/PROFESSIONAL DISTRICT THEME OBJECTIVES A vibrant mixed use district with office towers clustered on Main street, low-rise space along Broadway north of Washington and pedestrian activity focused on Main Street and Ninth Street, which is extended through the district to provide an east-west circulation corridor central to the district See Exhibit 9, Civic/Professional District Concept Plan. . Create a viable and competitive employment center built around the nucleus of existing office space and its proximity to downtown and the civic center. . Encourage ground floor retail space to provide shopping opportunities and services for the employees and visitors to the district. . Encourage job training and educational institutions to locate in the district through the provision of refurbished and new space, convenient parking, pleasant pedestrian walkways and a secure and safe environment. Encourage professional and administrative offices to locate in . ~'Ñ¡ S~ F'ED£STRW! WAY' :t ~L 1i, 10 ~-r; . ~AANcro. t WESifUAt-J 5PAŒ ~UFFUM'S &LOCK Fu1VRE TbW¡¡P,S I I , , fr I \I") . , .... Wa'.i f)::VoI( OF >'V'f~1CA e.LoGK 8 smœr ~WÅY UWoSCAfE . IBJDID NEW BUILDING r--1 PARKING -PARKING ACCESS PROPOSED PLAZA! LANDSCAPED AREA EXISTING BUILDINGS OF CHARACTER C.IVIG ll~~l!1 c.eMTë~ œ.IVE. Exhibit 9 Civic/Professional District Concept Plan 11 B-15 27 Chapter 4: Civic/Professional District Midtown Specific Plan DEVELOPMENT OPPORTUNITIES The following development opportunities define the major projects within the district. The descriptions approximate the development potential of each site, and do not indicate actual permitted capacities. These will be defined by development standards and design guidelines. Church Plaza Office Tower/Retail Arcade. Between the Church Plaza on the north and Ninth Street on the south, development includes an 85,000 square foot office tower and 21,000 square feet of retail space, with an arcade frontage on the plaza, and underground parking structures. Ninth Street Extension Retail. About 25,000 square feet of new and refurbished space forming the south frontage along Ninth Street, between Broadway and Main. The Ninth Street extension will be a privately owned pedestrian street with limited vehicular access. It should be fully secured during off-hours. Buffum's Block. An 81,000 square foot office tower or hotel development, and 20,000 square feet of retail space on Main street, between Ninth and Tenth Street, and parking structure along Bush Street. Bank of America Block. An 81,000 square foot tower or hotel development, and 9,000 square feet of retail on main street, between Eighth and Ninth Streets, and parking structure along Bush Street. Main Street Shops. Low-rise retail frontage on Main Street between Civic Center Drive and Eighth Street. About 10,000 square feet of ground floor retail and 10,000 square feet of upper level space. Broadway Mixed. Broadway is suitable for a low-rise mix of office, education and institutional functions, with parking structures along Sycamore south ofTenth. Christian Science Church. If the church should move from its current building, the building could be adaptively reused as a civic auditorium, a community building, or as a public meeting place. It is an architectural and historical asset that should be preserved. DEVELOPMENT STANDARDS Permitted and Conditionally Permitted Uses Permitted Uses Permitted uses in the Civic Professional district shall be as follows. 1. Professional, business and administrative offices and services. 2. Banks, finance, insurance and real estate offices. Walk-in facilities shall be on the first floor only. 3. Public agencies, and quasi-public organizations and offices. 4. Trade schools, professional schools and academic colleges. 5. Specialty and general practice medical and dental offices, including counseling and psychology, above the ground level (second floor or above). 6. Service and commercial retail uses which shall be limited to: book stores, stationary shops, gift stores, personal and business services., restaurants, delicatessens, florists, pharmacies, and specialty markets. .Examples of personal and business services include dry cleaners, hair salons, travel agent, insurance, copy center, mail/postal center, tailor, shoe repair, art supply, office supply. Bail bond use are not permitted.. 7. Museums, galleries, libraries, theaters and cinemas except those that require a conditional use permit. 8. Artist studios. 9. Day care facilities. 10. Health clubs. Conditionally Permitted Uses The following uses may be permitted subject to the issuance of a Conditional Use Permit pursuant to the Santa Ana Municipal Code. 1. Places of worship, provided they are located in free standing buildings only. 2. Night clubs, bars and indoor entertainment establishments, whether freestanding or part of another permitted or conditionally permitted use. 3. Parking lots and parking structures. 4. Collectibles and antiques, not including thrift and pawn shops. 5. Food uses open from 12 midnight to 5:00 a.m. and located within 150 feet of residential property. Chanter 4: Civic/Professional District 29 11 B-16 Midtown Specific Plan . Building Envelopes General The permitted building envelopes in the Civic/Professional District are defined by height and front yard setback requirements established for each block. Their primary purpose is to establish the relationship between public and private pedestrian space and the building wall, which forms its edge. Setbacks define pedestrian space at the ground level and show where higher buildings (greater than 35 feet) can be sited. Exhibit 10, Civic/Professional District Height and Setbacks, provides the setback dimensions from property lines and other benchmarks throughout the district, and height limits and setbacks for buildings higher than 35 feet. Reference information on the exhibit shows existing buildings that are likely to remain, thereby indicating relationships between existing buildings and potential new development or realization. Also shown for reference are major features of the comprehensive plan, including major open spaces, planned parking facilities, pedestrian access ways and recommended ground floor arcades. Building Height .'9ht is specified by number of stories and feet as measured from b height. Generally, the maximum height for all low-rise buildings is 35 feet. Buildings above 35 feet in the Civic/Professional District include existing office towers on Main street and Broadway and potential office towers clustered at the intersection of Main street and Ninth Street, where heights may be up to 120 feet. The towers are set back 15 feet from the Main Street and Ninth Street property lines or edge of the Ninth Street private pedestrian way. A maximum diagonal dimension is also specified to encourage slender towers. An optional tower configuration is shown for a business hotel on the Buffum's block, whereby two hotel towers would be permitted with appropriate spacing between and a maximum 140 foot diagonal dimension. Setbacks Setbacks at ground level are established to enhance pedestrian space throughout the district, create compatible relationships between existing and future building street walls and recognize opportunities to create new open space resources, such as plazas, pedestrian ways and landscaped areas. . major setback conditions are discussed below by street: Main Street. A variety of conditions exist, but most buildings have no setback, thereby resulting in a tight, urban sidewalk character of minimal width. Major exceptions are the church plaza at Tenth and Main and the existing tower between Eighth and Ninth, which is setback 12 feet and has a 13 foot wide ground level arcade. The potential future tower sites at Ninth and Main would maintain the 15 foot setback condition and provide a 15 foot wide ground level arcade in the setback. The towers would be setback 15 feet from all property lines, thus reflecting the siting of all existing towers on Main street. Open space and plaza amenities to be maintained and provided include the existing church plaza at Tenth Street, a wide sidewalk area across the street mirroring the wide sidewalk area north of Tenth, a corner plaza at Ninth and Main to provide an entry court for the potential tower, and a pedestrian plaza in a portion of the abandoned Seventh Street right-of-way. Ninth Street Pedestrian Way. This planned private access way is 40 feet wide and lined with 15 foot deep ground level arcades along most of its length. It terminates in a 70 foot wide plaza, also lined with arcades, on the west side of Broadway. Civic Center Drive. The existing building walls will create a variegated landscaped area with varied and generous setbacks along the street, providing an aesthetic foreground for the cluster of older buildings of character likely to remain, and contributing to the parkway character which exists along much of Civic Center Drive. Broadway. Twenty foot setbacks are established for all new developments. This will permit the landscaped character of Broadway north of Washington to be continued to south of Tenth Street. The exceptions are existing buildings that remain, which have less the 20 foot setbacks. Sycamore Street. Sycamore functions primarily as a local service street and provides access to existing and planned parking. Three variations to the standard condition of zero setback occur: the church plaza at Tenth Street and a wide (35 foot) setback across the street to extend the landscaped character; comer setbacks and arcades at the Ninth Street pedestrian way intersection with Sycamore; and landscaped parkway areas at Civic Center Drive. Vine pockets are encouraged along parking structures and a 10 foot landscaped setback is required at surface parking lots. Church Plaza. An expanded landscaped open space is planned to enhance the setting for the church. The south edge would be defined by a ground level arcade. 30 Midtown Specific Plan 11 B-17 Midtown Specific Plan FINANCIAL DISTRICT THEME A midrise district of office towers on Main Street, w~h a vibrant street-life of support retail stores, services and restaurants. (See Exhibit 21, Financial District Concept Plan.) OBJECTIVES . Maintain the existing concentration of financial institutions and office towers on Main Street and encourage reinvestment to enhance the quality of this space. Encourage an office tower development on Main Street. Encourage ground floor retail uses on Main Street to serve the day-time office employees, visitor traffic on Main Street and to enhance the quality of the pedestrian experience. Enhance the sidewalk space on Main Street through widening, additional landscaping and streetscape amenities on private property. . . . LAND USE ACTIVITIES The Financial District lies at the center of Midtown from Tenth Street on the south and Washington Street on the north, and between Sycamore Street on the west and Bush Street on the east. The Financial District abuts the Civic/Professional District on the south, with its intended concentration of institutional and civic uses, and is within easy walking distance of the downtown retail activities along Fourth Street. The Financial District is bordered by the One Broadway District Center on the west with its mix of office and retail uses, and by the historic French Park residential district on the east. Lower intensity strip commercial development predominates along Main Street north of Washington Avenue. The Financial District's primary role in the Midtown area is to act as a concentrated office district that will attract a mix of professional offices, financial institutions, and governmental agencies reliant in part on proximity to the Civic Center. Ground floor space should be filled with uses that are traditionally street oriented and encourage pedestrian activity, including retail establishments, restaurants, IL~ iï illi -~ II. ~I.I -- --- II ~IIII I I I I. I í I ¡Ii i - tt."ïl n~1I REFURDISH LAfCGE FLOOR.PLATE SPACES -.. I'EDESTlMN - EMPHMIS MAIN ST. Exhibit 21 ~. l- I>.: ~ < b z ~L [^~ 12TH ST. Financial District Concept Plan Chapter 5: Financial District 41 11 B-18 Midtown Specific Plan .' credit unions, and other activities that serve office workers in ear the district. Given the relatively homogenous character of the Financial District, activity patterns will be much less complex than characterized by the Civic/Professional District to the south and the mixed office and residential districts to the east and west. Uses foreseen for the Financial District include: . Professional, financial, insurance and real estate offices. Offices that rely on direct interface with clientele, such as retail bank operations, should locate on ground floors. . Governmental agencies needing larger floor areas, but not having a large walk-in clientele. Examples include specialized service agencies, regional planning agencies, independent transit authorities, and Federal offices. . Retail commercial uses that serve office workers and clients, including ground floor retail shops such as books, stationary, gifts, personal services, business services, and restaurants. . Museums, galleries, or unique attractions. . Day care facilities . Medical offices and clinics located on the upper floors of .commercial office buildings. PHYSICAL FRAMEWORK . The urban street grid is reinforced by the extension of Eleventh Street as a mid-block pedestrian way. Main Street is the primary north-south arterial, and access to parking is provided by cross streets and Sycamore Street south of Tenth Street and north of Washington. Open space nodes and special intersection streetscape on Main Street at Tenth and Washington Streets provide landmarks for the district. Main Street is the primary pedestrian focus for the district. New and existing large floor-plate spaces fronting Main Street are to be refurbished to enhance the Main Street pedestrian environment. . . . . . SITE ATTRIBUTES . Significant concentration of existing office space Main Street address Highly visible and accessible location . . DEVELOPMENT OPPORTUNITIES The following development opportunities define the major projects within the district. The descriptions approximate the development potential of each site, and do not indicate actual permitted capacities. These will be defined by development standards and design guidelines. . Reuse and refurbishment of an appropriate ground floor activity on Main Street, such as a food court, gallery or exhibit space, as a bank, as a business service (including, but not limited to, copy services, Federal Express offices or United Parcel Service offices), or as service office uses such as insurance .or travel agencies. Upgrading the existing office towers. New office tower and ground floor retail space on east side of Main Street between Eleventh Street and Washington Avenue. This project could include refurbishment of the bank building on Main Street at Eleventh Street and incorporate the existing trade school block at Washington and Main. Jewelry mart in an office tower. . . . DEVELOPMENT STANDARDS Permitted and Conditionally Permitted Uses Permitted Uses Permitted uses in the Financial District shall be as follows. 1. 2. 3. Professional, business and administrative offices and services. Banks, finance, insurance and real estate offices. Public agencies, and quasi-public organizations and offices needing large floor areas, but not having large walk-in clientele. 42 Midtown Specific Plan 11 B-19 Midtown Specific Plan .-: CJ) w a: 0 :æ ~I « 'ìi'!¡;¿i.~ ~ ¿) ~~~. --~ ~ ~o C'I ~\ I- a: lilt 0.. lilt I- 0 Z 15 I h ,L',',:;,", ' I . I. ~I' "."¡;;:-;''':'''' ,ftl: . . "':"'~~)~""I,!'-' I J . ,'~ ..:"1S..."...:,z I' .. ~~~./ 1"";oMi;~!.,:-I' : [ , Ò' ~'.\:,,.~~"#::.:: ~ ~ : ....~'j ~ I~;~.a: ¡'! . ., '/ ~y II' :"""~""~. ~. i . . ...tft" '¡, ,-', .,..,:s.I'~"",,:1 I I-;.~.,,.,II. . ':".....J11 ., .Ie!' "'" '~';'¡""W1! ii .!. ~~'~->.J I' ."~\:t~. III' I' 1_' '~~~Î' .~'~~~5: J i L ...,.,~~~' :; ; 'I ;' . ..,..~:ß:;,,;.~:: ~ '. , .. "'.'::l.~i~~¡ .!. I J I . i~ið~':lt ¡ l I :. ..-,...-..JI ~,~, ,¡! .,-~ --:-:--. ":::..::.....:. ~ ~'-~'-----"''':',.! I 20 ~ì n- ",~~":,-,,~,,,t-]ì I WI - -~~.;_...., ,v ::. '_I-~::,:~?: 11TH ST. ~,.. ¡,;'~. ~. (; b- '''1 t:i 1'~ ti 10TH ST. (F" L~~ Eb FINANCIAL DISTRICT HEIGHT AND SETBACKS II.... """II EXISTING LARGE FLOOR-PLATE BUilDING HEIGHT IS 35' UNLESS INDICATED BLDGS. LIKELY TO REMAIN OTHERWISE EXISTING SIDEWALK CANOPY ........ EXISTING TALLER BLDGS. ~ OLDER BLDGS. OF CHARACTER ........ UKELYTO REMAIN ~ LIKELY TO REMAIN - EXISTING CURB UNE ~ PROPOSED PARKING -..- PROPERTY LINE ~MIXED USE ZONE - - - BLOCK PERIMETER SETBACK @ BUILDING HEIGHT (No. of Floors) .--.. PROPOSED SITING OF HIGHER BUILDINGS ÐmEB PEDESTRIAN WAY ~ . . ~'PROPOSED GROUND FLOOR ARCADE ~ OPEN SPACElLANSCAPE AREA Exhibit 22 Financial District Height and Setbacks 44 Midtown Specific Plan 11 B-20 Midtown Specific Plan .more Street. Sycamore functions primarily as a local service street south of Tenth Street and north of Washington and provides access to existing and planned parking facilities on the east side of the street. There are no setback requirements. Vine pockets are encouraged along parking structures, and a 10- foot landscaped setback is required at . surface parking lots. Bush Street. Existing and planned parking facilities line the street. A ten foot setback is required for a three-level parking structure and a fifteen foot setback is required for a four-level structure. Floor Area Ratio The floor area ratio for the proposed office towers in this district is 2.0 FAR. The potential new tower may only occur with the abandonment of Twelfth Street and consolidation of the two blocks. Parcel Size The minimum parcel area is 15,000 square feet and the minimum frontage of 120 feet. . . Chapter 5: Financial District 45 11 B-21 Mldfown Specific Plan DESIGN GUIDELINES Figure Ground Diagram (Exhibit 23) This diagram illustrates the spatial qualities of this district at maximum build-out. Future buildings along Eleventh Street and Main should be aligned to create a 'street wall' as illustrated in the diagram. The 'street wall" may either be solid or porous with periodic minor breaks in its continuity so long as the whole wall is seen to define the street edge. A pedestrian way should be provided in line with Eleventh Street, between Main and Sycamore. An Outlet from the Bush Street parking structure between Eleventh and Washington should be provided onto Main, using the Twelfth Street right-of-way. Upper parking levels should be masked from the Eleventh Street pedestrian way by smaller scaled openings. The lateral width of bay openings should not exceed 24 feet in order to maintain pedestrian scale and rhythm of architectural features. t-= (/) W II: 0 :::¡: ct =t1~1 , (/) \..- ' l- II: ~ ct I- 0 Z f..,. i () ( --, ~',- I :::u G ) WASHINGTON AVE. " ) (' ~1rwELFTH ST. ',4/ TWELTH STREET MAY /Ì'.,BE VACATED IF LOT d.JASSEMBlAGE OCCURS í-'t\ , ;i !' \ '---..) ELEVENTH ST. Eb TENTH ST. Exhibit 23 Figure Ground Diagram 46 Midtown Specific Plan 11 B-22 Midtown Specific Plan ... Pedestrian/Parking Diagram (Exhibit 25) ~se diagrams illustrate vehicular access points and pedestrian paths at proposed parking structures. To ensure lively streets, the following design guidelines are recommended: . Discourage general public access from parking structures directly to buildings to encourage pedestrian traffic on the street. . Stairs and elevators serving parking structures be located with direct access onto street sidewalk; preferably, stairs should be located at or as near as possible to the intersection of two streets. Shops front directly onto Tenth, Eleventh, and Washington Streets. . . Where possible, retail should also be located on major north/south streets; if only one entrance is to be provided, it should be off the side streets (East/West), with the exception of Washington Street. No parking structures shall front on Main Street. . . !}~\! w a: 0 =ïì~ ¡ >: (/) : "I -! ;!; r==:::r æ I <r--. ~L-J :- ~E3 ~ a: or( Q. or( ~ 0 z . - Legend Retail zzza Arcade I . .. . . Pedestrian Path ......... ~~ ¡¡ : :1 : :1 :... ...... ...... ................... ....j; . " (i Exhibit 25 WASHINGTON AVE. (:.~',,':"""""""""""""""""""~ " ZI tit~ aD. . . . . . i I nllf';...................: ~I I,:......... .. 'OI:t /'1: ~ I :. .. 11= : II: I ¡ !! ¡ I: p '... ~ I~þ' ~............................d]_7 ..n ELEVENTH ST. ........~ : ¡...: : (/) :r: (/) ;:) a:I ELFTH ST. Eb TENTH ST. Pedestrian/Parking Diagram 48 11 B-23 Midtown Specific Plan COMMUNITY AND SPECIALTY RETAIL DISTRICT THEME An active and convenient community shopping and entertainment district that provides services to the surrounding residential neighborhoods. (See Exhibit 29, Community and Specialty Retail District Concept.) OBJECTIVES . Establish a community-oriented shopping district to serve surrounding neighborhoods. Activities should include a mixture of convenience stores, personal services and entertainment in a setting which will provide a social gathering place and be convenient for people coming by car and on foot. . Create a specialty shopping area incorporating the unique character of older Main Street structures, and attract a wide variety of specialty retail activities, including those which are complementary to the adjacent Museum District. . Encourage small-lot infill development or relocated historic structures on Main Street that are complementary to the character and siting of existing structures. . Enhance the sidewalk space on Main Street through widening, additional landscaping, sidewalk canopies, streetscape amenities. . Encourage a more intense form of development at Seventeenth and Main Streets which can be part of a 'gateway' for Midtown, incorporating office towers and ground floor retail fronting Main and Seventeenth Streets. . Encourage activities that complement the Museum District. . Enhance pedestrian accessibility from adjacent neighborhoods. Midtown Specific Plan I~~ JL SEVENTEENTH ST. 14TH ST. PEDESTRIAN WAY . ", -~ ¡ IL.....¡rr--j f. 1---.-< I§~ 1:....-..- L..~ WASHINGTON AVE. EXTEND SMALL LOT SCALE ALONG 5U5H ST. A ~ Eb IIllIIID NEW BUILDING ¡--, PARKING L_Ã!...- PARKING ACCESS ~ PROPOSED PLAZAI ~ LANDSCAPE AREA t§1 EXISTING BUilDINGS OF CHARACTER Exhibit 29 Community & Specialty Retail District Chapter 6: Community and Specialty Retail District 55 11 B-24 Midtown Specific Plan . . 16TH ST. m= 15TH ST. WASHINTON AVE. ïH~\ì ('~r-----";~ COMMUNITY/SPECIALTY RETAIL DISTRICT HEIGHT AND SETBACKS I~i EXISTING LARGE FlOOR.PLATE BUILDING HEIGHT IS 35' UNLESS INDICATED L.._..11 BLDGS. LIKELY TO REMAIN OTHERWISE EXISTING SIDEWALK CANOPY ...... EXISTING TALLER BlDGS. rc::ïb OLDER BLDGS. OF CHARACTER ......., LlKELVTO REMAIN ~ LIKELY TO REMAIN - EXISTING CURB UNE ~ PROPOSED PARKING _u- PROPERTVLINE ~MIXEDUSEZONE ~ - - BLOCK PERIMETER SETBACK CD BUILDING HEIGHT (No. of Floors) :--~ PROPOSED SITING OF HIGHER BUILDINGS 3ffiE3 PEDESTRIAN WAY .. . ..PROPOSED GROUND FLOOR ARCADE t::x::::: OPEN SPACElLANSCAPE AREA . Exhibit 30 Community and Specialty Retail Height and Setbacks 58 11 B-25 EÞ rvt:Iow1 SpæiIb Pm Midtown Specific Plan DESIGN GUIDELINES Figure Ground Diagram (Exhibit 31 ) This diagram illustrates that the buildings along the west side of Main Street shall be continuous in contrasting with the existing and proposed new structures on the east side of Main Street, which are cited on small lots and have side yard setbacks. Where shown on the Figure Ground Diagram an arcade of at least 15 feet in depth and 15 feet - 35 feet in height should be provided. A plaza should be located at the west side of Main between Fifteenth and Sixteenth Streets. That plaza provides access from the parking structure located between Sycamore and Main. The arcade along Main Street should wrap around the buildings as they come towards the parking structure. A distinct break in buildings should be made for pedestrians in line with Fourteenth Street, north of Washington. All buildings on the west side of the street should form a continuous street wall. A double row of street trees (palms) should be employed along Main Street to further enhance the pedestrian space and unify the streetscape. Street trees will be located on private property, and within the Main Street right-of-way. An entry plaza is to be provided at the intersection of Main and Seventeenth Streets. Buildings on the east side of Main should be continuous between Seventeenth and Sixteenth Streets as well as between Washington and Fourteenth Streets with the exception of the plaza giving access to the parking. The buildings between Fourteenth and Sixteenth Streets should reflect the context and scale of existing structures in that segment of Main Street. The parcel bounded by Main, Washington and Sycamore and presently including Home Savings, is to include a heavily landscaped parking lot with large canopy trees and a large plaza at Main and Washington. WASHINGTON AVE. Exhibit 31 ¿ Figure Ground Diagram Midtown Specific Plan 60 11 B-26 . Built Form Diagram (Exhibit 32) ~uilt Form Diagram shows in three dimensional terms the characteristics described in the Figure Ground Diagram. A consistent treatment for buildings along the west side of Main is encouraged. The arcade treatment fronting Main and wrapping around comers at plazas should be continuous, use consistent spacing between columns, use similar column details and similar flooring materials throughout. . ?( ~ < 0 a: '" WASHINGTON AVENUE Exhibit 32 Built Form Diagram . ST. ¿j Midtown Specific Plan Chapter 6: Community and Specialty Retail District 61 11 B-27 Midtown Specific Plan Pedestrian/Parking Diagram (Exhibit 33) These diagrams show entries to parking structures and possible locations of staircases providing access to the streets. Parking for the small scale structures on the east side of Main should be at the rear of the lots, screened from Main Street. To ensure lively streets, the following design guidelines are recommended: . Discourage access by the general public from parking structures directly to buildings to encourage pedestrian activity. Stairs and elevators serving parking structures be located with direct access onto street sidewalk; preferably, stairs should be located at or as near as possible to the intersection of two streets. Shops front directly onto Main Street and the Fourteenth Street pedestrian way. No parking structure shall front on Main Street. . . . SEVENTEENTH ST, IFD¡ ,nr ...... rH;I:ï;II:~li,~ :,:, ,i",'¡",', T Ii.!,',' ~.' i \",'"l""J :,:",' \ CJ cB! 1\ / t";,",,,~~ "ä,xTË'ËNTH ST, liB 00' ¡ U" :! p. ~.. I§ ~ rJ IU¡II~ I~i [¡:~~:~=~ ~~,;::) r: ~~i[~~ !IO CU, iI, I[,""'''''''''',--J,'''''''!I mO""""m ["n;THST' ,j 0 I ![-----'-I ., , Ii] LJ ¡ II I r"~ 1,===-::-:- : ; I......,! ~ 0 ¡1 D 1!II'ii:¡Trn~l" iD't¡ ~ ~ It..:L~~Ü.j~j ¡ i~..lL~ ¡ ¿, Legend: Retail E2ZZJ WASHINGTON AVe. Arcade ..... Pedestrian Path .......... Exhibit 33 PedestrianlParklng Diagram 62 Midtown Specific Plan 11 B-28 Midtown Specific Plan ~ROADWAV CORRIDOR DISTRICT A major north-south arterial with a scale and character reflective of its past as a residential boulevard, which has a wide variety of residential, institutional and office uses. (See Exhibit 37, Broadway Corridor Concept Plan.) ~ ~ j~L III w a: 0 :¡;~ 0((1) () ~ THEME SEVENTEENTH ST. OBJECTIVES MAINTAIN SMALL SCALE CHARACTER . Maintain the scale and character given to much of Broadway by the large number of historic and architecturally significant structures, the mixture of office, institutional and residential uses, landscaped front yards and mature street trees. . Encourage revitalization of existing multi-family residential properties for safe and sanitary housing units. .. Encourage revitalization of existing properties for a variety of professional office, service and institutional office uses. . Provide through-block pedestrian ways from Broadway to Sycamore and Main Street to increase convenient circulation routes. . Extend green open space frontage north of Washington on the west side of Sycamore as a visual connection to the landscaped parking lot plaza proposed to surround Home Savings' existing parking. Maintain the small scale character of office uses fronting Sycamore Street between Washington and Seventeenth Street and, where appropriate, encourage their revitalization at a similar scale. . 0' l- t.( ~ -< l- e z 6IIIIIIJ NEW BUILDING r--1 PARKING uE-PARKING ACCESS ~ PROPOSED PLAZA! ~ LANDSCAPE AREA t?ID EXISTING BUILDINGS OF CHARACTER . Exhibit 37 Broadway Corridor Concept Plan Chapter 7: Broadway Corridor District 69 11 B-29 Midtown Specific Plan LAND USEI ACTIVITIES The Broadway Corridor District encompasses both sides of Broadway and the west side of Sycamore Street between Washington and Seventeenth Street. With the notable exception of the 10 story office building in the 1600 block and the next door apartment complex, this area is a mix of residential, office, and institutional uses in one and two story buildings. The Broadway District abuts the Civic/Professional District to the south, and backs onto the One Broadway District Center and the Community and Specialty Retail District to the east. The Broadway District has a strong historic character, with a number of buildings dating from the turn of the century. The Broadway District will continue to play its current role in the Midtown area by providing lower-intensity office space mixed with residential and institutional activities, such as churches and social services. The urban scale and form will remain that of a large square footage single family neighborhood with deep setbacks from the street. Broadway itself will continue to carry heavy traffic as a secondary arterial access for the downtown and Civic Center areas to the south. The Broadway District will continue to serve the downtown and Civic Center areas with professional offices, space for semi-public service agencies such as the YWCA, and limited residential uses. While very low intensity in character, the district will thus house a wide variety of uses and activities. These activities and uses include the following: . Professional, financial, insurance and real estate offices with little walk-in traffic. . Institutional office uses, including public agencies and private office uses. Specialty and general practice medical and dental offices. Reoccupied single family structures for cottage industries, as a conditional use. . . . Day care facilities. Congregate care and convalescent homes. . PHYSICAL FRAMEWORK . Broadway is the major north-south arterial forming the western edge of Midtown. Older structures, landscaped front yards, mature street trees and small lot frontages define Broadway's unique character. (The long-range land use policy is to create a landscaped open space centrally located to the Midtown District). . SITE ATTRIBUTES . Between residential neighborhoods and central city commercial district. Significant concentration of older structures of character Landscaped front yards and mature street trees. Small lots and primarily residentially-scaled structures. . . . DEVELOPMENT OPPORTUNITIES The following development opportunities define the major projects within the district. The descriptions approximate the development potential of each site, and do not indicate actual permitted capacities. These will be defined by development standards and desigr, guidelines. Small Lot Infill. Existing vacant lots, and those with deteriorating structures that are not architecturally significant provide sites for small-scale office development, consistent with the architectural styles and scale of surrounding structures. Renovation. Refurbishment of existing structures for re-use as professional offices, services and institutional uses. Revitalization. Upgrading major office structures to make them competitive in the" local office market. 70 Midtown Specific Plan 11 B-30 . . . BROADWAY CORRIDOR DISTRICT Midtown Specific Plan ENHANCED INTERSECTION ~ I l-tl h~ ~ p ~ HEIGHT AND SETBACKS lQlEXISTING LARGE FLOOR-PLATE aUILDING HEIGHT IS 35' UNLESS INDICATED BLDGs.. LIKELY TO REMAIN OTHERWISE EXISTING SIDEWALK CANOPY ,....., EXISTING TALLER SLOGS. i'C7.b OLDER SLOGS. OF CHARACTER ....... LIKELY TO REMAIN ~ LIKELY TO REMAIN - EXISTING CURB LINE ~ PROPOSED PARKING -..- PROPERTY LINE ~MIXED USE ZONE - - - BLOCK PERIMETER SETBACK ø BUILDING HEIGHT (No. 01 Floors) :---; PROPOSED SITING OF HIGHER BUILDINGS ~ PEDESmlAN WAY . . . . .PROPOSED GROUND FLOOR ARCADE C'X:::) OPEN SPACEILANSCAPE AREA Exhibit 38 Broadway Corridor Height and Setbacks ! 11 Match _Line ~'~!;i rm-"~" ...'.:. ¡W a'~ ~"-"-"_.::; I!. , . 1-.,..""".-., -- _."'--~.._..,¡-"'-'.w WASHINGTON AVE. '[ill 'Î4N\! ¡'~'~;....'.!.~...'..... ,~¡ ¡ï ~~ ¡1m r ~ tl ~ < ~ Z 10TH ST. _~"11i ~ Chapter 7: Broadway Corridor District 11 B-31 73 Midtown Specific Plan LANDSCAPE CONCEPT PLAN Midtown is articulated by an urban fabric of city blocks bounded by avenues and streets. The landscape concept plan (Exhibit 41, Landscape Concept Plan) proposes to strengthen the existing grid pattern and define the character of individual roadways with a specific palette of plant materials arranged formally along the street space. Two distinct open plaza spaces occur on Main Street at Home Savings and First Church of Christ Science. The following sections delineate the different proposed streets cape concepts from the palm lined Main Street to the quiet canopy of Bush Street. PUBLIC & PRIVATE OPEN SPACE Currently all open space areas in Midtown are privately owned, with the exception of street and other rights-of-way. This relationship will remain the same into the future, with all or most publicly accessible space such as plazas, promenades or courtyards being privately owned and managed. New development will be required to improve certain plazas and pedestrian promenades in accordance with the Landscape Concept Plan (Exhibit 41). MAIN STREET Main Street will be the gateway to Midtown and its landscape character should reflect the importance of this role. Queen Palms are proposed to provide a vertical street tree compatible with the cluster of office towers and to mirror the Broadway streetscape. This will develop a vertical scale that could be identified from a distance. Banners hanging from the street lights could further enhance Main Street's importance and announce special events such as festivals and merchant-sponsored promotions. As funds become available, intersections will be improved at four locations: Seventeenth, Washington, Tenth, and Civic Center Drive. Enhanced paving or interlocking pavers would be utilized to define pedestrian crossing and set a standard for material upgrades for the district. Subject to funding, the following streetscape upgrades could be utilized along Main Street to develop a vital commercial element: 14TH sr. Exhibit 41 Landscape Concept Plan Chapter 9: Landscape Concept Plan 83 11 B-32 Midtown Specific Plan .PUBLIC SPACE NODESÄND CONNECTORS The open space nodes will be connected by a passive park-like corridor. The character will be natural and freeform developing an oasis away from the urban grid. Indigenous plants will strengthen the existing oak and sycamore habitat. Two open space plazas (non-buildable areas) will require special landscape treatment to create successful gathering places and complement their existing architectural landmarks, the First Church of Christ Science and Home Savings At both sites the street corner enhancement will be extended to all four adjacent comers. Intersection enhancement will include enhanced paving, signage, flags and banners, canopy trees for architectural definition, and palms for vertical scale. [Enhancement shall develop a landscape node that shall define the vehicular and pedestrian right-of-way for safety and function.] Landscape will envelop the open space with dense canopy trees to create a park like setting around and within the existing parking behind Home Savings. Future development plans will preserve the diagonal alignment created by Homes Savings to ensure the plaza I space. Tree layout will provide visual access to architectural structures, screen the barren walls of neighboring buildings and emphasize the urban grid that surrounds them. The plaza around the First Church of Christ Science (Exhibit 42, Church Plaza) should remain as green space. The design will incorporate a retail arcade ale south edge of the plaza. . . .': .--- . Exhibit 42 Church Plaza Chapter 9: Landscape Concept Plan 11 B-33 85 Midtown Specific Plan CIRCULATION CIRCULATION PLAN Traffic and circulation analysis was completed as part of the evaluation of proposed conceptual land use plans for the Midtown District. The development envisioned for the study area, which consists of a variety of land uses and proposed parking facilities, would impact the circulation conditions in the study area. The study area is in close proximity to the Santa Ana Freeway (1-5) with convenient access to the Orange (SR-57), Costa Mesa (SR-55) and Garden Grove (SR-22) Freeways. Circulation System Principles Maintain Broadway and Main Street as enhanced visual corridors while ensuring that north/south arterial capacities are maintained. . Encourage safe pedestrian flow internal to the existing block setting. . Encourage pedestrians to use crosswalks across Main Street/Broadway where signal control is available. . Prohibit on-street parking along Main Street and Broadway. . Encourage access to parking lots/structures from secondary east/west streets. . Locate parking facilities so that pedestrians are encouraged to cross streets safely. Protect Bush Street and Sycamore Street from heavy traffic to preserve and promote their character. . Evaluate the use of stop sign control on Sycamore Street at Ninth. . Increase car carrying capacity of parallel streets, Broadway and Main Streets. Evaluate the potential for new east/west streets and pedestrian access paths, on-street parking, further definition of grid pattem, and interdistrict circulation. Maintain the function of Civic Center Drive, and Tenth, Washington and Seventeenth Streets as east/west connectors by maintaining their current capacities. . Provide east/west pedestrian paths by extending Ninth, Eleventh, and Fourteenth Streets across the study area, per the concept plan and plan principles. . Discourage access to parking lots/structures from Civic Center Drive, Washington and Seventeenth Streets. Enhance traffic flow along Civic Center Drive, and Tenth, Washington and Seventeenth Streets by not allowing on-street parking. . Vehicular Circulation Plan The potential measures to implement the principles have been identified and are listed above. The circulation plan for the Midtown District is illustrated in Exhibit 45, Circulation Plan. The circulation plan incorporates a majority of the measures listed above. Some of the elements of the circulation plan as illustrated in Exhibit 46 are as follows: . Several new pedestrian pathways were recommended. Pedestrian safety, minimal pedestrian/vehicular interaction were considered in the recommendation of these pathways. Along some pedestrian pathways, vehicular traffic is limited to emergency and service vehicles only. Pedestrian crossings across Main Street and Broadway were limited to .existing signalized intersections. No new traffic signals were recommended. Parking is recommended to be removed along Main Street to enhance its capacity for through traffic movement. Access to the proposed parking structures was primarily limited to local streets such as Bush, Sycamore, Birch, Eighth, and Ninth Streets. Several enhanced intersections are planned throughout the City of Santa Ana to improve traffic flow on the arterial system, including Main Street and Seventeenth Street, Broadway and Seventeenth Street, and Main Street and First Street. Enhanced intersections are assumed to have as many as two left-turn lanes, three through lanes, and one right-turn lane on each approach to the intersection. The built environment may affect the extent to which an enhanced intersection is developed. . . . Chapter 10: Circulation 91 11 B-34 Midtown Specific Plan .ACCE A I STRUCTURES FROM SECONDARY STREETS . ENHANCED INTERSECTION . ALONG BROADWA Y , IlAIN STREETS . NO PARKING ALLOWED . NOATHISOUTH MAJOR CORRIDOR . MAlNT AJNIENHANCE CAPACITY WASHINGTON A~ . WASHINGTONIIOTH STREET . EASTIWEST ACCESS CORRIDORS . NO PARKING ALLOWED LEGEND I. . . Access Corridor 0 Signalized Intersections J <> Enhanced Signalized Intersections - Realignment of Streets EÞ Exhibit 45 Circulation Plan 92 11 B-35 MKbM1 SpedIk: Plan Midtown Specific Plan PEDESTRIAN /-"\,. CIRCULATION ~>-ITJ~" I (¡ooc» PEDESTRIAN LINKAGES < ,.:' I!!JIJiI PRIMARY PEDESTRIAN ~I : <r>i - WIDENED SIDEWALK!(!¡ ! !~. -.J~I , ¡~ I 16TH ST. 1ISTHST. WASHINGTON AVE. 10TH ST. 9TH ST. ðTH ST. ~ r- SANTA ANA ÐLVD. IL Eb 5TH 5T. Exhibit 46 Pedestrian Circulation 94 Midtown Specific Plan 11 B-36 . An in-lieu parking fee is paid for each space deficient of the requirement as specified in Chapter 41 SAMC. Subdistrict II - Financial District 1. On-site parking is to be provided and constructed to commercial development standards, city parking structure standards, and the Midtown guidelines contained herein. 2. Shared and/or joint use parking is encouraged. Approval is in the same manner as specified in Chapter 41 SAMC. 3. Public parking within 800 feet of the use it will serve and the property owner of the use pays into the parking assessment district satisfies the on-site parking specified in number 1 above. . . Midtown Specific Plan Subdistrict III - Community and Specialty Retail District 1. On-site parking is to be provided and constructed to commercial development standards, city parking structure standards, and the Midtown guidelines contained herein. 2. Shared and/or joint use parking is encouraged. Approval is in the same manner as specified in Chapter 41 SAMC. .. U ï: .. '" Õ ::J .!! "'i .E Midtown Parking Districts Chapter 11: Parking 101 11 B-37 Midtown Specific Plan Midtown design elements that will be conditioned as developer improvements on adjacent projects include: . Landscaping improvements. . The extension of the Ninth, Eleventh, and Fourteenth Street pedestrian connectors. . The Seventeenth Street and Civic Center Drtve comer features. . The urban plaza features at Washington and Tenth Street. Meanwhile, City capital improvement funding will focus on streetscape improvements. These include: . A parking and streetscape program on Main Street. . An identification banner program. . Entry treatments. The implementation strategy includes phasing priorities that focus at both ends of the Midtown area and work toward the middle: Priority 1 - Direct stimulus to the revitalization of the civic/professional district is to be provided through the construction of a public parking structure on the west side of Sycamore south of the Ninth Street extension. As part of this project, the extension of Ninth Street as a pedestrtan corridor is to be undertaken. The Main Street parking and streetscape programs are also to be implemented. The provision of a new parking in the Civic/Professional distrtct will provide a significant attraction for new businesses, and eventually new construction. Priority 2 - The construction of a new community shopping center along the west side of Main Street between Washington Avenue and 17th Street is to proceed. This project will require considerable Community Development Agency involvement in recruiting a developer and major tenants including a supermarket, and providing assistance with land assembly. The project will need to integrate the construction of a parking structure to serve the needs of the new commercial development. The existing financial institutions also may be retained and incorporated into the development plan so that they function as key elements in the overall community serving project. The pedestrian connector shown in the plan along Fourteenth Street also should be constructed as a central pedestrtan and entertainment corridor. The development of a Midtown Business improvement distrtct is also necessary. This distrtct is a mechanism for business in the area to come together for marketing, self-promotion activities, and business development similar to what is occurrtng in the downtown area. The City will explore using capital funds, grants or other funding sources to purchase undeveloped parcels on the west side of Sycamore Street north of Tenth Street, which are crttical to the central open space resource of the plan. This area can be developed into the proposed urban park. Priority 3 - Construct Tenth Street to Washington Avenue parking facilities together with the mid-block pedestrian connector along Eleventh Street. Once additional parking is provided on the east side of Sycamore Street, then action can be taken to develop the central open space. The node around the church and the three lots along the west side of Sycamore Street south of Washington Avenue can be combined with the lots to the south purchased durtng Prtority 2 to complete the development of the urban park. This priority also includes the construction of a parking structure west of Broadway south of Tenth Street with vehicular access on Birch Street and pedestrian access to Broadway. IMPLEMENTATION MATRIX The following matrix depicts the implementation program detailing the priorities listed above under the headings of development and parking, streetscape, open space and marketing. Projects are organized and prioritized as short, mid or long-term. Generally, short-term is within five years; mid-term is between five and 10 years, and long-term is beyond 10 years. Activities and projects are prioritized based upon their ability to stimulate new private investment in Midtown. The Implementation Program serves as a guide for allocating City resources in Midtown as well as assisting in the direction of private funding and capital outlay. As funds become available, projects identified as short-term are to be given first priority and included in the City's budgeting process. prtvate development interest may also effect the allocation of public resources and project priorities if it is determined that the prtvate project promotes the goals and objectives of the Specific Plan. Midtown Specific Plan 106 11 B-38 . One Broadway Plaza Specific Development Dist1jgjSD-75} TABLE OF CONTENTS . SECTION 1. Applicability of Ordinance SECTION 2. Purpose SECTION 3. Goals, Objectives and Policies SECTION 4. Permitted Improvements SECTION 5. Permitted Uses SECTION 6. Conditionally Permitted Uses SECTION 7. Development Standards 1. Floor Area Ratio 2. Parcel Size 3. Building Envelopes 4. Office Tower a. General Requirements b. Building Setbacks c. Building Height d. Screening e. Elevations f. Signs 5. Parking Structure a. General Requirements b. Building Setbacks c. Building Height d. Screening e. Elevations f. Landscaping g. Signs 6. Parking and Circulation 7. Plaza Design 8. Public Art . Exhibit C 11 B-39 One Broadwav Plaza Specific Development District (8D-75} SECTION 1 APPLICABILITY OF ORDINANCE The specific development zoning district, as authorized by Chapter 41, Division 26, of the Santa Ana Municipal Code, is specifically subject to the regulations contained in this ordinance for the express purpose of establishing use district regulations. All other applicable chapters, articles and sections of the Santa Ana Municipal Code shall apply unless expressly waived or superseded by this ordinance. Use district regulations established in Chapter 41, Article III, of the Santa Ana Municipal Code for zoning districts other than the SO zoning district may be incorporated herein by reference. SECTION 2 PURPOSE The Specific Development No. 75 (SD-75) use district regulations are hereby established for the express purpose of protecting the health, safety and general welfare of the City by encouraging the use of innovative planning concepts and principles and promoting and enhancing the value of properties and encourage orderly development. The SD-75 regulations will establish a professional district that will exclusively entitle a 37-story, 518,003 square foot office tower at the northeast corner of Tenth Street and Broadway with a historic setting further north along Broadway to Washington Avenue. This area will be primarily a professional office district with support services and eating establishments. SECTION 3 GOALS, OBJECTIVES AND POLICIES The One Broadway Plaza Specific Development District is located within the midtown area of the City. The One Broadway Plaza Specific Development District encompasses a large established city block bounded by Washington Avenue to the north, Tenth Street to the south, Sycamore Street to the east and Broadway to the west. The One Broadway Plaza Specific Development District maintains a historic character along the northwest portion of the district, with a number of buildings dating from the early years of development in Santa Ana. The project site is surrounded by the Civic/Professional, Financial, and the Community Specialty Retail zones of the Midtown Specific Plan. The One Broadway Plaza office tower is intended to be a major landmark in the midtown section of the City of Santa Ana. In addition, the various activities planned for this site will result in the project becoming a node, or 11 8-40 . place of activity. The objectives of the One Broadway Plaza specific development plan include the following: . A landmark office project along Broadway at the center of the Midtown Specific Plan. . Maintain the existing streetscape pattern including sidewalk design, mature palm trees and historic light fixtures. . Maintain the scale and character established by the existing historic structures along the north end of the district. . Maintain large open setbacks adjacent to Broadway. . Encourage revitalization of existing properties for a variety of professional office uses. . Enhance the pedestrian experience through the development of new plaza areas and water features at the intersection of Sycamore Street and Tenth Street and Broadway and Tenth Street. SECTION 4 PERMITTED IMPROVEMENTS . Improvements permitted on the project site include either one of the following: 1. An iconic office tower of no less than 493 feet tall, approximately 37 stories, 518,300 square feet of building area with a destination restaurant at the top two levels of the tower. a. The project site shall be no less than 4.339 acres b. A nine level (one subterranean and eight above grade), 78 foot high parking structure, with a minimum of 2,463 parking spaces. c. The renovation and rehabilitation of four existing structures located to the north of the office tower. The structures are those addressed as 1103, 1111, 1115-17 and 1211 North Broadway. 2. All other permitted improvements shall comply with the Midtown Specific Plan, Chapter 7, Broadway Corridor District, Development Standards. SECTION 5 PERMITTED USES . The category of permitted land uses to be included within the project include: Professional and business offices, banks and similar financial institutions, service and commercial retail uses and restaurants. If a use is for any reason omitted from those specified as permissible, or if an 11 B-41 ambiguity arises concerning the classification of a particular use, the determination shall be at the discretion of the Planning Manager. 1. Professional, business and administrative offices and services, including but not limited to employment agencies, advertising agencies, escrow agencies, accountants, insurance, attorneys, architects, engineers, planners and other similar uses. 2. Banks, finance, insurance and real estate offices. 3. Service and commercial retail uses which shall be limited to: a. Bookstores b. Stationery shops c. Gift stores d. Dry cleaner e. Hair salon f. Travel agent g. Copy center h. Mail/postal center i. Tailor j. Shoe repair k. Art supply I. Office supply 4. Cafes and restaurants, except fast food and/or take out restaurants (Added by the Planning Commission on February 23, 2004). 5. Florists 6. Pharmacies 7. Day care facilities 8. 9. Museums, libraries and galleries Artists'studios SECTION 6 CONDITIONALLY PERMITTED USES The following uses are permitted upon the approval of a conditional use permit in accordance with the Santa Ana Municipal code: 1. Nightclubs, bars and indoor entertainment uses whether freestanding or part of another permitted or conditionally permitted use, except adult entertainment businesses 2. Establishments selling or serving alcoholic beverages 11 B-42 . . . 3. 4. Coffee houses Banquet facilities Uses open after midnight to 5:00 a.m. 5. 6. Helipads Fast food and/or take out restaurants (Added by the Planning Commission on February 23, 2004). 7. SECTION 7 DEVELOPMENT STANDARDS The One Broadway Plaza Specific Development District is intended to allow the development of a landmark office tower and affiliated parking garage while maintaining some of the historic structures located on the northwest side of the district. The following general development standards are applicable to this project: 1. Floor Area Ratio (F.A.R.) The required floor area ratio for the project site shall be 2.9, or 530,487 square feet of development. The FAR is calculated by dividing the total square footage of the office building plus the existing structures to remain by the total square footage of the project site. Consistent with the General Plan, the parking structure is not included in the FAR calculation. This FAR includes the proposed office tower (518,003 square feet) and the structures that will remain on the project site (12,484 square feet). The FAR for the existing structures shall remain at 0.5 or less. 2. Parcel Size The One Broadway Plaza parcel size shall be 4.339 acres. Subdivision of the parcel is not permitted. 3. Buildinq Envelopes Height and yard areas established for the existing structures and the office tower define the permitted building envelopes in the One Broadway Plaza Specific Development District. With the exceptions of the office tower and parking structure, all buildings shall maintain a lower scale character no taller than 35 feet or 3-stories, whichever is less. 4. Office Tower The basic form, size and location of the office tower as illustrated in the applicant's plans are hereby approved. In order to address certain outstanding details, however, revised plans conforming with 11 B-43 Section 7 -4-e-iii of this ordinance shall be submitted to and be approved by the Planning Commission prior to issuance of any building permits. a. General Requirements i. The office tower shall remain consistent with the approved site plan as shown in Exhibit 1 . b. Building Setbacks Setbacks at ground level are established to enhance pedestrian space throughout the district, create compatible relationships between existing and future building street elevations and recognize opportunities to create new open space resources, such as plazas, pedestrian ways and landscaped areas. The front yard is one of the most important characteristics of Broadway and maintenance of these landscaped open spaces is crucial to preserving the streetscape. Major setback conditions are discussed below by street: i. Broadway: The One Broadway Plaza office tower shall maintain a building setback of 20 feet. This setback area may include hardscape as shown on the approved plaza plan. For existing buildings, a setback of 20 feet shall be maintained. The existing structure at 1111 North Broadway shall maintain a minimum setback of 15 feet. ii. Tenth Street: A 12-foot building setback shall be required for the office tower. Hardscape, landscape and water features shall be provided in the required setback as shown on the applicant's Landscape Plan dated February 4, 2004 (Exhibit 2). iii. Washington Avenue: The 15-foot landscaped setback for the existing structure shall be maintained. c. Building Height The approved height for the office tower is approximately 493 feet. Modifications to the tower's approved building height or number of stories, which represent either an increase or decrease, shall not be allowed. The existing buildings along Broadway shall maintain their existing height and shall not exceed 35 feet. 11 8-44 . d. e. . Screening All appurtenances shall be located outside any required setback and shall be screened from view. Elevations i. Exterior elevations shall incorporate a translucent, non- reflective glass in a light green tone consistent with the materials board sample provided by the applicant and as approved by the Planning Commission and City Council. ii. The structural system of the building shall be visible from the exterior elevations consistent with the plans approved by the Planning Commission and City Council. iii. Incorporate an arcade or ground level "skirt" to provide a transition between the tower and pedestrian level. Plans satisfying this requirement shall be submitted to and must be approved by the Planning Commission prior to the issuance of any building permit. 5. Parkinq Structure The basic form, size and location of the parking structure as illustrated in the applicant's plans are hereby approved. In order to address certain outstanding details, however, revised parking structure plans shall be submitted to and be approved by the Planning Commission prior to issuance of any building permits. The revised plans shall comply with the following: a. . General Requirements i. No parking areas above or below grade shall encroach into required setbacks. ii. Subterranean levels shall use offset sloping ramps to allow for open and unobstructed visibility for floor surveillance. iii. The parking structure shall maintain a minimum vertical clearance of 11 feet on the street level, with the exception of the entry at Sycamore Street. The entry area shall maintain a vertical clearance of 21 feet to facilitate the loading and unloading function as well as allow trash truck access. iv. On all other levels, the parking structure shall maintain a minimum vertical clearance of eight feet, two inches. 11 B-45 v. Glare from the parking structure lighting shall not be visible from the plaza level or any public right-of-way. vi. The ceiling of all parking levels shall be painted white and be maintained to improve illumination and enhance safety within the parking structure. vii. The parking structure shall be completed, shall have been finaled by the Building Division and be fully operational prior to any occupancy of any building or use, or portion thereof, for which the structure provides parking. viii. The parking structure shall contain a minimum of 2,463 parking spaces, which are allocated as follows: a) b) c) d) 1470 spaces for the office tower 50 spaces for ground level retail uses (10,000 square feet) 180 spaces for restaurant uses (18,000 square feet) 29 spaces for offices uses within existing buildings (9,627 square feet) 29 spaces for restaurant uses within existing buildings (2,857 square feet) 30 spaces to replace parking displaced on Sycamore Street 100 spaces to replace parking displaced on Main Street 110 spaces to replace existing surface parking lot for 1200 N. Main Street 12 spaces to replace existing surface parking lot for 1111 N. Broadway The remaining 453 parking spaces may be used for other uses in the area e) f) g) h) i) j) b. Building Setbacks i. Broadway: The minimum required setback for the parking structure is 124 feet as measured from the property line. ii. Washington Avenue: A landscaped setback of 15 feet shall be required. iii. Sycamore Street: There shall be no setback requirement. 11 8-46 . . . iv. Tenth Street: The minimum required setback is 145 feet as measured from the property line to the entrance to the parking structure. c. Building Height The maximum allowable height of the parking structure is 78 feet. d. Screening All appurtenances shall be located outside any required setback and shall be screened from view. e. Elevations i. The north and east elevations shall incorporate architectural cues and proportions found along Main Street to create an architectural screen as a visual enhancement to the existing commercial corridor. ii. Exterior walls shall exhibit horizontal rather that sloping design elements. Hi. The exterior of the parking structure shall be painted a soft, earth tone color as approved by the Planning Division. Brighter and darker colors, including dark green, shall be prohibited. iv. Decorative grillwork or landscape materials shall be placed between wall and floor of the higher parking level. v. Elevators shall be located so they are visible to the public. The elevator cabs shall have glass facing the public view. vi. The parking structure shall comply with the Santa Ana Municipal Code sections pertaining to the Police Department's Security requirements, including parking lot lighting levels. vii. The parking structure shall comply with the Santa Ana Police Department's parking structure design guidelines. f. Landscaping: 11 B-47 g. i. Landscaping planters incorporated into the parking structure shall have a minimum planter dimension of 4-feet wide and 4- feet deep. An internal drainage system and waterproofing of the planters shall be provided along with an automatic drip- type irrigation system. ii. A trellis shall be incorporated into the north and west building elevations where blank walls occur on the structure. The trellis material shall be constructed of decorative and durable materials and shall cover a minimum of 60 percent of the blank wall. The trellis details shall be included in the project landscape plan and be approved prior to building permit issuance. iii. Canary Island Pines, Deodar Cedars and River She-Oaks shall be planted along the Broadway and Washington Avenue elevations. The trees shall be planted at a minimum of 30 feet on center as shown on a landscape plan to be approved by the City's Landscape Development Associate prior to the issuance of building permits for the parking structure. The landscape plan shall be fully implemented prior to the issuance of any certificate of occupancy. iv. The size of the trees to screen the parking structure along Washington Avenue and Broadway shall be a minimum 120- inch box tree. Signs i. All signage shall comply with the Santa Ana Municipal Code. ii. Prior to issuance of any sign permits or certificates of occupancy for any building or portion thereof, a comprehensive sign program for the entire site, including directional signs and graphics for the parking structure, shall be submitted to and be approved by the Planning Commission. 6. Parkina/Circulation A student drop-off area shall be created in the parking lot of 920 North Main Street for the exclusive use of the Orange County High School of the Arts. The minimum standards for this function include: a. Prior to issuance of any building permits, construct a raised center median on Main Street per a Street Improvement Plan to be approved by the Public Works Agency. 11 80.48 . . . b. Prior to issuance of any building permits, construct a two-way drop-off zone. Each lane shall have a minimum width of 18 feet. A yellow line approximately one foot in width shall be painted to separate the two drive-thru lanes. The plans shall be submitted to the Planning Division and Public Works Agency for approval. c. Prior to issuance of any building permits, install a hedge and 36- inch tall fence to direct students towards the Main Street and Sycamore Street public sidewalks in order to avoid illegal pedestrian crosswalk movements onto Tenth Street. d. Prior to submittal into building plan check, revise the site plan to depict and note the removal of the existing parking stalls and meters on Main Street consistent with the mitigation measures contained in the Final EIR. e. Prior to submittal into building plan check, revise the site plan to depict and note the restriping of Main Street to provide three northbound and two southbound travel lanes. f. All loading zone areas must provide a minimum 6-inch raised curb around the perimeter of each area. g. The proposed roundabout and water feature details must be included as part of the Plaza Plan referenced in Section 7-7 of this ordinance. Prior to the issuance of any certificate of occupancy, all water feature and roundabout improvements must be completed. h. Prior to issuance of any certificate of occupancy, close off the existing curb and gutter serving the trash collection area between 1200 South Main Street and the OCHSA. The curb and gutter shall be replaced with a new curb, gutter and sidewalk. i. Prior to submittal into building plan check, revise the site plan to depict and note the left turn ingress (Sycamore Street - southbound) into the school drop-off zone. j. Prior to submittal into building plan check, revise the site plan to depict and note wheel chair accessibility ramps at the Broadway egress exit. k. Prior to submittal into building plan check, revise the site plan to depict and note the replacement of the painted striped "No Access Zone" to be replaced with a raised median barrier with decorative pavement for the eastern and western portions of Tenth Street. 11 B-49 I. Prior to submittal into building plan check, revise the site plan to depict and note the modifications of the signals at the Main/Washington, Main/Tenth, Washington/Sycamore, Broadway/Washington and Broadway/Tenth intersections. m. Prior to the issuance of any building permit, install a raised median at the Broadway egress as determined by the Public Works Agency. 7. Plaza DesiQn Prior to issuance of any building permits, a detailed Plaza Plan shall be submitted to and approved by the Planning Commission. a. The overall plaza design theme shall incorporate a minimum of three major pedestrian-level water features and two water elements adjacent to the proposed building. b. The plaza landscape palette must include a minimum of four (4) tree species, to be approved by the Landscape Development Associate prior to the issuance of any building permit. The minimum established size for palm trees shall be 30 feet brown trunk height. Non-palm tree species shall be a minimum of 20 feet in height and 60-inch box. c. Land uses such as retail, office or other services shall be incorporated within the plaza level pursuant to the approved site plan. Exterior kiosks, carts or other temporary outdoor uses are not allowed unless specifically submitted to and approved by the Planning Commission. d. The plaza shall incorporate seating, benches and landscaping to provide visual interest and additional amenities within the plaza. e. Pedestrian amenities shall be provided such as lighting, planters, drinking fountains, unit pavers, and bicycle racks. f. The color and appearance of the plaza furniture products and other elements must complement the overall plaza design and tower architecture. 11 8-50 . . . g. Benches and pedestrian seating shall be made of a durable material such as concrete or painted iron and be designed to minimize effects from vandalism, skateboarding and weather. h. Trash receptacles should be located in high-activity areas, such as plazas and other public open spaces. The style shall be compatible with other plaza furnishings. i. Bike racks shall be provided at key activity locations on the plaza level. j. All street furniture surfaces, pedestrian-level walls and amenities shall incorporate graffiti resistant coatings. k. Soft as well as hard surfaced areas shall be incorporated into the Plaza Plan. Plaza area paving shall consist of unit pavers. I. One linear foot of seating shall be provided for every 60 square feet of plaza area. Seating may include benches, low seating walls, steps, planter edges or fountains. The seating shall be designed to discourage sleeping. m. Lighting height in the plaza area should be at a pedestrian scale. A range between 16 feet and 22 feet in the plaza area should be fully illuminated from dusk until dawn. The overall lighting shall be maintained at one-foot candle and incorporate other pedestrian- oriented lights, such as lighted bollards. Uplighting of trees and other site features is also required. n. The required Plaza Plan shall include adequate provisions for the on-going maintenance of all plaza and roundabout improvements. o. The required Plaza Plan shall include design details, materials and provisions for the on-going maintenance for all interior public areas within the office tower, including but not limited to the ground floor and basement area lobbies. 8. Public Art a. Public art valued at one percent of the office tower valuation is required. The cost of any water feature or portion thereof shall not be included for purposes of complying with the public art requirement. Public art may be comprised of multiple art pieces, however, at least one such art piece shall be placed at the southwest corner of the project site adjacent to Broadway and Tenth Street. The public art should invite participation and interaction, inspire, add local meaning, interpret the community by revealing its culture or history, and/or capture or reinforce the 118-51 unique character of the new place. A comprehensive Public Art Plan indicating compliance with this requirement, and which proposes specific pieces of art for specific locations or applications, shall be submitted to the Planning Commission for review and approval prior to issuance of any building permits. All public art approved by the Planning Commission in the Public Art Plan shall be completely installed prior to the issuance of any certificates of occupancy for the project. b. Art should be sited to complement features such as plaza or architectural components so that the art is an integral part of the One Broadway Plaza development site. c. Public art should be constructed using durable materials and finishes including but not limited to stone or metal. d. No art piece provided pursuant to the public art requirement, including an art piece such as a mural that may be proposed on the south elevation of the parking structure at the Sycamore Street entrance, shall include advertising of any type, including but not limited to products, services or businesses. e. All public art provided pursuant to the public art requirement shall be properly maintained at all times, be free of any graffiti and shall not incorporate any flashing or distracting form of illumination. f. All art pieces approved and installed pursuant to the Public Art Plan shall remain on the project site and may not be removed without the approval of the Planning Commission. 11 8-52 . . . ORDINANCE NO. NS-2656 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ONE BROADWAY PLAZA, LLC, 1200 N. MAIN, LLC, AND 845 BROADWAY, LLC THE CITY COUNCIL OF THE CITY OF SANTA ANA ORDAINS AS FOLLOWS: SECTION 1: The City Council hereby finds, determines and declares as follows: A. The City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and owner in the development process. B. The City enters into this Development Agreement pursuant to the provisions of the Government Code and applicable City policies. C. The Planning Commission has, following a duly noticed public hearing, on June 14, 2004 recommended approval of this Development Agreement. E. Entering into this Development Agreement would provide the City with extraordinary and significant benefits that are of regional significance, relate to existing deficiencies in public facilities, require the owner of One Broadway Plaza to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. F. The City Council has held a noticed public hearing on this Ordinance, and has considered all testimony presented thereto. G. The City Council has, on July 19, 2004, approved a Environmental Impact Report (EIR) in conjunction with this Project and adopted a mitigation monitoring plan, written findings and a statement of overriding considerations and the Council adopts this ordinance based upon said EIR, plan, findings and statement of overriding considerations. SECTION 2: Development Agreement, a true and correct copy of which is attached hereto as Exhibit 1, is hereby approved, and the City Manager and Clerk of the Council are authorized to execute it on behalf of the City. The Clerk of the City is hereby Ordinance No. NS-2656 Page 1 11 B-53 authorized and directed to cause this Development Agreement to be recorded with the County Recorder's Office. SECTION 3 This ordinance shall not be effective unless and until Resolution No. 2004-021, and Ordinance No. NS-2649 becomes effective. If said ordinance or resolution are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. SECTION 4: If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that anyone or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of ,2004 Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph W. Fletcher, City Attorney By: Benjamin Kaufman Chief Assistant City Attorney Ordinance No. NS-2656 Page 2 11 B-54 . . . AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, PATRICIA E. HEALY, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-2656 to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-2656 Page 3 11 B-55 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 P.O. Box 1988 Santa Ana, California 92702 FREE RECORDING GOVERNMENT CODE § 6103 DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and ONE BROADWAY PLAZA, LLC, 1200 N. MAIN, LLC, and 845 BROADWAY, LLC Dated: July 19,2004 11 B-56 . . . DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA and ONE BROADWAY PLAZA, LLC, 1200 N. MAIN, LLC, and 845 BROADWAY, LLC This DEVELOPMENT AGREEMENT ("Agreement") is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California ("City") on the one hand, and ONE BROADWAY PLAZA, LLC, 1200 N. MAIN LLC, and 845 BROADWAY LLC, each of which is a California Limited Liability Company (collectively refeITed to herein as "Owner" or "Property Owner"), on the other hand. 1. RECITALS. The Agreement is entered into with reference to the following facts: 1.1 Agreement. The purpose of this agreement was to facilitate the development ofthe 37 story, 518,000 square foot, Class A office building and associated parking structure and ancillary commercial development contemplated by the City's Specific Design Zoning Designation SD-75, Environmental Impact Report No. 99-01, General Plan Amendment No. 2004-01 and Zoning Ordinance Amendment No. 2004-02 (the "Pre-Existing Approval Entitlements"). 1.2 Code Authorization. City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into Development Agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and Owner in the development process. City enters into the Agreement pursuant to the provisions of the Government Code and applicable City policies. The parties acknowledge: (1) the time of development. This Agreement is intended to assure adequate public facilities at (2) This Agreement is intended to as¡mre development in accordance with City's General Plan, applicable Specific Plans and Specific Development District No. 75. (3) This Agreement will pennit achievement of goals and objectives as reflected in the City's General Plan, all applicable Specific Plans and Specific Development District No. 75. (4) Owner is required by existing City regulations to provide mitigation for certain impacts and pay certain regulatory fees as conditions of approvals through the regulatory process. 11 B-57 4f @) (5) This Agreement will allow City to realize extraordinary and significant public infrastructure facilities and other supplemental benefits in addition to those available through the existing regulatory process. (6) Many of the extraordinary and significant benefits identified as consideration to City for entering into this Agreement are of regional significance, relate to existing deficiencies in public facilities, require Owner to contribute a greater percentage of benefits than would otherwise be required and/or pay such benefits sooner, and represent benefits which would not otherwise be required as part of the development process. 1.2 Owner. Owner represents and warrants that it has a legal or equitable interest in the real property located in City of Santa Ana, California, legally described on Exhibit A attached hereto and incorporated herein, and graphically described on Exhibit B attached hereto and incorporated herein (hereinafter the "Property"). The Property is approximately 4.339 acres in size and is cUITently occupied by commercial and residential development. 1.3 Interest of Owner. Owner hereby represents that it has an equitable and legal interest in the Property. Owner further hereby represents that it has approved this Agreement and is authorized to enter into this Agreement. 1.4 Planning Commission - Council Hearings. On June 14,2004, the Planning Commission of the City ("Planning Commission"), after giving notice pursuant to Government Code Sections 65090 and 65091, held a public hearing to consider the Owner's application for this Agreement. The Planning Commission recommended to the City Council of City that it execute this Agreement. On July 6, 2004, the City Council of the City of Santa Ana ("Council"), after providing notice as required by law, held a public hearing to consider the Owner's application for this Agreement. 1.5 Council Findings. The Council finds that this Agreement is consistent with the General Plan, applicable Specific Planes) as well as all other applicable ordinances, plans, policies and regulations of the City. 1.6 City Ordinance. On July 19, 2004, the Council adopted Ordinance No. approving this Agreement. The ordinance and this Agreement becomes effective thirty (30) days thereafter. 2. DEFINITIONS. In the Agreement, unless the context otherwise requires: 2.0.5 "Force Majeure" shall mean delays of performance by either party hereunder due to war; insurrection; strikes; lockouts; labor disputes; riots; floods; earthquakes; . fires; serious rain or inclement weather; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; acts of the other party; acts or failure to act ofthe City or any other public or governmental agency or entity (other than acts or failure to act of the City shall not excuse performance by the City); litigation or arbitration; referendum; or any other cause beyond the control, or without the fault of the party claiming an extension of time to perform; provided that notice by the party claiming such 11 B-58 @~ . extension is sent to the other party within thirty (30) days of the commencement of the cause or event resulting in such delays. 2.1 "Offsite Mitigation Measures" means all those mitigation measures not on the Property applied to the Project as either mitigation measures or conditions of approval, and which are set forth in greater detail in paragraph 5.1.1 below, and Exhibit C to this Agreement. 2.2 "Property Owner" or "Owner" means One Broadway Plaza, LLC, a California Limited Liability Company, 1200 N. Main LLC, a California Limited Liability Company, and 845 Broadway LLC, a California Limited Liability Company, being the person, persons, or entity collectively having a legal or equitable interest in the Property. 2.3 "Property" is the real property described in Exhibit A and refeITed to in Exhibit B, bounded by Broadway on the west, Washington Avenue on the north, Sycamore Avenue on the east and Tenth Street on the south. . 2.4 "Project" is the development of a 37 story, 518,000 square foot, Class A office building and associated parking structure and ancillary commercial development on the Property as generally set forth in Specific Design Zoning Designation SD-75, Environmental Impact Report No. 99-01, General Plan Amendment No. 2004-01 and Zoning Ordinance Amendment No. 2004-02. The parties to this Agreement acknowledge and agree that to the extent set forth on the attached Exhibit D future discretionary approvals are required for the development ofthe Project on the Property, that this Agreement does not apply or in any way constrain the City's discretion as to such future discretionary approvals, and that such approvals if granted shall at that time be incorporated into the definition ofthe word "Project" as used herein. 3. EXHIBITS. The following documents refeITed to in the Agreement are attached to this Agreement, incorporated herein by this reference as though fully set forth, and are identified as follows: Exhibit RefeITed to T)e~i£71~tinn f)e~criptinn in Sedinn A Property Legal Description 1.2 B Property Graphical Description (Site Plan) 1.2 C Remaining Offsite Mitigation Measures 5.1.1 D Remaining Discretionary Approvals 5.1 . E Scarifying Area 5.9(3) 11 ~-59 cl 4. GENERAL PROVISIONS. 4.1 Property Subject to the Agreement. Until released pursuant to the provisions of Section 8.3 below, no property shall be released ftom this Agreement until Property Owner has fully perfonned its obligations arising out of the Agreement. 4.2 Duration of Agreement. The tenn of this Agreement shall for seven years; provided, however that the Owner may request one two-year extension ftom the Executive Director ofthe Planning and Building Agency, which request shall not be unreasonably denied. Nothing herein shall be deemed to apply, however, to future discretionary acts related to the Project, as set forth in Exhibit D, which Owner has not obtained as of the effective date of this Agreement, or changes in the Proj ect proposed by Owner during the tenn of this Agreement inconsistent with the Pre-Existing Approval Entitlements. 4.2.1 Tolling of Agreement During Force Majeure Event. Perfonnance by Owner or the City shall not be deemed to be in default, and perfonnance and the tenn of the Development Agreement shall be tolled, where delays or defaults are due to existence of a Force Majeure. Any such tolling shall extend only for the duration of the cause of the delay. Each party claiming a Force Majeure shall, within thirty (30) of discovery of a claimed Force MaJeure, notify the other party in writing of the Force Majeure and its claimed duration. 4.3 Assignment. Owner shall have the right to transfer or assign the Property, in whole or in part, to any person, entity (public or private), partnership, joint venture, finn or corporation at any time during the tenn of this Agreement; provided, however, the rights of Owner under this Agreement may not be transfeITed or assigned unless the written consent ofthe Council is first obtained and any transfer or assignment of the rights under this Agreement shall include in writing the assumption of the duties, obligations, and liabilities arising ftom this Agreement if the City grants written consent to transfer the rights. Nor shall the rights of the Owner hereunder be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, and any such assignment or transfer shall be wholly void and of no force and effect unless such written consent thereto be obtained ftom the Council. Such transfer or assignment shall not relieve Owner of any duty, obligation or liability to City without the consent of the City. Owner may assign it rights, duties and obligations under this Agreement to an entity controlled fifty-one percent (51 %) by Michael F. HaITah without the City's approval, but only upon written notice to the City. During the tenn of this Agreement, any approved assignee or transferee of the rights under this Agreement shall observe and perfonn all of the duties and obligations of Owner contained in this Agreement as such duties and obligations pertain to the portion of the Property transfeITed or assigned. Any and all approved successors and assignees of Owner shall have all of the same rights, benefits, duties, obligations, and liabilities of Owner under this Agreement. If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them in accordance with the provisions of this Agreement. Upon assignment or transfer of the rights of Owner under this Agreement, the obligations of Owner and the transferee or assignee shall be joint and several. 11 ij-60 ~ . . . 4.4 Amendment or Cancellation of Agreement. This Agreement may be amended from time to time or cancelled only by the mutual consent of the parties, but only in the same manner as its adoption by an ordinance as set forth in Government Code Section 65868. The tenn "Agreement" or "Development Agreement" as used herein shall include any amendment properly approved and executed. 4.5 Enforcement. Notwithstanding Government Code Section 65865.4, this Agreement is enforceable by any party to the Agreement in any manner provided by law. The remedies provided in Section 7.4 of this Agreement shall not include, and City shall not be liable for, any action in damages, except for damages solely caused by its willful or intentional conduct, or any costs or attorney's fees resulting from any dispute, controversy, action or inaction, or any legal proceeding arising out of this Agreement, except where such costs and fees are incurred solely caused by the City's willful or intentional conduct. 4.6 Hold Harmless. Property Owner agrees to and shall hold City, its officers, agents and employees hannless iTom liability: (1) for damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Property Owner or their contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the Proj ect; and (2) from any claim that damages, just compensation, restitution, judicial or equitable relief is due by reason of the tenns of or effects arising iTom this Agreement. The foregoing shall exclude claims based on the City's own negligence or intentional conduct. Property Owner agrees to pay all costs for the defense of the City and its officers, agents and employees regarding any action for damages, just compensation, restitution, judicial or equitable relief caused or alleged to have been caused by reason of Property Owner's actions in connection with the Project, any claims arising out ofthis Agreement, or any approval or certification by the City relating to the Project (but excluding any third party costs, incurred by the City, including fees and costs for outside counsel and consultants). This hold hannless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this paragraph or due by reason of the tenns of, or effects, arising iTom this Agreement or any approval or certification by the City relating to the Project, regardless of whether or not the City prepared, supplied or approved this Agreement, plans or specifications, or both, for the Project. The Property Owner further agrees to indemnify, hold hannless, and pay all costs for the defense of the City, excluding fees and costs for special counsel to be selected by the City or other outside counselor consultants, if any, regarding any action by a third party challenging the validity of this Agreement or any approval or certification by the City relating to the Project, or asserting that damages, just compensation, restitution, judicial or equitable relief is due to personal or property rights by reason of the tenns of, or effects arising iTom this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 4.7 Binding Effect of Agreement. To the extent not otherwise provided in Section 4.3 of this Agreement, the burdens ofthe Agreement bind, and the benefits of the Agreement inure, to the parties' successors in interest. 11 B-61 ~~ ~ 4.8 Relationship of the Parties. The contractual relationship between City and Owner arising out of the Agreement is one of independent contractor and not agency. This Agreement does not create any third party beneficiary rights. 4.9 Notices. Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: If to City, to: Executive Director, Planning and Building Agency City of Santa Ana 20 Civic Center Plaza M-20 P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 667-1461 and, City Attorney City of Santa Ana 20 Civic Center Plaza M-29 P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 If to Owner, to: One Broadway Plaza, LLC 1200 N. Main LLC 845 Broadway LLC 1200 North Main Street, Suite 900 Santa Ana, California 92701 attn: Michael Ran-ah telefacsimile (714) 543-9972 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County, or city holidays shall be excluded. 11 B-62 Œ9~ . . . 5. DEVELOPMENT OF THE PROPERTY. 5.1 Existing Rules, Regulations and Policies. The rules, regulations and official policies governing the pennitted use(s) of the Property, with respect to and only with respect to the pennitted use(s) density, height, size of structures and intensity of use of the Property, shall be the Pre-existing Approved Entitlements and all those rules, regulations, and policies applicable to the Property as of the effective date of this Agreement; provided, however, that nothing in this Agreement shall be deemed to apply to future discretionary approvals pursuant to the California Street Vacation Act, and other items to be reviewed and approved, approved with conditions, or denied, by the Planning Commission pursuant to the tenns of the Pre-Existing Approval Entitlements as set forth in Exhibit D to this Agreement, and that this Agreement does not apply or in any way constrain the City's discretion as to such future discretionary approvals. 5.1.1 Offsite Mitigation Measures. The offsite mitigation measures which must be constructed by Owner or City are as set forth in Exhibit C to this Agreement. The design of all offsite mitigation measures constructed by Owner shall be subject to approval by the City's Public Works Agency prior to issuance of an encroachment pennit. The Public Works Agency shall provide to the Owner an update to the 2004 estimate of the costs such offsite mitigations measures contained in said Exhibit C prior to issuance of final map and building pennit. ,Owner shall have one year from the effective date of this Agreement pursuant to section 1.6, above, to acquire the real property referenced in paragraph 5.a. and 8 of Exhibit C and transfer title to the City, except as to the roundabout, for which Owner shall secure and transfer to City an easement (or other right to construct, maintain and use the property as a roundabout). City shall accept transfer of this title and easement. Owner shall deposit an amount equal to the estimate in cash for such offsite mitigation measures (including traffic studies) at the time called for in paragraphs 5.a., 8 and 9 of Exhibit C. For all other items specified in Exhibit C, security in the fonn of bonds (i. e., a payment, a perfonnance and a material bond) or other proof of ability to perfonn acceptable to the City's Executive Director of Public Works Agency shall be provided, together with an offsite subdivision improvement agreement, prior to recordation of final map. For those offsite mitigation measures identified in paragraphs 1-4, 5.b.-8 and 10 which have not been accepted by the City as complete prior to issuance of a building pennit, no building pennit shall issue until Owner deposits with the City cash; a direct draw, irrevocable letter of credit; or establishes an irrevocable, escrowed cash account in a fonn reasonably acceptable to the City Attorney of City, in an amount specified by the City's Public Works Agency to guarantee perfonnance of said offsite mitigation measures; provided, however, that City Executive Director of Public Works Agency shall release or partially release the bonds previously provided at this point to the extent that they are duplicative of this new security. Any deposit shall be applied to such costs and shall be, within thirty (30) days written request to Owner, supplemented to cover the actual costs incurred. Except as to paragraph 9 of Exhibit C, City shall return any funds not spent on the offsite mitigation measures referenced in Exhibit C to owner within thirty (30) days, subject to City accounting practices, after completion of all items referenced in Exhibit C and issuance of a Certificate of Occupancy for the Proj ect. 11 61-63 c@t 5.2 Exclusion from Existing Rules, Regulations and Policies. Pursuant to Government Code Section 65866, City retains the right to enact police power regulations in a non-discriminatory manner on the following matters not covered by section 5.1 of this Agreement: a. Municipal laws and regulations which do not interfere with Owner's vested rights to develop and use the Property in accordance with section 5.1 of this Agreement Owner and its successors and assigns and all persons and entities in occupation of any portion of the Property shall comply with such non-conflicting laws and regulations as may ftom time to time be enacted or amended hereafter. Specifically, but without limitation on the foregoing, such non-conflicting laws and regulations include the following: (1) Taxes, assessments, fees and charges, except as otherwise specifically provided in this Development Agreement; (2) Building, electrical, mechanical, fire and similar codes based upon unifonn codes incorporated by reference into the Santa Ana Municipal Code (including amendments to such codes); (3) Laws, including zoning code provisions, which regulate the manner in which business activities may be conducted or which prohibit any particular type of business activity on a city-wide basis; and (4) Procedural rules of general City-wide application. 5.3 Design and Construction Standards and Specifications. The design and construction standards and specifications for all Project construction shall be subject to applicable design standards and guidelines in effect at the time that any development approval shall be sought for the Project or any unit or structure contained within the Project. 5.4 Reserved. 5.5 Future Discretionary Approvals. This Agreement shall not prevent the City, when considering requests for discretionary approvals not covered by Section 5.1 of this Agreement subsequent to the effective date of this Agreement, ftom applying new rules, regulations, and policies which are applicable to the Property, nor shall this Agreement prevent the City ftom denying or conditionally approving any subsequent applications for land use entitlements based on such existing or new rules, regulations, and/or policies; provided however, that such new rules, regulations, and official policies are of general application to all development within the City and are not imposed solely with respect to the subject property. In addition, this Agreement shall not prevent the City ftom exercising its police power to protect the health, safety, and welfare of the public. This police power, exercised in accordance with Section 5.2 of this Agreement, is paramount to any rights or obligations created or existing between the parties. However, except as provided in section 5.1, above, the City acknowledges 11 B-64 @~ . . . that it shall not apply to the Project any subsequently adopted ordinance, regulation or policy that would adversely affect the design or reduce the size of the project, or the timing or sequencing of construction ofthe Project (including without limitation, through allocation of square footage or floor area allocation of water and sewer pennits, school and traffic capacities and modifications of floor area rations to open space or other public improvements, and revisions to historical designations). 5.6 Processing Fees. All fees and charges intended to cover City costs associated with processing development of the Property, including but not limited to fees and charges for applications, processing, inspections, plan review, plan processing, and/or environmental review, which are existing or may be revised or adopted during the tenn of this Agreement shall apply to the development of the Property. No newly adopted fee or charge imposed solely on commercial buildings exceeding ten (10) stories in height or one hundred thousand (100,000) square feet size shall apply to development of the Property, unless said fee or charge is mandated by federal or State law. 5.7 Amendments or Additions to Citywide Fee Programs. This Agreement shall not preclude the inclusion of and changes to fee programs, taxes whether special or general, or assessments (hereafter collectively refeaed to as "fees") adopted by the City after the effective date of this Agreement, which shall be applicable to the Project or the Property provided that' they (1) are standard fees applicable to all development in the City (although actual fee rates may vary within the City where bona fide Citywide fee zones have been established), (2) are not applicable primarily or only to this Project, or (3) are not imposed to duplicate any project design features conditions of approval, Agreements, or mitigation measures already contained in Environmental Impact Report No. 99-01 or this Agreement. 5.8 Condition Precedent to Issuance Of Any Building Permit. The Owner shall not be issued any building permit, or rough grading permit pennitting grading exceeding twelve inches (12") in depth (except as provided in section 5.9(3), below), for the Project until it provides evidence that the Owner has obtained binding commitments for lease of not less than 50% of the net leasable area in the Project from tenants who would qualify as "Investment Grade Tenants" (BBB- or greater) as rated by either Standard & Poor's or Moody's rating agencies. Non-rated publicly held, or private companies with a rating ofBB or BB+ may meet this requirement by providing a "Shadow Rating" from either agency depicting a minimum of a neutral credit outlook. Law finns shall provide evidence of a rating of "A V" from Martindale- Hubbell or equivalent rating agency. Binding commitments to lease shall be in a fonn and content nonnally accepted by conventional lending institutions and subject to the review and approval of the City's Executive Director of Planning and Building, which approval shall not be unreasonably withheld. Owner shall have the right to commence demolition of existing non- historic buildings, and removal and relocation of historic buildings and rough grading (only to the twelve inch (12") depth pennitted by the first sentence of this section) prior to the review and approval ofthe City pursuant to this section. 5.8.1. Payment Of Prevailing Wage. For the provision of the payment of "Prevailing" and/or "Area Standard Wages" as appropriate, the Owner shall submit evidence that it has entered into a labor agreement with the Los Angeles and Orange Counties Building and 11 B-65 ~~ Construction Trades Council. Said agreement shall also include provisions that encourage the referral and utilization, to the extent pennitted by law, of qualified residents as journeymen, apprentices and trainees. An executed copy ofthe agreement shall be submitted to the City prior to the issuance of building penuits. 5.8.2. No Redevelopment Subsidy. The Owner shall not be entitled to request or accept any agreement with the Santa Ana Community Redevelopment Agency for economic, debt service payments, or other assistance for the development of the Project. Failure to comply with this provision shall be deemed in and of itself to constitute a failure to in good faith comply with tenus or conditions of this Agreement pursuant to the tenns of Government Code section 65865.1. 5.8.3 Minimum Cost of Construction. The core construction costs for the office building shall not be less than the RS Means "Medium" square footage estimate, including the installation cost of all mechanical and electrical equipment for a Class A high rise office building. 5.8.4. OCHSA Drop-Off Site. The drop offi'pick up area for the Orange County High School for the Arts ("OCHSA") shall be approved by the City Engineer and be implemented by the Owner at its sole cost and expense before any demolition or construction is initiated for the Project. 5.8.5. Union Janitorial Service. Prior to receiving a Certificate of Occupancy, the Owner shall demonstrate to the City's Executive Director of Planning and Building evidence that it has entered into an agreement with a union janitorial service company for the provision of janitorial and maintenance services. 5.9 Historic Structures on the Property. (1) The Owner shall be responsible for the rehabilitation ofthe historic structure located at 1109 North Broadway (Koenig House) per City standards. (2) At the sole expense ofthe Owner the historic structure located at 1015 North Broadway (Twist-Basler House) shall be relocated to Cabrillo Park, set upon a new foundation, and supplied with all necessary utilities. The structure shall be rehabilitated to City standards by Owner at its sole cost which shall, however, be an offset from the Arts and Culture Fees paid by Owner for the Project. (3) After complying with the relocation obligations of subsections 5.9(1), if necessary, and 5.9(2), Owner may, notwithstanding the provisions of section 5.8 above, scarify the soil in the Scarifying Area (shown on Exhibit E to this Agreement) to a depth of three feet (3.0') and drive piles in the area shown on Exhibit E to support the eventual 37-story office tower. The scarifying and pile driving shall be done at a time and manner as set forth in plans submitted by Owner and approved by the Executive Director of the Public Works Agency, and only after written notice of the commencement date and estimated duration ofthe pile driving has been given by Owner to the Santa Ana Unified School District, Orange County High School of the Arts, and El Sol Academy. The scarified area shall be refilled after the pile driving is complete to its original grade as shown in the approved plans and, if a building pennit has not been issued and construction of the Project has not commenced within ninety (90) days 11 1i-66 @~ . . . thereafter, landscaped, irrigated and fenced in accordance with plans submitted by Owner and approved by the Executive Director of the Planning and Building Agency. 5.10 Moratoria. Moratoria enacted by the City for the public health, safety, and welfare, to the extent permitted by section 5.5., above, which are imposed on the Property or Project, shall toll the time periods set forth in this Agreement. City shall not apply to the Property or Project any moratoria which is adopted and which, either facially or as-applied, has no application except to (or primarily to) the Property or Project. 5.11 City to Receive Contract Documents. Owner shall furnish City, upon written request, copies of contracts and supporting documents relating to the Project. 5.13 Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City's existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Agreement. 5.14 Compliance With Governmental Requirements. Owner shall carry out the design, construction, and operation of the Project in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, the Owner or the Property, including all applicable federal and state occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, and all applicable disabled and handicapped access requirements, including, without the limitation, the Americans With Disability Act, 42 US.C. § 12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51 et seq. ("Governmental Requirements"). 6. ANNUAL REVIEW. 6.1 City and Owner Responsibilities. City shall, at least every twelve (12) months during the term of this Agreement, review the extent of good faith substantial compliance by Owner with the terms of this Agreement. Pursuant to Government Code Section 65865.1, as amended, Owner shall have the duty to demonstrate by substantial evidence its good faith compliance with the terms of the Agreement at the periodic review. 6.2 Review Letter. If Owner is found to be in compliance with the Agreement after annual review, City shall, upon written request by Owner, issue a Review Letter to Owner (the "Letter") stating that based upon information known or made known to the City Council, the City Planning Commission and/or the City Planning Director, the Agreement remains in effect and Owner is not in default. Owner may record the Letter in the Official Records of the County of Orange. 11 S-67 .~ 6.3 Failure of Periodic Review. City's failure to review at least annually Owner's compliance with the terms and conditions of this Agreement shall not constitute or be asserted by any party as a breach of the Agreement by Owner or City. 7. DEFAULT. 7.1 Events of Default. Property Owner is in default under this Agreement upon the happening of one or more ofthe following events or conditions: (1) If a warranty, representation, or statement made or furnished by Property Owner to the City is false or proves to have been false in any material respect when it was made; (2) A finding and determination made by the City following a periodic review under the procedure provided for in Government Code Section 65865.1 that upon the basis of substantial evidence the Property Owner has not complied in good faith with one or more of the terms or conditions of this Agreement; (3) Failure to comply in good faith with Governmental Requirements; (4) Any other event, condition, act, or omission which materially interferes with the intent and objectives of this Agreement. 7.2 Procedure upon Default. (1) Upon the occurrence of default, City shall give Property Owner (the "defaulting party") ninety (90) days written notice specifying the nature ofthe alleged default and, when appropriate, the manner in which said default may be satisfactorily cured. After proper notice and expiration of said ninety (90) day cure period without cure, City may terminate or amend this Agreement in accordance with the procedure adopted by the City as to all defaults that may be cured within said ninety (90) day cure period. For defaults that cannot be cured within said ninety (90) day cure period, City may terminate or amend this Agreement in accordance with the procedure adopted by the City should at any time following said ninety (90) day period Owner fail to diligently proceed in curing the default. Failure or delay in giving notice of default shall not constitute a waiver of any default, nor shall it change the time of default. (2) City does not waive any claim of defect in performance by Property Owner, if on periodic review the City does not propose to modify or terminate this Agreement. (3) Non-performance shall not be excused because of a failure of a third person. 118-68 @f . . . (4) An express repudiation, refusal, or renunciation of the contract, if the same is in writing and signed by the Property Owner, shall be sufficient to terminate this Agreement and a hearing on the matter shall not be required. (5) Adoption of a law or other governmental activity making performance by the Owner unprofitable or more difficult or more expensive does not excuse the performance ofthe obligation by the Property Owner. (6) All other remedies at law or in equity which are not inconsistent with the provisions of this Agreement are available to the parties to pursue in the event there is a breach. 7.3 Damages upon Termination. In no event shall Property Owner be entitled to any damages against City upon termination of this Agreement. 7.4 Institution of Legal Action. In addition to any other rights or remedies, either party may institute legal action to cure, cOITect, or remedy any default or breach, to specifically enforce any covenants or Agreements set forth in the Agreement, or to enjoin any threatened or attempted violation of the Agreement; or to obtain any remedies consistent with the purpose of the Agreement. Legal actions shall be instituted in the Superior Court of the COlmty of Orange, State of California, or in the Federal District Court in the Central District of California, Southern Division. 8. ENCUMBRANCES AND RELEASES ON PROPERTY. 8.1 Discretion to Encumber. This Agreement shall not prevent or limit Owner, in any manner, at Owner's sole and absolute discretion, from encumbering the Property or any portion of the Property or any improvement on the Property by any mortgage, deed of trust, or other security device securing financing with respect to the Property or its improvement. 8.2 Entitlement to Written Notice of Default. The mortgagee of a mortgage or beneficiary of a deed of trust encumbering the Property or any part thereof and their successors and assigns shall, upon written request to City, be entitled to receive from City written notification of any default by Owner of the performance of Owner's obligations under the Agreement which has not been cured within the same time period as provided in section 7.2, above, and said mortgagee or beneficiary shall have the right to cure such default within the same time and such additional time as may be necessary to exercise it rights as a secured creditor; provided said mortgagee or beneficiary promptly and diligently exercises such remedies. 8.3 Releases. City agrees that upon written request of Property Owner and payment of all fees and performance of the requirements and conditions required of Owner by this Agreement with respect to the Property, or any portion thereof, City may execute and deliver to Owner appropriate release(s) of further obligations imposed by this Agreement in form and substance acceptable to the Orange County Recorder or as may otherwise be necessary to effect the release. 11 8-69 ~~ 9. MISCELLANEOUS PROVISIONS. 9.1 Rules of Construction. The singular includes the plural; the masculine gender includes the feminine; "shall" is mandatory; "may" is pennissive. If there is more than one signer of this Agreement, their obligations are joint and several. 9.2 Entire Agreement, Waivers and Amendments. This Agreement constitutes the entire understanding and Agreement of the parties with respect to the matters set forth in this Agreement. This Agreement supersedes all negotiation or previous Agreements between the parties respecting this Agreement. All waivers of the provision of this Agreement must be in writing and signed by the appropriate authorities of City or of Owner. All amendments to this Agreement must be in writing signed by the appropriate authorities of City and Owner, in a fonn suitable for recording in the Official Records of Orange County, California. Within ten (10) days following the effective date ofthis Agreement, a copy ofthis Agreement shall be recorded in the Official Records of Orange County, California. Upon the completion of perfonnance of this Agreement or its revocation or tennination, an appropriate Certificate of Completion acknowledging such occurrence signed by the appropriate agents of Owner and City shall be recorded in the Official Records of Orange County, California. 9.3 Project as a Private Undertaking. It is specifically understood by the parties that: (a) the Project is a private development for purposes of Government Code Section 65864 et seq.; (b) City has no interest in or responsibilities for or duty to third parties concerning any improvements to the Property or in connection with the Project; and (c) Owner shall have the full power and exclusive control of the Property subject to the obligations of Owner set forth in this Agreement. 9.4 Incorporation of Recitals. The Recitals set forth in Section 1 of this Agreement are part of this Agreement. 9.5 Captions. The captions of this Agreement are for convenience and reference only, and shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, construction, or meaning of any of the provisions of this Agreement. 9.6 Consent. Where the consent or approval of a party is required in or necessary under this Agreement, the consent or approval shall not be unreasonably withheld. 9.7 Covenant of Cooperation. The parties shall cooperate with, deal with each other in good faith, and assist each other in the perfonnance of the provisions of this Agreement. 9.8 Time of Essence. Time is ofthe essence for each provision of this Agreement of which time is an element. 9.9 Conflicts of Law. In the event that state or federal laws or regulations enacted after this Agreement has been entered into or the action or inaction of any other affected 11 B-70 @~ . . . governmental jurisdiction prevent or preclude compliance with one or more provisions of this Agreement or require changes in plans, maps, or pennits approved by the City, the parties shall provide the other party with written notice of such state or federal restriction, provide a copy of such regulation or policy, and a statement of conflict with the provisions ofthis Agreement. The parties shall, within thirty (30) days, meet and confer in good faith in a reasonable attempt to modify this Agreement to comply with such federal or state law or regulation. Thereafter, regardless of whether the parties reach an Agreement on the effect of such federal or state law or regulation upon the Agreement, the matter shall be scheduled for hearing before the Council. Public notice of such hearing shall be given pursuant to Government Code Section 65854.5. The City Council, at such hearing, shall detennine the exact modification or suspension which shall be necessitated by such federal or state law or regulation pursuant to Government Code Section 65869.5. At the hearing Owner shall have the right to offer oral and written testimony. 9.10 Recording. The City Clerk shall cause a copy of this Agreement to be recorded with the Office of the County Recorder of Orange County, California, within ten (10) days following the effective date of this Agreement. IN WITNESS WHEREOF, this Agreement has been executed by the City of Santa Ana, acting by and through its Mayor, pursuant to Ordinance No. , authorizing such execution, and by Property Owner. Dated this - day of ,2004. THE CITY OF SANTA ANA By DAVID N. REAM City Manager Approved as to Fonn: By 11 a-71 ot By: By: By: ONE BROADWAY PLAZA, LLC, 1200 N. MAIN, LLC wc~ Managing Member 845 BROADWAY LLC MIC Managing Member 11 ~-72 @) . . . State of California County of Orange On }SS. 7/ J r / (}L{- Date , before me, Rosa S. Barela. Notary Public Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared Michael F. Harrah J""'~~-~--------- fj ROSA S. BARELA - Commission # 1303103 ~ ~ . . Notary Public - California f ~ Orange County f MyCorrm. Expires May30. 2C05 -------------------- Place Notary Seal Above State of California County of Orange On }SS. 7/1 ~ 104 , Date Name(s) ofSisner<s) ~ personally known to me proved to me on the basis of satisfactory evidence to be the personEs} whose nameW (1Sìar-e subscribed to the within instrument and acknowledged to me that ~ executed the same in hislher/their authorized capacity{ie&), and that by ~ signature('5j on the instrument the person(~, or the entity upon behalf of which the personte) acted, executed the instrument. WITNESS my hand and official seal. q~yf..~1.- Signature of Notary Public , before me, Rosa S. Barela. Notary Public Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared Michael F. Harrah Name(s) ofSigncI{s) ~--~-~-----------J ROSA S. BARELA -fj Commission # 1303103 z ~ ~ Notary Public - California ~ J Orange County f - - - ~.:o:n~~~30..:.~ Place Notary Seal Above ~ personally known to me proved to me on the basis of satisfactory evidence to be the person( s) whose name(.g} Q.are subscribed to the within instrument and acknowledged to me that ~CI/thc.y executed the same in Q!iSlftcIÆlI:~ir authorized capacity(ieat and that by ~fthdf-- signature(-s} on the instrument the person(sJ, or the entity upon behalf of which the personW acted, executed the instrument. WITNESS my hand and official seal. ~~~ftVuJß~ S"Jgß8ture of Notary Public 11 B-73 State of California County of Orange On }SS. 7/J~ I O~-, Date before me, Rosa S. Barela. Notary Public Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared Michael F. Harrah i~~~---~-~-~-J Q ROSAS. BARELA Commission # 1303103 - z ~ ~ Notary Public - California ~ z - j Orange County f - - - _My~~ires_M!30,,:,2~ Place NotaIy Seal Above State of California County of Orange }SS. On Name(.) ofSisncr(.) ~/ personally known to me proved to me on the basis of satisfactory evidence to be the personEa) whose name(&-) ~are subscribed to the within instrument and acknowledged to me that .~shcfthcy executed ,the same in ~Cf/thcir authorized capacity(iest and that by @her/th0ir signature(£} on the instrument the person(~, or the entity upon behalf of which the person(s}. acted, executed the instrument. WITNESS my hand and official seal. ~)1~~ Signature of Notary Public Date , before me, Name and Title of Officer (e.g., "Jane Doe, Notary Public'') personally appeared ~ Name(.) ofSigncr(.) Place NOlIII)' Seal Above 0 0 personally known to me proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in hislher/their authorized capacity(ies), and that by hislher/their signature( s) on the instrument the person( s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public 11B-74 . . . ORDER NO. 7002103-23 EXHIBIT "A" (LEGAL DESCRIPTION) PARCEL A: THAT PORTION OF lOT 8 OF WALTON'S ADDmON TO THE TOWN OF SANTA ANA, IN THE cm OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOllOWS: BEGINNING AT THE INTERSECTION OF THE EAST LINE OF WEST STREET (NOW KNOWN AS BROADWAY), WITH THE SOUTH LINE OF WASHINGTON AVENUE, AS SHOWN ON SAID MAP; THENCE EAST 126.00 FEET ALONG SAID SOUTH LINE TO THE NORTHWEST CORNER OF THE LAND DESCRIBED IN THE DEED FROM A. S. DUNHAM TO ROBERT MC FADDEN; THENCE SOUTH 90.00 FEET ALONG THE WEST LINE OF SAID LAND; THENCE WEST 126.00 FEET, PARALLEL WITH SAID SOUTH LINE OF WASHINGTON AVENUE, TO SAID EAST LINE OF WEST STREET; THENCE NORTH 90.00 FEET ALONG SAID EAST LINE TO THE POINT OF BEGINNING. PARCEL B: INTENTIONALLY OMmED PARCEL C: INTENTIONALLY OMITIED PARCEL D: THAT PORTION OF LOT 6 OF WALTON'S ADDITION TO TOWN OF SANTA ANA, IN THE cm OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF lOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT 14 FEET SOUTH OF THE NORTHWEST CORNER OF SAID LOT 6, AND RUNNING THENCE EAST, PARALLEL WITH THE NORTH LINE OF SAID LOT 6 A DISTANCE OF 164.84, MORE OR LESS, TO THE NORTHWEST CORNER OF THE LAND CONVEYED TO ARNOLD O. WICKLUND AND WIFE, BY DEED RECORDED IN BOOK 883 PAGE 195, OFFICIAL RECORDS; THENCE SOUTH ALONG THE WEST LINE OF SAID LAND CONVEYED TO WICKLUND AND WIFE 60 FEET; THENCE WEST, PARALLEL WITH THE NORTH LINE OF SAID LOT 6, 164.84 FEET, MORE OR lESS TO THE WEST LINE OF SAID LOT 6, AND THENCE NORTH ALONG THE WEST LINE OF SAID lOT 6, 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 37.1 FEET INCLUDED IN BROADWAY STREET. 11 B-75 Page 4 g ORDER NO. 7002103-23 PARCEL E: BEGINNING AT A POINT ON THE WEST LINE OF LOT 6 OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, 74 FEET SOUTH OF THE NORTHWEST CORNER OF SAID LOT 6; FOR PURPOSE OF THIS DESCRIPTION, THE CENTER LINE OF WEST STREET, AS SHOWN ON SAID MAP IS CONSTRUED TO BE THE WEST LINE OF SAID LOT 6; RUNNING THENCE 159 FEET, MORE OR LESS, TO A POINT 155 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE SOUTH 50 FEET; THENCE WEST 159 FEET; THENCE NORTH 50 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM, THE WEST 37.1 FEET INCLUDED IN BROADWAY. PARCEL F: COMMENCING AT A POINT ON THE WEST LINE OF LOT 6 OF WALTON'S ADDmON TO THE TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, 124 FEET SOUTH OF THE NORTHWEST CORNER OF LOT 6; RUNNING THENCE EAST 162 FEET TO A POINT 152 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE SOUTH 56 FEET; THENCE WEST 162 FEET; THENCE NORTH 56 FEET TO THE TRUE POINT OF BEGINNING. EXCEPTING THEREFROM, THE WEST 37.1 FEET INCLUDED IN BROADWAY. PARCEL G: THAT PORTION OF LOTS 2, 3 AND 6 OF WALTONS ADDITION TO THE TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSEcrION OF THE NORTH LINE OF TENTH STREET, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED IN BOOK lOS, PAGE 386, OF DEEDS, RECORDS OF SAID ORANGE COUNTY, CALIFORNIA, WITH THE EAST LINE OF SAID LOT 2, AND RUNNING THENCE NORTH ALONG THE EAST LINE OF SAID LOTS 2, 3 AND 6, A DISTANCE OF 386 FEET TO THE NORTHEAST CORNER OF THE LAND DESCRIBED IN THE DEED TO BASLER, INC., A CORPORATION, RECORDED APRIL 20, 1956, IN BOOK 3481 PAGE 414, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY; THENCE WEST ALONG THE NORTH LINE OF SAID LAND, 152 FEET TO THE EAST LINE OF THE LAND DESCRIBED IN THE DEED TO HERMAN H. BASLER AND WIFE, RECORDED JUNE 29, 1948, IN BOOK 1660 PAGE 544, OF OFFICIAL RECORDS OF ORANGE COUNTY; THENCE NORTH ALONG SAID EAST LINE, 9 FEET TO THE NORTHEAST CORNER OF SAID LAND; THENCE WEST ALONG SAID NORTH LINE AND THE NORTH LINE OF SAID LAND DESCRIBED IN DEED TO HERMAN H. BASLER AND WIFE, RECORDED MAY 20, 1948, IN BOOK 1639 PAGE 310, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY, 162 FEET, MORE OR LESS, TO THE WEST LINE OF SAID LOT 6; THENCE SOUTH ALONG THE WEST LINE OF SAID LOTS 6, 3 AND 2, A DISTANCE OF 395 FEET, MORE OR LESS, TO SAID NORTH LINE OF TENTH STREET; THENCE EAST ALONG THE NORTH LINE OF TENTH STREET, TO THE POINT OF BEGINNING. PARCEL H: BEGINNING AT A POINT 156-1/2 FEET SOUTH AND 162 FEET EAST OF THE NORTHWEST CORNER OF LOT 6 OF WALTON'S ADDmON TO THE TOWN OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA, SAID POINT OF BEGINNING BEING 152 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE SOUTH 32;j. 1/2 FEET; THENCE WEST 152 FEET; THENCE NORTH 32-1/2 FEET TO THE POINT OF BEGINNING. @5 11 B-76 Page 5 . . . ORDER NO. 7002103-23 EXCEPTING THEREFROM, THE EAST 30 FEET INCLUDED IN SYCAMORE STREET. PARCEL I: BEGINNING AT A POINT 134 FEET SOUTH AND 162 FEET EAST OF THE NORTHWEST CORNER OF LOT 6 OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, SAID POINT BEING 152 FEET WEST OF THE EAST LINE OF SAID LOT 6; THENCE EAST 152 FEET TO THE EAST LINE OF SAID LOT 6; THENCE SOUTH 32-1/2 FEET; THENCE WEST 152 FEET; THENCE NORTH 32-1/2 FEET TO THE POINT OF BEGINNING. EXCEPTING THEREFROM, THE EAST 30 FEET INCLUDED IN SYCAMORE STREET. PARCELJ: THAT PORTION OF LOT 6 OF WALTON'S ADDmON TO THE TOWN OF SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 12 PAGE 98 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE EAST LINE OF SAID LOT 6 OF WALTON'S ADDITION, WHICH SAID POINT IS 74 FEET SOUTH OF THE NORTHEAST CORNER OF SAID LOT 6, AND WHICH SAID POINT IS ALSO THE SOUTHEAST CORNER OF THAT TRACT OF LAND CONVEYED TO L.G. BUTLER AND WIFE, BY DEED RECORDED IN BOOK 337, PAGE 208, OF DEEDS; THENCE SOUTH 50 FEET; THENCE WEST 155 FEET; THENCE NORTH 50 FEET TO THE SOUTH LINE OF THE ABOVE DESCRIBED PARCEL CONVEYED TO BUTLER; THENCE EAST ALONG SAID SOUTH LINE, 155 FEET TO THE POINT OF BEGINNING. PARCEL K: THAT PORTION OF LOT 6 OF WALTON'S ADDmON TO THE TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT A POINT IN THE EAST LINE OF SAID LOT 6, 14 FEET SOUTH OF THE NORTHEAST CORNER THEREOF; THENCE WEST PARALLEL TO THE NORTH LINE OF SAID LOT 6, 150 FEET; THENCE SOUTH, PARALLEL WITH THE EAST LINE OF SAID LOT 6, 60 FEET TO THE SOUTH LINE OF THE LAND CONVEYED TO L.G. BUTLER AND WIFE BY DEED RECORDED JUNE 9, 1919 IN BOOK 337 PAGE 208, OF DEEDS; THENCE EAST ALONG SAID SOUTH LINE 150 FEET, MORE OR LESS TO THE EAST LINE OF SAID LOT 6; THENCE NORTH 60 FEET TO THE POINT OF BEGINNING. PARCEL L: BEGINNING AT A POINT ON THE WEST LINE OF SYCAMORE STREET, 120 FEET SOUTH OF THE SOUTH LINE OF WASHINGTON AVENUE; RUNNING THENCE SOUTH ALONG THE WEST LINE OF SYCAMORE STREET, 85 FEET MORE OR LESS, TO A POINT 14 FEET SOUTH OF THE NORTH LINE OF LOT 6 OF WALTON'S ADDITION TO TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 12 PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA; RUNNING THENCE WEST, PARALLEL TO THE NORTH LINE OF LOT 6, 122.74 FEET, MORE OR LESS TO A POINT 125 FEET EAST OF THE EAST LINE OF BROADWAY; THENCE NORTH 84 FEET MORE OR LESS TO A POINT 125 FEET EAST OF THE EAST LINE OF BROADWAY, AND 120 FEET SOUTH OF THE SOUTH LINE OF WASHINGTON AVENUE; THENCE EAST 122.74 FEET MORE OR LESS TO THE POINT OF BEGINNING. @~ 11 B-77 Page 6 ORDER NO. 7002103-23 PARCEL M: COMMENCING AT A POINT ON THE SOUTH LINE OF WASHINGTON AVENUE, 60 FEET WEST OF THE INTERSEŒON OF THE WEST LINE OF SYCAMORE STREET WITH SOUTH LINE OF WASHINGTON AVENUE; RUNNING THENCE SOUTH PARALLEL WITH THE WEST LINE OF SYCAMORE STREET, 120 FEET; THENCE WEST 60 FEET; THENCE NORTH 120 FEET TO THE SOUTH LINE OF WASHINGTON, THENCE EAST 60 FEET TO THE POINT OF BEGINNING, AND BEING A PART OF LOT 8 OF WALTON'S ADDITION TO THE TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS, RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. PARCEL N: BEGINNING AT THE INTERSEŒON OF THE WEST LINE OF SYCAMORE STREET WITH THE SOUTH LINE OF WASHINGTON AVENUE; THENCE SOUTH ALONG THE WEST LINE OF SYCAMORE STREET, 120 FEET; THENCE WEST 60 FEET; THENCE NORTH 120 FEET TO THE SOUTH LINE OF WASHINGTON AVENUE; THENCE EAST ALONG THE SOUTH LINE OF WASHINGTON AVENUE, 60 FEET TO THE POINT OF BEGINNING, AND BEING A PART OF LOT 8 OF "WALTON'S ADDmON TO THE TOWN OF SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 12, PAGE 98 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. JJ 11 B.78 Page 7 ~. ~ "I:t ò WASHINGTON .. 121' 10' eo' 10' WAL ¡ON'S -0:: ":... Ò @ ~~ @~ - I' ~ - - r " @~,~) LOT B II ., , l2~' In,I" [/ .<t f ò ~ ~~@ ,.. ..,.. - - . . ---~7-;- au.. 1 @ I I, 1217" -Ã------ ao' ò - "':" '. I @ 'I 110' ~ a~' 5, @ , !:~. Y @ t22' t' 122.7" )... " I @ LOT .. ~ 'I 112,14' ~ V ~.).' '" :I l(fj C ~ I{ 125.7"- '/ ;. I ,.. . ~ .. '" 1.64 AC. LOT J f ~ 71' '( ., ., ., . y 52 I ~ ) L ò . q. -:> 10' COL UMBIA A V[NU[ ~ 2 C>O. e' . ~J:J i- ~ ~ tr) DO' LOT I i- ~ ~ tr) --------------- .. 0 ,.. ., 8 LOi 2 f2 3TR . . ~ --------------- ò . ò " ë LOT J 1 I ,I 4" I 4~' J~' I 200.18' v LOT -I CD ;. ., .; g --------------- Lor 5 ;, co oi ., .. 11 sri G THIS MAP W PREPARED F R C 0 COUNTY ASS SSOR DEPT. RF LOT õ THE ASSES R MAKES NO UAf ITS ACCU NOR ASSUM S A ø FOR OTHER SES. NOT TO E R 1289 AC AlL RIGHS [SERVED. . '~COPYR! ORANGE CDU TY. -------ï------- n. CJ!" l,¡,¡ LOT 7 LOT 8 ~ I 1'0.21" ~ ¡,o.n' ~ ~ Œ) Lor 9 ~ " u ., ,.. }... TRACT '" '0' V) 50' 23Q,Z.J' STREET ~ ¡ <0 ;; . ~ - '"- AD @ POR.~ LOT 2 @ 11..J.Ið' 0"'" ö .. TENTH - ...... Ft_~ I 811 ,-_£_--¡--------- I , , III 1 ¡ " I) i o¡ B ~ a:. III/II , III/I I I I WllWilllJ I lllllfrmTTl I ::.r..::.":....- sc.unc; 110 EXHIBIT "B" e I ' u~u Cþ ONE BROADWAY P . EXHIBIT C OFF-SITE IMPROVEMENTS . Estimated Entity Funded Prior Description of Improvement Cost (2004 Responsible to Indicated For Triggering Dollars) Imnrovement Event (Cash) 1. Install a new traffic signal at Main/15t\ $200,000 Owner Building including communication cable and Permit conduits to COIlllect to the City's Traffic Management Center, and striping. 2. Install a new traffic signal at $200,000 Owner Building Sycamore/15t\ including communication Permit cable and conduits to connect to the City's Traffic Management Center, and striping. 3. Install a new traffic signal at Santa Ana $200,000 Owner Building Blvd.lFrench St., including communication Permit cable and conduits to connect to the City's Traffic Management Center, and striping. 4. Construct landscaped median on $100,000 Owner Building Broadway at the BroadwaylParking Permit Structure egress. 5.a. Acquire necessary ROW for $2,400,000 Owner, Final Map roundabout at the intersection of 10th Street unless City and Sycamore. undertakes per section 5.1.1 5.b. Construct roundabout at the $600,000 Owner Building intersection of 10th Street and Sycamore, Permi t with 10th Street one-way EB, including necessary striping, traffic signs, pedestrian crosswalks and pedestrian refuge areas. Right-of-way shall be acquired at S/W, SIB and N/W comers by developer. . 11 B-81 ÐJS)fì Estimated Entity Funded Prior Description of Improvement Cost (2004 Responsible to Indicated For Triggering Dollars) Imnrovement Event (Cash) 6. Restripe: (1) WB Santa Clara to provide $50,000 Owner Building one L T lane and one shared L T /R T lane; Permit (2) NB Grand Avenue from Fruit Street to th 14 Street at Santa Ana Blvd/I-5 ROV ramps to provide three NB travel lanes; (3) 1-5 NB off-ramps to provide a WB LT lane, a shared LT/RT lane and a RT lane at Grand Ave. 7. Remove existing on-street parking stalls $300,000 Owner Building and parking meters on Main Street from Permit Civic Center Dr. to Buffalo St., restripe and slul1)' seal this Main Street segment to provide three NB and two SB travel lanes, and construct median on Main St. south of 10th Street. 8. Acquire necessary ROWand construct $6,500,000 Owner, Final Map southbound RT lane at Main/1 ih and unless City Broadway/1 ih, including striping, traffic undertakes per signal modification, and ADA compliant section 5.1.1 wheel chair ramps. 9. Implement neighborhood traffic plans to $1,200,000 City Building mitigate changes in traffic patterns or (actual cost, Permit increased cut through traffic resulting from not an the One Broadway Plaza Project in French estimate) Park, French Court, Willard, Floral Park, West Floral Park, and Washington Square Neighborhoods. Traffic plans costs shall include traffic studies, staff time to process neighborhood traffic plan, and the construction of appropriate semi-diverters, diagonal diverters and street closures. 11 B-82 ~ . Estimated Entity Funded Prior Description of Improvement Cost (2004 Responsible to Indicated For Triggering Dollars) Imnrovement Event (Cash) 10. Reconstruct 10th S1. one-way EB and $850,000 Owner building Washington Ave. one-way WB between Pennit Main S1. and Broadway, which will include: (1) traffic signal modifications at Main/Washington, Main/10th, Washington/Sycamore, Broadway/Washington, and Broadway/10th (2) restriping streets and intersections, and (3) installing appropriate traffic signs (4) retiming traffic signals (5) constructing ADA compliant wheel chair ramps. SUBTOTAL $12,600,000 . Notes: 1. Estimated costs are based on 2004 year of expenditure. Owner shall fund item 5.a. and 8 (if necessary) based on estimated actual construction and right-of-way costs at time of indicated funding event, and supplement if necessary. 2. Items not complete and accepted by the City shall be fully bonded for pursuant to an offsite subdivision improvement agreement, prior to issuance affinal map. 3. All improvements, including improvements to be constructed by Owner and not City, shall be completed and accepted by City prior to issuance of Certificate of Occupancy. . 11 B-83 @~ EXHIBIT D Remaining Discretionary Approvals 1. Vacation of Sycamore between Tenth Street and Washington Street, and transfer of fee title, if necessary, to Owner. 2. Remaining Discretionary Approvals Specified in One Broadway Plaza Specific Development District (SD-75), a true and correct copy of which follows: a. Section 7-4-e-ili. b. Section 7-5. c. Section 7-7. d. Section 7-8. 3. Uses permitted in SD-75 with the issuance of a conditional use permit. EXHIBIT D-1 11 B-84 @~ . . . One Broadwav Plaza Specific Development District (SD-75} TABLE OF CONTENTS SECTION 1. Applicability of Ordinance SECTION 2. Purpose SECTION 3. Goals, Objectives and Policies SECTION 4. Permitted Improvements SECTION 5. Permitted Uses SECTION 6. Conditionally Permitted Uses SECTION 7. Development Standards 1. Floor Area Ratio 2. Parcel Size 3. Building Envelopes 4. Office Tower a. General Requirements b. Building Setbacks c. Building Height d. Screening e. Elevations f. Signs 5. Parking Structure a. General Requirements b. Building Setbacks c. Building Height d. Screening e. Elevations f. Landscaping g. Signs 6. Parking and Circulation 7. Plaza Design 8. Public Art EXHIBIT D-2 11 B-85 @0f One Broadway Plaza Specific Development District(SD-75\ SECTION 1 APPLICABILITY OF ORDINANCE The specific development zoning district, as authorized by Chapter 41, Division 26, of the Santa Ana Municipal Code, is specifically subject to the regulations contained in this ordinance for the express purpose of establishing use district regulations. All other applicable chapters, articles and sections of the Santa Ana Municipal Code shall apply unless expressly waived or superseded by this ordinance. Use district regulations established in Chapter 41, Article III, of the Santa Ana Municipal Code for zoning districts other than the SO zoning district may be incorporated herein by reference. SECTION 2 PURPOSE The Specific Development No. 75 (SD-75) use district regulations are hereby established for the express purpose of protecting the health, safety and general welfare of the City by encouraging the use of innovative planning concepts and principles and promoting and enhancing the value of properties and encourage orderly development. The SD-75 regulations will establish a professional district that will exclusively entitle a 37-story, 518,003 square foot office tower at the northeast corner of Tenth Street and Broadway with a historic setting further north along Broadway to Washington Avenue. This area will be primarily a professional office district with support services and eating establishments. SECTION 3 GOALS. OBJECTIVES AND POLICIES The One Broadway Plaza Specific Development District is located within the midtown area of the City. The One Broadway Plaza Specific Development District encompasses a large established city block bounded by Washington Avenue to the north, Tenth Street to the south, Sycamore Street to the east and Broadway to the west. The One Broadway Plaza Specific Development District maintains a historic character along the northwest portion of the district, with a number of buildings dating from the early years of development in Santa Ana. The project site is surrounded by the Civic/Professional, Financial, and the Community Specialty Retail zones of the Midtown Specific Plan. The One Broadway Plaza office tower is intended to be a major landmark in the midtown section of the City of Santa Ana. In addition, the various activities planned for this site will result in the project becoming a node, or 11 8-86 (Ú?) aJì . place of activity. The objectives of the One Broadway Plaza specific development plan include the following: . A landmark office project along Broadway at the center of the Midtown Specific Plan. . Maintain the existing streetscape pattern including sidewalk design, mature palm trees and historic light fixtures. . Maintain the scale and character established by the existing historic structures along the north end of the district. . Maintain large open setbacks adjacent to Broadway. . Encourage revitalization of existing properties for a variety of professional office uses. . Enhance the pedestrian experience through the development of new plaza areas and water features at the intersection of Sycamore Street and Tenth Street and Broadway and Tenth Street. SECTION 4 PERMITTED IMPROVEMENTS . Improvements permitted on the project site include either one of the following: 1. An iconic office tower of no less than 493 feet tall, approximately 37 stories, 518,300 square feet of building area with a destination restaurant at the top two levels of the tower. a. The project site shall be no less than 4.339 acres b. A nine level (one subterranean and eight above grade), 78 foot high parking structure, with a minimum of 2,463 parking spaces. c. The renovation and rehabilitation of four existing structures located to the north of the office tower. The structures are those addressed as 1103, 1111, 1115-17 and 1211 North Broadway. 2. All other permitted improvements shall comply with the Midtown Specific Plan, Chapter 7, Broadway Corridor District, Development Standards. SECTION 5 PERMITTED USES . The category of permitted land uses to be included within the project include: Professional and business offices, banks and similar financial institutions, service and commercial retail uses and restaurants. If a use is for any reason omitted from those specified as permissible, or if an. r!1ì 118-87 @f ambiguity arises concerning the classification of a particular use, the determination shall be at the discretion of the Planning Manager. 1. Professional, business and administrative offices and services, including but not limited to employment agencies, advertising agencies, escrow agencies, accountants, insurance, attorneys, architects, engineers, planners and other similar uses. 2. Banks, finance, insurance and real estate offices. 3. Service and commercial retail uses which shall be limited to: a. Bookstores b. Stationery shops c. Gift stores d. Dry cleaner e. Hair salon f. Travel agent g. Copy center h. Mail/postal center i. Tailor j. Shoe repair k. Art supply I. Office supply 4. Cafes and restaurants, except fast food and/or take out restaurants (Added by the Planning Commission on February 23, 2004). 5. Florists 6. Pharmacies 7. Day care facilities 8. 9. Museums, libraries and galleries Artists' studios SECTION 6 CONDITIONALLY PERMITTED USES The following uses are permitted upon the approval of a conditional use permit in accordance with the Santa Ana Municipal code: 1. Nightclubs, bars and indoor entertainment uses whether freestanding or part of another permitted or conditionally permitted use, except adult entertainment businesses Establishments selling or serving alcoholic beverages 2. 11 13-88 @~ . . . 3. 4. Coffee houses Banquet facilities Uses open after midnight to 5:00 a.m. 5. 6. Helipads Fast food and/or take out restaurants (Added by the Planning Commission on February 23, 2004). 7. SECTION 7 DEVELOPMENT STANDARDS The One Broadway Plaza Specific Development District is intended to allow the development of a landmark office tower and affiliated parking garage while maintaining some of the historic structures located on the northwest side of the district. The following general development standards are applicable to this project: 1. Floor Area Ratio (EAR.) The required floor area ratio for the project site shall be 2.9, or 530,487 square feet of development. The FAR is calculated by dividing the total square footage of the office building plus the existing structures to remain by the total square footage of the project site. Consistent with the General Plan, the parking structure is not included in the FAR calculation. This FAR includes the proposed office tower (518,003 square feet) and the structures that will remain on the project site (12,484 square feet). The FAR for the existing structures shall remain at 0.5 or less. 2. Parcel Size The One Broadway Plaza parcel size shall be 4.339 acres. Subdivision of the parcel is not permitted. 3. BuildinQ Envelopes Height and yard areas established for the existing structures and the office tower define the permitted building envelopes in the One Broadway Plaza Specific Development District. With the exceptions of the office tower and parking structure, all buildings shall maintain a lower scale character no taller than 35 feet or 3-stories, whichever is less. 4. Office Tower The basic form, size and location of the office tower as illustrated in the applicant's plans are hereby approved. In order to address certain outstanding ~e;;~~o;ever, revised plans conforming with (f!y ~ Section 7-4-e-iii of this ordinance shall be submitted to and be approved by the Planning Commission prior to issuance of any building permits. a. General Requirements i. The office tower shall remain consistent with the approved site plan as shown in Exhibit 1. b. Building Setbacks Setbacks at ground level are established to enhance pedestrian space throughout the district, create compatible relationships between existing and future building street elevations and recognize opportunities to create new open space resources, such as plazas, pedestrian ways and landscaped areas. The front yard is one of the most important characteristics of Broadway and maintenance of these landscaped open spaces is crucial to preserving the streetscape. Major setback conditions are discussed below by street: i. Broadway: The One Broadway Plaza office tower shall maintain a building setback of 20 feet. This setback area may include hardscape as shown on the approved plaza plan. For existing buildings, a setback of 20 feet shall be maintained. The existing structure at 1111 North Broadway shall maintain a minimum setback of 15 feet. ii. Tenth Street: A 12-foot building setback shall be required for the office tower. Hardscape, landscape and water features shall be provided in the required setback as shown on the applicant's Landscape Plan dated February 4, 2004 (Exhibit 2). iii. Washington Avenue: The 15-foot landscaped setback for the existing structure shall be maintained. c. Building Height The approved height for the office tower is approximately 493 feet. Modifications to the tower's approved building height or number of stories, which represent either an increase or decrease, shall not be allowed. The existing buildings along Broadway shall maintain their exjsting heíg~~; ::~nm exceed 35 feet. (j!) ~ . d. e. . Screening All appurtenances shall be located outside any required setback and shall be screened from view. Elevations i. Exterior elevations shall incorporate a translucent, non- reflective glass in a light green tone consistent with the materials board sample provided by the applicant and as approved by the Planning Commission and City Council. ii. The structural system of the building shall be visible from the exterior elevations consistent with the plans approved by the Planning Commission and City Council. iii. Incorporate an arcade or ground level "skirt" to provide a transition between the tower and pedestrian level. Plans satisfying this requirement shall be submitted to and must be approved by the Planning Commission prior to the issuance of any building permit. 5. Parkina Structure The basic form, size and location of the parking structure as illustrated in the applicant's plans are hereby approved. In order to address certain outstanding details, however, revised parking structure plans shall be submitted to and be approved by the Planning Commission prior to issuance of any building permits. The revised plans shall comply with the following: a. . General Requirements i. No parking areas above or below grade shall encroach into required setbacks. ii. Subterranean levels shall use offset sloping ramps to allow for open and unobstructed visibility for floor surveillance. iii. The parking structure shall maintain a minimum vertical clearance of 11 feet on the street level, with the exception of the entry at Sycamore Street. The entry area shall maintain a vertical clearance of 21 feet to facilitate the loading and unloading function as well as allow trash truck access. iv. On all other levels, the parking structure shall maintain a minimum ve:i~;:;~nce of eightfeet, two inches. . @~ v. Glare from the parking structure lighting shall not be visible from the plaza level or any public right-of-way. vi. The ceiling of all parking levels shall be painted white and be maintained to improve illumination and enhance safety within the parking structure. vii. The parking structure shall be completed, shall have been finaled by the Building Division and be fully operational prior to any occupancy of any building or use, or portion thereof, for which the structure provides parking. viii. The parking structure shall contain a minimum of 2,463 parking spaces, which are allocated as follows: a) b) c) d) 1470 spaces for the office tower 50 spaces for ground level retail uses (10,000 square feet) 180 spaces for restaurant uses (18,000 square feet) 29 spaces for offices uses within existing buildings (9,627 square feet) 29 spaces for restaurant uses within existing buildings (2,857 square feet) 30 spaces to replace parking displaced on Sycamore Street 100 spaces to replace parking displaced on Main Street 110 spaces to replace existing surface parking lot for 1200 N. Main Street 12 spaces to replace existing surface parking lot for 1111 N. Broadway The remaining 453 parking spaces may be used for other uses in the area e) f) g) h) i) j) b. Building Setbacks i. Broadway: The minimum required setback for the parking structure is 124 feet as measured from the property line. ii. Washington Avenue: A landscaped setback of 15 feet shall be required. Hi. Sycamore Street: There shall be no setback requirement. 11 8-92 @ff . . . iv. Tenth Street: The minimum required setback is 145 feet as measured from the property line to the entrance to the parking structure. c. Building Height The maximum allowable height of the parking structure is 78 feet. d. Screening All appurtenances shall be located outside any required setback and shall be screened from view. e. Elevations i. The north and east elevations shall incorporate architectural cues and proportions found along Main Street to create an architectural screen as a visual enhancement to the existing commercial corridor. ii. Exterior walls shall exhibit horizontal rather that sloping design elements. iii. The exterior of the parking structure shall be painted a soft, earth tone color as approved by the Planning Division. Brighter and darker colors, including dark green, shall be prohibited. iv. Decorative grillwork or landscape materials shall be placed between wall and floor of the higher parking level. v. Elevators shall be located so they are visible to the public. The elevator cabs shall have glass facing the public view. vi. The parking structure shall comply with the Santa Ana Municipal Code sections pertaining to the Police Department's Security requirements, including parking lot lighting levels. vii. The parking structure shall comply with the Santa Ana Police Department's parking structure design guidelines. f. Landscaping: 11 B-93 ~ g. i. Landscaping planters incorporated into the parking structure shall have a minimum planter dimension of 4-feet wide and 4- feet deep. An internal drainage system and waterproofing of the planters shall be provided along with an automatic drip- type irrigation system. ii. A trellis shall be incorporated into the north and west building elevations where blank walls occur on the structure. The trellis material shall be constructed of decorative and durable materials and shall cover a minimum of 60 percent of the blank wall. The trellis details shall be included in the project landscape plan and be approved prior to building permit issuance. iii. Canary Island Pines, Deodar Cedars and River She-Oaks shall be planted along the Broadway and Washington Avenue elevations. The trees shall be planted at a minimum of 30 feet on center as shown on a landscape plan to be approved by the City's Landscape Development Associate prior to the issuance of building permits for the parking structure. The landscape plan shall be fully implemented prior to the issuance of any certificate of occupancy. iv. The size of the trees to screen the parking structure along Washington Avenue and Broadway shall be a minimum 120- inch box tree. Signs i. All signage shall comply with the Santa Ana Municipal Code. ii. Prior to issuance of any sign permits or certificates of occupancy for any building or portion thereof, a comprehensive sign program for the entire site, including directional signs and graphics for the parking structure, shall be submitted to and be approved by the Planning Commission. . 6. Parkina/Circulation A student drop-off area shall be created in the parking lot of 920 North Main Street for the exclusive use of the Orange County High School of the Arts. The minimum standards for this function include: a. Prior to issuance of any building permits, construct a raised center median on Main Street per a Street Improvement Plan to be approved by the Public Works Agency. J 11 B-94 . . . b. Prior to issuance of any building permits, construct a two-way drop-off zone. Each lane shall have a minimum width of 18 feet. A yellow line approximately one foot in width shall be painted to separate the two drive-thru lanes. The plans shall be submitted to the Planning Division and Public Works Agency for approval. c. Prior to issuance of any building permits, install a hedge and 36- inch tall fence to direct students towards the Main Street and Sycamore Street public sidewalks in order to avoid illegal pedestrian crosswalk movements onto Tenth Street. d. Prior to submittal into building plan check, revise the site plan to depict and note the removal of the existing parking stalls and meters on Main Street consistent with the mitigation measures contained in the Final EIR. e. Prior to submittal into building plan check, revise the site plan to depict and note the restriping of Main Street to provide three northbound and two southbound travel lanes. f. All loading zone areas must provide a minimum 6-inch raised curb around the perimeter of each area. g. The proposed roundabout and water feature details must be included as part of the Plaza Plan referenced in Section 7-7 of this ordinance. Prior to the issuance of any certificate of occupancy, all water feature and roundabout improvements must be completed. h. Prior to issuance of any certificate of occupancy, close off the existing curb and gutter serving the trash collection area between 1200 South Main Street and the OCHSA. The curb and gutter shall be replaced with a new curb, gutter and sidewalk. i. Prior to submittal into building plan check, revise the site plan to depict and note the left turn ingress (Sycamore Street - southbound) into the school drop-off zone. j. Prior to submittal into building plan check, revise the site plan to depict and note wheel chair accessibility ramps at the Broadway egress exit. k. Prior to submittal into building plan check, revise the site plan to depict and note the replacement of the painted striped "No Access Zone" to be replaced with a raised median barrier with decorative pavement for the eastern and western portions - °1C)..Of Tenth Street. (!JJf' 118-95 I. Prior to submittal into building plan check, revise the site plan to depict and note the modifications of the signals at the Main/Washington, MainfTenth, Washington/Sycamore, Broadway/W ashington and BroadwayfT enth intersections. m. Prior to the issuance of any building permit, install a raised median at the Broadway egress as determined by the Public Works Agency. 7. Plaza Desiqn Prior to issuance of any building permits, a detailed Plaza Plan shall be submitted to and approved by the Planning Commission. a. The overall plaza design theme shall incorporate a minimum of three major pedestrian-level water features and two water elements adjacent to the proposed building. b. The plaza landscape palette must include a minimum of four (4) tree species, to be approved by the Landscape Development Associate prior to the issuance of any building permit. The minimum established size for palm trees shall be 30 feet brown trunk height. Non-palm tree species shall be a minimum of 20 feet in height and 60-inch box. c. Land uses such as retail, office or other services shall be incorporated within the plaza level pursuant to the approved site plan. Exterior kiosks, carts or other temporary outdoor uses are not allowed unless specifically submitted to and approved by the Planning Commission. d. The plaza shall incorporate seating, benches and landscaping to provide visual interest and additional amenities within the plaza. e. Pedestrian amenities shall be provided such as lighting, planters, drinking fountains, unit pavers, and bicycle racks. f. The color and appearance of the plaza furniture products and other elements must complement the overall plaza design and tower architecture. 11 8-96 ~ . . . g. Benches and pedestrian seating shall be made of a durable material such as concrete or painted iron and be designed to minimize effects from vandalism, skateboarding and weather. h. Trash receptacles should be located in high-activity areas, such as plazas and other public open spaces. The style shall be compatible with other plaza furnishings. i. Bike racks shall be provided at key activity locations on the plaza level. j. All street furniture surfaces, pedestrian-level walls and amenities shall incorporate graffiti resistant coatings. k. Soft as well as hard surfaced areas shall be incorporated into the Plaza Plan. Plaza area paving shall consist of unit pavers. 1. One linear foot of seating shall be provided for every 60 square feet of plaza area. Seating may include benches, low seating walls, steps, planter edges or fountains. The seating shall be designed to discourage sleeping. m. Lighting height in the plaza area should be at a pedestrian scale. A range between 16 feet and 22 feet in the plaza area should be fully illuminated from dusk until dawn. The overall lighting shall be maintained at one-foot candle and incorporate other pedestrian- oriented lights, such as lighted bollards. Uplighting of trees and other site features is also required. n. The required Plaza Plan shall include adequate provisions for the on-going maintenance of all plaza and roundabout improvements. o. The required Plaza Plan shall include design details, materials and provisions for the on-going maintenance for all interior public areas within the office tower, including but not limited to the ground floor and basement area lobbies. 8. Public Art a. Public art valued at one percent of the office tower valuation is required. The cost of any water feature or portion thereof shall not be included for purposes of complying with the public art requirement. Public art may be comprised of multiple art pieces, however, at least one such art piece shall be placed at the southwest corner of the project site adjacent to Broadway and Tenth Street. The public art should invite participation and interaction, inspire, add local meaning, interpret the community by revealing its culture or history, and/or capture or reinforce the 11 B-97 unique character of the new place. A comprehensive Public Art Plan indicating compliance with this requirement, and which proposes specific pieces of art for specific locations or applications, shall be submitted to the Planning Commission for review and approval prior to issuance of any building permits. All public art approved by the Planning Commission in the Public Art Plan shall be completely installed prior to the issuance of any certificates of occupancy for the project. b. Art should be sited to complement features such as plaza or architectural components so that the art is an integral part of the One Broadway Plaza development site. c. Public art should be constructed using durable materials and finishes including but not limited to stone or metal. d. No art piece provided pursuant to the public art requirement, including an art piece such as a mural that may be proposed on the south elevation of the parking structure at the Sycamore Street entrance, shall include advertising of any type, including but not limited to products, services or businesses. e. All public art provided pursuant to the public art requirement shall be properly maintained at all times, be free of any graffiti and shall not incorporate any flashing or distracting form of illumination. f. All art pieces approved and installed pursuant to the Public Art Plan shall remain on the project site and may not be removed without the approval of the Planning Commission. 11 B-98 J . I I , I , I 01. ¡. ~.~! .¡ I~. .\\'\ ¡ ==="''l!t. - 1/1111111111 ~ !:: co I X;s - w ~ ~ ~ ~ .3: v ~ i !i?-< = -< ð ~ I III i ; STORY SCARIFYING AREA AREA TO THf EDGE OF THE SIDEWALK AREA OF STRUCruRAl PllfS 1"7'71 ¡¿¿.<I ï.~~ L:::'::':' -""- - - .......U ..",. "".J'.4' .- .- .- .- [ili] . 11 B-99 ¡