RecDoc 2018-088890 Strada Development Agreement 1548 Maple, LLC

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F. Prior to or concurrent with the approval of this Agreement, City has taken numerous actions in connection with the development of the Project on the Property. These include: (1) City Council certification of the EIR, as further described in Recital E above; (2) City Council adoption of the MMRP; (3) City Council adoption of a rezoning of the Property (Tidal Plain to Mixed Use Waterfront) by City Ordinance No. 1130-473 on May 21, 2018; (4) City Council approval of a Condominium Permit by City Resolution No. 15662 on May 7, 2018; (5) City Council approval of a Vesting Tentative Map by City Resolution No. 15662 on May 7, 2018; (6) City Council approval of an Architectural Review Permit by City Resolution No. 15662 on May 7, 2018; and (7) City Council approval of a Sign Permit by City Resolution No. 15662 on May 7, 2018 The approvals and development policies described in this Recital F are collectively referred to herein as the "Existing Approvals." G. This Agreement provides, among other things (i) subject to City's approval of the Maple Street vacation, for Developer's acquisition of a fee interest in the Maple Street Vacation Area in exchange for Developer's conveyance to City of public right-of-way and utility easement over, under, through and across the Blomquist— Developer Segment; (ii) for Developer, subject to the terms and conditions set forth herein, to construct, at its expense, and dedicate to City, at no cost to City, the Blomquist - City Segment and, either construct, at its sole expense, and dedicate to City two additional segments of the Blomquist Street Extension or pay an in lieu amount to City if the additional two segments are not constructed; (iii) for Developer, at its expense, to construct and install across a portion of the Property and maintain in perpetuity certain publicly accessible Bay Trail Improvements (as defined herein); and (iv) for Developer to provide and maintain publicly accessible parking spaces for members of the public wishing to access Redwood Creek and/or the Bay Trail Improvements; this Agreement also sets forth the applicable fees, policies, zoning requirements that apply to Developer's development of the Project and provides Developer with a vested right to develop the Project on the Property. H. City has determined that by entering into this Agreement, City will further the purposes set forth in the Development Agreement Law by, among other things, ensuring (i) substantial community benefits from the Project's public access improvements to the shoreline and creek, including the Bay Trail Improvements, the waterfront park and vehicular parking for the general public; (ii) substantial traffic safety improvements from the Blomquist Street 8 OAK 94843-3885-9090 V1 I ATTY/AGR/2018.094/STRADA DEVELOPMENT AGREEMENT REV: 07-27-18 VR Page 8 of 94