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HomeMy WebLinkAboutAgenda Report - August 5, 2015 G-02 PHAGENDA ITEM CITY OF LODI COUNCIL COMMUNICATION TM G-2 AGENDA TITLE: Public Hearing to Consider Approving Development Agreements for the Reynolds Ranch, Rose Gate, and Van Ruiten Ranch Subdivisions and Introduce Ordinances Adopting the Development Agreements to Reduce Community Facilities District Special Taxes and Waiving Vesting Map Rights MEETING DATE: PREPARED BY: August 5, 2015 City Manager RECOMMENDED ACTION: Public Hearing to consider approving Development Agreements for the Reynolds Ranch, Rose Gate, and Van Ruiten Ranch Subdivisions and introduce Ordinances adopting the Development Agreements to reduce Community Facilities District special taxes and waiving vesting map rights. BACKGROUND INFORMATION: Council gave staff direction to negotiate a reduction of the special taxes and annual index rate for Community Facilities District No. 2007-1 at its regular meeting on April 15, 2015. Council further directed staff to negotiate a waiver of the below -described vested rights from the benefitted property owners to develop property under the current Impact Fee Program. The requested action includes holding a Public Hearing on and introducing ordinances adopting Development Agreements for the Reynolds Ranch, Rose Gate, and Van Ruiten Ranch Subdivisions, memorializing the waiver of the vested right to develop under the current Impact Fee Program. As discussed on April 15, 2015, the City of Lodi created a Community Facilities District ("CFD") for service in 2007 as a condition of its most recent annexations of Reynolds Ranch, and the Westside and Southwest Gateway Annexations. At the time, the special tax was set at $600 per year for single-family homes and $175 for multi -family units. The special tax is subject to annual indexing of the greater of the Consumer Price Index or 5 percent. The index is applied July 1 of each year. As such, the special tax is currently set at $804 per year and will be $844 per year by the time the first house is occupied. Although total inflation from 2007 to date totals 13 percent (Bureau of Labor Statistics), the minimum inflation factor set by the approved formula has been 40 percent. Although a 5 percent minimum may have been reasonable upon the adoption of the CFD, it is generally understood that the economy did not perform as expected in 2008. It is also worth noting that the portion of homeowners' property taxes received by the City are approximately $400 per year, less than half of what these new homes will pay in CFD special taxes alone. It should be noted that Rose Gate homes are expected to be priced around $400,000 resulting in about $650 in municipally -directed property taxes. In light of the significant difference between inflation and the minimum escalator, staff believes it is appropriate for the City to consider the developers' request to reduce the special tax and the index rate. 1276043.1 11233-038 APPROVED: Manager Any recognition of the economic disadvantages faced by these projects would be incomplete without addressing the City's current Impact Fee Program discounts. As Council is aware, the developers of these projects filed vesting tentative maps that, if extended, could allow many of the currently vested units to develop at $5,940 per unit instead of the program calculated $23,195. Van Ruiten Ranch has 200 vested single-family units plus 88 unvested high-density units; Reynolds Ranch has 227 vested single-family units plus 330 unvested high-density units, and Rose Gate has 232 vested single-family units. As Council recalls, the discount program was initiated to spur development for a three-year period. However, the vesting map process could substantially increase that time frame. As such, staff considers it fair to allow units to develop at the discount for a limited period to recognize the original intent of the program. Staff negotiated a reduction in CFD special taxes to $500 per single-family unit and $145.83 per multi -family unit, and an index reduction to 2 percent per year. Such a change would track the property owners' concurrent Proposition 13 -based property tax increase and also manage to exchange CFD special taxes for the developers' waiver of any rights to the 60 -percent discount for units that do not pull a building permit (and complete construction within six months) within a brief negotiated time frame. The Development Agreements for Council approval would give Rose Gate three years and Van Ruiten and Reynolds Ranch four years to pull permits under the discounted rate. Thereafter, they would develop at then -current rates. The projects are staggered to reflect their relative term to commencement of construction. As discussed above, tonight's action asks Council to hold a hearing on the Development Agreements and introduce by title only and waive the first reading of ordinances adopting the Development Agreements for the Reynolds Ranch, Rose Gate, and Van Ruiten Ranch Subdivisions, memorializing the waiver of the vested right to develop under the current Impact Fee Program. In a separate but related action, Council will adopt a resolution calling election, a resolution of change declaring election results, and introduce ordinances to reduce special taxes and annual index for Community Facilities District No. 2007-1. FISCAL IMPACT: Lost revenue of up to $304 per single family unit and $30.83 per multifamily unit offset by corresponding increases in impact fee revenues of undetermined amount depending on when units develop under the Development Agreements. FUNDING AVAILABLE: Not applicable. Schwab City Manager 1276043.1 11233-038 ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITY DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE REYNOLDS RANCH SUBDIVISION (DEVELOPMENT AGREEMENT — REYNOLDS RANCH SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: Property south of Harney Lane and west of Reynolds Ranch Parkway, Lodi, California 95240 (APN: 058-650-04) SECTION 2. The applicant for the Development Agreement is as follows: Skinner Ranch Holdings, L.P., c/o Mr. Dale Gillespie. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Reynolds Ranch Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Reynolds Ranch on August 30, 2006 (State Clearinghouse No. 2006012113). The project is consistent with the Reynolds Ranch EIR and no further environmental review is required pursuant to CEQA Guidelines section 15162. Further, City Council certified an EIR for the City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required. SECTION 6. The City Council hereby adopts Ordinance No. approving the Development Agreement by and between the City of Lodi and Skinner Ranch Holdings, L.P., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this _ day of 12015 BOB JOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , 2015, by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. Approved as to Form: JANICE D. MAGDICH City Attorney 2 JENNIFER M. FERRAIOLO City Clerk EXHIBIT A DEVELOPMENT AGREEMENT REYNOLDS RANCH SUBDIVISION OFFICIAL BUSINESS Document entitled to free recording Government Code Section 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: C€ty Clerk (SPACE ABOVE THIS LINE RESERVED FOR RECORDER DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND SKINNER RANCH HOLDINGS, LP FOR THE REYNOLDS RANCH SUBDIVISION 1260364.3 11233-038 DEVELOPMENT AGREEMENT FOR SKINNER RANCH HOLDINGS, LP REYNOLDS RANCH SUBDIVISION This Development Agreement ("Agreement") is entered into as of this _ day of August 2015, by and between the CITY OF LODI, a municipal corporation ("City"), and SKINNER RANCH HOLDINGS, LP ("Landowner"). City and Landowner are hereinafter collectively referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Proiect Approvals. Landowner has obtained various approvals from the City for a development known as Reynolds Ranch ("Project") on the Property. These approvals include the following: 3.1 City Council Resolution No. 2010-41, adopted by the City Council on April 7, 2010, approving the land use designation as Medium -Density Residential, High -Density Residential, Industrial and Open Space for the Project site. 3.2 City Council Ordinance No. 1869, effective March 21, 2013, granting Planned Development Zone P -E(39) to allow Medium -Density Residential, High -Density Residential, and Open Space for the Project site. 3.3 Reynolds Ranch Final EIR, State Clearinghouse No. 2006012113, certified by the City Council on August 30, 2006 and an addendum to the Final EIR, certified on September 17, 2008. 3.4 Resolution No. 14-19, adopted by the Planning Commission of the City of Lodi on June 25, 2014, approving the Vested Subdivision Map for the Reynolds Ranch Subdivision. 3.5 City Council Ordinance No. 1785, approving a development agreement applicable to the Property, as well as other adjacent properties. City Council Ordinance No. 1865, effective November 16, 2012, rescinded Ordinance No. 1785, terminating the development agreement, except for those terms surviving the termination, including the August 26, 2006 Settlement Agreement between San Joaquin Valley Land Company LLC, Citizens for Open Government, and the City ("2006 Settlement Agreement"). In addition, the Property is part of Community Facilities District No. 2007 1 (Public Services) formed to provide certain services to the Property. 1260364.3 11233-038 4. Public Hearing. On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Agreement and the Planning Commission action has been reported to the City Council. 5. Development Aureement Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findinas of Consistency. Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Description -of the Property. The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007 1 (Public Services). 6. Permitted Uses. The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in the City Council Resolution No. 2010-41 approving the land use designations for the Project site, City Council Ordinance No. 1869, granting Planned Development Zone P -E(39), and Resolution No. 14-19 approving the 1260364.3 11233-038 2 Vested Subdivision Map for the Reynolds Ranch Subdivision, all subject to the terms of the 2006 Settlement Agreement. 7. Fees and Taxes. 7.1 Existing Fees, Exactions, and Dedications. City Council Resolution No. 14-19, paragraph 81(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 81(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before June 17, 2019 and construction is completed by December 17, 2019. For all units for which building permit applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 Community Facilities District. Reynolds Ranch is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbursement. Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or Cancellation. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Review. This Agreement shall be reviewed annually in conformance with LMC section 17.44.080 of the Municipal Code. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such 1260364.3 11233-038 3 Party shall constitute a material event of default ("Event of Default"). For purposes of this Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A Complaining Party shall not exercise any of its remedies as the result of an Event of Default unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severabifily. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Assignments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Aureement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. Bankruptcy. The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1260364.3 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs), and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third -Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code Section 65865, shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: SKINNER RANCH HOLDINGS, LP ATTN: Dale Gillespie 1420 S. Mills Ave., Suite M Lodi, CA 95240 19. Form of Agreement; Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. 1260364.3 11233-038 5 IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized the execution of -this Agreement in duplicate -by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. CITY OF LODI a municipal corporation SKINNER RANCH HOLDINGS, INC. By Morse Skinner Properties, LLC By: By: Stephen Schwabauer City Manager Its: ATTEST: Jennifer M. Ferraiolo, City Clerk Approved as to form: Janice D. Magdich, City Attorney 1260364.3 11233-038 6 Barton R. Robertson, Manager Exhibit A-1 1260364.3 11233-038 0. POR. SEC. 24 T. 3N. R. 6E., M.D.B. &M. 006�181k! El A — P. M. 8k. 25 Pg. 086 NOTE Assessors Porcel Numbers Shown in Circles, As—son's Block Numbers Shown in Ellipses. THIS MAP IS FDR ASSESSMENT USE DAILY I i ra 19 a 0 x L ox CITY OF LODI Assessor's Map Bk.058 Pg.65 County of San Joaquin, Calif. iErs . Exhibit A-2 1260364.3 11233-038 -. MM Mir- �a.� ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITY DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE ROSE GATE SUBDIVISION (DEVELOPMENT AGREEMENT — ROSE GATE SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: 2875 West Lodi Avenue, Lodi, California 95240 (APN: 029-380-05) SECTION 2. The applicant for the Development Agreement is as follows: Frontier Community Builders, Inc. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Rose Gate Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Lodi Annexation on March 21, 2007 (State Clearinghouse No. 2005092096). The project is consistent with the Lodi Annexation EIR and none of the circumstances in CEQA Guidelines section 15162 requiring further environmental review are present. Further, City Council certified an EIR for the City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required pursuant to CEQA Guidelines section 15183. SECTION 6. The City Council hereby adopts Ordinance No. approving the Development Agreement by and between the City of Lodi and Frontier Community Builders, Inc., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation -published and -circulated -in -the City of -Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this _ day of , 2015 BOBJOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer M. Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. JENNIFER FERRAIOLO City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney ce, EXHIBIT A DEVELOPMENT AGREEMENT ROSE GATE SUBDIVISION OFFICIAL BUSINESS Document entitled to free recording Government Code Section 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: Clty Clerk (SPACE ABOVE THIS LINE RESERVED FOR RECORD DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND FRONTIER COMMUNITY BUILDERS FOR THE ROSE GATE SUBDIVISION 1254129.5 11233-038 DEVELOPMENT AGREEMENT FOR FRONTIER COMMUNITY BUILDERS ROSE GATE SUBDIVISION This Development Agreement ("Agreement") is entered into as of this _ day of August 2015, by and between the CITY OF LODI, a municipal corporation ("City"), and FRONTIER COMMUNITY BUILDERS, INC. ("Landowner"). City and Landowner are hereinafter collectively referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Project Approvals. Landowner has obtained various approvals from the City for a residential development known as Rose Gate ("Project") on the Property. These approvals include the following: 3.1 Resolution No. 2007-49, adopted by the City Council on March 21, 2007, approving the land use designation as Low -Density Residential for the Project site. 3.2 City Council Ordinance No. 1793, effective March 21, 2007, granting Planned Development Zone P -E(42) to allow single-family residential development for the Project site. 3.3 City Council Resolution No. 2007-48, certifying the Environmental Impact Report for the Project, State Clearinghouse No. 2005092096. 3.4 City Council Ordinance No. 1794, approving a development agreement applicable to the Rose Gate property, as well as other adjacent properties. City Council Ordinance No. 1862, effective October 19, 2012, rescinded Ordinance No. 1794, terminating the development agreement, except for those terms surviving the termination, including the December 4, 2007 Settlement Agreement between Frontier Community Builders, Inc., Citizens for Open Government, and the City ("2007 Settlement Agreement"). 3.5 Resolution No. 13-17, adopted by the Planning Commission of the City of Lodi on October 9, 2013, approving the Vested Subdivision Map for the Rose Gate Subdivision. In addition, the Property is part of Community Facilities District No. 2007 1 (Public Services) formed to provide certain services to the Property. 1254129.5 11233-038 4. Public Headne. On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Agreement and the Planning Commission action has been reported to the City Council. 5. Development Aureemenrt Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findings of Consistency. Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Description of the Proverty. The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is , 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007 1 (Public Services). 6. Permitted .Uses, The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in City Council Resolution 2007-49 designating the Project site as Low -Density Residential, City Council Ordinance No. 1793 granting Planned Development Zone P -E(42), and Resolution No. 13-17 approving the Vested 1254129.5 11233-038 2 Subdivision Map for the Rose Gate Subdivision, all subject to the terms of the 2007 Settlement Agreement. 7. Fees and Taxes. 7.1 Existing Fees. Exactions, and Dedications. City Council Resolution No. 13-17, paragraph 79(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 79(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before June 17, 2018 and construction is completed by December 17, 2018. For all units for which building permit applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 Community Facilities District. Rose Gate is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbursement. Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or Cancellation. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Review. This Agreement shall be reviewed annually in conformance with LMC section 17.44.080 of the Municipal Code. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such 1254129.5 11233-038 3 Party shall constitute a material event of default ("Event of Default"). For purposes of this Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A Complaining Party shall not exercise any of its remedies as the result of an Event of Default unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severability. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Assignments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Agreement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. Bankruptcy. The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1254129.5 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs), and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third -Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code Section 65865, shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: FRONTIER COMMUNITY BUILDERS, INC. ATTN: Tom Doucette 10100 Trinity Parkway, Suite 420 Stockton, CA 95219 19. Form of Agreement; Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. 1254129.5 11233-038 5 IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. CITY OF LODI a municipal corporation FRONTIER COMMUNITY BUILDERS, INC. By: By: Stephen Schwabauer City Manager Its: ATTEST: Jennifer M. Ferraiolo, City Clerk Approved as to form: Janice D. Magdich, City Attorney 1254129.5 11233-038 6 Tom Doucette Exhibit A-1 1254129.5 11233-038 POR ROSE GATE, UNT NO. 1, TRACT NO.3785 oarwr»rarcere�►rr�r� PARADISE DRIVE"'" 10 4 w Q LL i AVENUE O U �,lmi�AacYl� CREEKSIDE DRIVE W [eelr �► lrwl• 22 R IV; bk 17� 0�7 U w id Y4 O Ma U o0 a rtia TIFFANY 4 1•.0 _ i r 66 rs * 71 73 73 74 78 76 $, .' 7a 7P.K � ■M' Y* A/ IB.07 K3 ri sl:.. qX !ii 5•Y; —� LODI SECS Book Boundary 53 lm3• 4 w Q LL i AVENUE O U W J ` s BK On PG. 53 CounW otSan Joaquin, CA AN "Uh6 Reserved CopynBht CO—V o1s-J..w Assessor MappinyGlS 201a • �,lmi�AacYl� W [eelr �► lrwl• R IV; bk 17� 0�7 U W J ` s BK On PG. 53 CounW otSan Joaquin, CA AN "Uh6 Reserved CopynBht CO—V o1s-J..w Assessor MappinyGlS 201a • a POR. 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' 144 145 146 147 148 las i m WA SARGENT ROAD- !1T SEC 7 1L1e SEC J LODI Y� i- 1l2 k1i Bank 6D{lnaaYy •. 157 156 155 154 153 152 151 150 33 32 31 30 29 28 27 26 1.a,r I � So fao LEGEND: OA -.;P c1A.0- 01008T?5,, &b * Page Fared 1' M uq 42 ng 018 tuuc SK 029 PG. „5.6 AlGmmt)FofSanJo wn, C4 Righu Reserved C,pynght Counq ,f San jo.,w Ass ,=pingfG52014 ■ z0 RADIANCE � STREET o Z 39 o d 38 _ 0 -- I � So fao LEGEND: OA -.;P c1A.0- 01008T?5,, &b * Page Fared 1' M uq 42 ng 018 tuuc SK 029 PG. „5.6 AlGmmt)FofSanJo wn, C4 Righu Reserved C,pynght Counq ,f San jo.,w Ass ,=pingfG52014 ■ z0 RADIANCE STREET :•err — 39 o d 38 _ 0 vwx. L; 35 34 0 0 . ¢ Q) NY �' 1. i „� Lyax 1. 1.. ' 163 162 161 6 36 160 159 156 �O� Q h1p i m WA SARGENT ROAD- !1T SEC 7 1L1e SEC J LODI Y� i- 1l2 k1i Bank 6D{lnaaYy •. 1AQ ■ft 134' Ns "I AVENUE I � So fao LEGEND: OA -.;P c1A.0- 01008T?5,, &b * Page Fared 1' M uq 42 ng 018 tuuc SK 029 PG. „5.6 AlGmmt)FofSanJo wn, C4 Righu Reserved C,pynght Counq ,f San jo.,w Ass ,=pingfG52014 ■ Exhibit A-2 1254129.5 11233-038 ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITY DISTRICT SPECIAL TAXES AND WAIVING VESTING -MAP RIGHTS -FOR THE VAN RUITEN_RANCH SUBDIVISION (DEVELOPMENT AGREEMENT — VAN RUITEN RANCH SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: Property located at Lower Sacramento Road and Century Boulevard, Lodi, California 95240 (APN: 058-030-14, 15, 17, 18). SECTION 2. The applicant for the Development Agreement is as follows: Van Ruiten Ranch Ltd. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Van Ruiten Ranch Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Lodi Annexation on March 21, 2007 (State Clearinghouse No. 2005092096). The project is consistent with the Lodi Annexation EIR and none of the circumstances in CEQA Guidelines section 15162 requiring further environmental review are present. Further, City Council certified an EIR for the City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required pursuant to CEQA Guidelines section 15183. SECTION 6. The City Council hereby adopts Ordinance No. approving the Development Agreement by and between the City of Lodi and Van Ruiten Ranch Ltd., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general _cir_culation_published_and_cir_culated_in_the City_ of Lodi. A_ certified _copy _of_this _ordinance _is_available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this day of , 2015 BOB JOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. JENNIFER M. FERRAIOLO City Clerk Approved as to Form: JANICE D.MAGDICH% City Attorney (# EXHIBIT A DEVELOPMENT AGREEMENT VAN RUITEN RANCH SUBDIVISION OFFICIAL BUSINESS Document entitled to free recording Government Code Section 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: City Clerk (SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE) DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND VAN RUITEN RANCH, INC. FOR THE VAN RUITEN RANCH SUBDIVISION 1260332.4 11233-036 DEVELOPMENT AGREEMENT FOR BENNETT HOMES, INC. VAN RUITEN RANCH SUBDIVISION This Development Agreement ("Agreement") is entered -into as of -this _ day of August 2015, by and between the CITY OF LODI, a municipal corporation ("City"), and VAN RUITEN RANCH LIMITED ("Landowner"). City and Landowner are hereinafter collectively referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Proiiect Approvals. Landowner has obtained various approvals from the City for a development known as Van Ruiten Ranch ("Project") on the Property. These approvals include the following: 3.1 City Council Resolution No. 2010-41, adopted by the City Council on April 7, 2010, approving the land use designation as Low -Density Residential, Medium -Density Residential, High -Density Residential, Public/Quasi Public and Open Space for the Project site. 3.2 City Council Ordinance No. 1869, effective March 21, 2013, granting Planned Development Zone P -E(41) to allow Low -Density Residential, Medium -Density Residential, High -Density Residential, Public/Quasi Public and Open Space for the Project site. 3.3 City Council Resolution No. 2007-48, effective March 21, 2007, certifying the Environmental Impact Report for the Project, State Clearinghouse No. 2005092096. 3.4 Resolution No. 14-13, adopted by the Planning Commission of the City of Lodi on April 9, 2014, approving vested Subdivision Map for the Van Ruiten Ranch Subdivision. 3.5 City Council Ordinance No. 1788, approving a development agreement applicable to the Property, as well as other adjacent properties. City Council Ordinance No. 1861, effective October 19, 2012, rescinded Ordinance No. 1788, terminating the development agreement, except for those terms surviving the termination, including the November 15, 2006 Settlement Agreement between Frontiers Community Builders, Inc., Citizens for Open Government, and the City ("2006 Settlement Agreement"). In addition, the Property is part of Community Facilities District No. 2007 1 (Public Services) formed to provide certain services to the Property. 1260332.4 11233-038 4. Public Hearing. On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Agreement and the Planning Commission action has been reported to the City Council. 5. Development Agreement Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findings of Consistency. Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Description of the Property. The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007 1 (Public Services). 6. Permitted lases. The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in the City Council Resolution No. 2010-41 approving the land use designations for the Project site, City Council Ordinance No. 1869, granting Planned Development Zone P -E(41), and Resolution No. 14-13 approving the 1260332.4 11233-038 2 Vested Subdivision Map for the Van Ruiten Ranch Subdivision, all subject to the terms of the 2006 Settlement Agreement. 7. Fees and -Taxes. 7.1 Existing Fees Exactions and Dedications. City Council Resolution No. 14-13, paragraph 77(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 77(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before June 17, 2019 and construction is completed by December 17, 2019. For all units for which building permit applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 Community Facilities District. Van Ruiten Ranch is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbursement. Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or Cancellation. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Review, This Agreement shall be reviewed annually in conformance with LMC section 17.44.080. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such Party shall constitute a material event of default ("Event of Default"). For purposes of this 1260332.4 11233-038 3 Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A Complaining Party shall not exercise any of its remedies as the result of an Event of Default unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severability. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Assignments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Aureement_Run_s with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. Bankruptcy. The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1260332.4 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs), and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third-Paft Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code section 65865, shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid.. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: Van Ruiten Ranch Limited, c/o Jim Van Ruiten, 340 W. Highway 12, Lodi, CA 95242 19. Form of Agreement; Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. CITY OF LODI Van Ruiten Ranch Limited, a municipal corporation A 1260332.4 11233-038 5 By: Stephen Schwabauer Its: General Partner City Manager ATTEST: Jennifer M. Ferraiolo, City Clerk Approved as to form: Janice D. Magdich, City Attorney 1260332.4 11233-038 Exhibit A-1 1260332.4 11233-038 SW. Caner 4 KK 1/ of Sec. PDR. W. 112 SEC. 15 T. 3N. R. 6E., M.D.B. &M. s i 10 8k: 027. mrinw > 3 aw ra +v rLpr A— P, S- Vol. 21 Pg. 134 B -- P. S, Vol. 15 Pg, 153 0 90AW-W �.J 1s,r+a L NOTE: Assessors Purcel Numbers Shown in Circles. Assessor's Block Numbers Shown in Ellipses, THIS MAP IS FOR 058-03 ASSESSMENT USE ONLYKA C-1 d MA 114 t .A9 a sec is I op z3 CITY .OF LODI Assessor`s Reap 13k.058 Pg.03 County of San Joaquin, Calif. Exhibit A-2 1260332.4 11233-038 Van Ruiten Ranch 145 RLD, 55 MLD, 88 RHD ORDINANCE NO. G'02 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE REYNOLDS RANCH SUBDIVISION (DEVELOPMENT AGREEMENT — REYNOLDS RANCH SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: Property south of Harney Lane and west of Reynolds Ranch Parkway, Lodi, California 95240 (APN: 058-650-04) SECTION 2. The applicant for the Development Agreement is as follows: Skinner Ranch Holdings, L.P., c/o Mr. Dale Gillespie. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Reynolds Ranch Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 20199 or construction is not completed by December 17, 201,99. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Reynolds Ranch on August 30, 2006 (State Clearinghouse No. 2006012113). The project is consistent with the Reynolds Ranch EIR and no further environmental review is required pursuant to CEQA Guidelines section 15162. Further, City Council certified an EIR forthe City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required. SECTION S. The City Council hereby adopts Ordinance No. approving the Development Agreement by and between the City of Lodi and Skinner Ranch Holdings, L.P., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this _ day of 12015 BOB JOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , 2015, by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. JENNIFER M. FERRAIOLO City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney 2 ORDINANCE NO, G a 2. AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE ROSE GATE SUBDIVISION (DEVELOPMENT AGREEMENT – ROSE GATE SUBDIVISION) _---------- ---__----_–--__—___--___ BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1.. The properties subject to this Development Agreement include the following: 2875 West Lodi Avenue, Lodi, California, 95240 (APN: 029-380-05) SECTION 2. The applicant for the Development Agreement is as follows: Ffontiw r'^mmunit" Iuildem, lmW. L. Investors, L. P. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Rose Gate Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Lodi Annexation on March 21, 2007 (State Clearinghouse No. 2005092096). The project is consistent with the Lodi Annexation EIR and none of the circumstances in CEQA Guidelines section 15162 requiring further environmental review are present. Further, City Council certified an EIR forthe City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required pursuant to CEQA Guidelines section 15183. SECTION 6. The City Council hereby adopts Ordinance No. approving the Development Agreement by and between the City of Lodi and .W. L. Investors, L. P., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this _ day of , 2015 BOBJOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer M. Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. JENNIFER FERRAIOLO City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney OFFICIAL BUSINESS Document entitled to free recording Government Code Section 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: City Clerk (SPACEABOVE THIS LINE RESERVED FOR RECORDER'S USE) DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND FRONTIER COMMUNITY INVESTQRS L P. FOR THE ROSE GATE SUBDIVISION 1254129.5 11233-038 DEVELOPMENT AGREEMENT FOR FRONTIER COMMUNITY BUILDERS ROSE GATE SUBDIVISION This Development Agreement ("Agreement") is entered into as of this _ day of August 2015, by and between the CITY OF LOD], a municipal corporation (°City"), and W.L. NVESTORS L.P.��^'''T'C" ITr1AAAAl Ik11TV sal I11 nso , Q a California limited partneisflip ("Landowner"). City and Landowner are hereinafter collectiveiy referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property, Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Proiect Approvals. Landowner has obtained various approvals from the City for a residential development known as Rose Gate ("Project") on the Property. These approvals include the following: 3.1 Resolution No. 2007-49, adopted by the City Council on March 21, 2007, approving the land use designation as Low -Density Residential for the Project site. 3.2 City Council Ordinance No. 1793, effective March 21, 2007, granting Planned Development Zone P -E(42) to allow single-family residential development for the Project site. 3.3 City Council Resolution No. 2007-48, certifying the Environmental Impact Report for the Project, State Clearinghouse No. 2005092096. 3.4 City Council Ordinance No. 1794, approving a development agreement applicable to the Rose Gate property, as well as other adjacent properties. City Council Ordinance No. 1862, effective October 19, 2012, rescinded Ordinance No. 1794, terminating the development agreement, except for those terms surviving the termination, including the December 4, 2007 Settlement Agreement between Frontier Community Builders, Inc., Citizens for Open Government, and the City ("2007 Settlement Agreement"). 3.5 Resolution No. 13-17, adopted by the Planning Commission of the City of Lodi on October 9, 2013, approving the Vested Subdivision Map for the Rose Gate Subdivision. In addition, the Property is part of Community Facilities District No. 2007--1 (Public Services) formed to provide certain services to the Property. 1254129.5 11233-038 4. Public Hearina. On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Agreement and the Planning Commission action has been reported to the City Council. S. Development agreement Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findin s of Consistency, Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Descri tion of the Property. The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is , 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007:--1 (Public Services). 6. Permitted Uses. The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in City Council Resolution 2007-49 designating the Project site as Low -Density Residential, City Council Ordinance No. 1793 granting Planned Development Zone P -E(42), and Resolution No. 13-17 approving the Vested 1254129.5 11233-038 2 Subdivision Map for the Rose Gate Subdivision, all subject to the terms of the 2007 Settlement Agreement. 7. Fees and Taxes. 7.1 Existing Fees, Exactions, and Dedications. City Council Resolution No. 13-17, paragraph 79(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 79(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before April 1, 2018 and construction is completed by October 1, 2018. For all units for which building permit applications are submitted on or after April 1, 2018 or construction is not completed by October 1, 2018, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 Community Facilities District. Rose Gate is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbumement, Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or CancelThis Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Re►►iew. This Agreement shall be reviewed annually in conformance with LMC section 17.44.080 of the Municipal Code. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such Party shall constitute a material event of default ("Event of Default"). For purposes of this 1254129.5 11233-038 3 Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A Complaining Party shall not exercise any of its remedies as the result of an Event of Default unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severability. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Assignments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Agreement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. E3ankruptc� The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1254129.5 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs), and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third -Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code Section 65865, shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: W. L. INVESTORS, L.P.FRONTIER GGIMMUNITY RUILDERS, INC. ATTN: Tom Doucette 10100 Trinity Parkway, Suite 420 Stockton, CA 95219 19. Form of Agreement: Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. 1254129.5 11233-038 5 IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. CITY OF LODI a municipal corporation In Stephen Schwabauer City Manager ATTEST: Jennifer M. Ferraiolo, City Clerk Approved as to form: Janice D. Magdich, City Attorney 1254129.5 11233-038 6 W. L. INVESTORS, L.P. A Califp is limited pgrtnership By: Tom Doucette lts= President of frontier Land Companies, its general partner ORDINANCE NO, AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE VAN RUITEN RANCH SUBDIVISION (DEVELOPMENT AGREEMENT — VAN RUITEN RANCH SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: Property located at Lower Sacramento Road and Century Boulevard, Lodi, California 95240 (APN: 058-030-14, 15, 17, 18). SECTION 2. The applicant for the Development Agreement is as follows: Van Ruiten Ranch Ltd. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Van Ruiten Ranch Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 20199 or construction is not completed by December 17, 20189. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Lodi Annexation on March 21, 2007 (State Clearinghouse No. 2005092096). The project is consistent with the Lodi Annexation EIR and none of the circumstances in CEQA Guidelines section 15162 requiring further environmental review are present. Further, City Council certified an EIR for the City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required pursuant to CEQA Guidelines section 15183. SECTION 6. The City Council hereby adopts Ordinance No. approving the Development Agreement by and between the City of Lodi and Van Ruiten Ranch Ltd., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this day of , 2015 BOBJOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. JENNIFER M. FERRAIOLO City Clerk Approved as to Form: JANICE D.MAGDICH f City Attorney r K Please immediately confirm receipt this 333---6702 CITY OF LODI P.O. BOX 3006 LODI, CALIFORNIA 95241-1910 ADVERTISING INSTRUCTIONS SUBJECT: PUBLIC HEARING ON RESOLUTION OF CONSIDERATION TO LEVY A REDUCED SPECIAL TAX WITHIN A PORTION OF THE CITY OF LODI COMMUNITY FACILITIES DISTRICT NO. 2007-1 (PUBLIC SERVICES) PUBLISH DATE: SATURDAY, JULY 11, 2015 TEAR SHEETS WANTED: One (11) Please SEND AFFIDAVIT AND BILL TO: LNS ACCT. #0510052 DATED: MONDAY, JULY 6, 2015 JENNIFER M. FERRAIOLO, CITY CLERK City of Lodi P.O. Box 3006 Lodi, CA 95241-1910 ORDERED BY: JENNIFER M. FERRAIOLO CITY CLERK PAMELA M. FARRIS DEPUTY CITY CLERK Emailed to the Sentinel at dianer@lodinews.com at LNS Phoned to confirm receipt of all pages at _ forms\advins.doc ELENA STODDARD ADMINISTRATIVE CLERK on FOF{ {�F07 DECLARATION OF POSTING PUBLIC HEARING ON RESOLUTION OF CONSIDERATION TO LEVY A REDUCED SPECIAL TAX WITHIN A PORTION OF THE CITY OF LODI COMMUNITY FACILITIES DISTRICT NO. 2007-1 (PUBLIC SERVICES) On Monday, July 6, 2015, in the City of Lodi, San Joaquin County, California, a Notice of Public Hearing on Resolution of Consideration to Levy a Reduced Special Tax within a Portion of the City of Lodi Community Facilities District No. 2007-1 (Public Services) (attached and marked as Exhibit A) was posted at the following locations: Lodi City Clerk's Office Lodi City Hall Lobby Lodi Carnegie Forum WorkNet Office I declare under penalty of perjury that the foregoing is true and correct. Executed on July 6, 2015, at Lodi, California. ORDERED BY: JENNIFER M. FERRAIOLO CITY CLERK 4 PAMELA M. FARRIS ELENA STODDARD DEPUTY CITY CLERK ADMINISTRATIVE CLERK N:\Administration\CLERK\Public Hearings\AFFADAVITS\DECPOST CFD TAXdoc EEXf,H ll B, I T A NOTICE OF PUBLIC HEARING ON RESOLUTION OF CONSIDERATION TO LEVY A REDUCED SPECIAL TAX WITHIN A PORTION -OF THE CITY OF LODI_COMMUNITY FACILITIES DISTRICT NO. 2007-1 (PUBLIC SERVICES) NOTICE IS HEREBY GIVEN that the City Council of the City of Lodi on June 17, 2015, adopted its Resolution No. 2015-89 in which it proposed to levy a reduced special tax within a portion of Community Facilities District No. 2007-1 (Public Services) all pursuant to the provisions of the Mello -Roos Community Facilities Act of 1982. The Resolution describes the reduced special tax and the area subject to the reduced special tax (designated as Zone 1). For further details, the Resolution is available at the offices of the City at 221 W. Pine Street, Lodi, California. NOTICE IS HEREBY FURTHER GIVEN that the City Council has fixed Wednesday, August 5, 2015, at 7:00 p.m., in the regular meeting place of the City Council, Carnegie Forum, 305 W. Pine Street, Lodi, California, as the time and place when and where the City Council will hold a public hearing to consider the Resolution. At the hearing, the testimony of all interested persons or taxpayers for or against the proposed reduced special tax will be heard and considered. Protests may be made orally or in writing, except that any protests pertaining to the regularity or sufficiency of the proceedings shall be in writing and shall clearly set forth the irregularities and defects to which objection is made. All written protests must be filed with the City Clerk before the time fixed for the hearing. Any written protest may be withdrawn, in writing, at any time before the conclusion of the hearing. NOTICE IS HEREBY FURTHER GIVEN that, at the conclusion of the public hearing, the City Council may abandon the proceedings or may, after passing upon all protests, submit to the qualified electors the questions of levying the reduced special tax. If 50% or more of the registered voters, or 6 registered voters (whichever is more), residing within CFD 2007-1, or the owners of 1/2 or more of the area of land included in CFD 2007-1 and not exempt from the reduced special tax file written protests against the reduced special tax and sufficient protests are not withdrawn, the reduced special tax shall not be considered for a period of one year from the date of the decision of the City Council on the hearing. NOTICE IS HEREBY FURTHER GIVEN that, if the City Council determines at the conclusion of the public hearing to proceed, the election will be conducted by mailed ballot to the landowners in Zone 1. DATED: July 11, 2015 Jen fer M. F raiolo, City Clerk Cit of Lodi 1271333 1 11233-038 SUBJECT: Please immeAdely, confirhi receipt Of by c�rll g 333-6702 CITY OF LODI P. O. BOX 3006 LODI, CALIFORNIA 95241-1910 ADVERTISING INSTRUCTIONS SUMMARY OF ORDINANCE NOS. 1907, 1908, 1909, 1910, 1911, 1912, AND 1913 PUBLISH DATE: SATURDAY, AUGUST 8, 2015 TEAR SHEETS WANTED: One (1) please SEND AFFIDAVIT AND BILL TO: JENNIFER M. FERRAIOLO, CITY CLERK LNS ACCT. #0510052 City of Lodi P.O. Box 3006 Lodi, CA 95241-1910 DATED: THURSDAY, AUGUST 6, 2015 ORDERED BY: JENNIFER M. FERRAIOLO CITY CLERK PAMELA M. FARRIS ELENA STODDARD DEPUTY CITY CLERK ADMINISTRATIVE CLERK SEND PROOF OFADVERTIS"E11TT. THANK YOU!! Lr aileoto the Sentinel atdianer@'I'odin.6ws.com at Qtr• (tirA }chid'=. (da) ( ssy I FSS Phot od,ty confirm re- wpt:of all p> S8 [Oiiie age.F ES .06itii l's N:\Administration\CLERK\OrdSummaries\Advins. doc CITY OF LODI ORDINANCE NO. 1907 AN ORDINANCE OF THE LODI CITY COUNCI-L AMENDING LODI M-U-NICIP-AL CODE TITLE 15 — BUILDING AND CONSTRUCTION — BY REPEALING AND RE-ENACTING CHAPTER 15.65, "SAN JOAQUIN COUNTY REGIONAL TRANSPORTATION IMPACT FEE," IN ITS ENTIRETY. The purpose of this ordinance is to bring the Lodi Municipal Code into compliance with the recently -approved San Joaquin County Regional Transportation Impact Fee Program Operating Agreement by clarifying language and definitions, changing the timing of program fee payments and reporting dates, and modifying project selection criteria. Introduced July 15, 2015. Adopted August 5, 2015; and effective September 4, 2015. AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. ORDINANCE NO. 1908 AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE REYNOLDS RANCH SUBDIVISION. The purpose of this ordinance is to enter into an agreement between the City and the Reynolds Ranch Subdivision developer in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. Introduced August 5, 2015. Adoption to be considered August 19, 2015. AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. ORDINANCE NO. 1909 AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE ROSE GATE SUBDIVISION. The purpose of this ordinance is to enter into an agreement between the City and the Rose Gate Subdivision developer in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. Introduced August 5, 2015. Adoption to be considered August 19, 2015, AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. ORDINANCE NO. 1910 AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AN -D WAIVING VESTING. MAP RIGHTS FOR THE VAN RUITEN RANCH SUBDIVISION. The purpose of this ordinance is to enter into an agreement between the City and the Van Ruiten Ranch Subdivision developer in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. Introduced August 5, 2015. Adoration to be considered August 19, 2015. AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. ORDINANCE NO. 1911 AN ORDINANCE OF THE LODI CITY COUNCIL LEVYING AND APPORTIONING THE SPECIAL TAX IN TERRITORY ANNEXED TO COMMUNITY FACILITIES DISTRICT NO. 2007-1 (PUBLIC SERVICES) (ANNEXATION NO. 2). The purpose of this ordinance is to levy and apportion the special tax within the territory annexed into the Community Facilities District No. 2007-1 as Annexation No. 2. Introduced August 5, 2015. Adoption to be considered August 19, 2015. AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. ORDINANCE NO. 1912 AN ORDINANCE OF THE LODI CITY COUNCIL AMENDING LODI MUNICIPAL CODE TITLE 12 — STREETS, SIDEWALKS, AND PUBLIC PLACES — BY REPEALING CHAPTER 12.07, "LODI TOURISM BUSINESS IMPROVEMENT DISTRICT," IN ITS ENTIRETY, THEREBY RESCINDING ORDINANCE NO. 1753 AND ORDINANCE NO. 1818, DISESTABLISHING THE LODI TOURISM BUSINESS IMPROVEMENT DISTRICT. The purpose of this ordinance is to disestablish the Lodi Tourism Business Improvement District. Introduced August 5, 2015. Adoption to be considered September 2, 2015. AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. ORDINANCE NO. 1913 AN ORDINANCE OF THE LODI CITY COUNCIL AMENDING LODI MUNICIPAL CODE TITLE 15 — BUILDINGS AND CONSTRUCTION — BY ADDING CHAPTER 15.19, "EXPEDITED PERMIT PROCESS FOR SMALL RESIDENTIAL ROOFTOP SOLAR SYSTEMS." The purpose of this ordinance is to create an expedited, streamlined permitting process for small residential rooftop solar energy systems. Introduced August 5, 2015. Adoption to be considered August 19, 2015. AYES: Chandler, Kuehne, Mounce, and Nakanishi; NOES: None; ABSENT: Mayor Johnson. Jennifer M. Ferraiolo, City Clerk City of Lodi August 5, 2015 Certified copies of the full text of these ordinances are available in the office of the Lodi City Clerk. DECLARATION OF POSTING�IFOS�c ORDINANCE NO. 1908 AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE REYNOLDS RANCH SUBDIVISION On Thursday, August 6, 2015, in the City of Lodi, San Joaquin County, California, a certified copy of Ordinance No. 1908 (attached hereto, marked Exhibit "A") was posted in the Lodi City Clerk's Office. I declare under penalty of perjury that the foregoing is true and correct. Executed on August 6, 2015, at Lodi, California. amela M. Farris Deputy City Clerk ordsummaries\aaDecPost. doc ORDERED BY: JENNIFER M. FERRAIOLO CITY CLERK Elena Stoddard Administrative Clerk ORDINANCE NO. 1908 �� AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE REYNOLDS RANCH SUBDIVISION (DEVELOPMENT AGREEMENT — REYNOLDS RANCH SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: Property south of Harney Lane and west of Reynolds Ranch Parkway, Lodi, California 95240 (APN: 058-650-04) SECTION 2. The applicant for the Development Agreement is as follows: Skinner Ranch Holdings, L.P., c/o Mr. Dale Gillespie. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Reynolds Ranch Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Reynolds Ranch on August 30, 2006 (State Clearinghouse No. 2006012113). The project is consistent with the Reynolds Ranch EIR and no further environmental review is required pursuant to CEQA Guidelines section 15162. Further, City Council certified an EIR for the City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required. SECTION 6. The City Council hereby adopts Ordinance No. 1908 approving the Development Agreement by and between the City of Lodi and Skinner Ranch Holdings, L.P., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the 1 ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi -News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this _ day of , 2015 BOBJOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. 1908 was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , 2015, by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. 1908 was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. Approved as to Form: JANICE D. MAGDICH City Attorney 2 JENNIFER M. FERRAIOLO City Clerk EXHIBIT A DEVELOPMENT AGREEMENT REYNOLDS RANCH SUBDIVISION OFFICIAL BUSINESS Document entitled to free recording Government Code Section 610.3 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: Citi Clerk (SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE) DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND SKINNER RANCH HOLDINGS, LP FOR THE REYNOLDS RANCH SUBDIVISION 1260364.3 11233-038 DEVELOPMENT AGREEMENT FOR SKINNER RANCH HOLDINGS, LP REYNOLDS RANCH SUBDIVISION This Development Agreement ("Agreement") is entered into as of this _ day of August 2015, by and between the CITY OF LODI, a municipal corporation ("City"), and SKINNER RANCH HOLDINGS, LP ("Landowner'). City and Landowner are hereinafter collectively referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property'). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Pro ect Approvals. Landowner has obtained various approvals from the City for a development known as Reynolds Ranch ("Project") on the Property. These approvals include the following: 3.1 City Council Resolution No. 2010-41, adopted by the City Council on April 7, 2010, approving the land use designation as Medium -Density Residential, High -Density Residential, Industrial and Open Space for the Project site. 3.2 City Council Ordinance No. 1869, effective March 21, 2013, granting Planned Development Zone P -E(39) to allow Medium -Density Residential, High -Density Residential, and Open Space for the Project site. 3.3 Reynolds Ranch Final EIR, State Clearinghouse No. 2006012113, certified by the City Council on August 30, 2006 and an addendum to the Final EIR, certified on September 17, 2008. 3.4 Resolution No. 14-19, adopted by the Planning Commission of the City of Lodi on June 25, 2014, approving the Vested Subdivision Map for the Reynolds Ranch Subdivision. 3.5 City Council Ordinance No. 1785, approving a development agreement applicable to the Property, as well as other adjacent properties. City Council Ordinance No. 1865, effective November 16, 2012, rescinded Ordinance No. 1785, terminating the development agreement, except for those terms surviving the termination, including the August 26, 2006 Settlement Agreement between San Joaquin Valley Land Company LLC, Citizens for Open Government, and the City ("2006 Settlement Agreement"). In addition, the Property is part of Community Facilities District No. 2007 1 (Public Services) formed to provide certain services to the Property. 1260364.3 11233-038 4. Public Hearin% On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Agreement and the Planning Cb.mmissipP -mon has been roported to the My Council, 5. Develo went Agreement Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findings Consistency. Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Description of the Pro The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is , 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007 1 (Public Services). 6. Permitted l]ses. The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in the City Council Resolution No. 2010-41 approving the land use designations for the Project site, City Council Ordinance No. 1869, granting Planned Development Zone P -E(39), and Resolution No. 14-19 approving the 1260364.3 11233-038 2 Vested Subdivision Map for the Reynolds Ranch Subdivision, all subject to the terms of the 2006 Settlement Agreement. 7. Fees and Taxes. 7.1 Existing Fees, Exactions, and Dedications. City Council Resolution No. 14-19, paragraph 81(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 81(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before June 17, 2019 and construction is completed by December 17, 2019. For all units for which building permit applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 _Community Facilities District. Reynolds Ranch is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbursement. Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or Cancellation. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Review. This Agreement shall be reviewed annually in conformance with LMC section 17.44.080 of the Municipal Code. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such 1260364.3 11233-038 3 Party shall constitute a material event of default ("Event of Default'). For purposes of this Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A Complaining Party shall not exercise any of its remedies as the result of an Event of Default unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severabiiity. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement=shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Asslanments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Agreement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1465 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. Bankruptcy. The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1260364.3 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and All -claims.; costs _(including legal fees and costs), ---and liabilityy fo_r any personal- inj.-ury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third -Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code Section 65865, shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: SKINNER RANCH HOLDINGS, LP ATTN: Dale Gillespie 1420 S. Mills Ave., Suite M Lodi, CA 95240 19. Form of Agreement; Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. 1260364.3 11233-038 5 -IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized -the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. CITY OF LODI a municipal corporation By: Stephen Schwabauer City Manager ATTEST: Jennifer M. Ferraiolo, City Clerk Approved as to form: Janice D. Magdich, City Attorney 1260364.3 11233-038 6 SKINNER RANCH HOLDINGS, INC. By M Skinner Properties, LLC By. Barton R. Robertson, Manager Its: A>�� ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual, who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validi of that document. State of Ca ' , mla County of Z)08�,b�UIV) On � �l before me, .. r (insert name and He of the officer) personally appeared_ who proved tome on the basis of satisfactory:evidence to be the pers©nW whose name�j .is/ate' subscribed to the within instrument and acknowledged to me that fi l ►sl e.rrexecuted. the same in histh #e authorized capacity(iesj; and that by his/ keirsignature�sj on the instrument the person, or the entity upon behalf of which the personAs) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNES and and official al. � � MIM NNW VWft - Cmi fornia • >l 4 JCMW 1 Cow* M COMM. EMHMact 5, 2018. Signature lj Exhibit A-1 1260364.3 11233-038 POR. SEC. 24 T. 3N. R. 6E., M.D.B.&M. A — .11, M, Bk- 25 P9, 020 -.Jr ASM"IS FOR mpr USE ONLY 0581-65 j AW CITY OF LODI Assessor's Map Bk -0581 Pg.65 County of Son Joaqufn', Calif. CD Exhibit A-2 1260364.3 11233-038 •t1 [low WW_' ; mamA "M Ui rti POSTINGDECLARATION OF Ifip� ORDINANCE NO. 1909 AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE ROSE GATE SUBDIVISION On Thursday, August 6, 2015, in the City of Lodi, San Joaquin County, California, a certified copy of Ordinance No. 1909 (attached hereto, marked Exhibit "A") was posted in the Lodi City Clerk's Office. I declare under penalty of perjury that the foregoing is true and correct. Executed on August 6, 2015, at Lodi, California. ,2.Aq, Pamela M. Farris Deputy City Clerk ordsummaries\aaDecPost doe ORDERED BY: JENNIFER M. FERRAIOLO CITY CLERK Elena Stoddard Administrative Clerk ORDINANCE NO. 1909 f�. F��� g� AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE ROSE GATE SUBDIVISION (DEVELOPMENT AGREEMENT — ROSE GATE SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: 2875 West Lodi Avenue, Lodi, California, 95240 (APN: 029-380-05) SECTION 2. The applicant for the Development Agreement is as follows: W. L. Investors, L. P. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Rose Gate Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2018 or construction is not completed by December 17, 2018. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Lodi Annexation on March 21, 2007 (State Clearinghouse No. 2005092096). The project is consistent with the Lodi Annexation EIR and none of the circumstances in CEQA Guidelines section 15162 requiring further environmental review are present. Further, City Council certified an EIR forthe City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required pursuant to CEQA Guidelines section 15183. SECTION 6. The City Council hereby adopts Ordinance No. 1909 approving the Development Agreement by and between the City of Lodi and W. L. Investors, L. P., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance are severable. The City Council hereby declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. 1 SECTION 9. This ordinanc,- shall take effect thirty (30) days from _yid after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this _ day of , 2015 BOB JOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer M. Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. 1909 was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. 1909 was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. Approved as to Form: JANICE D. MAGDICH City Attorney 2 JENNIFER FERRAIOLO City Clerk EXHIBIT A DEVELOPMENT AGREEMENT ROSE GATE SUBDIVISION OFFICIAL BUSINESS Document entitled to free recording Government Code Section 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: City Clerk (SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE) DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND W.L. INVESTORS, L.P. FOR THE ROSE GATE SUBDIVISION 1254129.5 11233-038 DEVELOPMENT AGREEMENT FOR FRONTIER COMMUNITY BUILDERS ROSE GATE SUBDIVISION This Development Agreement ("Agreement") is entered into as of this _ day of August 2015, by and between the CITY OF LODI, a municipal corporation ("City"), and W.L. INVESTORS, L.P.. a California limited partnership ("Landowner"). City and Landowner are hereinafter collectively referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Project Approvals. Landowner has obtained various approvals from the City for a residential development known as Rose Gate ("Project") on the Property. These approvals include the following: 3.1 Resolution No. 2007-49, adopted by the City Council on March 21, 2007, approving the land use designation as Low -Density Residential for the Project site. 3.2 City Council Ordinance No. 1793, effective March 21, 2007, granting Planned Development Zone P -E(42) to allow single-family residential development for the Project site. 3.3 City Council Resolution No. 2007-48, certifying the Environmental Impact Report for the Project, State Clearinghouse No. 2005092096. 3.4 City Council Ordinance No. 1794, approving a development agreement applicable to the Rose Gate property, as well as other adjacent properties. City Council Ordinance No. 1862, effective October 19, 2012, rescinded Ordinance No. 1794, terminating the development agreement, except for those terms surviving the termination, including the December 4, 2007 Settlement Agreement between Frontier Community Builders, Inc., Citizens for Open Government, and the City ("2007 Settlement Agreement"). 3.5 Resolution No. 13-17, adopted by the Planning Commission of the City of Lodi on October 9, 2013, approving the Vested Subdivision Map for the Rose Gate Subdivision. In addition, the Property is part of Community Facilities District No. 2007-1 (Public Services) formed to provide certain services to the Property. 1254129.5 11233-038 4. Public Hearing. On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Agreement and the Planning Commission action has been reported to the City Council. 5. Development Agreement Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findings of Consistency. Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Description of the Property. The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007-1 (Public Services). 6. Permitted Uses. The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in City Council Resolution 2007-49 designating the Project site as Low -Density Residential, City Council Ordinance No. 1793 granting Planned Development Zone P -E(42), and Resolution No. 13-17 approving the Vested 1254129.5 11233-038 2 Subdivision Map for the Rose Gate Subdivision, all subject to the terms of the 2007 Settlement Agreement. 7. Fees and Taxes. 7.1 Existing Fees Exactions and Dedications. City Council Resolution No. 13-17, paragraph 79(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 79(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before April 1, 2018 and construction is completed by October 1, 2018. For all units for which building permit applications are submitted on or after April 1, 2018 or construction is not completed by October 1, 2018, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 Community Facilities District. Rose Gate is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbursement. Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or Cancellation. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Review, This Agreement shall be reviewed annually in conformance with LMC section 17.44.080 of the Municipal Code. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such Party shall constitute a material event of default ("Event of Default"). For purposes of this 1254129.5 11233-038 3 Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A Complaining Party shall not exercise any of its remedies as the result of an Event of Default unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severablilly. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Assi nments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Agreement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. Bankruptcy. The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1254129.5 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs), and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third -Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code Section 65865,. shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: W. L. INVESTORS, L.P. ATTN: Tom Doucette 10100 Trinity Parkway, Suite 420 Stockton, CA 95219 19. Form of Agreement: Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. 1254129.5 11233-038 5 IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. CITY OF LODI a municipal corporation M Stephen Schwabauer City Manager ATTEST: Jennifer M. Ferraiolo, City Clerk Approved as to form: 'Janice D agdich, City Attorney 1254129.5 11233-038 6 W. L. INVESTORS, L.P. A California limited partnership M Tom Doucette President of Frontier Land Companies, its general partner Exhibit A-1 1254129.5 11233-038 POR ROSE GATE, UNIT N0.1, TRACTNO.3785 PARADISE a CREEKSIDE LODI = e -k Boundary L�W AVENUE DRIVE cr O U O �rt w BK M9 PG. m a ap. is 74 7J 74 7s as = e -k Boundary L�W AVENUE DRIVE cr O U O �rt w BK M9 PG. m Co wtyotSanJaawm CA N ROM Reearved Ccpyr�tCeultl o15an Jaagnn A4acsar NappinyG152111G POR. ROSE GATE, UNI NO. 1, TRACT NO.3785 029-54 d —R. + so na . LANE j v 1 > 3ti � 2 Swk.� � V • m as Oak . 4fl, LANE {cam w S � k �'73;L •�� ltitw > � � ROSE GATE DRIVE ,17! atW ¢ u ya LANEAt �4ffiyllaNNwY POR. ROSE GATE, UNff NO. 2, TRACTNO. 3813 ! 029-55 l hall lriti tr ,ia - �r� i1 � �' ii.� •�_ ` Vin. � `� � .,a �- LOMBARD LEC 8 2 STRFFr sn zs, -Tr e� Pow w.a CL ,a3 = .♦ Ua ZS, s� �.mw U, O 7� „c� ye- u, 3 Q �►- Lil 10 zx 'ca O p r vim. r : , i DONE -0 � zA rp . o.. � - 1 _.. @JfY71y0i5W+J[ra9eji7�i6 Coa/nyi'iA� ly ofiJvq�r 4xcnau f cr Q.Q POR. ROSE GATE, UNff NO. 2, TRACTNO. 3813 191 lYt yiE 57 1EjaS IK � � 25 • C 147 j ' D \� 146 10 X CELEBRATION 8 ;19 2D. 21 Z�23 X24 25 142 147 164 145 146 10 148 149 1'A 466 1� lAry 153 F�1229' 16C , sEa a ROAD- LOD! BEc • gyp. -•p RADIAIYCE >i STREET wr f 35 34 . �q 3,5,- 159 tae it J� P AVENUE 029-56 mic E., 1EWiD: aP- 4»-M IP 4) CL a;.• a. a.* P.P BK oz PG_ Ss GpeR�d�adJ�geiYr, G Al a qhv Res d Coptmg�x County oF$an laBau� — —• »• Asica-r10�PinY'g52Uti I i .mk A -4L. Exhibit A-2 1254129.5 11233-038 DECLARATION 9t►��Rtl ORDINANCE NO. 1910 AN ORDINANCE OF THE LODI CITY COUNCIL ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE VAN RUITEN RANCH SUBDIVISION On Thursday, August 6, 2015, in the City of Lodi, San Joaquin County, California, a certified copy of Ordinance No. 1910 (attached hereto, marked Exhibit "A") was posted in the Lodi City Clerk's Office. I declare under penalty of perjury that the foregoing is true and correct. Executed on August 6, 2015, at Lodi, California. Pamela M. Farris Deputy City Clerk ordsummaries\aaDecPost. d oc ORDERED BY: JENNIFER M. FERRAIOLO CITY CLERK Elena Stoddard Administrative Clerk ORDINANCE NO. 1910 ExHiBIT A AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LODI ADOPTING A DEVELOPMENT AGREEMENT REDUCING COMMUNITY FACILITIES DISTRICT SPECIAL TAXES AND WAIVING VESTING MAP RIGHTS FOR THE VAN RUITEN RANCH SUBDIVISION (DEVELOPMENT AGREEMENT —VAN RUITEN RANCH SUBDIVISION) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LODI AS FOLLOWS: SECTION 1. The properties subject to this Development Agreement include the following: Property located at Lower Sacramento Road and Century Boulevard, Lodi, California 95240 (APN: 058-030-14, 15, 17, 18). SECTION 2. The applicant for the Development Agreement is as follows: Van Ruiten Ranch Ltd. SECTION 3. The requested Development Agreement is summarized as follows: Development Agreement (Van Ruiten Ranch Subdivision) is an agreement between the City and the developer, in which the developer agrees to waive the vested right to pay Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 for all units for which building applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019. The City agrees to amend the tax formula to reduce the special taxes levied against the properties subject to the Development Agreement. The term of the Development Agreement is twenty (20) years. SECTION 4. The City Council hereby finds that the proposed Development Agreement is consistent with the General Plan land use designation and the zoning for the proposed development. SECTION 5. The City Council certified an Environmental Impact Report ("EIR") for the Lodi Annexation on March 21, 2007 (State Clearinghouse No. 2005092096). The project is consistent with the Lodi Annexation EIR and none of the circumstances in CEQA Guidelines section 15162 requiring further environmental review are present. Further, City Council certified an EIR for the City of Lodi General Plan on April 7, 2010 (State Clearinghouse No. 20009022075). The project is consistent with the General Plan density and none of the circumstances in CEQA Guidelines section 15183 requiring further environmental review exists. Therefore, no further environmental review is required pursuant to CEQA Guidelines section 15183. SECTION 6. The City Council hereby adopts Ordinance No. 1910 approving the Development Agreement by and between the City of Lodi and Van Ruiten Ranch Ltd., attached herein as Exhibit A. SECTION 7. No Mandatory Duty of Care. This ordinance is not intended to and shall not be construed or given effect in a manner which imposes upon the City, or any officer or employee thereof, a mandatory duty of care towards persons or property within the City or outside of the City so as to provide a basis of civil liability for damages, except as otherwise imposed by law. SECTION 8. Severability. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application. To this end, the provisions of this ordinance u, a severable. The City Council hereb, .'eclares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof. SECTION 9. This ordinance shall take effect thirty (30) days from and after its adoption. The ordinance summary shall be published in the Lodi News Sentinel, a newspaper of general circulation published and circulated in the City of Lodi. A certified copy of this ordinance is available for review in the City Clerk's office located at 221 West Pine Street, Lodi, California. Approved this day of , 2015 BOB JOHNSON Mayor Attest: JENNIFER M. FERRAIOLO City Clerk State of California County of San Joaquin, ss. I, Jennifer Ferraiolo, City Clerk of the City of Lodi, do hereby certify that Ordinance No. 1910 was introduced at a regular meeting of the City Council of the City of Lodi held August 5, 2015 and was thereafter passed, adopted, and ordered to print at a regular meeting of said Council held , by the following vote: AYES: COUNCIL MEMBERS — NOES: COUNCIL MEMBERS — ABSENT: COUNCIL MEMBERS — ABSTAIN: COUNCIL MEMBERS — I further certify that Ordinance No. 1910 was approved and signed by the Mayor on the date of its passage and the same has been published pursuant to law. Approved as to Form: JANICE D.MAGDICH City Attorney 2 JENNIFER M. FERRAIOLO City Clerk EXHIBIT A DEVELOPMENT AGREEMENT VAN RUITEN RANCH SUBDIVISION OFFICIAL BUSINESS Document entitled to free recording RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Lodi P.O. Box 3006 Lodi, CA 95241-19910 ATTN: Citi) Clerk (SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE) DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LODI AND VAN RUITEN RANCH, LTD. FOR THE VAN RUITEN RANCH SUBDIVISION 1260332.4 11233-038 DEVELOPMENT AGREEMENT FOR BENNETT HOMES, INC. VAN RUITEN RANCH SUBDIVISION This Development Agreement ("Agreement") is entered into as of this _ day of August 2015, by and between the CITY OF LODI, a municipal corporation ("City"), and VAN RUITEN RANCH, LTD. ("Landowner"). City and Landowner are hereinafter collectively referred to as "Parties" and singularly as "Party." RECITALS 1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65854, et seq., which authorizes the City and any person having a legal or equitable interest in real property to enter into a development agreement, establishing certain development rights in the property, which is the subject of the development project application. 2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Lodi, County of San Joaquin, more particularly described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 3. Project Approvals. Landowner has obtained various approvals from the City for a development known as Van Ruiten Ranch ("Project") on the Property. These approvals include the following: 3.1 City Council Resolution No. 2010-41, adopted by the City Council on April 7, 2010, approving the land use designation as Low -Density Residential, Medium -Density Residential, High -Density Residential, Public/Quasi Public and Open Space for the Project site. 3.2 City Council Ordinance No. 1869, effective March 21, 2013, granting Planned Development Zone P -E(41) to allow Low -Density Residential, Medium -Density Residential, High -Density Residential, Public/Quasi Public and Open Space for the Project site. 3.3 City Council Resolution No. 2007-48, effective March 21, 2007, certifying the Environmental Impact Report for the Project, State Clearinghouse No. 2005092096. 3.4 Resolution No. 14-13, adopted by the Planning Commission of the City of Lodi on April 9, 2014, approving vested Subdivision Map for the Van Ruiten Ranch Subdivision. 3.5 City Council Ordinance No. 1788, approving a development agreement applicable to the Property, as well as other adjacent properties. City Council Ordinance No. 1861, effective October 19, 2012, rescinded Ordinance No. 1788, terminating the development agreement, except for those terms surviving the termination, including the November 15, 2006 Settlement Agreement between Frontiers Community Builders, Inc., Citizens for Open Government, and the City ("2006 Settlement Agreement"). In addition, the Property is part of Community Facilities District No. 2007 1 (Public Services) formed to provide certain services to the Property. 1260332.4 11233-038 4. Public Hearing, On June 10, 2015, the Planning Commission of the City of Lodi, acting pursuant to Government Code section 65857, held a hearing to consider this Are-emernt--and the Pl.aaming Co-mmissimctiQn.has-bse.n_rep_ Aed_to.the-Lity.Cau-ndI -- - --- -- 5. Development Agreement Resolution Compliance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth in, the Development Agreement Resolution of the City of Lodi, as set forth in the City Council Resolution No. 2005- 237 for the consideration and approval of the pre -annexation and development agreement. 6. Findings of Consistency. Having duly examined and considered this Agreement and having held a properly noticed public hearing hereon, the City found that this Agreement satisfies Government Code section 65867.5 related to general plan consistency and Section 66473.7 related to water supply. AGREEMENT 1. Incorporation of Recitals. The preamble, the Recitals, and the defined terms set forth in both are incorporated into this Agreement as if set forth herein in full. 2. Description_ of the _Prol2erty, The property, which is the subject of this Agreement, is described in Exhibit A-1 and depicted in Exhibit A-2, attached hereto ("Property"). 3. Interest of the Landowner. Landowner has a legal or equitable interest in the Property. Landowner represents that all persons holding a legal or equitable interest in the Property shall be bound by this Agreement. 4. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or partnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint ventures or partners. 5. Effective Date and Term. 5.1 The effective date of this Agreement ("Effective Date") is , 2015, which is the Effective Date of City Ordinance No. adopting this Agreement. 5.2 Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of twenty (20) years. This Agreement does not extend the life of the tentative map. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of this Agreement shall not terminate any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement nor the obligations of Landowner with respect to Community Facilities District 2007 1 (Public Services). 6. Permitted Uses. The permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, and provisions for reservation or dedication of land for public purposes are those set forth in the City Council Resolution No. 2010-41 approving the land use designations for the Project site, City Council Ordinance No. 1869, granting Planned Development Zone P -E(41), and Resolution No. 14-13 approving the 1260332.4 11233-038 2 Vested Subdivision Map for the Van Ruiten Ranch Subdivision, all subject to the terms of the 2006 Settlement Agreement. 7. Fees and Taxes. 7.1 Existing Fees, Exactions, and Dedications. City Council Resolution No. 14-13, paragraph 77(b), obligates Landowner to pay Development Impact Mitigation Fees according to the Public Works Fee and Service Charge Schedule. Landowner shall have the vested right to satisfy the obligation of Paragraph 77(b) by paying the Development Impact Mitigation Fees according to the Impact Mitigation Fee Program Schedule adopted by Resolution No. 2012-142 ("Resolution No. 2012-14 Fees") for all units for which building permit applications are submitted on or before ,lune 17, 2019 and construction is completed by December 17, 2019. For all units for which building permit applications are submitted on or after June 17, 2019 or construction is not completed by December 17, 2019, Landowner waives the right to pay the Resolution No. 2012-14 Fees and agrees to pay the Development Impact Mitigation Fees according to the Impact Mitigation Fee Schedule in effect at the time the certificate of occupancy is issued. This waiver is subject to the condition subsequent that the City Council action on the Community Facilities District Fees contemplated in Paragraph 7.2 is completed according to the terms set forth therein. This waiver survives the termination of this Agreement. 7.2 Community Facilities District. Van Ruiten Ranch is part of Community Facilities District 2007 1 (Public Services). The City will institute proceedings to amend the tax formula to reduce the special taxes levied against the parcels on the Property. The base rate for the special tax will be reduced to $500 per year for single-family homes and $145.83 per year for multi -family homes and the annual index will be reduced to two percent (2%). Landowner agrees to vote in favor of the special tax. The special tax shall be initiated for all residential dwelling units for which a building permit is issued, and shall commence to be levied beginning the subsequent fiscal year after the building permit is issued. A vote by Landowner against the special tax or a vote to repeal the special tax shall constitute an event of default under this Agreement. The provisions of this paragraph will not survive an event of default. 7.3 Reimbursement. Landowner shall reimburse City for all staff time and legal time expended in implementing the fee reductions set forth in this section 7. City shall invoice Landowner on a monthly basis and Landowner shall pay invoices within thirty (30) days of receipt. 8. Amendment or Cancellation. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of state law and the Lodi Municipal Code ("LMC"). Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the Parties and their successors in interest, in accordance with the provisions of the LMC. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City. 9. Annual Review. This Agreement shall be reviewed annually in conformance with LMC section 17.44.080. Costs of Annual Review shall be paid by Landowner in accordance with City's schedule of fees and billing rates in effect at the time of review. 10. Default. Subject to any applicable extension of time, failure by any Party to substantially perform any term or provision of this Agreement required to be performed by such Party shall constitute a material event of default ("Event of Default"). For purposes of this 1260332.4 11233-038 Agreement, a Party claiming another Party is in default shall be referred to as the "Complaining Party," and the Party alleged to be in default shall be referred to as the "Party in Default." A ---C_om-plairting_P—arty-.shatl..nat--exercise---an-y-.of-its-.re.m.edies as`-the--result-cif-ars-Svent-of--Default---- -- - unless such Complaining Party first gives notice to the Party in Default and the Party in Default fails to cure such Event of Default within thirty (30) days of the Complaining Party giving notice. 11. Severalbility. Except as set forth herein, if any term, covenant or condition of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant or condition to any person, entity or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination. 12. Appllicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. 13. Transfers and Assignments. From and after recordation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such, and the conveyance of Landowner's interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the "Landowner," with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of the City Manager on behalf of City and the form of such assignment shall be subject to the approval of the City Attorney, neither of which shall be unreasonably withheld. 14. Agreement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its Property hereunder and each other person succeeding to an interest in such properties. 15. Bankruptcy. The obligations of this Agreement shall not be dischargeable in Bankruptcy. 1260332.4 11233-038 4 16. Indemnification. Landowner agrees to defend and hold harmless the City, its elected and appointed commissions, officers, agents, employees, and representatives from any and all clalrns._costs (includho kQ0I ff�es_.jaO:d W. -and liability for any .personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the Landowner, or any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project. 17. Third -Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement. 18. Notices. All notices required by this Agreement, the enabling legislation or the procedure adopted pursuant to Government Code section 65865, shall be in writing and delivered in person or sent by certified mail, return receipt requested, postage prepaid.. Notice required to be given to City shall be addressed as follows: CITY OF LODI ATTN: City Manager P.O. Box 3006 Lodi, CA 95241-1910 Notice required to be given to Landowner shall be addressed as follows: Van Ruiten Ranch, Ltd. c/o Jim Van Ruiten 340 W. Highway 12, Lodi, CA 95242 19. Form of Agreement; Recordation of Exhibits. Except when this Agreement is automatically terminated due to the expiration of the term of this Agreement, City shall cause this Agreement, any amendment hereto, to be recorded, at Landowner's expense, with the San Joaquin County Recorder within ten (10) days of the Effective Date thereof. Any amendment to this Agreement to be recorded that affects less than all of the Property shall describe the portion thereof that is the subject of such amendment. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. 20. Further Assurances. The Parties agree to execute such additional instruments and to take such actions as may be necessary to effectuate the intent of this Agreement. IN WITNESS WHEREOF, the City of Lodi, a municipal corporation, has authorized the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. , adopted by the City Council of the City of Lodi on the 5th day of August 2015, and Landowner has caused this Agreement to be executed. 1260332.4 11233-038 5 CITY OF LORI a municipal corporation IN Stephen Schwabauer City Manager ATTEST:. Jennifer M. Ferraiolo, City Clerk Approved as to form: Janice D. Magdich, City Attorney 1260332.4 11233-038 6 VAN RUITEN RANCH, LTi].,. a California_ limited partnership By: Survivor's Trust c/u John C. Van Ruiten and Ann Van Ruiten Revocable Family Trust dated February 24, 2010, Its General Partner By: Ann Van Ruiten, Trustee By: Bypass Trust c/u John C. Van Ruiten and Ann Van Ruiten Revocable Family Trust dated February 24, 2010, Its General Partner Ann Van Ruiten, Trustee ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document, to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF SAN JOAQUIN On before me, Na f a Notary Public, personally'appeared�U� , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNES y h d and offs 'al se DIANE DIAS N ' COMM. #2072356 9 a NOTARY PUBLIC -CALIFORNIA 1j SAN JOAQUIN COUNTY r4 "°' my Commission Expires July 20, 2018 Exhibit A-1 1260332.4 11233-038 POR. W. 112 SEC. 15 T.M. R. 6E., M.D.B. &M. A -- R- S. VCJ 27 Py. 134 B P. S, V., 15 Pq. +53 rH!s MSF Is FOR SNIE7YI USE ONLY 23 CITY OF Assessor's Map County of San Pg.03 Calif. Exhibit A-2 1260332.4 11233-038 Van Ruiten Ranch 145 RLD, 55 MLD, 88 RHD