No preview available
RA Resolutions 1999 - 2003 1999-2003 REDEVELOPMENT AGENCY RESOLUTIONS 1 of 5 RESOLUTION NO. RA-99-01 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ADOPTING BYLAWS AND APPOINTING OFFICERS WHEREAS, the City Council of the City of Cupertino, by Ordinance No. 1421, adopted on June 1, 1987, declared a need for a redevelopment agency to function within the City of Cupertino and organized itself as the Cupertino Redevelopment Agency (the "Agency"); and WHEREAS, it is necessary for said Agency to establish bylaws for the cc,lduct of its business; and WHEREAS, it is necessary to appoint the officers established in the bylaws; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY AS FOLLOWS: Section 1. The "Bylaws of the Cupertino Redevelopment Agency," in the form attached to this resolution and incorporated herein by this reference, are hereby adopted. As set forth in the Bylaws, the Mayor and Vice-Mayor of the City of Cupertino, respectively, shall be the Chairman and Vice-Chairman of the Cupertino Redevelopment Agency. Section 2. The officers of the Agency, other than the Chairman and Vice- Chairman, as set forth in the Bylaws, are appointed to be as follows: Executive Director: City Manager Secretary: City Clerk Finance Director: Director of Administrative Ser✓ices General Counsel: City Attorney PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 19'day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: Secretary _% ChaTrman, a ve opmen gency_ BYLAWS OF THE CUPERTINO REDEVELOPMENT AGENCY ARTICLE I — THE AGENCY Section 1.01. Name of A end. The official name of the Agency shall be the 'Cupertino Redevelopment Agency. Section 1.02. Seal of Agency. The seal of the Agency shall be in the form of a circle and ear the name of-the Agency and the year of its establishment. Section 1.03. Office of Agency and Place of Meeting. The office of the Agency shall Be at City a_1T, TO -- Torre Avenue, Cupertino, lifomia. The Agency meetings shall be held in the City Council Chambers, 10300 Torre Avenue, Cupertino, California, or at any place in the City of Cupertino, California, which the Agency may from time to time designate by resolution. Section 1.04. Powers. The powers of the Agency shall be vested in the memberthereof Ifien—i-n--off ice, who reserve unto themselves the right to delegate by resolution such powers,,.s are appropriate and permissible by law. Section 1.05. Members. The members of the Agency shall be the members of the City Council o e ity o upertino. ARTICLE II - OFFICERS Section 2.01. Officers. The officers of the Agency shall be a Chairman and a Vice-C aFi irman. Other o icials acting as its staff shall be an Executive Director, a Secretary, a Finance Director and a General Counsel. Section 2.02. Chairman. The Chairman of the Agency shall be the Mayor of the City o Cup iert no-1"h>�hairman shall preside at all meetings of the Agency. Except as otherwise authorized by resolution of the Agency or the provisions of these Bylaws, the Chairman shall sign all contracts, deeds and other instruments made by the Agency. At each meeting, the Chairman shall submit such recommendations and information as the Chairman may consider proper concerning the business, affairs and policies of the Agency. Section 2.03. Vice-Chairman. The Vice-Chairman� shall be the Vice-Mayor of the City oT_C_dpertino. the 'ice-ZZTiairman shall perform the duties of the Chairman in the absence or incapacity of the Chairman. In case of the resignation or death of the Chairman, the Vice-Chairman shall perform such duties as are imposed on the Chairman until such time as the Agency shall elect a new Chairman. Section 2.04. Executive Director. The Executive Director shall be appointed by the gem ncy anTsha serve at-the pleasure of the Agency. The Executive Director shall have general supervision over the administration of Agency business and affairs, subject to the direction of the Agency. Section 2.05. Secretary. The Secretary shall be appointed by the Agency and shall serve at the pleasur—e o�t'ie Agency. The Secretary shall keep the records of the CUP/AgBylaws 7/15/99 Agency, act as secretary at meetings of the Agency, record all votes and keep a record of the proceedings of the Agency in a journal of proceedings to be kept for such purpose, and perform all duties incident to the Secretary's office. The Secretary shall maintain a record of all official proceedings of the City Council of the City of Cupertino relevant to the Agency and the redevelopment program. Section 2.06. Finance Director. The Finance Director shali be appointed by the Agency and shall serve at the pleasure of the Agency. The Finance Director shall have the care and Custody of all funds of the Agency and shall deposit the same in the name of the Agency in such bank or banks as the Agency may select. The Finance Director shall sign all orders and checks for the payment of money and shall pay out and disburse such monies under the direction of the Agency. The Finance Director shall keep regular books of account, showing receipts and expenditures, and shall render to the Agency at each regular meeting, or more often when requested, an account of transactions and the financial conditions of the Agency. The Finance Director shall give such bond for faithful performance cif the Finance Director's duties as the Agency may determine. Section 2.07. General Counsel. The General Counsel shall be appointed by the Agency ann shall _!;e_rv_eat the pleasure of the Agency. The General Counsel shall be the chief legal officer of the Agency and shall be responsible for the preparation of all proposed resolutions, laws, rules, contracts, bonds and other legal papers for the Agency. The General Counsel shall give advice or opinions in writing to the Chairman or other Agency officers whenever requested to do so. The General Counsel shall attend to all suits and other matters to which the Agency is a part or in which the Agency may be legally interested and do such other things pertaining to the General Counsel's office as the Agency may request. Section 2.08. Compensation. The members of the Agency shall receive compensation in the amount of-$:30.00 per member for each meeting of the Agency attended by the member. No member shall receive compensation for attending more than four meetings of the Agency during any calendar month. In addition, members shall receive their actual and necessary expenses, including traveling expenses incurred in the discharge of their duties. Section 2.09. Additional Duties. Tle officers of the Agency shall perform such other uti��nctlons as may rom time to time be required by the Agency or the Bylaws or rules and regulations of the Agency. Section 2.10. Election or Appointment of Officers. Officers other than Chairman and Vice-Chairman sp-all ointe�c at the annua meeting of the Agency. Section 2.11. Absences and Vacancies. In the temporary absence of the Chairman and-Chairman, the gency members shall elect a member present as temporary Chairman for the purpose of conducting meetings and performing the duties of the Chairman. Should the offices of Chairman or Vice-Chairman become vacant, the Agency shall elect a successor from its membership at the next regular meeting, and such election shall be for the unexpired term of said office. Should any office other than Chairman or Vice-Chairman become vacant, the Agency shall appoint a successor within a reasonable time or by resolution determine that such office shall remain vacant for a definite or indefinite period of time. Section 2.12. Additional Personnel. The Agency may from time to time appoint or PmpToy suc pe sr onneFas�reems necessary to exercise its powers, duties CUP/AgBylaws 2 7/15/99 and functions as prescribed by the California Community Redevelopment Law and all other laws of the State of California applicable thereto. The selection, duties and compensation of such personnel shall be determined by the Agency, subject to the law-. of the State of California. ARTICLE III - MEETINGS Section 3.01. Annual Meetin . The annual meeting of the Agency shall be held on the third-1Glon as y-of 1Novemer at 6:45 p.m. in the City Council Chambers, 10300 Torre Avenue, Cupertino, California. In the event such date shall fall on a legal holiday, the annual meeting shall be held on the next succeeding business day. Section 3.02. Regular (Meeting. The regular meetings of '.he Agency shall be held without official notice on tie i�rst and third Mondays of each month at 6:45 p.m. in the City Council Chambers. In the event a day of regular meeting shall be a legal holiday, said meeting shall be held on the next succeeding business day. Section 3.03. Special Meetings, The Chairman of the Agency may, when it is deemed expe lent; and shall, upon a request of three (3) members of the Agency; call a special meeting of the Agency for the purpose of transacting the business designated in the call. At such special meeting, no business shall be considered other than as designated in the call. Section 3.04. Posting Agendas/Notices. The Secretary or his or her authorizes-representative shall postan agenda a for each regular Agency meeting or a notice for each special Agency meeting containing a brief description of each item of business to be transacted or discussed at the meeting, together with the time and location of the meeting. Agendas/notices shall be posted at City Hall, 10300 Torre Avenue, Cupertino, California (a location readily accessible to the public), at least 72 hours in advance of each regular meeting and at least 24 hours in advance of each special meeting. The Secretary shall maintain a record of such posting. Section 3.05. Right of Public to Appear and Speak. At every regular meeting,, members of the public s�i1 have an opportunity to address the Agency on matters within the Agency's subject matter jurisdiction. Except for matters scheduled for formal public hearing, public input and comment on matters on the agenda, as well as public input and comment on matters not otherwise on the agenda, shall be made during the time set aside for public comment; provided, however, that the Agency may direct that public input and comment on matters on the agenda be heard when the matter regularly comes up on the agenda. The Chairman or presiding officer may limit the total amount of time allocated for public discussion Uy particular issues and/or the time allocated for each individual speaker. Section 3.06. Non-Agenda Items. Matters brought before the Agency at a regular meeting w ,ich were no placed the agenda of the meeting shall not be acted upon by the Agency at that meeting unless action on such matters is permissible pursuant to the Brown Act (Gov. Code §54950 et seq.). Those non-agenda items brought before the Agency which the Agency determines will require Agency consideration and action and where Agency action at that meeting is not so authorized shall either be placed on the agenda for the next regular meeting or referred to staff, as directed by the Chairman or the presiding officer. cuP,AgBylaws 3 7/15/99 Section 3.07. Quorum. Three (3) members of the Agency shall constitute a quorum off—purpose o conducting Agency business, exercising Agency powers ana for all other purposes, but a smaller number may adjourn from time to time until the Quorum is obtained. Every official act of the Agency shall be adopted by a majority vote. A "majority vote" shall mean a majority of all members present when a quorum is present. Section 3.08. Order of Business. At the regular meetings of the Agency, the followingshall e t .e or er o usmess; provided, however, that the Chairman may, with the approva! of the majority of the Agency, address items out of order, if because of the number of persons present who are interested in a particular issue, or because of the distance that persons interested in a given matter must travel or otherwise for the orderly conduct of the meeting the Agency should so decide: CUP/Ag Bylaws 4 7/1 5/99 (1 Roll call; (2) Ceremonial matters and presentations; (3) Written communications; (4) Oral communications; (5) Approval of the minutes of the previous meeting; (6) Unfinished business; (7) New business; and (8) Adjournment. All resolutions shall be in writing and designated by number, reference to which shall be inscribed in the minutes and an approved copy of each resolution filed in the official book of resolutions of the Agency. Section 3.09. Manner of !doting. The voting on formal resolutions, matters to any federal, state, county o� r city agency, and on such other matters as may be requested by a majority of the Agency members, shall be by roll call, and the ayes, noes and members present not voting shall be entered upon the minutes of such meeting, except on the election of officers, which may be by ballot. ® Section 3.10. Parliamentary Procedure. Unless a different procedure is established by resolution ofi-the Agency or set forth in these Bylaws, the rules of parliamentary procedure as set forth in Robert's Rules of Order Revised shall govern all meetings of the Agency. Section 3.11. Brown Act Requirements. The provisions contained in this Article III consistent with the provisions set forth in the Ralph M. Brown Act, Government Code Section 54950 et seq. In the event any provision contained herein is inconsistent with the Brown Act, as it currently exists or as it may be subsequently amended, the provisions contained in the Brown Act shall prevail. ARTICLE IV -AMENDMENTS Section 4.01. Amendments to Bylaws. The Bylaws of the Agency may be amender b the Agency at any regular or special meeting by majority vote, provided that no such amendment shall be adopted unless at ieast seven (7) days written notice thereof has been previously given to all members of the Agency. Such notice shall identify the section or sections of the Bylaws proposed to be amended. CUP/AgBylaivs 5 7/15/99 ARTICLE V e CONFLICTS Section 5.01. Conflicts. Conflicts shall be determined and governed by a Conflict o�-Thte`rest Code is be adopted by the Agency and approved by the City Council. CUP/AdBylaws 7115199 RESOLUTION NO. RA-99-02 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ADOPTING PERSONNEL RULES AND REGULATIONS WHEREAS, Section 33126 of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.) provides that redevelopment agencies shall adopt personnel rules and regulations applicable to employees; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY AS FOLLOWS: Section 1. The Personnel Code of the City of Cupertino, as set forth in Chapte—r-T57--of the Municipal Code of the City of Cupertino, together with the Administrative Rules and Regulations of the Personnei Code, as the same may be amended from time to time, are hereby incorporated herein by this reference and hereby adopted as the Agency's personnel rules and regulations. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 19'h day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: ecre ary ai an, a velbpment Agency RESOLUTION NO. RA-99-03 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ADOPTING GUIDELINES FOR THE PREPARATION, PROCESSING AND REVIEW OF ENVIRONMENTAL DOCUMENTS WHEREAS, the California Environmental QL-ality Act, Public Resources Code Section 21000 et seq. ("CEQA"), and the Guidelines for Implementation of the California Environmental Quality Act promulgated by the Secretary for Resources, State of California, Title 14, California Code of Regulations, Section 15000 et seq. (the "State CEQA Guidelines"), require public agencies to adopt guidelines for the preparation and review of environmental documents; and WHEREAS, pursuant to Section 15022(d) of the State CEQA Guidelines, a public agency may adopt the State CEQA Guidelines through incorporation by reference; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY AS FOLLOWS: Section 1. The State CEQA Guidelines, as the same may be amended from time to imme are hereby incorporated herein by this reference and hereby adopted as the Agency's guidelines for the preparation and review of environmental documents. Section 2. The provisions of Chapter 2.84 of the Municipal Code of the City of Cupertino p�erTaining to the establishment and authority of the Environmental Review Committee (the "ERC"), as the same may be amended from time to time, are hereby incorporated herein by this reference and made applicable to the preparation, processing and review of environmental documents by the Agency, except that appeals from a decision of the ERC shali be filed with the Agency Secretary and shall be determined by the Agency. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 19`h day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: Secreta airman a eve o r ry J pme i gency RESOLUTION NO. RA-99-04 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY APPROVING AND AUTHORIZING THE EXECUTION OF A COOPERATION AGREEMENT WITH THE CITY OF CUPERTINO WHEREAS, the City Council of the City of Cupertino, acting pursuant to the provisions of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.), has activated the Cupertino Redevelopment Agency (the "Agency") and has declared itself to constitute the Agency by Ordinance No. 1421, adopted on June 1, 1987; and WHEREAS, pursuant to the Community Redevelopment Law, the Agency is performing a public function of the City and may have access to services and facilities of the City; and WHEREAS, the City and the Agency desire to ente- into an agreement in order to: (1) Set forth activities, services and facilities which the City will render for and make available to the Agency in furtherance of the activities and functions of the Agency under the Community Redevelopment Law; and (2) Provide that the Agency will reimburse the City for actions undertaken and costs and expenses incurred by it, for and on behalf of the Agency; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY that the "Cooperation Agreement' between the City of Cupertino and the Cupertino Redevelopment Agency, in the form attached to this resolution and incorporated herein by this reference, is hereby approved, and the Executive Director is hereby directed and authorized to execute said Cooperation Agreement on behalf of the Agency. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 191h day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: ecr� Z`Fa an, ReA&ve oilmen agency COOPERATION AGREEMEN"r THIS AGREEMENT is entered into as of the day of 1999, by and between the CITY OF CUPER i iiv0 (herein the "City") and tyre CUPERTINO REDEVELOPMENT AGENCY (herein the "Agency"). Recitals A. The City Council of the City of Cupertino, acting pursuant to the provisions of the Caiifornia Community Redevelopment Law (Health and Safety Code Section 33000 et seq.), has activated the Agency end has declared itself to constitute the Agency, by Ordinance No. 1421, adopted or. June 1, 1987. B. Pursuant to the Community Redevelopment Law, the Agency is performing a public function of the City and may have access to services and facilities of the City. C. The City and the Agency desire to enter into this Agreement: (1) To set forth activities, services and facilities which the City will render for and make available to the Agency in furtherance of the activities and functions of the Agency under the Community Redevelopment Law; and (2) To provide that the Agency will reimburse the City for actions undertaken and costs and expenses incurred by it for and on behalf of the Agency. Agreements NOW, THEREFORE, THE CITY AND THE AGENCY AGREE AS FOLLOWS: 1. The City agrees to provide for the Agency such staff assistance, supplies, technical services and other services and facilities of the City as the i'-jency may require in carrying Out its functions under the Community Redevelopment Law. CUP/CoopAgmt 7/15/99 Such assistance and services may include the services of officers and employees and special consultants. 2. The City may, but is not required to, advance necessary funds to the Agency or to expend funds on behalf of the Agency for the preparation and implementation of a redevelopment plan, including, but not limited to, the costs of surveys, planning, studies and environmental assessments for the adoption of a redevelopment plan, the costs of acquisition of the property within the project area, demolition and clearance of properties acquired, building and site preparation, public improvements and relocation assistance to displaced residential and nonresidential occupants as required by law. 3. The City will keep records of activities and services undertaken pursuant to this Agreement and the costs thereof in order that an accurate record of the Agency's liability to the City can be ascertained. The City shall periodically, but not less than annually, submit to the Agency a statement of the costs incurred by the City in rendering activities and services of the City to the Agency pursuant to this Agreement. Such statement of costs may include a proration of the City's administrative and salary expense attributable to services of City officials, employees and departments rendered for the Agency. 4. The Agency agrees to reimburse the City for all costs incurred for services by the City pursuant to this Agreement from and to the extent that funds are available to the Agency for such purpose pursuant to Section 33670 of the Health and Safety Code or from other sources; provided, however, that the Agency shall have the sole and exclusive right to pledge any such sources of funds to the ,,payment of other indebtedness incurred by the Agency in carrying out the redevelopment project. The costs of ti')e City under this Agreement will be shown on statements submitted to the Agency pursuant to Section 3 above. Although the parties recognize that payment may not occur for a few years and that repayment may also occur over a period of time, it is the express intent of the parties that the City shall be entitled to repayment of the expenses incurred by the ;ity under this Agreement, cornsistent with the Agency's financial ability, in order to make the City whole as soon as practically possible. 5. The City agrees to include the Agency within the terms of the City's insurance policy. The Agency shall pay to the City its pro rata share of the costs of CUPtCoopAgrnt 2 7/15i99 insurance applicable to its activities resulting from the Agency's inclusion in the City's policy. 6. The obligations of the Agency under this Agreement shall constitute an indebtedness of the Agency within the meaning of Section 33670 et seq. of the Community Redevelopment Law, to be repaid to the City by the Agency with interest at_ percent ( %) per annum. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. CITY OF CUPERTINO By City Manager "CITY" CUPERTINO REDEVELOPMENT AGENCY By Executive Director "AGENCY"' CUP/CoopAgmt 3 7115/99 RESOLUTION NO. RA-99-05 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY DESIGNATING A NEWSPAPER OF GENERAL CIRCULATION FOR PUBLICATION OF OFFICIAL NOTICES WHEREAS, Section 6040 et seq. of the Government Code of the Statp of California requires the publication of official notices in a newspaper of general circulation within the jurisdiction of a public entity; and WHEREAS, the The Cupertino Courier is a weekly newspaper of general circulation within the jurisdiction of the Cupertino Redevelopment Agency (the Agency"); NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY that The Cupertino Courier is the newspaper of general circulation in which the official notices of the Agency shall be published. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 19"'day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: Secretary Chairman, Helpve opmenAgency RESOLUTION NO, RA-99-06 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ADOPTING A CONFLICT OF INTEREST CODE PURSUANT TO THE POLITICAL REFORM ACT OF 1974 THE CUPERTINO REDEVELOPMENT AGENCY DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Adoption of Conflict of Interest Code. In compliance with Section 87300 Government Code,-Tie -ertino Re ed velopment Agency (the "Agency") hereby adopts the "Conflict of Interest Code of the Officers and Employees of the Cupertino Redevelopment Agency," in the form attached to this resolution and incorporated herein by reference. Section 2. A_p l�ica�ti�o_n of Conflict of Interest Code. This Conflict of Interest Code seta l ie applica�m m_5ers of the Agency. Section 3. Disclosure. Agency members, in their capacities as members of the City- Council of the—City of Cupertino, are already required to disclose investments, interest in real property and income under Section 87200 et seq. of the Government Code within the jurisdiction of the Agency. Therefore, no other or additional disclosure requirements are imposed by this Conflict of Interest Code. Section 4. Circumstances Requiring Disqualification. No Agency member shall ma— ec articipaae-in making' or use his or her o iciaT-position to influence the making of any governmental decision which will foreseeab;y have a material financial effect, distinguishable from its effect on the public generally, on a financial interest as defined in Section 87103 of the Government Code, unless his or her participation is legally required for the decision to be made. Section 5. Send to Code-Reviewing Body. The Agency Secretary is hereby authorizecT-anEdirecte3-to torward a certified copy of this resolution to the City Council for review and filing. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 191h day of July, 1999, by the following vote: Vote Members of the Redevelopment Agent AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: Secretary Chairman, Repevelopment Agency CONFLICT OF INTEREST CODE OF THE OFFICERS AND EMPLOYEES OF THE CUPERTINO REDEVELOPMENT AGENCY Section 100.Pu ose. The Political Reform Act, Government Code Section 81000 et seq., requires every state or local government agency to adopt and promulgate a Conflict of Interest Code, Section 200.Designated Positions. The positions listed on Exhibit A, attached hereto, are designated positions. Officers and employees holding these positions are designated employees and are deemed to make, or participate in the making of, decisions which may foreseeably have a material financial effect on a financial interest of the designated employee. Section 300.Existing Code. Designated employees, in their capacities as officials and employees of the City of Cupertino, are already designated employees pursuant to a Conflict of Interest Code of the City of Cupertino adopted under the Political Reform Act of 1974 for the jurisdiction of the Agency arid, pursuant to that Code, are required to file disclosure statements and are prohibited from making or participating in the making of any governmental decision which will foreseeably have a material financial effect upon a financial interest of the designated employee. Section 400.Adoption by Reference. The terms and provisions of the Conflict of Interest Code of the City of Cupertino and any amendments to it duly adopted, along with Exhibit A attached hereto, are hereby incorporated by reference and constitute the Conflict of Interest Code of the Officers and Employees of the Cupertino Redevelopment Agency. Section 500.Compliance. Compliance with all of the terms and conditions of the Conflict of Interest Code of the City of Cupertino shall be deemed to be compliance with this Conflict of Interest Code. CUP/ConflictCode 7/f 5i99 EXHIBIT A Persons holding the following positions are designated employees of the Agency. Executive Director: City Manager Secretary: City Cierk Finance Director: Director of Administrative Services General Counsel: City Attorney CUPIConflictCode Exhibit A 7/151199 RESOLUTION NO. RA-99-07 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY AUTHORIZING THE SECRETARY OF THE AGENCY TO FILE AN AMENDED STATEMENT OF FACTS WITH THE SECRETARY OF STATE AND THE COUNTY CLERK OF SANTA CLARA COUNTY WHEREAS, Government Code Section 53051 requires that after the date of commencement of its legal existence, the governing body of each public agency shall file a statement of facts with the Secretary of State and the county clerk of each county within which the public agency maintains an office; and WHEREAS, pursuant to Sections 33101 and 33200 of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.), the City Council of the City of Cupertino declared the need for and organized itself as the Cupertino Redevelopment Agency (the "Agency") by Ordinance No. 1421. adopted on June 1, 1987; and WHEREAS, on September 18, 1987, the Agency submitted a statement of facts to the Secretary of State and the County Clerk of Santa Clara County; and WHEREAS, Government Code Section 53051 requires that after any change in the facts contained in the Agency's statement, an amended statement shall be fled with the Secretary of State and the county clerk of each county within which the Agency maintains an office; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY that the Secretary of the Cupertino Redevelopment Agency is hereby authorized and directed to file an amended statement of facts with the Secretary of State and the County Clerk of Santa Clara County, as set forth in the "Statement of Facts — Update," attached hereto and incorporated herein as Exhibit A. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 19`h day of July, 1999, by the following vote: Vote Members of the Redevelopment Arc ency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: 40 Secre ate— rman,*` eiopment Agency JUL—15-99 09 : 16 AM MURPMI' & MGt4A'V, LLP 916 446 6439 P.04 d • " 2tjIIfj0 m STATEMENT OF FACTS ROSTER OF PUBLIC AGENCIES FILING (Gcvemment Code Section 53051) tnstrucRons: 1. Complete and mail to: Secretary of State, P.O. Sox 944225,Sacramento,CA 94244-2250 (916) 663-3964 (C^ce Vse Only) 2. A street address must to given as me official mulling address or as IN address of the presiding officer. 3. Complete addresses as required. 4. if you need additional space,please include information on an 8%X 11 page. New Filing 0 Update M Legal name of Public Agency: Cupertino Redevelopment Agency Nature of Update: Amended roster of officials County: County of Santa Clara e 10300 Torre Avenue, Cu ertino, CA 95014-3255 Official Mailing Address: _ �' Name and Address of each member of the governing board: Chairman President or other Presiding Officer (indicate Title): Chairman Name: Wally Dean ` Address: —_ 10300 Torre Avenue, Cupertino _ Secietanigr Clerk (indicate Title): Secretary Name: Kimberly Smith _ Address: 10300 Torre Avenue, Cupertino CA Name: Wally Dean Address: _ 10300 Torre Avenue, Cupertino CA_ Name' Sohn Statton Address: l n3QQ TnrrP Aupniip C11pe t-ing re Name: Michael Chang Address. 10300 Torre ayenue, Cupertino Cam_. Name; Sandra James Address: 10300 Torre�Avenr�iP_Ciiprs-•;nn CA , Name: Donald Burnett Address- 10300 Torre Avenue Ctinprtino CA Date: �igne6�re 1ypel Narre and Tice UCM.TA.M LP15r 4M MEV 6") e RESOLUTION NO. RA-99-09 RESOLUTION OF T HE CUPERTINO REDEVELOPMENT AGENCY APPROVING AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR PAYMENT OF COSTS BETWEEN THE AGENCY, THE CITY OF CUPERTINO AND JG CUPERTINO LLC WHEREAS, the City Council of the City of Cupertino (the "City"), acting pursuant to the provisions of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.), has activated the Cupertino Redevelopment Agency (the "Agency") and has declared itself to constitute the Agency by Ordinance No. 1421, adopted on June 1, 1937; and WHEREAS, JG Cupertino LLC is the owner (the "Owner") of certain real property located within the City of Cupertino, County of Santa Clara, State of California, known as the Vallco Fashion Park Shopping Center(the "Vallco Fashion Park"); and WHEREAS, as the largest shopping center in the City of Cupertino, Vallco Fashion Park is an important source of sales tax revenue for the City and an important provider of retail services to the City's residents; and WHEREAS, in January 1999, a Preliminary Feasibility Study prepared for the City and the Agency and paid for by the Owner concluded that Vallco Fashion Park is in a state of decline and that redevelopment of Vallco Fashion Park should be pursued; and WHEREAS, the Owner has indicated that, in order to reverse the center's current declining trend and once again make Vallco Fashion Park economically viable and competitive, it will be necessary to undertake a major renovation and expansion of the center, such renovation and expansion being key to the attraction of one or more new major department stores and the retention of existing tenants; however, given the high cost of needed improvements, the Owner is unable to accomplish the needed revitalization, despite its desire to do so; and WHEREAS, the Owner has requested that the City consider redevelopment as a means of assisting the revitalization of Vallco Fashion Park and has offered to pay the costs required to undertake the actions leading to adoption of a redevelopment project encompassing Vallco Fashion Park; and WHEREAS, because of the importance of Vallco Fashion Park to the community, the City and the Agency desire to enter into an agreement with the Owner pursuant to which (1) the City and the Agency will proceed with actions leading to the consideration of a redevelopment plan for adoption by the City Council and (2) the Owner will pay for the costs of the required Consultant services; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY AS FOLLOWS: Section 1. The "Agreement for Payment of Costs" between the Cupertino Redeve o—pmsnT Agency, the City of Cupertino and JG Cupertino LLC in the form attached to this resolution and incorporated herein by this reference, is hereby approved. Section 2. The Executive Director is hereby authorized and directed to executee�eement for Payment of Costs on behalf of the Agency, and to execute such other documents and take such other actions as necessary to carry out and implement the obligations of the Agency thereunder. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 191h day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: ecra ary Chairman, Helevempment Tg—ency CUP/Ag mWymtCosts 2 1/20/99 AGREEMENT FOR PAYMENT OF COSTS This Agreement for Payment of Costs (the "Agreement") is made and entered into this day of , 1999, by and between the City of, Cupertino, a municipal corporation e "City"), the Cupertino Redevelopment Agency, a public body, corporate and politic (the "Agency"), and JG Cupertino LLC, an Ohio Limited Liability Company (the "Owner'). Recitals A. The Owner is the owner of an interest in certain real property located in the City of Cupertino, County of Santa Clara, State of California, known as the Vallco Fashion Park Shopping Center("Vallco Fashion Park"). B. Vallco Fashion Park is the largest shopping center in the City of Cupertino. It is an important source of sales tax revenue for the City and an important provider of retail services to the City's residents. For a number of years, the City has been concerned that Vallco Fashion Park is in a state of decline, suffering from physical and economic obsolescence. In 1997, the previous owners of the center lost it to foreclosure. The Owner has indicated that, in order to reverse the center's current declining trend and once again make Vallco Fashion Park economically viable and competitive, it will be necessary to undertake a major renovation and expansion of the center to add one or more new major department stores. However, given the high cost of needed improvements, the Owner is unable to accomplish the needed revitalization, despite its desire to do so. As a result, the Owner has requested that the City consider redevelopment as a means of assisting the revitalization of the center. C. In November 1998, at the cost and expense of the Owner, the City commissioned a preliminary feasibility study to evaluate the feasibility of redevelopment of Vallco Fashion Park in accordance with the requirements and authority of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.)- The Preliminary Feasibility Study was completed in January 1999 by Keyser Marston Associates, Inc., and concluded that the redevelopment of Vallco Fashion Park should be pursued. D. The Owner has now offered to pay the costs associated with undertaking the process for the adoption of a redevelopment project encompassing Vallco Fashion Park, and the City and the Agency desire to proceed with actions leading to the consideration of such a redevelopment project. CUPIAgmtPymiCosts 7115/99 Agreements NOW, THEREFORE, in consideration of their mutual promises and subject to the terms, provisions and conditions hereinafter set forth, the parties hereto agree as follows: Section 1. Payment of Costs In accordance with the terms and conditions of this Agreement as hereinafter set forth, the Owner agrees to pay for the services of certain consultants to the City and Agency (the "Consultants") whose services are required to undertake the actions required for the adoption of a redevelopment plan (the "Redevelopment Plan") for a redevelopment project encompassing Vallco Fashion Park (the "Project Area"). The identity of the Consultants and the scope of such work is delineated in Exhibit A, attached hereto and incorporated herein by this reference, and is currently estimated to be a total of ONE HUNDRED FIFTY-FOUR THOUSAND TWO HUNDRF`:5 DOLLARS ($154,200). Neither the City nor the Agency warrant that the total sum specified above is sufficient to complete all Consultant services necessary for the completion of the Redevelopment Plan, an Environmental Impact Report ("EIR") pertaining thereto and related activities. The Owner agrees that such total sum represents the current best estimates of such costs. The City and the Agency shall have full discretion to administer the services of Consultants and to accept and utilize the results of such services. The City and the Agency shall use their good faith best efforts to supervise the Consultants so that the work is completed within a time period which would enable consideration of the Redevelopment Plan for adoption in February 1999. Section 2. Method of Payment of Costs The City shall bill the Owner monthly for the costs of services performed by the Consultants during the preceding month. The monthly billing from the City shall include copies of all invoices received by the City from the Consultants. The Owner shall pay each billing from the City within thirty (30) days of receipt. A charge of 1% per month will be added to all past due amounts. Section 3. Performance by City/Agency Provided the Owner makes the payments required under this Agreement, the City and Agency agree: (a) To use their best efforts to prepare a proposed Redevelopment Plan and complete an EIR thereon pursuant to the schedule of activities attached hereto and incorporated herein as Exhibit B for consideration by the City Council and Redevelopment Agency Board at a joint public hearing to be held in February 2000. CUP/Agm;PymtCosts 2 7/15/99 (b) To allow the Owner to participate in the preparation of the Redevelopment Plan. As of the date of this Agreement, the Agency has not made any determination concerning the contents of such Plan. The Agency agrees to consider suggestions from the Owner concerning the contents of such Plan and alternatives thereto; reserving, however, the full discretion of the Agency and City with respect to the contents, processing and adoption of the Redevelopment Plan, (c) To negotiate in good faith with the Owner the terms of an owner participation agreement providing for the redevelopment of the Project Area if a Redevelopment Plan is adopted. As part of such an owner participation agreement, the Agency may agree to utilize tax increment revenues received by the Agency from the Project Area to assist with eligible costs. Section 4. Owner's Supply of Information. Upon the City's or Agency's request, the Owner shall supply such data and information as is available to the Owner and needed in order to determine the scope of the proposed redevelopment of the Project Area and the impact thereof on the environment and to otherwise assist in the preparation of the Redevelopment Plan and EIR. Section 5. Reservation of Discretion Nothing in this Agreement shall be construed to mean that the City or the Agency has made or is making any covenants, promises or predeterminations to adopt or implement the Redevelopment Plan. The parties understand that the City's and Agency's jurisdiction over, and ability to act with respect to, the implementation of a Redevelopment Plan are defined and limited by the provisions of the California Community Redevelopment Law and require independent action by the City Planning Commission, the Redevelopment Agency board and the City Council in the selection of an appropriate and eligible project area, the formulation of Owner Participation Rules and the due adoption of Redevelopment Plan provisions with respect to said project area, in the sole judgment and determination of the City Council, to the extent of the law, after hearings and findings as required by the California Community Redevelopment Law. The parties further understand that the City and Agency are not making any covenants, promises or predeterminations to enter into an owner participation agreement with the Owner or to provide any specific financial or other assistance in connection with the redevelopment of the Owner's real property, and that the City and Agency reserve full discretion with respect to the consideration and approval of such an owner participation agreement after any hearings and findings required by the California Community Redevelopment Law or other applicable laws and regulations. Section 6. No Third Party Beneficiary This Agreement is not intended nor shall it be construed to create any third party beneficiary rights in any person or entity other than the City, the Agency and the Owner. CUP/AgmtPymtCosts 3 7/15/99 Section 7. Amendments Any amendments to this Agreement shall be in writing approved by the City, the Agency and the Owner. The parties agree to consider in good faith reasonable requests for amendments of this Agreement arising out of unforeseen or changed circumstances or the evolving nature of the project. Section 8. Notices Notices to the parties hereunder shall be in writing and shall be deemed received upon personal delivery or upon delivery by facsimile to the party to whom the notice is directed, or, if sent by mail, three (3) business days following its deposit in the United States mail, postage prepaid, certified mail, return receipt requested, or, if sent by Federal Express or other reliable overnight air courier, on the next business day following dispatch, and in any of such events addressed to the parties at the addresses set forth below (or such other address as a party may specify by notice given pursuant to this Section 7): City and Agency: Donald D. Brown City Manager City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Owner: c/o The Richard E. Jacobs Group, Inc. 25425 Center Ridge Road Cleveland, OH 44145-4122 Attention: James F. Eppele Vice President With a copy to: The Richard E. Jacobs Group, Inc. 25425 Center Ridge Road Cleveland, Ohio 44145-4122 Attention: General Counsel CUP/AgmtPymtCosts 4 7/15/99 Section 9. Suspension of Consultant Services; Termination of Agreement In the event the Owner fails to make any payment required under this Agreement at the time such payment is due, the City Manager shall have the authority to suspend the work of the Consultants until such payment is received. Further, in the event any payment from the Owner is past due for a period of thirty (30) days or more, the City Manager shall have the authority to terminate this Agreement on behalf of the City and Agency. The Owner shall have the right to terminate this Agreement for any reason by giving thirty (30) days written notice to the City and Agency. In such event, the City shall be paid i•or all work performed by the Consultants up to the effective date of termination of this Agreement. Upon receipt of notice of termination from Owner, the City and Agency shall cause the Consultants to cease work as soon as practicable. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. CITY OF CUPERTINO By: Donald Brown, City Manager CUPERTINO REDEVELOPMENT AGENCY By: Donald Brown, Executive irecfo JG CUPERTINO LLC By: Its By: Its CUP/AgmtPymtCosts 5 7/15/99 RESOLUTION NO. RA-99-09 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ACCEPTING THE PRELIMINARY FLAN FOR THE CUPERTINO VALLCO REDEVELOPMENT PROJECT WHEREAS, by Resolution No. 5054, adopted on July 19, 1999, the Planning Commission of the City of Cupertino selected and designated the boundaries of the project area for the Cupertino Vallco Redevelopment Project (the "Project'), approved a Preliminary Plan for the Project (the "Preliminary Plan"), and submitted said Preliminary Plan to the Cupertino Redevelopment Agency (the "Agency"); NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY AS FOLLOWS: Section 1. The Preliminary Plan for the Cupertino Vallco Redevelopment Project, as ormulated and adopted by the Planning Commission of the City of Cupertino, is hereby accepted by the Agency, and the Agency hereby directs preparation of an official Redevelopment Plan for the Project. Section 2. The Executive Director of the Agency is hereby authorized and directs o i e e information required by Sections 33327 and 33328 of the Health and Safety Code with the appropriate taxing officials and the State Board of Equalization. PASSED AND ADOPTED at a special meeting of the Cupertino Redevelopment Agency this 191' day of July, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton, Dean NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: sere ary Chairman, Red ve men gency i ' s RESOLUTION NO. RA-99-10 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY APPROVING AND AUTHORIZING THE EXECUTION OF AN AMENDMENT TO THE AGREEMENT FOR PAYMENT OF COSTS BETWEEN THE AGENCY, THE CITY OF CUPERTINO AND JG CUPERTINO LLC WHEREAS, there has been presented to the Cupertino redevelopment Agency an amendment to the Agreement for Payment of Costs Betewen the Agency, the City of Cupertino and JG Cupertino LLC; and WHEREAS, the amendment provides for an amendment to services provided by Keyser Marston Associates; and WHEREAS, the provisions of the amendment have been reviewed and approved by the Director of Community Development. NOW, THEREFORE, BE IT RESOLVED that the Cupertino Redevelopment .Agency hereby approves the amendment dated September 10, 1999 and authorizes the Chairman and the Secretary to execute said agreement on behalf of the Agency. PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 20`h day of September, 1999, by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, Dean, James, Statton NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: r r k/r� m Li . Y��lk_ -_ Secretary 1 Chairman, Redeve,lo went Aoency KEYSER MARSTON ASSOCIATES I N C. ADVISORS IN: REAL-ESTATE GOLDEN GATEWAY COMMONS REDEVELOPMENT 55 PACIFIC AVENUE MALL AFFORDABLE HOUSING SAN FRANCISCO,CALIFORNIA 94111 ECONOMIC DEVELOPMFNT PHONE:415/398-3050 FISCAL IMPACT FAX:415/397-5065 INFRASTRUCTURE FINANCE E-MAIL:kmasfekmainc.com VALUATION AND WEB SITE:http://,,vww.kmainc.com L.TIGATION SUPPORT SAN FRANCISCO A.JERRY KEYSER TIMOTHY C.KELLY KATE EARLE FUNK DF.NISE E.CONLEY DEBBIE M.KERN MAMA N.PACKARD September 10, 1999 Los ANGELF.S CALVIN E.HOLL.IS,II Ms. Ciddy Wordell, AICP KATHLEEN H.HEAD City Planner JAMEs A.RABE City of Cupertino SAN DIEGO GERALD M.TRIMBLF Department of Community Development ROBERT J.WETMORE 10300 Torre Avenue PAUL C.MARRA Cupertino, California 95014 Re: Amendment to July 19, 1999 Agreement for Adoption of a Redevelopment Project for Vallco Fashion Park Dear Ciddy: Pursuant to the City's request for Fehr&I Peers Associates to conduct a supplementary traffic and parking analysis for the Vallco Fashion Park, as set forth in their August 30th proposal to Wagstaff and Associates, and in accordance with Wagstaff and Associates letter dated September 3rd to the City of Cupertino, we hereby request the City to amend the above contract to include Fehr&L Peers work scope, and to amend the maximum compensation by $^' 070 for this work effort. In addition, Wagstaff&Associates has requested authorization to proceed on two"optional"work items identified in their August 31 st letter to Keyser Marston in an amount of$950 for each optional task. Therefore, the total amount of the contract amendment requested is $22,970, which brings the total maximum compensation to $177,170. Please call if you need any additional information. Sincerely KEYSER MARSTON ASSOCIATES, INC. AMZdt-- �- /6 C-.- Martha N. Packard Enclosures cone�cal.erf�,s.do<: Wagstaff and Associates Urban and Environmental Planning 2512 Ninth Street,Suite 5 Berkeley,California 94710 (510)54CLO303 FAX(510)5404788 September 3, 1999 Ms. Ciddy VVordell City Planner City of Cupertino Community Development Department 10300 Torre Avenue Cupertino, CA 95014 RE: REVISED WORK SCOPE AND BUDGET—VALLCO EIR Dear Ciddy: Attached for your use is the September 3, 1999 revision to our original June 8, 1999 Proposal for Services (work scope and budget) for the Vallco Fashion Park Redevelopment Project EIR. The revised proposal is Labelled as Subcontract Exhibit "A" for attachment to our subcontract with Keyser Marston. We are now completing this revised subcontractor agreement with Keyser Marston. The proposed revisions include: (1) incorporation of the August 30, 1999 Fehr & Peers Associates, Inc., work scope and budget ($21,070); (21 incorporation of the "Public Health and Safety" and "Cultural and Historic Resources" tasks, which were described in our original June 8, 1999 Proposal for Services as 'optional," into the work scope ($950 + 950 = $1,900); and (3) revisions to the "Project Overview" section of the proposed to reflect our most recent understanding of the project. As indicated on page VI--3 of the revised proposal (Exhibit 2: Revised Cost Estimate for EIR), the revised Total Estimated Fee for the EIR is $76,020, derived as follows: • Original Total Estimated Fee (June 8, 1999): $53,050 • Added Fehr & Peers traffic/parking study: 21,070 • Added Public Health and Safety (haz, mat.) section: 950 • Added Cultural and Historic Resources section: 950 • Revised Total Estimated Fee $76,020 Ms. Ciddy Wordeil September 3, 1999 Page 2 Please call with any questions or additional information needs. Sincerely, FF AND ASSOCIATES John Wagstaff JW:sr\s9s cc: Diane Chambers, Keyser Marston Associates, Inc. r SUBCONTRACT EXHIBIT"A". PROPOSAL FOR SERVICES TO THE CITY OF CUPERTINO ENVIRONMENTAL. IMPACT REPORT FOR THE VALLCO FASHION PARK REDEVELOPMENT PLAN . Submitted by WAGSTAFF AND ASSOCIATES Urban and Environmental Planners in Association with Fehr & Peers Associates, Inc., Transportation Consultants Illingworth & Rodkin, Inc., Noise Quality Consultants Donald Sallanti, Air Quality Management Consultant r September 3, 1999 WPS 10961MISCIPPaCO►I.EXA r Wagstaff and Associates Subcontract Exhibit'A• City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 Page 9 CONTENTS Palae I. PROJECT UNDERSTANDING AND EIR APPROACH I--1 11. RECOMMENDED WORK SCOPE !I- Ill. PROPOSED EIR TABLE OF CONTENTS lII--1 W. PRODUCTS AND WORK SCHEDULE !V--1 V. TEAM MANAGEMENT AND KEY PERSONNEL V--1 VI. FEE ESTIMATE VI--1 VII. OUALIFICATIONS OF THE CONSULTANT TEAM VII--1 VIII. REFERENCES VIII--1 IX. RELEVANT WORK EXPERIENCE IX--1 X. 7cSUMES OF ASSIGNED PERSONNEL X--1 Exhibits r t. Basic Project Data 1--2 r 2. Estimated Total Contract Fee VI--3 r Attewhment: August 30, 1999 Proposal--Vallco Fashion Park Redevelopment Project EIR-- r Supplemental Traffic and Parking Analyses; Fehr & Peers Associates, Inc. WA511596W)SCIPRO-COV.EXA r Wagstaff and Associates Subcontract Exhibii:'A' City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 Page 1--t AlkK I. PROJECT UNDERSTANDING AND EIR APPROACH A. PROJECT OVERVIEW The Richard E. Jacobs Group, owners of the existing Vallco Fashion Park shopping center in downtown Cupertino, are proposing to modify and expand the center to increase its competitiveness in today's retail environment. The City of Cupertino Redevelopment Agency is proposing to facilitate the shopping center improvement program through adoption of an r associated redevelopment plan. The redevelopment plan facilitated project actions are r itemized in Exhibit 1. r The existing shopping center includes: (1) an enclosed approximately 1,137,140-square-foot enclosed mall with thrae anchor department stores, a number of secondary mail stores, and an ice rink; (2) approximately 18,460 square feet of fringe commercial development comprised of two sit-down restaurants (El Torrito and TGI Fridays); and (3) an associated parking inventory of surface and "deck" (parking structure) spaces. The proposed shopping center redevelopment plan includes the following modifications and additions to the center: r a the addition of two more anchor department stores of 244,014 and 120,000 square feet each to the enclosed central mail area; r • the addition of an approximately 2,986-seat multiscreen cinema, new 10,000-square-foot r restaurant, and new 150-room hotel within the fringe area of the center; and e associated modifications to the center's surface and "deck" p-::king provisions to provide r a total of 6,371 parking spaces (i.e., a retail parking ratio of 4.00 cars per 1,000 square feet). Under state redevelopment law, implementation of the Vallco Fashion Park Redevelopment Plan will require the Redevelopment Agency to prepare and adopt a series of five documents: (1) a Preliminary Plan, (2) a Preliminary Report, (3) the Redevelopment Plan, (4) an Environmental impact Report, and (5) a Final Report, This proposal for services by Wagstaff and Associates describes a recommended work scope, time schedule, and cost estimate for the preparation, processing, and certification of the Environmental Impact Report(EIR) component of the redevelopment program in compliance with CEQA and California; Community Redevelopment Law (California Health and Safety Code section 33333.3). In addition to the redevelopment plan, implementation of the project may also require City approval of a development agreement amendment, a use permit amendment, and an Wos i tP FX)-r,E'XA r Wagstaff and Associates Subcontract Exhibit"A" City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 page 1-3 associated development plan. The EIR will also be designed to provide the necessary CEQA documentation for all of these anticipated approval requirements. S. EIR PREPARATION APPROACH AND OBJECTIVES 1. Proararn EIR Format Following the advice of the redevelopment team legal counsel, the Vallco Fashion Park Redeveiooment Plan EIR will be prepared as a program EIR under the authority of CEQA Guidelines section 15166; i.e., it will address the aggregate effects of the series of related actions (the "program") that would be facilitated by the redevelopment plan. The program EIR will describe the likely cumulative environmental consequences of full realization of the redevelopment plan goal to foster blight elimination and economic development in the Vallco Fashion Park shopping center precinct, plus any anticipated offsite housing or other improvement programs associated with the-redevelopment program. 2. EIR Score It is anticipated that a careful and thorough Initial Study exercise at the outset by the EIR consultant will permit focussing the program EIR on the following specific issues: ■ land use and visual impacts, • population and housing impacts, ■ transportation and parking impacts, • ;public services impacts (specifically police, fire, and emergency medical services; project impacts on schools, sewer, and water services will probably be determined to be less than significant in the Initial Study); ■ air quality impacts (the anticipated level of growth and associated traffic increment will trigger the need for an air quality impact analysis); and • noise impacts (the projected Vallco redevelopment-related traffic increase along major downtown streets will be sufficient to require a noise impact analysis). Depending upon existing site conditions, the Initial Study may also determine that the proposed Vallco mall and surrounding site modifications warrant evaluation of associated geotechnical, drainage, public health and safety (hazardous materials), and/or cultural resources impacts. These particular analysis tasks are therefore identified in this proposed EIR scope as optional items. West iPHO-1.EXA •r Wagstaff and Associates Subcontract Exhibit'A' City of Cupertino Vaiico Fashion Park Redevelopment Plan EIR September 3, 1999 Page I--5 r Park project area, including impacts due to displacement of existing parking, project-related r peak period traffic changes, and parking demands associated with the proposed additional retail and cinema uses, and cinema patron drop-off and pick-up activity along the cinema's Vailco Parking frontage; j. Describes the local and regional air quality impacts associated with project-generated traffic increases, based en the impact assessment guidelines and modeling requirements of the Bray Area Air Quality Management District; k. Describes the noise implications of the project, including the noise effects of project- related traffic volume increases along principal local travel routes; 1. Describes project and cumulative implications for future public services provisions and needs, including additional demands for police, fire protection, and emergency medical service needs; m. If determined necessary during the Initial Study process: • Describes the soils and geology impacts of project buildout, including the implications of potential seismic shaking and other geologic and soil factors and constraints; and/or • Describes the public health and safety implications of project buildout, including potentials for construction period exposure to hazardous materials and conditions (asbestos, lead, contaminated soils, etc.); and/or • Describes the potential impacts of the project on identified or possible cultural and historic resources underlying or adjacent to the project site; n. Describes the relationship of the proposed project to relevant adopted local and regional plans; o. Includes identification and comparative evaluation of a realistic range of project alternatives (to be identified in consultation with City and Agency staff and Keyser Marston), possibly including modifications to the proposed shopping center modifications/expansion program, one or more modified redevelopment area boundary configurations, and/or a modified combination of redevelopment actions; p. Recommends a set of realistic mitigation measures as warranted to reduce or avoid all identified adverse impacts; and q. Includes an easy-to-use impact and mitigation summary table linked with coding to the main EIR text and follow-up Mitigation Monitoring Checklist; WP511PRa 1.E A r Wagstaff and Associates Subcontract Exhibit'A' City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 Page 1--7 D. Cumulative Impacts E. Effects Found Not to be Significant TASK V. ALTERNATIVES TO THE PROPOSED ACTION A. No Project B. Alternative Project Layout C. Alternative Renovation Program (variations on proposed new uses, e.g., larger cinema/less retail or smaller cinema, more retail, etc.) D. Modified Redevelopment Area Boundaries TASK VI. PREPARATION OF THE DRAFT EIR A. Administrative Draft EIR B. Screen Draft EIR C. Draft EIR TASK VII. PREPARATION OF THE FINAL EIR ADDENDUM A. Administrative Draft Final EIR Addendum: Response-to-Comments B. Final EIR Addendum: Response-to-Comments/Revisions to the Draft EIR TASK VIII. MITIGATION MONITORING CHECKLIST TASK IX. MEETINGS AND HEARINGS Wps 1IPFKO-J.EXA r Wagstaff and Associates Subcontract Exhibit'A" City of Cupertino Valico Fashion park Redevelopment flan Elf September 3, 1999 page I-1 AMML 11. RECOMMENDED WORK PROGRAM The following tasks will be undertaken by the EIR consultant. An Administrative Draft EIR will be submitted to the City/Agency within nine weeks (45 working days) from contract execution and receipt of all relevant background information. A detailed schedule is included in Section III of this proposal. TASK I. INITIAL SCOPINGi AND PROJECT DESCRIPTION A. Initial Staff Meeting Upon City/Agency authorization to proceed, an initial meeting will be held with City and Redevelopment Agency staff, the EIR consultant team principal-in-charge and project manager, and if the Agency desires, the redevelopment consultant and/or legal counsel to discuss and refine the EIR preparation approach, work scope, alternatives, schedule, and information needs. B. Public Scoping Nleetlnp (optional) If requested by the City/Agency, Wagstaff and Associates will attend a public scoping meeting to assist staff in describing the EIR process and the environmental issues raised by the project, and to solicit public comment on the EIR sc pl. C. Initial Field Surveys The project site and its surrounding environs will be driven and walked to identify existing conditions relevant to the project and its potential impacts. D. Initial Data Collection and Review Relevant data and analyses available at the Cupertino Department of Community Development, pertinent information from other appropriate sources, and background information from the applicant, will be collected and reviewed. E. Prolect Description The objectives and characteristics of the proposed Vallco Fashion Park redevelopment plan will be described to the extent needed for adequate evaivation of environmental impacts. Using text, tables, and graphics, the description will provide a clear illustration of the WPS 159SIMISCIPRQ-2.EXA r Wagstaff and Associates Subcontract Exhibit'A' City of Cupertino Vallco Fashion Park Redeveiopment Plan EIR September 3, 1999 Page 11--3 by the City, the City's own Initial Study checklist format. Wagstaff and Associates will also prepare the accompanying Notice of Preparation. The City/Agency will be responsible for reproducing and circulating the NOP and Initial Study. TASK 11. DESCRIPTION OF SETTING, POTENTIAL IMPACTS, AND MITIGATIONS Existing onsite and offsite conditions relevant to the environmental implications of the redevelopment project will be described in written and graphic form. Potential project impacts and associated mitigation needs will then be identified. Emphasis will be placed on key issues and concerns identified in Task 1. Suggested impact catcgories and related subtasks are discussed below. (The team member with principal responsibility is identified next to each subtasks heading.) In preparing these analyses, the consultant team will seek to avoid duplication of effort by making maximum possible use of existing environmental documents and other relevant studies available at or through the City (including any technical studies by the applicant). A. Land Use and Planning (Wagstaff and Associates) The primary land use issues raised by the mall renewal proposal are expected to include compatibility of the project (especially the multi-screen cinema) with existing and planned adjacent and surrounding uses in the downtown area, and project consistency with Cupertino General Plan goals and policies for the downtown. The following subtasks will be completed to address these land use and planning concerns: 1. Setting. The existing land use pattern in the project's downtown vicinity will be concisely described in narrative, map, and aerial photograph form. General Plan policies related-to the project site will be reviewed and reiterated. 2. Potential Impacts. The potential land use impacts of the project will then be evaluated and described, including: Land use and other planning implications of the redevelopment plan, development agreement amendment, use permit am andment and any other planning approvals necessary to accommodate the project; • Compatibility with adjacent existing and planned retail, service, office, and residential uses; and • Internal compatibility of the general shopping center modifications layout. 3. Mitigation. Measures will be recommended as warranted to mitigate any identified potentially significant adverse land use impacts. wP511s961M1SCI PRa'-.?.EXA r Wagstaff and Associates Subcontract Exhibit'A" City of Cupertino Valico Fashion Park Redevelopment flan EIR September 3, 1999 rage li--S r Following review and acceptance of the study by City staff, Wagstaff and Associates will incorporate appropriate findings into the EIR. Using the traffic and parking analysis and current City policies as a basis, the EIR'will focus on: (1) the need for offsite transportation mitigations; (2) any need for changes to onsite circulation, access, and parking provisions; and (3) the adequacy (convenience) of the proposed parking program. ®. Air ®uality (Donald Ballanti, Air Quality Consultant) The Bay Area Air Quality Management District (BAAQMD) has established stringent thresholds of significance for regional air quality impacts. The BAAQMD considers projects that generate more than SO pounds per day of ozone precursors or PM-10 (combining stationary and mobile sources) to be significant. The air quality analysis for the Vallco Fashion Park Redevelopment Plan EIR will use these significance thresholds to determine the significance of the project's air quality impacts. Donald Bailanti will complete the following tasks to provide these findings: 1. Setting. • A description of the climate, meteorology, and historical air quality data for the project area, and of current efforts to attain and maintain the state and federal air quality standards, will be prepared. • Any existing sources of air pollution in the study area, including mobile sources, stationary sources and sources of toxic air pollutants, will be documented. 2. Potential Impacts. • Any potential for nuisance impacts during the construction period both within the project site and for any neighboring properties will be identified. • Microscale modeling of local carbon monoxide levels near major intersections that would be affected by project-generated traffic will be performed, using the CALINE-4 computer model. • URBEMIS-5 modeling for project regional air quality impacts will be conducted. • The significance of project construction, local and regional impacts will then be determined, using the thresholds of significance recommended by the Bay Area Air Quality Management District (BAAQMD). 3. Mitigation. • Construction-phase controls and practices warranted to reduce dust impacts associated with construction will be identified. • Air quality mitigation measures or programs already included within the project operation and design will be identified. WP.5 r 4596WISC1 PRa2.EXA r Wagstaff and Associates Subcontract Exhibit'A" City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3. 1999 Page 11-7 modifications site plan will be analyzed for fire and emergency vehicle access. Any possible special training or equipment needs associated with the multi-screen cinema or parking garage components will be identified in consultation with the Fire Department. Associated mitigation measures or site plan changes will then be recommended. 2. Police. Wagstaff and Associates will describe existing police station locations, beats, response times, officer-to-population ratios, and adequacy of existing facilities and equipment, based on consultation with the Cupertino Police Department. Potential project impacts related to increase demands for police service, including possible additional patrolling, personnel or facilities needs associated with the cinema and other new uses, will then be identified, and mitigation measures recommended. G. Solis and Cec!®cy (Optional, Wagstaff and Associates) If a potential for a greater than normal geotechnical impact is identified in the Initial Study process (Task I.G), the City/Agency may authorize that the EIR scope be amended to include a Soils and Geology section. If this work scope option is selected, the following subtasks will be completed to concisely address the geologic conditions of the project site and the degree of hazard potential associated with the proposed mall changes and proposed occupancy. 1. Setting. Existing conditions pertaining to surface faulting, groundshaking, groundwater, and other potential development constraints would be summarized. The analysis would be based on existing data, including any geotechnical investigations available from the applicant. 2. Potential Impacts. The information described above would be considered in evaluating any site potentials for long-term instability and to gauge the hazards to the project associated with earthquake-induced grour.:shaking, and any other geotechnica) factors. 3. Mitigation. It is expected that the construction on the project site in conformance with the Uniform Building Code would provide a sufficient level of structural integrity to resist catastrophic failure, so mitigations would likely focus on any need for special foundation or remediation techniques that may have been recommended in available geotechnica) reports. r H. Public Health and Safety (was described as optional in the original, June 8, 1999 r proposal, now included in work scope; Wagstaff and Associates) If the Initial Study identifies concerns regarding possible hazardous building materials in the existing structures to be modified or demolished, or possible soil or groundwater contamination in the areas to be excavated, the City/Agency may elect to amend the EIR scope to address these EIR concerns, as follows: 1. Setting. The potential for presence of hazardous materials within the proposed demolition and construction (excavation) areas that could pose a significant health and safety risk would be described, based on existing available information. (The description would be wPs 1 s961MfS0PRO-2.Eh'A r Wagstaff and Associatt:s Subcontract Exhibit*A' City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 Page 11--9 TASK IV. CEOA-REQUIRED ASSESSMENT CONSIDERA TIONS A. _ Growth-Inducing Effects Aspects of the project that would be growth-inducing will be described. E. Unavoidable Adverse Effects Significant environmental effects identified in the EIR that could not be avoided if the project were implemented will be identified. (Unavoidable adverse impacts are those that could not be reduced to less than significant levels by the mitigation measures recommended in the EIR.) C. Irreversible Environmental Changes Unavoidable adverse environmental changes due to the project that would be permanent will also be identified. D. Cumulative impacts A reference to identified significant cumulative impacts of the project described within the various topical sections of the EIR will be provided. E. Effects Pound not to be Significant Based on the Initial Study (Task I G), a brief statement will be provided explaining why various possible environmental effects were determined not to be significant and are therefore not discussed in detail in the EIR. TASK V. ALTERNATIVES TO THE PROPOSED PROJECT The alternatives chapter of the EIR will include an analysis of the "no project"alternative as required by CEQA, plus three or four additional project alternatives. Identification of the alternatives to be evaluated will be finalized in consultation with City/Agency staff. The alternatives will be developed to meet most of the basic goals of the project and to eliminate or reduce any identified significant environmental impacts. The alternatives could include mitigating modifications to the proposed project site layout and/or mitigating variations on the proposed new uses (e.g., a smaller cinema with increased retail and other entertainment space; or a larger cinema with reduced retail and other space). A comparative evaluation of the alternatives will be provided that includes a qualitative, order- of-magnitude comparison of key impacts such as land use and visual compatibility, traffic impacts, public service implications, air quality impacts, noise effects, etc. WP511596I M1 SC 1 PRO-2.EXA r Wagstaff and Associates Subcontract Exhibit'A' City of Cupertino Vailco Fashion Park Redevelopment Plan EIR September 3, 1999 Page 11--11 TASK VII. PREPARATION OF THE FINAL EIR A. Administrative Draft Final EIR Addendum An Administrative Draft Final EIR Addendum will be prepared to incorporate revisions to the DEIR text deemed necessary in response to public review period comments, as well as the written responses of the EIR authors to substantive review period comments on the Draft EIR received from the public, the Planning Commission, and other responsible or interested parties. The FEIR will also include a list of persons and agencies that commented on the DEIR, an index to and summary of comments received, and a collection of verbatim comments (letters, memoranda, minutes, etc.). Five (5) copies of the Administrative Draft FEIR Addendum (with the document content limited to the responses to comments and associated DEIR text revisions only) will be submitted for City/regency staff review and comment. B. Final EIR Addendum A Final EIR Addendum will be prepared, incorporating as necessary revisions and refinements to the Administrative Draft FEIR Addendum based upon City/Agency staff responses. Fifty (50) copies of the Final EIR will be submitted to the City/Agency for distribution. TASK Vill. PREPARATION OF MITIGATION MONITORING PROGRAM For a project of this nature, most of the environmental mitigation measures likely to be recommended in the EIR will be subject to effective monitoring through the normal City project approval and implementation process. However, to satisfy CEQA section 21081.6, a documented record of implementation will be necessary. A monitoring approach and checklist . will be prepared by Wagstaff and Associates for use by City/Agency staff to ensure that those mitig Son measures that are ultimately required as plan changes or conditions of plan approval are implemented. TASK IX. PUBLIC HEARINGS AND MEETINGS John Wagstaff, Principal-in-Charge, will attend up to two (2) public meetings (Planning Commission and/or City Council) to present the EIR findings and answer questions regarding the environmental review process and content. John Wagstaff or Don Dean, Senior Planner and Project Manager, will also be available to attend up to two (2) additional work sessions with City staff during the preparation of the EIR and mitigation monitoring program. Attendance by Wagstaff and Associates staff at additional meetings, or meeting attendance by any of the EIR subconsultants, could be provided for an additional fee. WP51 t596tMlSCI PRO.2.FXA r Wagstaff and Associates Subcontract Exhibit"A' City of Cupertino Valico Fashion Park Redevelopment Pian EIR September 3, 1999 (Page 111--t Ili. PROPOSED EIR TABLE OF CONTENTS To meet the environmental documentation requirements described in sections I and It, the following Table of Contents for the Vallco Fashion Park Redevelopment Flan EIR Is proposed. This preliminary table represents the EIR organization and content currently envisioned by Wagstaff and Associates. The EIR format would be finalized In consultation with City and Agency staff at the outset of the work program. I. INTRODUCTION A. EIR Purpose and Intended Use B. EIR Approach--"Program EIR" C. EIR Scope--Significant Issues and Concerns D. "Significant Impacts" and Other Key EIR Terminology E. Report Organization and Content F. Fiscal Impacts (reference to other reports) ll. SUMMARY A. Proposed Project B. Environmental Issues C. Summary of Significant Impacts and Mitigation Measures D. Summary of Project Relationships to Adopted Plans E. Summary of Alternatives F. Mitigation Implementation Ill. PROJECT DESCRIPTION A. Project Location B. Project Background C. Basic Project Objectives D. Anticipated Overall Range of Redevelopment Plan Actions E_ Project Scheduling and Environmental Assessment Time Frame F. Required Project Documentation and Approvals IV. SETTING, IMPACTS, AND MITIGATIONS A. Land Use and Planning B. Visual Factors C. Population and Housing D. Transportation and Parking WP51►596W1SCIPRa3.EXA r Wagstaff and Associates Subcontract Exhibit"A" City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3. 1999 Page 111--3 XI. APPENDICES A. Program EIR Authority B. Notice of Preparation and initial Study C. Supplemental Land Use, Mousing. and Population Information D. Supplemental Transportation Information E. Supplemental Air Quality Data F. CEQA Standards for EiR Adequacy G. CEQA Definition of "Mitigation" M. EIR Consultant Team WP5 1 t596W SC1PRO-3.EXA r Wagstaff and Associates Subcontract Exhibit°A' City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 Page iv-1 IV. PRODUCTS AND WORK SCHEDULE Wagstaff and Associates will submit the Administrative Draft EIR within approximately nine weeks (45 working days) of contract execution. This schedule assumes City/Agency acceptance of complete project description information and all needed background material from the applicant prior to commencing work. The schedule also assumes receipt of a City staff-approved version of the applicant-commissioned traffic and parking study (by Fehr & Peers) within two weeks of contract execution. Alternatively (whichever occurs later), the Administrative Draft EIR will be delivered within approximately two weeks (10 days) of receipt of the City staff-approved traffic and parking study. Product/Milestone Copies Delivery Schedule A. Contract Execution -- Week 1 B. Administrative Draft EIR Ten (10) copies Week 9 (45 working days from start date, or 10 days following City staff approval of applicant's traffic and parking study) C. City/Agency Staff Comments on One (1) copy Week 11 (2 weeks/10 working days from ADEIR receipt of ADEIR) D. Screen Draft EIR Two (2) copies Week 12 (one week/5 working days from receipt of City/Agency staff comments on ADEIR) E. Draft EIR Fifty (50) Week 14 (2 weeks/10 working days from copies receipt of City/Agency staff comments on SDEIR) F. 45-day Public Review Period Ends -- Week 21 (45 days after release of Draft EIR) G. Administrative Draft Final EIR/ Five (5) copies Week 23 (2 weeks/10 working days after Mitigation Monitoring Plan receipt from City/Agency staff of all public review period comments) H. City/Agency Staff Comments on One (1) copy Week 24 (1 week/5 working days from ADFEIR receipt of ADFEIR) I. Final EIR Attachment Fifty (50) Week 25 (1 week/5 working days from copies receipt of City/Agency comments on ADFEIR) These delivery times are preliminary. Given our current and projected workload, we foresee no problem with completing the EIR within this timeframe. The Wagstaff and Associates team remains flexible with respect to changes in this schedule to meet City/Agency and redevelopment consultant team needs. Wp5115961M1 SC1 PR0.4.EXA r Wagstaff and Associates Subcontract Exhibit'A' City of Cupertino Vallco Fashion Park Redevelopment Plan EIR September 3, 1999 page V-1 V. PROJECT MANAGEMENT AND KEY PERSONNEL Wagstaff and Associates will have overall responsibility for al! EIR preparation. Principal-in- Charge will be John Wagstaff. Mr, Wagstaff will have overall responsibility for EIR team management, staff liaison, and the preparation and editing of all work products; he will be editor of all environmental documents, 3nd-will attend up to two (2) public meetings and up to two staff/redevelopment team meetings. Mr. Wagstaff is a graduate architect with a Waster's degree in Urban and Regional Planning from the University of Oregon and over 28 years of experience in urban planning, urbai design, and environmental impact assessment. Mr. Wagstaff was Principal-in-Charge of the 1999 Town Center Mall Redevelopment Proiect Elie for the City of Sunnyvale (included a 16-screen cinema); the 1999 Great Mall Modifications SEIR for the City of Milpitas-(included a 20-screen cinema); the 1999 Sierra Vista Shopping Center Modifications EIR for the City of Clovis (included a 16-screen cinema), the 1998 Downtown Hayward Redevelopment Plan Amendment EIR for the Hayward Redevelopment Agency, the 1998 Citrus Heights Redevelopment Plan EIR for the City of Citrus Heights, the 1998 Buckeye Redevelopment Plan EIR for the Redding Redevelopment Agency, 1997 Folsom Redevelopment Plan EIR for the City of Folsom Redevelopment Agency, the 1997 Highway 101 . adeveiopment Plan EIR for the Redwood City Redevelopment Agency, the 1996 Highway 29 Corridor Redevelopment Plan EIR for the American Canyon Redevelopment Agency, the 1996 Arvin Community Redevelopment Plan EIR for kern County, the 1995 Sonoma General Plan Update EIR for the City of Sonoma, the 1994 Hollister Community Development Plan EIR for the Hollister Redevelopment Agency, the 1994 El Camino Corridor Redevelopment Plan EIR for the City of South San'Francisco Redevelopment Agency, and the 1994 El Cerrito Redevelopment Plan Amendment EIR for the City of El Cerrito. 4;e has also been Project Manager on a number of other similar program EIRs for redevelopment programs, general plan updates, and specific plans. Donald Dean, Senior Planner with Wagstaff and Associates, will be EIR Project Manager for Wagstaff and Associates with responsibility for day-to-day project administration, subcontractor administration, staff liaison, completion of necessary research and analysis update tasks, field surveys, and product preparation. Don Dean holds a Bachelor of Arts degree Magna Cum Laude from the State University of New York (SUNY), a Master of City Planning (MCP) degree from the University of California at Berkeley, and has over 14 years of professional experience as a planning and environmental consultant. He has had project management and/or other major responsibilities in preparation of numerous similar environmental impact and urban planning projects, including the current Russian River Corridor Redevelopment Plan EIR for the Sonoma County Community Development Commission, 1998 Fremont Redevelopment Plan Amendment and Merger EIR for Ime Fremont Redevelopment Agency, the 1998 Citrus Heights Redevelopment Plan EIR fc_ the Citrus Hts. Redevelopment Agency, the 1998 Buckeye Redevelopment Plan EIR for the Redding Redevelopment Agency, the WP511596 MISCIPRO.5.EXA r Wagstaff and Associates Subcontract Exhibit'A' City of Cupertino Vallco Fashion Park Redeveiopment Plan EIR September 3, 1999 Page V!-1 r VI, DEVISED FEE ESTIMATE r 1. Estimated Contract Fee The approximate contract fee for professional labor and miscellaneous costs described herein through preparation and submittal of the Draft EIR and Final EIR Addendum would total r $76,020. Cost breakdowns, including current labor rates, are itemized in Exhibit 2. The The contract fee total includes attendance at the specified meetings (see Task IX) and the printing and delivery to the Agency of ten (101 copies of the Administrative Draft EIR, two (2) copies of the Screen Draft EIR, fifty (50) copies of the Draft EIR, ten (10) copies of the Administrative Final EIR Addendum, fifty (50) copies of the Final EIR Addendum, and related PC computer disks for all products. r The estimate is based on the assumption that no more than $10,354 of the total fee for primary and subcontractors will be allocated to preparation and delivery of the Final EIR %addendum. Any additional services requested of the EIR consultants by the City or Agency for labor (revisions, meetings, testimony, etc.), reproduction (additional copies) or other items beyond the scope of work described herein and itemized below would be billed to the Agency on a time-and-materials basis at our standard rates. 2. Compensation Payments to Wagstaff and Associates for services rendered in accordance with the scope of services and schedule described herein will be based upon submission of monthly statements. These statements will itemize monthly totals and running totals. The following payment schedule is proposed: A. 15 percent of the total project fee upon contract execution; B. Monthly paymen*is not exceeding 75 percent of the total fee prior to completion of the Administrative Draft EIR; 1P WPS r 15961MIS0PRO-6.EXA r Wagstaff and Associates Subcontract Exhibit-A- City of Cupertino Vallco Fashion Paris Redevelopment Plan EIR September 3, 1999 Rage VI-3 r Exhibit 2 r REVISED COST ESTIMATE FOR PROGRAM EIR Labor Hours Labor Costs Personnel Adm 1 II 111 IV V VI VII Vlll IX Ttl $1hr Ttl $ Wagstaff&Assoc. J. Wagstaff 10 14 23 2 2 4 20 13 1 16 105 138 14,490 D. Dean 20 31 43 10 6 12 48 44 6 6 226 110 24,860 N. Macris -- -- 10 - -- - -- - -- -- 10 110 1,100 Draftsperson -- 4 3 1 -- -- 2 -- -- -- 10 55 550 r Original Total (June 8, 1999) 41,000 r Added Tasks: r Public Health and Safety Section 950 r Cultural and Historic Resources Section 950 r New Total 42,900 Subcontractors r Fehr & Peers, Transportation $21,070 Illingworth & Rodkin, Inc., Noise 4,200 Donald Ballanti, Air Quality 3,740 r Subcontractor subtotal 29,010 r TOTAL LABOR WITHOUT OPTIONS $71,910 Report Production and Delivery Administrative Draft EIR (13 copies, 10 to City) 364 Screen Draft EIR (4 copies, 2 to City) 112 Draft EIR (65 copies, 50 to City) 1,820 Administrative Final EIR (13 copies, 10 to City) 234 Final EIR (60 copies, 50 to City) 1.080 Subtotal 3,610 Miscellaneous Costs Map and photo reproduction 250 Other miscellaneous 250 Subtotal 500 Total Reproduction, Delivery and Miscellaneous 4,110 r TOTAL ESTIMATED FEE--REVISED $76,020 Optional Tasks: Soils and Geology Section $950 r r qP wn5 r 15961MiSCIPRo-CEM FEHR&PEERS ASSOCIATES, INC. 7rcansportatirrn Comsul►aw., 1153 Lincoln Avi-nttC. SVItC 1 San Jose,CA 95 12 5 408 278-1700 • Fax 408 278-f 717 iehrandpeers.com August 30, 1999 Mr. John Wagstaff Wagstaff and Associates 2512 Ninth Street, Suite 5 Berkeley,Calif6mia 94710 Subject: proposal - Vallco Fashion Park Redevelopment .Project EIR - Supplemental Traffic and Parking Analyses Dear Mr. Wagstaff- AOL Fehr&Peers Associates,Inc.is pleased to submit this proposal to conduct supplementary traffic and parking analyses for the Vallco Fashion Park Redevelopment Project EIR. The Scope and Fee Estimate are based on information contained in your memorandum dated August 11, 1999, with a slight modification to Scenario 2. The supplementary analyses will include evaluating three new traffic scenarios, evaluating parking impacts, and providing a more detailed analysis of pedestrian, bicycle, and transit impacts. The Scope of Work(Attachment A)outlines the tasks that we will undertake. We estimate that the total cost to complete the tasks outlined in Attachment A is approximately $21,070.A breakdown of the cost by task-.is presented in Attachment B.Additional vervices will be conducted with authorization and billed on time-and-materials basis according to our current rate schedule(Attachment Q. Invoices for completed work will be submitted monthly and are due and payable upon receipt. We estimate that we can submit a report for inclusion in the administrative draft EIR within four weeks of our receipt of written authorization to proceed and confirmation of the project description and the existing entitlements. l fo FEHR6xPEERS ASSOCIATES, INC. Trar.►Portcaiorl Corsuluarts Mr. John Wagstaff August 30, 1999 Page 2 Should you have any questions or need any additional information,please do not hesitate to call us. Otherwise,our receipt of a signed copy of this letter, showing your acceptance of its terms, will authorize us to proceed with the study.We are looking forward to working with you on this project. Sincerely, FEHR& PEERS ASSOCIATES, INC. ACCEPTED ae Name u�M f09-Princi,-)al Title �C Susan M. DeBorde Company J Senior Transportation Engineer Signature 2K attachments Date Ask ATTACHMENT A SCOPE OF WORK Vallco Fashion Park Redevelopment Project FIR Supplemental Traffic and Parking Analyses The purpose of the transportation section of the EIR is to evaluate the relative impacts of the proposed expansion of Vallco Fashion Park vis a vis existing development entitlements.The impacts will be evaluated with level of service calculations for key intersections and arterials in the vicinity of the site. The following lists of intersections and arterials will be evaluated: Key Intersections 1. Miller Avenue and Bollinger Road 2. Mi'Iler Avenue and Phil Lane 3. Miller Avenue and Calle De Barcelona 4. Stevens Creek Boulevard and Wolfe Road 5. Wolfe Road and Vallco Parkway 6. Wolfe Road and I-280 Northbound Ramps 7. Wolfe Road and 1-280 Souhbound Ramps 8. Wolfe Road and Pruneridge Avenue 9. Wolfe Road and Homestead Road 10. Vallco Parkway and Perimeter Road 11. Vallco Parkway and Finch Avenue 12. Vallco Parkway and Tantau Avenue 13. Stevens Creek Boulevard and Tantau Avenue 14. Stevens Creek Boulevard and Finch Avenue 15. Stevens Creek Boulevard and Perimeter Road 16. Stevens Creek Boulevard and Portal Avenue 1?. Stevens Creek Boulevard and Blaney Avenue 18. Stevens Creek Boulevard and Torre Avenue 19. Stevens Creek Boulevard and De Anza Boulevard Key Arterials Wolfe Road - Homestead Road to Bollinger Road Stevens Creek Boulevard- De Anza Boulevard to Tantau Avenue 1 The analysis time periods are: Weekday Midday Peak Hour Weekday PM Peak flour Weekend Peak Hour The weekday AM peak-hour time period will not be evaluated in detail since cinemas and regional shopping centers generate little to no traffic before 9:00 am on weekdays.Projected AM peak-hour traffic for the redevelopment project will be estimated and presented in the report. The key intersections will be evaluated for the following scenarios: Scenario 1: Existing Conditions-Existing volumes obtained from counts.(This analysis has been completed but is being updated with new counts.) Scenario 2: Existing plus Approved (Base Case) Conditions - Existing volumes plus traffic from approved, but not yet constructed developments in the area, including traffic associated with the currently built but vacant retail space in Vallco Fashion Park. Scenario 3: Existing plus Approved Conditions plus Proposed Project-Existing volumes plus traffic from approved,but not yet constructed developments in the area, plus the net difference in traffic between the project(both phases combined) and Scenario 2. Scenario 4: Cumulative Conditions-Traffic from Scenario 4 plus traffic from additional development included in the city's current General Plan. Other issues to be addressed include: 1. Adequacy of the parking program 2. On-site vehicular circulation and access impacts 3. Project impacts on pedestrian and bicycle access 4. Project impacts on public transit The analysis will be conducted with the following tasks: Task 1: Estimate Trip Generation,Trip Distribution, and Trip Assignment Traffic generated by the existing entitlements,the proposed entitlements,and the net difference (the project) will be estimated using information from the Institute of Transportation Engineers (ITE) 2 Trip Generation (5" and 6"' Editions) and Caltrans trip generation reports. The trip generation estimates for the various analysis time periods will be submitted to City staff for review. The directions of approach and departure estimated for the preliminary analysis will be used for this analysis. The trips will be assigned to the roadway segments and intersection turning movements based on the directions of approach and departure.Existing and proposed entitlement trips will be assigned to site driveways based on the distribution of on-site parking and the traffic circulation patterns in the study area. TRAFFiX software will be used to assign project trips to the roadway network. Task 2 -Update Existing Conditions The results of recently completed counts will be used to update the levels of service for five of the key intersections close to the site, during the PM peak hour. The intersection and arterial levels of service will be calculated using the TRAFFIX software package. Task 3 -Evaluate Scenario 2 The list of approved,but not yet constructed,developments will be verified with City of Cupertino staff. Available traffic projections for approved developments added to the list in the preliminary analysis will be obtained from staff.For those developments without formal traffic studies,we will estimate the traffic added to the roadway network using standard traffic engineering methods. Traffic for the approved developments will be added to the existing volumes. The intersection and arterial levels of service will be calculated..Approved roadway improvements that are programmed to be completed prior to the proposed development will be assumed to be in place in the background level of service analysis. Task 4 - Evaluate Project Conditions (Scenario 3) Net-added project trips (estimated in Task 1) will be added to traffic volumes for Scenario 2 to obtain traffic volumes for Project Conditions. The operations of the roadway system under Project Conditions will be evaluated using intersection and arterial level of service calculations.The left-turn pocket storage lengths evaluated in the preliminary analysis will be re-evaluated with the revised projections. 3 Task 5- Identify Significant Impacts and Recommend Mitigation Measures Task 5 will include analysis of all project phases combined. The results of the level of service calculations for Scenario 3 will be compared to the results for Scenario 2 to identify significant project impacts. The City of Cupertino's criteria for impacts will be applied. if significant impacts are identified, feasible mitigation measures will be recommended. Previous CEQA documents for projects in the area will be reviewed to determine whether previously identified mitigation measures are appropriate. Measures could include the addition of turn lanes, signal modifications, turn restrictie: s, and other capacity and operational enhancements. Task 6-Evaluate Cumulative Conditions The impacts of other potential projects under General Plan buiidout conditions within the study area, such as the Compaq campus buildout, will be evaluated. The list of cumulative projects will be provided by City staff. Level of service calculations will be conducted to evaluate Cumulative Conditions. Task 7—Evaluate Parking Impacts The parking demand for the initial phase and future phase of the redevelopment plan will be estimated using shared parking rates and hourly variations.Parking demands will be estimated for typical weekdays and weekends and for peak (holiday) weekends. The parking demands will be compared to the parking supplies on a sub-area basis,to determine whether any location shortages are projected. Task.8—Evaluate Site Access and On-Site Circulation The site plan will be reviewed to assess site access and on-site circulation, including operations of the proposed garage access points. Task 9—Evaluate Vallco Parkway Realignment Alternatives The operational feasibility of relocating Vallco Parkway to the south side of the proposed parking structure will be assessed. This will include level of service calculations for the newly created intersections and an analysis of traffic diversion and intersection separation/queuing issues. This analysis will be conducted for the one analysis time period with the highest volumes. Task 10—Assess Pedestrian and Bicycle Access Impacts The preliminary traffic analysis identifies pedestrian and bicycle facilities in the vicinity of the site. The adequacy of these facilities and project impacts will be addressed. 4 1999-2003 REDEVELOPMENT AGENCY RESOLUTIONS 2 of 5 a ANIL Taste 11 — Assess Impacts to Public'Transit The preliminary traffic analysis also identifies transit facilities in the vicinity of the site.The impacts of the project on transit service will be addressed. The existing passenger loadings of bus routes serving Vallco will be obtained from the VTA to determine whether there is excess bus capacity to serve the expansion. Task 12- Prepare Documentation The transportation setting and evaluation of project impacts will be documented in a report following Wagstaff and Associates guidelines. The draft report will be submitted to Wagstaff for inclusion in the Administrative Draft EIR. Both a hard copy and an electronic cop, (WordPerfect) will be provided. Responses to City staff review comments will be incorporated into the transportation section of the Draft EIR. Responses to comments on the Draft EIR requiring text modifications are included in the fee estimate. Responses that require additional technical analysis may require authorization and additional budget. Task 13 -Attend Meetings and Public Hearings The project manager and/or project engineer will attend up to two meetings with the project team and/or City staff in conjunction with this study. The fee estimate also includes attendance at one public hearing. Additional Services This scope of work has been tailored to meet the specific requirements of this project. However, additional work items may be needed as the study progresses. The additional services that are beyond the scope of this study include,but are not limited to,conducting traffic counts,evaluating additional study locations, evaluating alternative project descriptions or site plans, conducting parking surveys,preparing conceptual designs of mitigation measures,and responding to comments requiring technical analyses. We will conduct additional services with authorization. 5 Attachment H VALLCO FASHION PARK EXPANSION DETAILED COST ESTIMATE a Toslc� w sr�rn ,, , jQjy�gpq* :Lt° Total �. 1.Trip Generation,Distribution,& 011. 8 16 2 $0 $2,080 Assignment 2.Existing Conditions 0 8 0 0 $o $840 13.Scenario 2 0 4 4 0 $0 $700 Project Conditions(Scenario 3) 2 8 4 2 $0 $1,530 5.Impacts/Mitigation Measures 2 8 8 ,0 $0 $1,690 6.Cumulative Conditions 2 8 8 2 $0 $1,810 7. Parking Impacts 2 8 12 4 $0 $2,210 8. Site Access/On-Site Circulation 2 4 8 0 $0 $1,270 9.Vallco Parkway Realigntnnet 2 8 8 0 $0 $1,690 10. Pedestrian/Bicycle Access 0 2 0 0 $0 $210 11. Public Trasnit 0 2 2 0 $0 $350 12.Documentation 12.1 Administrative Draft EI R 2 8 8 16 $200 $2,850 12.2 Draft EIR 2 2 4 2 $100 $1,000 12.3'Responses to Comments on DEIR 2 2 4 2 $100 $1,000 1. . Meetings(2) 6 0 0 0 $50 $920 Public Hearings(1) 6 0 0 0 $50 $920 Total 30 80 86 30 $500 $21,070 ATTACHMENT C FEHR& PEEKS ASSOCIATES,INC. )Hourly Billing Dates Cl 0-ificaiian Hourly Ra Senior Principal $150.00 - $160.00 Principal $130.00 - $145.00 Senior Associate $120.00 - $140.00 Associate $105.00 - $120.00 Senior Engineer/Planner $80.00 - $105.00 Engineer/Planner $65.00 - $80.00 Senior Technical Support $60.00 - $70.00 Administrative Support $40.00 - $65.00 Controller $90.00 -. Technician $50.00 - Intern $35.00 Note: Reimbursable expenses are invoiced at cost plus 10% for handling including the following:, Reproduction work at$0.10 per sheet AIML Plotter/Computer use at$10.00 per hour Personal auto mileage at$0.31 per mile Communication Expense(Telephone, fax, E-mail, etc.) effective 411199 RESOLUTION RA-00-01 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY APPROVING AND ADOPTING RULES GOVERNI i`'! PARTICIPATION BY PROPERTY OWNERS AND THE EXTENSION OF REASONABLE REENTRY PREFERENCES TO BUSINESS OCCUPANTS IN THE CUPERTINO VALLCO REDEVELOPMEN r PROJECT WHEREAS, the Cupertino Redevelopment Agency has prepared a proposed Redevelopment Plan for the Cupertino Vallco Redevelopment Project; and WHEREAS, Secti,ni 33345 of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.) provides that a redevelopment agency shall adopt and make available for public inspection.rules to implement the operation of owner participation in connection with a redevelopment plan;and WHEREAS, Section 33339.5 of the California Community Redevelopment Law provides that a redevelopment agency shall adopt and make available for public inspection rules regarding the extension of reasonable preferences to persons who are engaged in business in the project area to reenter in business within the redeveloped area if they otherwise meet the requirements prescribed by the redevelopment plan; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY that the "Rules Governing Participation by Property Owners and the Extension of Reasonable Reentry Preferences to Business Occupants in the Cupertino Vallco Redevelopment Project," in the form attached hereto and incorporated herein by reference, are hereby approved and adopted. PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 22nd day of February, 2000,by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Statton NOES: None ABSENT: Lowenthal ABSTAIN: None ATTEST: APP D. Secretary '" � ,�airma,:i, Redevelopment Agency 1 [PROPOSED] RULES GOVERNING PARTICIPATION BY PROPERTY OWNERS AND THE EXTENSION OF REASONABLE REENTRY PREFERENCES TO 1.=71SINESS OCCUPANTS IN THE CUPERTINO VALLCO REDEVELOPMENT PROJECT z Prepared by the Cupertino Redevelopment Agency CUP/OPRules October 25,1999 s TABLE OF CONTENTS I. [§100] PURPOSE AND INTENT II. [§200] DEFINITIONS III. [§300] ELIGIBILITY IV. LWI TYPES OF PARTICIPATION V. CONFORMING OWNERS VI. [§600] OWNER PARTICIPATION AGREEMENTS , .'. VII. [§700] CONTENTS OF OWNER PARTICIPATION AGREEMENTS VIII. [§800] LIMITATIONS ON ACQUISITION OF PROPERTY BY THE-AGENCY IX [§900] REENTRY PREFERENCE TO BUSINESS OCCUPANTS WITHIN THE PROJECT AREA X. [§1000] AMENDMENT OF RULES Ilk CUP/GPRules i 10/25/99 RULES GOVERNING PARTICIPATION BY PROPERTY OWNERS AND THE EXTENSION OF REASONABLE REENTRY PREFERENCES TO BUSINESS OCCUPANTS IN THE CUPERTINO VALLCO REDEVELOPMENT PROJECT I. [§100] PURPOSE AND INTENT These rules are adopted pursuant to the Community Redevelopment Law of the State of California (Health and Safety Code Section 33000 et seq.) in order to implement the provisions of the Redevelopment 'Plan for the Cupertino Vallco Redevelopment Project regarding participation by property owners and the extension of reasonable reentry preferences to business occupants within the Project. These rules set forth the procedures governing such participation and preferences. It is the intention of the Agency to encourage and permit participation in the redevelopment of the Project Area by property owners and to extend' reasonable reentry preferences to business occupants of real property within the boundaries of the Project Area to the maximum extent consistent with the objectives of the Redevelopment Plan. II. [§200] DEFINITIONS As used herein, the following definitions apply: (1) "Agency" means the Cupertino Redevelopment Agency. (2) "Business Occupant" means any person, persons, corporation, association. partnership,.or other entity engaged in business within the Project Area on or after the date of adoption of the Redevelopment Plan by the City Council. (3) "City Council" means the City C��ncil of the City of Cupertino, California. (4) "Owner" means any person, persons, corporation, association, partnership, or other entity holding title of record to real property in the Project Area on or after the date of adoption of the Redevelopment Plan by the City Council. (5) "Owner Participation Agrer-rent" means an agreement entered into by an Owner with the Agency in accordance with the provisions of the Redevelopment Plan and these rules. CUP/OPRules 10/25/99 (6) "Project Area" means the area described in the "Legal Description of the Project Area Boundaries" (Attachment No. 1 of the Redevelopment Plan) and shown on the "Project Area Map" (Attachment No. 2 of the Redevelopment Plan). (7) "Redevelopment Plan" means the Redevelopment Plan for the Cupertino Valico Redevelopment Project as adopted by the City Council by Ordinance No. on .2000. M. [§3001 ELIGIBILITY Owners shall be eligible to participate in the redevelopment of property within the .Project Area in accordance with the provisions of the Redevelopment Plan, these rules, and the limitations herein described. Participation opportur.ities are necessarily subject to and limited by factors such as the following: (1) The appropriateness of land uses proposed and consistency with the General Plan of the City of Cupertino and the Redevelopment Plan; (2) The construction, widening, or realignment of streets; (3) The ability of participants to finance redevelopment in accordance with the Redevelopment Plan and development criteria adopted by the Agency in implementation of the Redevelopment Plan; (4) The construction or expansion of public facilities; and (5) The fact that, other than public rights-of-way. the Project Area consists of a single retail shopping center that is intended to be redeveloped as a uniform and consistent whole. The Agency presently contemplates that in carrying out the Redevelopment Plan, certain portions of the Project Area may be acquired by the Agency for public improvements, facilities, or utilities. Therefore, owner participation opportunities will not be available for such properties. IV. [§400] TYPES OF PARTICIPATION Subject to these rules and the limitations in Section 300 and this Section 400, Owners shall be given a reasonable opportunity to participate in redevelopment by retaining their properties and redeveloping or improving such property for use in ® accordance with the Redevelopment Plan. CtJP/OPRules 2 10/25/99 Each proposal for participation shall be reviewed by the Agency specifically with respect to the following: (1) Conformity with the land use provisions of the Redevelopment Plan; (2) Compatibility with the standards, covenants, restrictions, conditions and controls of the Redevelopment Plan; and (3) The participant's ability to finance the redevelopment or improvement in accordance with the Redevelopment Plan. V. &WI 'CONFORMING OWNERS The Agency may, in its so?e and absolute discretion, determine that certain 4 real property within the project Area presently meets the requirements of the Redevelopment Plan, and the Owners of such property will be permitted to remain as conforming Owners without an Owner Participation Agreement with the Agency, provided such Owners continue to operate, use, and maintain the real property within the requirements of the Redevelopment Plan. In the event that any of the conforming Owners desire to construct any additional improvements or substantially alter or modify existing structures on any of the real property described above as conforming, then, in such event, such conforming Owners may be required by the Agency to enter into an Owner Participation Agreement-with the Agency. VI. L.6W] OWNER PARTICIPATION AGREEMENT'S Owners wishing to participate in redevelopment withirt the Project Area may be required, as a condition to participation, to enter into an Owner Participation Agreement with the Agency if the Agency determines it is necessary to impose upon the property any of the standards, restrictions, and controls of the Redevelopment Plan. The Agreement may require the participant to join in the recordation of such documents as the Agency may require in order to ensure the property will be developed and used in accordance with the Redevelopment Plan and the Owner Participation Agreement. VII. [§700] CONTENTS OF OWNER PARTICIPATION AGREEMENTS An Owner Participation Agreement shall obligate the Owner, his or her heirs, successors and assigns, and tenants to devote the property to the uses specified in the Redevelopment Plan, abide by all provisions and conditions of the Redevelopment Plan for the period of time that the Redevelopment Plan is in force and effect, and CUP/OPR Wes 3 10/25/99 In the accomplishment of these purposes and activities and in the implementation and furtherance of this Plan, the Agency is authorized to use all the powers provided in this Plan and all the powers now or hereafter permitted by law. B. [§302] Participation Opportunities; Extension of Preferences for een_*:y Within Redeveloped Project Area 1. LW] Opportunities for Owners and Business Qc u a t In accordance with this- Plan and the rules for participation adopted by the Agency pursuant to this Plan and the Community Redevelopment Law, persons who are owners of real property in the Project Area shall be given a reasonable opportunity to participate in the redevelopment of the Project Area consistent with the objectives of this Plan. The Agency shall extend reasonable preferences to persons who are engaged in business in the Project Area to remain or reenter into business within the redeveloped Project Area if they otherwise meet. the requirements prescriber in this Plan and the rules adopted by the Agency. 2. [s304] Rules for Participation Opportunities. Priorities. and Preferences In order to provide opportunities to owners to participate in the redevelopment of the Project Area and to extend reasonable preferences to businesses to reenter into business within the redeveloped Project Area, the Agency shall promulgate rules for participation by owners and the extension of preferences to business tenants for reentry within the redeveloped Project Area. 3. [§305] Participation Agreements The Agency may require that, as a condition to participation in redevelopment, each participant shall enter into a binding agreement with the Agency by which the participant agrees to rehabilitate, develop, and use and maintain the property in conformance with this Plan and to be subject to the provisions hereof. In such agreements, participants may be required to join in the recordation of such documents as may be necessary to ensure the property will be developed and used in accordance with this Plan and the participation agreement. Whether or not a participant enters into a participation agreement with the Agency, the provisions of this Plan are applicable to all public and private property in the Project Area. In the event a participant fails or refuses to rehabilitate, develop, and use and maintain its real property pursuant to this Plan and a participation CUP/RedevelopmentPimi 4 11/29/99 Area if they otherwise meet the requirements prescribed in these rules and the Redevelopment Plan. X. [§1000] AMENDMENT OF RULES These rules may be modified or amended from time to time by the Agency at any regular or duly called special meeting, provided, however, that no such amendment shall retroactively impair the rights of Owners who have executed Owner Participation Agreements with the Agency in reliance upon these :ales as presently constituted. - z CUP/Mules 5 io/25/99 a �e RESOLUTION RA-00-02 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY APPROVING AND AUTHORIZING TRANSMITTAL OF THE PRELIMINARY REPORT TO AFFECTED TAXING ENTITIES ON THE PROPOSED REDEVELOPMENT PLAN FOR THE CUPERTINO VALLCO REDEV"'ILOPMENT PROJECT WHEREAS, pursuant to the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.), the Cupertino Redevelopment Agency (the "Agency") has prepared a proposed Redevelopment Plan (the "Redevelopment Plan") for the Cupertino Vallco Redevelopment Project(the"Project"); and WHEREAS, pursuant to Section 33344.5 of the Cc..ununity Redevelopment Law, the Agency has prepared a preliminary report (the "Preliminary Report') on the proposed Redevelopment Plan for the Project for transmittal to each affected taxing entity as defined in Section 33353.2 of the Community Redevelopment Law; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY THAT: Section 1. The Agency hereby approves the Preliminary Report in the form attached hereto. Section 2. The Executive Director of the Agency is hereby authorized and directed to transmit tie P'reTiminary Report to each affected taxing entity. PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 22nd day of February,2000,by the following vote: Vote Members of the.Redevelopment Agency AYES: Burnett, Chang,James, Statton NOES: None ABSENT: Lowenthal ABSTAIN: None ATTEST: APPRO �--.- ecretary airman, Re eve opment gency _ r PRELIMINARY REPORT CUPERTINO VALLCO REDEVELOPMENT PROJECT Prepared for.- CITY OF CUPERTINO FEBRUARY 2000 Prepared by: KEYSER MARSTON ASSOCIATES, INC 500 South Grand Avenue, Suite 1480 Los Angeles, California 90017 1660 Hotel Circle North, Suite 716 San Diego, California 92108 Golden Gateway Commons 55 Pacific Avenue Mall San Francisco, California 94111 r L TABLE OF CONTENTS EXECUTIVESUMMARY..............................................................................................I............................ 1 A. PURPOSE OF THE REPORT.................................................................................................................. i B. REASONS FOR CONSIDERING REDEVELOPMENT ASSISTANCE............................................................... 1 C. BLIGHTING CONDITIONS...................................................................................................................... 1 D. PROPOSED REDEVELOPMENT PROGRAMS................................................................................I..........2 E. TAX INCREMENT REVENUE................................... ............................................................................. 2 1. INTRODUCTION............................................................................:....................................................4 11. REASONS FOR SELECTION OF THE PROJECT AREA.................................................................6 A. DESCRIPTION AND HISTORY OF PROJECT AREA...................................................................................6 B. PROPOSED CENTER EXPANSION AND RECONFIGURATION.....................................................................8 C. BURDEN ON COMMUNITY....................................................................................................................8 D. NEED FOR REDEVELOPMENT ASSISTANCE......................................................................................... 10 1. Project Costs............................................................................................. ................................ 11 2. Return on Cost:lnvestment........................................................................................................ 11 3. Stabilized Operations ................................................................................................................ 11 4. Conclusion................................................................................................................................. 11 III. EXISTING PHYSICAL AND ECONOMIC CONDITIONS IN THE PROJECT AREA(BLIGHT ANALYSIS)....................................................................................................................................... 13 A. BLIGHTED AREA DEFINED................................................................................................................. 13 B. METHODOLOGY................................................................................................................................ 13 C. PHYSICAL CONDITIONS THAT CAUSE BLIGHT..................................................................................... 14 1. Factors Hindering Economically Viable Use of Buildings or Lots.............................................. 14 0 a. Substandard Design............................................................................................................................. 14 b. Buildings of inadequate Size................................................................................................................15 c. Inadequate Circulation and Access...................................................................................................... 16 2. Lots That are of Irregular Form, Shape and Size and Under Multiple Ownership .................... 16 D. ECONOMIC CONDITIONS THAT CAUSE BLIGHT.................................................................................... 17 1. Depreciated or Stagnant Property Values and Impaired Investments...................................... 18 a. Decline in Sales....................................................................................................................................18 b. Decline in Assessed Value...........................................................................:...................................... 19 2. Abnormally High Business Vacancies and Abnormally Low Lease Rates................................ 19 a. High Vacancy Levels............................................................................................................................ 19 b. Lack of Strong National and Regional Retailers...................................................................................20 c. Low Lease Rates and Monthly Rents...................................................................................................21 3. Conclusion................................................................................................................................. 21 IV. PREDOMINATELY URBANIZED AREA..........................................................................................22 A. URBAN CHARACTER OF PROJECT AREA............................................................................................. 22 B. URBANIZED DEFINITION PER SECTION 33320.1 .................................................................................22 C. REQUIREMENTS PER SECTION 33344.5(1--)....................................................................................... 23 1. Analysis of Urbanized Areas..................................................................................................... 24 a. Total Acres Within The Project Area.....................................................................................................24 V. PROPOSED PROJECTS AND PROGRAMS AND HOW THEY WILL ALLEVIATE EXISTING BLIGHTING CONDITIONS WITHIN THE CUPERTINO VALLCO REDEVELOPMENT AREA......26 A. PROPOSED IMPROVEMENTS.............................................................................................................. 26 B. PROPOSED PROGRAMS.................................................................................................................... 27 lipPreliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino t 0001009 CUP PA:gbd 1 144 3.002.001/2111 r00 VI. PRELIMINARY ASSESSMENT OF THE PROPOSED METHOD OF FINANCING THE REDEVELOPMENT OF THE PROJECT AREA INCLUDING AN ASSESSMENT OF THE ECONOMIC FEASIBILITY OF THE PROJECT AND THE REASONS FOR INCLUDING A PROVISION FOR THE DIVISION OF TAXES..................................................................................28 A. ESTIMATED TOTAL PROJECT COSTS.................................................................................................. 28 1. Affordable Housing Program.........._............................................._............................................ 29 2. Administration..................................................................................................................... ...... 29 3. Net Debt Service Cost- Tax Allocation Bonds.......................................................................... 29 4. Net Debt Service Cost- Other Loans........................................................................................ 30 S. FINANCING METHODS;AVAILABLE TO THE AGENCY.............................................................................30 1. Tax Increment Revenues.......................................................................................................... 31 2. Proceeds from Bonds................................................................................................................ 31 3. Loans. Grants and Contributions............................................................................................... 32 C. PROPOSED FINANCING METHoo, ECONOMIC FEASIBILITY,AND REASONS FOR INCLUDING TAX INCREMENTFIN.4NCING.....................................................................................................................32 D. INDEBTEDNESS LIMIT........................................................................................................................32 Prelimina R ry apart Cupertino Vaficlo Redevelopment Project Keyser Marston Atsouates.Inc. City of Cupertino n 0001009.CUP PA qbd 11413 002 0W IV 11100 APPENDICES Appendix A Photos of Physical Blighting Conditions Plate 1-1 Substandard Design Plate 1-2 Inadequate Vehicular and Pedestrian Circulation Plate 1-3 Inadequate Access Plate 1-4 Inadequate/Poor Signage Plate 1-5 Proposed Projects Appendix B Sources Consulted TABLES II-1 Vallco Fashion Park II-2 Required Income for Benchmark Return II-3 Estimated Retum on Costtinvestment 111-1 — Historical Taxable Retail Sales Trends, Vallco Fashion Park, 1990-98 III-2— Historical Taxable Retail Sales/Sq.Ft. Trends, Vallco Fashion Park, 1990-98 111-3— Comparative Retail Sales Performance 111-4— Average Annual % Change in Taxable Retail Sales, Vallco Fashion Park, City of Cupertino and Santa Clara County, 1990-97 111-5 — Annual % Change in Taxable Retail Sales, Vallco Fashion Park, City of Cupertino and Santa Clara County, 1990-97 III-6— Secured Assessed Value Data, Vallco Fashion Park, 1999-2000 Tax Year III-7— Occupancy and Vacancy Trends, Vallco Fashion Park, 1994-1998 VI-1 - Feasibility Cash Flow—Project Fund VI-2 - Public Improvements and Programs VI-3 - Feasibility Cash Flow— Housing Fund VI-4 - Tax Increment Revenue Projection VI-5 - Real Property Value Added VI-6 - Personal Property Value Added FIGURES I - Composite of Physical Blighting Conditions II-1 - Regional Location I1-2 - Project Area III-1 - Vehicular Circulation 111-2 - Pedestrian Entrance Points III-3 - Ownership IV-1 - Urbanization Map Preiiminary Report Cupertino Vallco Redeveloprr,9nt Project Keyser Marston Associates,Inc. City of Cupertino III 0001009 CUP PA gdd 11413 002 00112J t 1100 EXECUTIVE SUMMARY A. PURPOSE OF THE REPORT his Preliminary Report for the Cupertino Vallco Redevelopment Project has been prepared to fulfill the requirements of Section 33344.5 of the California Community Redevelopment Law ("CRL"). The CRL requires that specific information be provided to affected taxing entities including the reasons for selecting the Project Area ("Project Area'), current conditions in the Project Area, an analysis of urbanization and a preliminary assessment of the proposed method of financing the redevelopment of the Project Area. S. REASONS FOR CONSIDERING REDEVELOPMENT ASSISTANCE Vallco Fashion Park Shopping Center opened in September 1976, and was immediately considered one of the South Bay's premier shopping centers and was also one of the largest. Today, Vallco Fashion Park is the fifth largest shopping center in the South Bay area and the total number of shops has declined from 170 to 118 (or a decline of 31%). Vallco Fashion Park Shopping Center retail sales (including anchors, mall shops and pads) have dropped from its highest sales figure of$162 million (in '1989/90) to $139 million in 1997198. The Vallco Fashion Park Shopping Center historically has been the largest sales tax generator for the City representing 20%-25%of the total sales tax. With the decline of the AOL mail, this figure has shrunk to 15%-18% in recent years. Sales tax is often the single largest revenue source for a citfr, and therefore any decline in retail sales is a major impact to a city's budget. This situation is more critical in Cupertino than in other cities because Cupertino receives such a low property tax rate. Due to the City's relatively low portion of the basic one- dollar tax rate, the City relies heavily on sales tax revenue to support basic city service costs. C. BLIGHTING CONDITIONS The CRL requires that a project have a least one physical and one economic blighting condition. Additionally, the combination of these blighting conditions must present a burden on the community that cannot be remedied without the use of public redevelopment assistance. The following blighting conditions were found to be prevalent in the Project Area. Physical (illustrated on Figure 1) Substandard Design: Functional obsolescence and inadequate pedestrian and vehicle access and circulation that discourage retailers from locating to the shopping center or expanding existing operations. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, inc. City of Cupertino 1 0001009.CUP PA gbd t 1413 002 00112/1 1= g611 sa��afl 1p Otis cot 00% s aat sw orlba 'pace c� ap n i/ •and°�� � F 1 � Inadequate Size: Built-out nature of the center and parking requirements inhibit the expansion of the center to meet contemporary market demands such as the proposed anchor. Lots of Irregular Shaped and Small Sized Lots Held Under Multiple Ownership: Assembling parcels for expansion of the shopping center is complicated by multiple ownership of properties and ground leases. Economic Depreciated or Stagnant Property Values: A 14.1% decline in retail sales over the past eight years and stagnant property values. The decline of the center is evidenced by the unbalanced tenant profile which does not include a sufficient number of national retailers. Since 1994, 12 national and regional tenants have left the mall with only 22% of the space leased to nationally-recognized tenants. Abnormally High Business Vacancies, Abnormally Low Lease Rates, and High Turnover Rates: The shopping center is experiencing a 26% vacancy rate and an additional 29% of the tenants are month-to-month or percentage only leaseholders. The retail consultant to the center's owner has advised that the mall's economic condition has actually worsened this year. D. PROPOSED REDEVELOPMENT PROGRAMS The Agency has identified several redevelopment programs that can be implemented to best assist the private sector in the redevelopment of the Project Area in accordance with the purposes and intent of the CRL. The Agency proposes to implement a public improvements program, expansion of Vallco Fashion. Park, and a tenant attraction and retention program. The combination of these programs will help to remove impediments to revitalization, and alleviate blighting conditions. In addition, the 20% required housing set-aside will assist in improving and preserving the community's supply of low- and moderate-income housing. Specific projects and activities would be implemented within these programs as opportunities occur. E. TAX INCREMENT REVENUE Before the City can adopt a redevelopment project, it must determine that redevelopment would be financially feasible. This is typically accomplished by comparing projected revenues to costs. Revenues are primarily composed of tax increment dollars generated from the sale, transfer or substantial rehabilitation of property above the base year assessed property values at the time of project adoption. Project costs include both anticipated projects and programs 40 Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino 2 0001008.CUP•PA:gbd 11413,002.001/2/11/00 + that the Agency would like to undertake to eliminate blighting conditions as well as administrative costs to implement the redevelopment project. The preliminary assessment of the financing methods and financial feasibility of the Project indicate that the total cost of the Agency programs for blight elimination is approximately 16 million over the 30-year life of the Redevelopment Plan. Approximately $10 million would be required for deposit into the Housing Fund and $12.46 million would be allocated to affected taxing agencies under mandatory pass through formula required under the CRL. The net tax increment revenues available to the Agency over the life of the Project totals $29.34 million, which will provide sufficient revenues to implement the Agency's program and meet all required obligations. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 3 0001009 CUP PA gbd 1 141 3 002 00112111/00 I. INTRODUCTION This Preliminary Report for the proposed Redevelopment Plan ("Redevelopment Plan") for the Cupertino Vallco Redevelopment Project (the "Project" or"Project Area") has been prepared pursuant to Section 33344.5 of the California Community Redevelopment Law ("CRL"; Health and Safety Code, Section 33000 of seq.). The Preliminary Report is one of the legally required documents leading to the adoption of a proposed Redevelopment Plan. The primary purpose of the Preliminary Report is to provide information to the public and governmental taxing agencies, (the "Affected Taxing Agencies") which levied a property tax on all or a part of the Project Area within the last fiscal year. The Preliminary Report provides documentation on the nature and extent of the blighting conditions within the Project Area and how these conditions will be corrected through the use of redevelopment. The Preliminary Report also describes how the redevelopment of the Project Area will be financed so that economic feasibility can be demonstrated. The Preliminary Report provides the following information: 1. The reasons for the selection of the Project Area. 2. A description of the physical and economic conditions existing in the Project Area. 3. A description of the Project Area which is sufficiently detailed for a determination as to whether the Project Area is predominately urbanized, including at least the following: a. The total number of acres within the Project Area. b. The total number of acres that is characterized by the condition described in Section 33031(a)(4), (i.e., parcels of irregular form and shape, inadequate size and in multiple ownership.) C. The total number of acres that is in agricultural use. d. The total number of acres that is an integral par..of;z,n area developed for urban uses. e. The percent of property within the Project Area that is predominately urbanized. f. A map of the Project Area that identifies the property described in b., c., and d., and property not developed for urban use. Preliminary Report Cupertino Valico Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino 4 0001009 CUP PA:gbd 11413 002 0011211 1/00 4. A description of the specific project or projects proposed by the Agency. 5. A description of how the projects and programs to be pursued by the Agency in the Project Area will improve or alleviate the existing physical and economic conditions described in item 2 above. 6. A preliminary assessment of the proposed method of financing the redevelopment of the Project Area, including an assessment of the economic feasibility of the Project, and the reasons for including a provision for the division of taxes pursuant to Section 3367E in the Redevelopment Plan, Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 5 0001009 CUP PA gbd 11413 002 001±2/1110D il. REASONS FOR SELECTION OF THE PROJECT AREA A. DESCRIPTION AND HISTORY OF PROJECT AREA The Project Area encompasses Vallco Fashion Park Shopping Center and the adjacent Rose Bowl site in the City of Cupertino and is located at Stevens Creek Boulevard and Wolfe Road (Figure 11-1). Vallco Fashion Park and the Rose Bowl site are contained within a three-block area bounded by 1-280 on the north, Stevens Creek Boulevard on the south and is intersected by Wolfe Road as illustrated on Figure 11-2. Vallco Fashion Park Shopping Center is the City's largest shopping mail with 1.13 million square feet of ieaseable retail space. The mall shops include 118 stores and 13 food outlets and restaurants. Anchor stores include JC Penney, Sears and Macy's. Vallco Fashion Park Shopping Center opened in September 1976, and was immediately considered one of the South Bay's premier shopping centers and was also one of the largest. Today, Vallco Fashion Park is the fifth largest shopping center in the South Bay area and the total number of shops have declined from 170 to 118 noted above (or a decline of 31 Over the years, Vallco Fashion Park Shopping Center stagnated while competing centers, including Valley Fair and Stanford Shopping Centers, expanded and attracted new upscale retailers, and other retail centers opened throughout the area. Efforts to renovate Vallco Fashion Park Shopping Center have been limited to the expansion of the lower mall level in 1988. In recent years, the mall has experienced a decline in retail activity, with private sector attempts to revitalize the shopping center proving to be unsuccessful. Below is a summary of milestone dates of Vallco Fashion Park Shopping Center. As illustrated below, the priv_ a sector acting alone or with the City, have been unable to effectuate change at the shopping center. Sept. 1976. Vallco Fashion Park Shopping Center opens. Dec. 1991. The City of Cupertino approved a plan that would allow the owners of the mall to eventually expand to the south in exchange for guaranteeing the ice rink's continued operation. Subsequently, the property changed hands, and the City assigned the agreement to Vallco Fashion Park Shopping Center's new owner, a buyer's group represented by Heitman/JMB Advisory of Chicago. Sept. 1992 - Feb. 1993. A multiplex theater expansion project was negotiated and approved by the City Council. The development program consisted of an 11-screen theater to be operated by the AMC movie theater chain, along with the construction of an adjacent 300-space garage. The movie theater was to be underground, next to Sears. However, the theater complex and parking garage were never built. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino 6 0001009 CUP PA eod 11413 002 00112/11100 ao�a11� 661616 aX a�Pl�eBU �� got za 'Aso[ J L8 hdS � sa Sol AIR � SOIV �uvdJ `7!. owt asS y U Ndasof 9 �°� VID L6 SIN ��d 01goebS i i i1ffi�° Oyu —— . j o-Nd �ou�sa2T r`` sdaanni°� , 684 r, i r'~ r r r r r — Sf1�t Project Area 0 0 Denison Ave. • Parking Structure Norwich Ave. 1180 Parking AJ 3 Parking Parking / FjG`1 T4 YI •, f// Wolfe Road �, 4 Parking Parking i I Y ;ii Parking Prepared by:Keyser Marston Associates Figure I I-2 Filename:Smveyarea;Revised I2l31/913 June 1993. Sears undergoes $12.5 million renovation of 11 California stores, including its Valico Fashion Park Shopping Center store. The renovation, part of a S4 billion: nationwide program, undertaken to reconfigure the departments and upgrade apparel displays. Winter 1995. Vallco Fashion Park, Shopping Center is sold to an investment group, Vallco Fashion Park Venture. Jan. 1996. The center's main anchor, Emporium, is closed after being purchased by Federated. Subsequently, the mall's overall occupancy rate dropped as low as 50% in June 1997, and sales —which had been close to$155 million per year for the entire center—dropped to a low of$138 million in the year ending 6/30/97. July 1997—Feb. 1998. In July 1997, 18 months after closing Emporium, Federated retenanted the vacant space with a Macy's Discount Clearance Center. City officials disapproved of Federated placing the Clearance Center in the former Emporium space. They felt that the presence of the Clearance Center discouraged higher-end stores from leasing space at the mail, making it more difficult to revitalize Vallco Fashion Park Shopping Center. In addition, a rival department store chain expanding in the California market, Dillard's, had recently indicated its interest in purchasing the Emporium site and opening a more traditional higher-end department store. Cupertino officials believed Federated had acted to keep a competing store out of the mail by opening the Macy's Clearance Center. An anti-trust investigation into the matter was initiated in October 1997 by the State Attorney General's Office. Subsequently, Federated then made a reevaluation of the economy and demographics of the Cupertino market area, and in Fall 1997, announced that it would replace the Macy's Discount Clearance Center with a full-fledged Macy's store. in February 1998, the State Attorney General's Office negotiated an agreement with Federated settling the maner and no action was taken. Dec. 1997. Teachers' Insurance and Annuity Association (TIAA), a nation-wide pension fund that owned the first mortgage on Vallco Fashion Park Shopping Center, foreclosed on the debts of Vallco Fashion Park Shopping Center's ownership group in order to assume ownership rights to the mall. TIAA hired a new management firm to operate the center, The Richard E. Jacobs Group ("Jacobs Group"). The privately- owned company is one of the largest shopping centers owners in the U.S., according to the retail industry trade magazine Shc;►ping Center World. July 1998. Sears, the landlord of the food court area within the mall, shut down the food court, citing lack of rent payment. Sears announced that the former food court area would be remodeled into a Sears Home Life Furniture store, to open in Fall 1998. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 0001009 CUP PA 9bd 11413 002 001/211 1100 ' Nov. — Dec. 1998. The new Macy's store opened in November, replacing the Macy's Discount Clearance Center. The new Sears Home Life Furniture store opened, replacing the former food court. Oct. 1998. The Jacobs Group (Cleveland. Ohio), which had been managing the mall for TIAA, purchased Vallco Fashion Park Shopping Center from TIAA. B. PROPOSED CENTER EXPANSION AND RECONFIGURATION The Jacobs Group is proposing a number of improvements to expand and renovate the mall to regain its competitive standing, provided that it can initially receive City financial assistance. The expansicn/reconfiguration plan for the Vallco Fashion Park Shopping Center preliminarily includes: (1) addition of an anchor department store, (2)addition of an entertainment use, (3) two new hotels (4)construction of a new parking structure, (5) relocation of the food court, and (6)expansion of the retail bridge. The plans for the expansion are still being finalized and are pending City financial assistance. C. BURDEN ON COMMUNITY The City of Cupertino has been concerned for some time about the economic status of the Vallco Fashion Park Shopping Center. The 23-year-old center once competed with premier centers in the South Bay area but has been in decline for many years. The shopping center exhibits serious signs of obsolescence to the extent that it is now unable to maintain its economic viability in the marketplace or compete with more modem regional shopping centers in surrounding communities. Vallco Fashion Park Shopping Center retail sales (including anchors, mall shops and pads) have dropped from its highest sales figure of$162 million (in 1989/90)to $'i 39 million in 1997/98. The Vallco Fashion Park Shopping Center historically has been the largest sales tax generator for the City representing 20%-25% of the total sales tax. With the decline of the mall, this figure has shrunk to 15%-18% in recent years. Sales tax is often the single largest revenue source for a city, and therefore any decline in retail sales is a major impact to a city's budget. This situation is more critical in Cupertino than in other cities because Cupertino receives such a low property tax rate. Due to the City's relatively low portion of the basic one- dollar tax rate, the City relies heavily on sales tax revenue to support basic city service costs. The problem is compounded by the fact that the mall shops are currently suffering from a vacancy rate of more than 25%. Another 29%of tenants are month to month or percentage only retailers, according to the latest available rent roll. Also, the low percentage of national retailers (22%) is indicative of the inability of the center to compete and a negative momentum which is difficult and expensive to reverse. According to commercial real estate experts in the area, retail occupancy rates in Santa Clara and San Mateo Counties are extremely high due to Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 8 0001009 CUP PA gbd 11413 002 0011211 t/00 e the area's generally high income, and retail properties operate at vacancy rates below 5%. Competing malls such as Stanford and Valley Farr Shopping Centers are currently experiencing vacancy rates in the range of 2% to 5%, well below Vallco Fashion mark Shopping Center's vacancy rate. Additionally, multiple proper: ,w.ners place critical restraints upon reinvestment into the Vallco Fashion Park Shopping Center. The center is under the ownership of three separate parties. With the development activities that are proposed, it will be critical that JC Penney be willing to sell its land, without which the addition of the proposed anchor cannot occur. Redevelopment can assist in the assembly of sites. The need for redevelopment is particularly critical when considering the competition: 1. Valley Fair is nearing completion of a major$90 million expansion project which includes the construction of a 225,000 sq. ft. Nordstrom's department store. The expansion will bring the shopping center's leasable square footage to almost 1.3 million square feet. g 2. A new retail development with approximately 400,000 square feet of retail space will be built on the old Town $ Country Village site across from Valley Fair. 3. Sunnyvale Town Center is planned for a $60 million renovation that will add high-end retail outlets, restaurants and a 20-screen theater. (Note: this project is still in the planning stage.) 4. Stanford Shopping Center has undergone renovations and now has 1.35 million square feet of retail space with upscale anchors such as Macy's, Neiman Marcus, Nordstrom and Bloomingdale's. While these ;hopping centers have expanded and attracted new upscale retailers, Vallco Fashion Park Shopping Center has remained stagnant in its ability to attract new retailers. These, and other competing retail centers, already have an advantage over Vallco and without redevelopment assistance will likely capture a larger portion of the retail market. The Project Area influences the economic condition of the City as a whole insofar as its inability to compete with regional malls has resulted in a loss of saies tax revenues to the City. Problems with the mall as well as the lack of reinvestment on the part of previous owners to maintain the competitiveness of the center in the Santa Clara County/Silicon Valley shopping center market have led to its decline. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino 9 0001009 CUP PA gpd 11413 002 00112111100 1 TABLE 11-1 VALLCO FASHION PARK RENOVATION COSTS(JACOBS COSTS ONLY) DEVELOPER PROFORMA � 214100 BASED ON SK-5 DATED 1129199 1. LAND $1,298.000 11. SITE WORK Sitework and Pad Prep. See Total Reconfigure Parking Lot See Total $3,000.000 III. DIRECT COSTS Renovation of Existing Upper Level $10.046,000 Parking Deck $19,915,000 Convert 1st Floor to Parking $5,990,000 Mail Work for New Dillard's $5,227.000 New Food Court and 2nd Floor Retail $6,257,000 2nd Floor Bridge Retail Expansion $2,657,000 New Public Restrooms $309,000 Asbestos Abatement-Renov. In-Line Space $1,900,000 HVAC Repairs/Improvements $1,500,000 Construction Contingency $5,380,000 $59.181.000 IV. TENANT ALLOWANCES $6.000.000 V. INDIRECT COSTS _ Predevelopment $1,000,000 Architecture 8,Engineering $1,800,000 Leasing Fees $1,300.000 Other $4,143,000 $8,243,000 VI. PAD SALES(ALLOWANCE) ($10,000,000) TOTAL JACOBS RENOVATION COSTS -$67,722,000 PREPARED BY KEYSER MARSTON ASSOCIATES. iNC FILENAME:Warranted Assistance Tables 2-9.TABLE 1 2115/W 2.21 Ph1 RTK D. NEED FOR REDEVELOPMENT ASSISTANCE Vallco Fashion Park is a regional shopping center that has been in decline for the past decade_ There have been at least three separate attempts by nationally renowned regional shopping center management companies to implement a renovation and revitalization plan during this period. Despite their best efforts, these companies have not been able to come up with a financially feasible plan and the Center has continued to decli;te. Twice during the 1990's the Center has changed hands through foreclosure or threat of foreclosure. In late 1998, the foreclosing lender and an affiliate of the Richard E. Jacobs Group, Inc. structured an atypical safe/financing transaction, which allowed The Jacobs Group to explore the possibility of renovation. Absent renovation, Vallco's pattern of decline is expected to continue into the foreseeable future. Vallco Fashion Park is an aging center with inadequate infrastructure and difficult physical constraints that hamper private renovation efforts. These physical difficulties have lead to high vacancies, low sales, depressed rents, and declining value. Consequently, the Center is not producing revenue sufficient to cover all operating expenses, ground rents, and debt service. The Center's state of decline is evidenced by the County Assessor's recent 30% reduction in the secured value of the mall shop improvements from $86 million to $61 million. The central focus of the revitalization strategy for Vallco is essentially two-fold: 1. Attract a New Anchor Tenant - !n order to generate the additional retail traffic needed to reverse Vallco's decline, a new anchor tenant such as a major full line department store is proposed. However, it is typical for department stores to have parking provided for them at no cost. Thus, in order to attract a new anchor tenant, a new structured parking garage will be have to be built at an estimated cost of $20 to $25 million. Other major infrastructure improvements may also be required such as street and utility relocations. 2. Renovation of Mall Shop Space - Major effort and dollars are needed to reposition the existing mall. The poorly conceived lower level mall space suffers from isolation from the rest of the mall and from insufficient access points from either the interior or exterior of the mall. Therefore, much of the lower level shop space is proposed to be replaced with parking, with part of the displaced retail space to be added to an expanded upper level. Nonetheless, the renovation wi!I result in a loss of approximately 100,000 sq. ft. of gross leasable retail area Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc City of Cupertino 10 0001009 CUP PA'9bd 11413 002 0011211 1100 1 1 As the following analysis will show, this combination of costly capital improvements and a reduction in leasable retail area in the mall has made it economically infeasible for the private sector, acting alone, to make the necessary investment. 1. Project Costs The following are the project costs to be borne by The Jacobs Group: Purchase of Mail Improvements $55.0 million SK-5 Renovation Costs (Table 1) $67.7 million $122.7 million 2. Return on Cost/investment To attract the necessary private capital, the anticipated value at completion of the Center must be greater than the cost, in this case $122.7 million. When the value at completion is projected to be less than the cost, then the project is not feasible. KM.A has recently been in negotiations with several national retail developers, including TrizecHahn, DDR Oliver McMillan, Forest City and Madison Marquette. The target rate of return for these developers is between 11% and 12%. The return reflects the uncertainty associated with costs, rents and risks in general, particularly in the predevelopment stage of the investment. 3. Stabilized Operations Table 2 illustrates what the average mall shop GLA rent would have to be in order to support the minimum 11% return on cost/investment. As shown on Table 2, the mall GLA rental income would have to be approximately $14.8 million or $43 uer sq. ft. of mall shop GLA. A more reasonable expectation of rents after renovation is around $25 per sq. ft. At $25 rents, the mall will generate a return of approximately 6.5% (Table 3)_ 4. Conclusion The expansion/reconfiguration program proposed by The Jacobs Group to remedy the center's current problems and renew its long-term viability will require an estimated $67.7 million investment in addition to its $55 million acquisition cost. Without redevelopment assistance, however, it is unlikely that such an investment will be made because the reasonably expected rate of return on that investment will be inadequate. In other words, were the private sector alone to bear all of the costs required to acquire and revitalize Vallco Fashion Park, the expected return on that investment would be about 6.5% compared to the typically expected return of 11% to 12%. To achieve a minimum rate of return, rents at Vallco would have to more than triple following the Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, tnc. City of Cupertino 11 OOO1009.GUP.PA 9bd 11413 002.00112111i00 revitalization. As a result, it becomes apparent that redevelopment assistance is necessary to reduce the required private sector investment and create an economically feasible redevelopment opportunity. Without the investment required to meet Vallco's infrastructure needs and modernize its facilities, the center will likely continue to decline, resulting in further erosion of sales tax and property tax revenue. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc City of Cupertino 12 0001009 CUP PA gw 11413 002.001:2111/00 , TABLE II-2 REQUIRED INCOME FOR BENCHMARK RETURN VALLCO FASHION PARK PER SF TOTAL GLA REQ'D MALL GLA RENT (INCL. OVERAGE) 345,691 SF (1) $14,815.008 $42.86 VACANCY 5.0% ($740.750) SUBTOTAL MALL RENT $14,074,258 GROUND LEASE INCOME FROM PADS/MACY'S (2) $1,300,000 EFFECTIVE GROSS INCOME $15,374,258 OPERATING EXPENSES (3) 5.0% ($768,713) NOI BEFORE GROUND LEASE $14,605,545 LESS GROUND RENT(2) Sears ($286.125) TIAA Fixed Rent Only ($820.000) NOI AFTER GROUND LEASE $13,499,420 LESS THRESHOLD DEVELOPER RETURN Return on Cost/Investment 11.0% $122,722,000 (4) $13,499,420 (1) SK-5 dated 1/29/99 per The Jacobs Group. (2) Source: The Jacobs Group proforma dated 2/4/00. (3) Includes management and reserves and is exclusive of pass- through expenses and CAM Recoveries. (4)The Jacobs Group renovation and acquisition costs. PREPARED BY KEYSER MARSTON ASSOCIATES,INC FILENAME:Warranted Assisianr_e Tables 2-9,TABLE 2 2115100 2 21 PM RTK e � TABLE 11-3 ESTIMATED RETURN ON COST/INVESTMENT VALLCO FASHION PARK PER SF TOTAL GLA REO'D MALL GLA RENT(INCL. OVERAGE) 345,691 SF (1) $8,642.275 $25.00 VACANCY 5.0% ($432,114) SUBTOTAL MALL RENT $8,210,161 GROUND LEASE INCOME FROM PADS/MACY'S (2) $1.300,000 EFFECTIVE GROSS INCOME $9,510,161 OPERATING EXPENSES (3) 5.0% ($475,508) NOI BEFORE GROUND LEASE $9,034,653 LESS GROUND RENT (2) Sears ($286,125) T:AA Fixed Rent Only ($820.000) NOI AFTER GROUND LEASE $7,928.528 RETURN ON COST/INVESTMENT $122,722,000 (4) 6.46% (1) SK-5 dated 1/29/99 per The Jacobs Group. (2) Source: 'rhe Jacobs Group proforma dated 2!4/00. (3) Includes management and reserves and is exclusive of pass- through expenses and CAM Recoveries. (4) The Jacobs Group renovation and acquisition costs. PREPARED BY:KEYSER MARSTON ASSOCIATES, INC. FILENAME.Warranted Assistance Tables 2-9,TABLE 3:2/15100;2 21 PM;RTK III. EXISTING PHYSICAL AND ECONOMIC CONDITIONS IN THE PROJECT AREA (BLIGHT ANALYSIS) AWL A. BLIGHTED AREA DEFINED For an area to qualify for the use of redevelopment, the area must be found to be "blighted". These conditions must be so prevalent and so substantial that they cause a reduction of, or lack of, proper utilization of the area to such an extent that it constitutes a serious physical and economic burden on the community, which cannot reasonably be expected to be reversed or alleviated by private enterprise or governmental action, or both, without redevelopment. This definition is translated into a `four-part blight test." First the area must be characterized by one qualifying physical and one qualifying economic condition_ Second, the combination of these conditions must cause a reduction of, or iack of proper utilization of the area. Third, the lack of proper utilization must constitute a serious physical and economic burden on the community. Fourth, the burden cannot be reversed or alleviated by private enterprise or governmental action, or both, without redevelopment. A finding of blight does not have to be determined for every aspect of the development, but blighting conditions must predominate and affect the area as a whole in order to qualify for the use of redevelopment. As demonstrated below the Project Area is characterized by multiple physical and economic blighting conditions including substandard design, lots of inadequate size under multiple ownership, impaired investments (decline in sales), high vacancies and low lease rates. The combination of these conditions has caused a reduction in the utilization of the area as demonstrated by the decline in the number of shops (170 to 118) and a vacancy rate of 25%. As discussed in Part 11 of this Report, the decline of the center has resulted in lower sales tax needed to fund basic City services. This loss of revenue is an economic burden to the community. To illustrate, in 1990 the City received 20 to 25% of the total City's sales tax from Vallco, which has now declined to between 15 to 1 8%. The private sector has repeatedly and unsuccessfully attemptEA to revitalize the center. The costs to improve the infrastructure, which is a necessary component of the renovation of the center, are disproportionately high to the modest rents received by the center. Without redevelopment assistance the renovation of the center is unfeasible. B. METHODOLOGY The blight assessment performed for this analysis is based principally on information obtained from the following sources: • Various windshield surveys of the Project Area conducted by KMA during November and December 1998 and August 1999; Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 13 0001009 CUP PA,g d 11413 002 0011211 V00 Interviews with Agency and City staff and officials, and; • A review of various documents, plans and other background data provided by staff and center owner, including the following: • Retail sales data from the City's Finance Department; • Assessed property tax data from the Santa Clara Assessor's Office, and; • Vacancy, lease rates and tenant composition information for Vallco Fashion Park. C, PHYSICAL CONDITIONS THAT CAUSE BLIGHT 1. Factors Hindering Economically i/iable Use of Buildings or Lots Factors that inhibit the economically viable use or capacity of buildings and lots include a number of conditions or constraints. Such conditions may include, but are not limited to: substandard design (indicated by characteristics of obsolescence), inadequate size based on development standards and market demand, lack of parking, and other similar factors. The most prominent physical factors inhibiting economic viability of the Project Area are substandard design (functional obsolescence), buildings of inadequate size and inadequate access and circulation as illustrated previously in Figure 1. Combined, these factors impact the Project Area by driving down retail rents and contributing to increased vacancies thereby reducing building reinvestment and discouraging revitalization. a. Substandard Design Vallco Fashion Park Shopping Center has become functionally obsolete. Mall design and retailing trends have evolved from isolated internal oriented structures that were strictly apparel based, to shopping centers with four or more anchors, offering entertainment'and numerous places to eat, including formal restaurants. Newer malls have dramatic pop-out storefronts, are open air or have incorporated skylights into the design of the center to give the sense of openness. The design of the Vallco center is dated, with three anchors, a limited number of eating establishments, and an arcade and ice rink as its primary entertainment offerings. The design of the Vallco Fashion Park Shopping Center lacks two components that are key to most successful contemporary centers: (1) a theme, and (2) a connection to other retailing in the community. The absence of these design features can be illustrated by comparing Vallco to two successful competing centers, the Stanford Shopping Center in Palo Alto and Valley Fair in San Jose. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 14 0001009 CUP PA.gW 11413 002,0011V11100 ` Located 20 minutes north of the Project Area, the Stanford Shopping Center is an open-air, one level mail that advertises having a "park like ambience". The center features 35 varieties of trees, hanging flower baskets and flower planters. The mall's farmer's market and cafe dining reinforce this park atmosphere. There are a total of 140 stores with high-end anchors, such as Andronico's Market, Bloomingdale's, Macy's, Macy's Men, Neiman Marcus and Nordstrom. Located just 10 minutes south of the Project Area, the Valley Fair Shopping Center is nearing completion of a $90 million remodeling project, which includes a newly constructed Nordstrom and parking facilities. The two level mall incorporates an enclosed main street theme, high- end stores, larger retail spaces, cafes, restaurants and free valet parking. There are 168 stores including Macy's, Macy's Men store and Home Furnishings, and Nordstrom. Vallco Fashion Park Shopping Center, though attractively landscaped, projects a fortress-like image with blank walls. The mall's confusing circulation system of tunnels and ramps reinforces the fortress image, which provides no visual connection with its surroundings. The mall was built at a time when having a concentration of retail stores was sufficient to insure its success. Its generic building envelope is uninspiring and in an increasingly entertainment oriented society has little to offer. Furthermore, because of the decentralized character of retailing in Cupertino, there is no opportunity to build on other retail uses. Many of the retail spaces are functionally obsolete. Very little foot traffic could be observed on the lower level of the mall shop space, even during peak shopping hours. Many of the stores in the lower level are either vacant or are being used for low-end retail or non-retail uses such as an historic museum. The lower level of the mall has few access points from the exterior or interior and feels closed in and dark. Appendix A Plate 1-1 typifies vacancies and mall activity during the mid-aftemoon. The mall's upper level also contains a number of vacant retail spaces and non-traditional mall uses such as the Vallco Children's Development Center and Heakin Research offices. With 456,395 sq.ft. of mall shop space (GLA), excluding pads, there is an excessive amount of mall shop space relative to the anchor stores and market demand. Also, the configuration of the existing space does not lend itself to contemporary regional shopping center requirements. The Jacobs Group has concluded that the amount of mall space needs to be reduced and the lower level of the mall space between Sears and Macy's should be demolished and conversed into parking. Ib. Buildings of Inadequate Size The Jacob Group's assessment of the tenant mix and retail layout of Vallco Fashion Park Shopping Center is that it is inadequate to attract or retain contemporary retailers. Another retail anchor or major entertainment component have been identified as key to the center's comeback. Vallco Fashion Park Shopping Center's existing structure cannot accommodate Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino 15 0001009 CUP PA.9bd 1 t 4 t 3 002 001/2/t 1/t10 these plans. The existing building envelope is dominated by small retail spaces that average approximately 25' X 100' in dimension. The dimensions of existing spaces result in a high cost to reconfigure the spaces to attract anchor tenants or a multiplex movie theater. Appendix A Plate 1-1 includes photos of small sized retail spaces typically found at Vallco Fashion Park. The retail bridge which crosses Wolfe Road and connects the east and west sections of the center is too narrow in terms of leasable space for most retailers Existing retail space located on the southside of the bridge is considerably smaller than other retail spaces in the mall, averaging 33' X 17' per retail space. In order to be more competitive, the new owners are proposing to expand the retail bridge in order to create wider, more useable and more functional retail space. (Figure 1) c. Inadequate Circulation and Access Store locations, their parking and access are not clearly identified and confuse users (Figure III-1, Appendix A Plate 1-2). The confusing circulation system of Vallco Fashion Park Shopping Center is compounded by tunnels, and inadequate access and signage. Ingress and egress points are difficult to find. Entry points into the mall have deep setbacks, are not clearly marked and are obscured by buildings or parking structures. Of the 12 entrances to the center, 6 are located at the lower level under covered parking and are not clearly identified. These entrances are illustrated in the accompanying map and photos (Figure III-2, Appendix A Plate I-3). These entrances are not visible to shoppers from the street, travelling along North Wolfe Road or Stevens Creek Boulevard. Of the 6 upper level entrances, only Sears and JC Penney's entrances are visible from either Stevens Creek Boulevard or Vallco Parkway. Most upper level entrances were also identified as being small in scale. Once inside the center, its "L" shape design and relatively narrow shopping bridge over Wolfe Road visL'ally isolates J.C. Penney from the remainder of the center. Contributing to the problem of inadequate access and circulation are small and obscured signs used in identifying the mall's location in and around Vallco Fashion Park (Appendix A Plate 1-4). Most signs directing motorists onto and throughout the center's property are either not clearly marked or are obscured by buildings or parking structures. Other signs are too small and can not be easily observed from the street. Only two small signs identify access points to the shopping center for southbound users on Wolfe Road while only one sign identifies access points for northbound users. Unfortunately, these signs gives no clear direction on how to enter the property. 2. Lots That are of Irregular Form, Shape and Size and Under Multiple Ownership Adequate parcel size and dimension are necessary if land is to be effectively utilized. Certain minimum lot sizes are required to make contemporary retail development possible. To expand Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates.Inc. City of Cupertino 16 0001009 CUR PA 1.1413 002 001/2/11/00 gObzrL „off , 103 uo�� 1 �t'e��'S � y^ ,,'$ ;'�' .•icy � '`!�� s o�a9afr'aeat a run ALIML �l a Sire=� f d �i /! Denison rParkin Structure Norwich Ave. :{ WIF a I4.4 ' MN. r� 71r�' •�� L�1,:}du.u.,Zyjkjifl'.\I �i ��'' U!�7" 1:1 1 t: { r .`.�rtjiy�� r�F klq 'A1 e6ei �'��FTJrx� n���' vi .YixPP'lr arnrli .i,mom (-i Fy / 1 Ownership Primp®sed Pr®jests 0 IDenison Ave. Parking Autiotivo Structure Norwich Ave. 90 i r it' i u4� � S �.j/� •y" •!,,• ,Seta .18 Parking parking Penang 1b4 �M�f►6 CA Wolfe Road on n e ° Proposed- poss: >' e Parking k� � Stricture - .(3/story) Parking i , _ Jacob's Grow Parking F k��. p J Jacob's Group Air Rights Proposed a _' Cinema ,' �'®� J.C.Penney l000d y �w s®■ Sear r�®B4 Sears d.ease to Jacob's Group M -60--a Prepared by:Keyser Marston Associates Figure W-3 Filename:Pmposederea;Revised 1/19/99 the shopping center, additiona! land and revitalization and assembly of existing parcels is necessary. The additional land and reconfigured parcels must be large enough to accommodate the new retaillenteltainment anchors, setback areas, and parking and circulation space. Vallco Fashion Park Shopping Center is under multiple ownership. The ownershi,) pattern is critical since in order to attract key anchor tenants, such as a department store, it will be necessary to create new parcels. Three separate parties own the 16 parcels in the Project Area (Figure 111-3). Sears Roebuck owns three parcels that include the Sears Store, Sears' parking lots and the southern section of center_ Sears currently leases roughly one quarter of its property to the Jacobs Group for center use. The Jacobs Group controls 12 parcels that are the sites for the majority of the center, the retail bridge, the M1acy's Department store, the ice rink, and the El Torito and T.G.I.F. restaurants and parking facilities. JC Penney owns one parcel that includes the JC Penney store and the surrounding parking lots. The diversity of ownership complicates land assembly efforts and the ability to expand the shopping center without agreement by all parties. D. ECONOMIC CONDITIONS THAT CAUSE SLIGHT The Project Area's economic conditions were evaluated with particular regard to economic blighting conditions. Through real estate surveys, analysis of land use patterns, interviews with real estate brokers knowledgeable about the area, and analysis of U.S. Census data, the Project Area was found to be characterized by economic conditions that cause blighi. These conditions included depressed or stagnant property values, as evidenced by a decline in retail sales, abnormally high vacancies and abnormally low lease rates. As stated previously, Vallco Fashion Park Shopping Center suffers from an obsolete substandard design with building dimensions and site design that inhibit improvements that would make the mall competitive with other shopping centers. These weaknesses are particularly apparent in its marketing appeal when compared to the Stanford and Valley Fair super regional centers. Additionally, the planned reconstruction of Town and County and the Sunnyvale Town Center will have a further negative impact on Vaiico Fashion Park Shopping Center. Evidence of substandard design include: 1. Decline in retail sales at Vallco Fashion Park's mall shop space and pads (the mail). 2. Decline in assessed value of the mall. 3. High vacancy levels in the mall. 4. Lack of strong national and regional retailers in the mall. (01 Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates,Inc. City of Cupertino 17 0001009 CURPA gbd 11413 002 001/2/11100 5. Nigh percentage of tenants that are either month to month or percentage only retailers relative to typical centers. 6. inability of the mall shop space to attract a significant fashion or higher image retail component to be competitive with Stanford and Valley Fair Shopping Centers. These indicators of economic blight are discussed below. 1. Depreciated or Stagnant Property Values and Impaired Investments a. Decline in Sales Table III-1 summarizes historical sales trends for the mall shops and pads at Vallco Fashion Park Shopping Center. The retail sales for the mall shops and pads peaked in Fiscal Year 1989-90 at $80.3 million. Since that time, sales have slid, both on an absolute basis and on a per sq.ft. basis. On an absolute basis, sales for the mall shop space and pads have fallen from $80.3 million in Fiscal Year 1989-90 to $62.1 million in Fiscal Year 1997-98. This represents an overall decline of 23% and an average annual decline of 3.2% since that time. On a per sq.ft. basis, retail sales/sq.ft. for the mall shops and pads also peaked in Fiscal Year 1989-90 at$169/sq.ft(Table 111-2). Similar to actual dollar retail sales, retail sales per sq.ft. of mall shops and pads space dropped to $131/sq.ft. as of Fiscal Year 1997-98. This represents an overall decline of 22% and an average annual decline of 3.1%. It is also useful to compare sales for the mall shops and pads to industry averages and other centers. The International Council of Shopping Centers (ICSC)publishes widely respected retail statistics for super regional shopping centers (comparable to Vallco) in the publication ICSC Monthly Retail Index(December 1998). Please refer to Table 111-3. Aggregated data indicates that mall tenants (all other tenants besides department stores) at super regional centers in the San Francisco-Oakland-San Jose CMSA (Bay Area) generate average annual sales of$347 per sq.ft. of mall GLA (Table 111-3). Vallco Fashion Park mall shops annual sales/sq.ft, average less than 40% (37.8%) of the national average. In addition, sales per sq.ft. in the Vallco Fashion Park mall shop space lag considerably behind both Stanford Shopping Center and Valley Fair(Table 111-3). The most recent available information indicate that Stanford's retail sales are in the range of$550/ per sq.ft per year. Vallco Fashion Park mall shop sales at $131/sq.ft. are only 24% of the saies/sq.ft. at Stanford. Valley Fair shows even higher sales per sq.ft., with retail sales averaging $636 per sq.ft. Vallco Fashion Park mall shop sates/sq.ft. achieve only 21% of the Valley Fair performance. Preliminary Report Cupertino Vallco Redevelopment Project Kayser Marston Associates,Inc. City of Cupertino 18 OOC1 M CURPA_gbd 11413 002 00112/11100 r MEN e TA13LE 111-1 TAXABLE RETAIL SALES TRENDS,VALLCO FASHION PARK, 1989190-1997/98 CUPERTINO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REPORT CITY OF CUPERTINO Retail Sales Mail Shops Total Vallco M01 Year &Udsill Sales(21 1989-90 $80,287,000 $162,081,000 1990-91 $71,703,700 $147,560.400 1991-92 $74.913,400 $150,964,300 1992-93 $77,451,200 $152,994,400 1993-94 $7S,572,500 $156,73%000 1994-95 $71,734,400 $154,597,700 1995-96 $74,769.600 $154,016,300 1996-97 $68,450,900 $137,700,500 1997-98 $62,060.500 $139,275,100 %Change, 1989190-1997/98 -22.7% -•14.1% I Taxable Retail Sales,1989190-1997/98,Vallco Fashion Park-Mall Shop b Pads Only $90.0 $85.a - _ - $80.3 $80.0 — -- i c $77.5 $74.9 $74.8 I $75.0 - - --» _.- I $75.6 $70.0 --- �- -- --- — $71.7 $68.5 � I I $6.5.0 1990 1,991 19-32 1993 1994 1995 1996 1997 1998 i i Notes: (1) Based on m811 shops and pad space of 474.855 sq ft.of GLA(mall shops-456,395 sq.ft.,pads-18,4@0 sq.ft.), including both 0=mied and wumm ied space. (2) Based on total center GLA of 1,134.362 sq.ft.(659,507 sq.f!of anchor space,474.855 sq.ft.mail shopstpads.), including both ocm*ied and unoccupied space. Source: Calftrrt±a State Board of Equalization,City of Cupertino,KMA. Prepared by Keyser Marston Associates,Inc. Filename: EXCEL%CUPERTINORVallcoP►olimReport: Vallco Relari sales: 1/6/00: WCM. Finally, historic taxable sales at Vallco Fashion Park's mall shops and pads lagged considerable behind both the City of Cupertino and Santa Clara County over the past several years (Table III-4). From Fiscal Year 1990-91 to 1997-98, Vallco mail shops and pad taxable sales declined at an average annual rate of 2.0%. Considering that Vallco Fashion Park Shopping Center is a rnaior sales tax generator for the City of Cupertino, accounting for 20%- 25% of the City's taxable sales in several years during this time period, the decline is significant. Over the same period, the City of Cupertino posted an average annual increase of 0.6% in taxable sales compared to 4.7% countywide. This countywide growth rate is indicative of the strength of the Silicon Valley/South Bay economy during this time period. However, as evidenced by the decline in taxable sales, Vallco Fashion Park Shopping Center did not participate in this economic revival. Table 111-5 illustrates this point graphically. In the past three years, Vallco Fashion Park Shopping Center has posted two years of sales decline between 8%-10% and one year of modest/average growth (4.2%). Meanwhile, over the same three years, Santa Clara County taxable sales have increased between approximately 8%-10% each year. The decline is particularly notable given the strong economy of the Silicon Valley. b. Decline in Assessed Value The current assessed value of the mall shops (and pads), as of the 1999-00 tax year, is $64,096,119 (Table I11-6). Also, according to information provided to KMA by The Jacobs Group, rent levels are declining in the mall shop space (1997 actual income, 1998 projected income). To put this into perspective, this decline came at a time when the local Silicon Valley economy was booming, personal income was rising, and rent levels for commercial and retail space were increasing throughout the Bay Area. Decreasing rent levels directly translate to lower property value. In summary, without substantial reinvestment in the center, the value of Vallco Fashion Park Shopping Center will continue to stagnate or decline as the mall continues to underperform. 2. Abnormally high Business Vacancies and Abnormally Low Lease Rates a. High Vacancy Levels Vallco has experienced a steady rise in its vacancy rate over the past several years. Table I11-7 summarizes the occupancy history of the mall shop and pad space at Vallco for the past five years. The vacancy rate rose ..-om 21% in 1994 to 33% in June 1998 (it stood at 26% as of November 1998). The actual amount of GLA leased fell from 401,514 sq.ft. in 1994 to 340,520 sq.ft. in June 1998 (358,934 sq.ft., as of November 1998, the most recently available rent roil). It is important to note that the rise in the occupancy level (and decline in the vacancy level) of the mall shop space and pad space in the second half of 1998 is not due to a Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 19 0001009 CUP PA gpd 11 a 1 J 002 00112/11100 TABLE I11-2 TAXABLE RETAIL SALES/SA.FT. TRENDS, VALLCO FASHION PARK, 1989190-1997198 CUPERTINO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REPORT CITY OF CUPERTINO Retail Sales/Sq.1t. Mall Shops Total Valico Fiscyl Year &Pads 1 Sales 2 1989-90 $169 $143 1990-91 $151 $130 1991-92 $158 $133 1992-93 $163 $135 1993-94 $159 $138 1994-95 $151 $136 1995-96 $157 $136 1996-97 $144 $121 1997-98 $131 $123 %Change, 1989/90-1997/98 -22.7% -14.1% Taxable Retail Sales/Sq.K., 1989/90- 1997198, i/aAco Fashion Paris-. � Mail Shops& Pads Only $169 $1 63 $165 $160 - $157 � — $155 5$-- — — $150 -- $151 $151 $145 -- ------ --- 4 $140 $13 $130 1990 1991 1992 1993 1994 1995 1996 1997 1998 Notes: (1) Based on mall strops and pad space of 474.855 sq.ft.of GLA(mall shops-456,395 sq.ft.,pads-18,460 sq.fL), indudlng both occupied and unoccupied space. (2) Based an total center GLA of 1.134,362 sq.ft.(659,507 sq.ft of anchor space,474,855 sq.ft.mall shopslpads.). including both occupied and unoccupied space. Source: California Slate Board of Equalization,City of Cupertino.KMA Prepared by: Keyser Marston Associates.Inc. Filename: EXCEUCUPERTINO%VallcoPretimReport: Val=Refad sales per sq.ft.; 1/6100; WCM. t TABLE 111-3 COMPARATIVE RETAIL SALES PERFORMANCE CUPERTINO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REPORT CITY OF CUPERTINO Estimated Sales/Sq.ft. of(Mall GLA(1) San Francisco-Oakland- San Jose CMSA(2) $347 Stanford Shopping Center(3) $550 Valley Fair(4) $636 Vallco Fashion Park(5) $131 Comparative Retail Sales Per Sq.ft., Mall tenants at South Bay Super Regional Centers&Bay Area Average I $700 $636 i $600 $500 I — $400 ..s- I $300 — — $200 - . i •,, $131 j $100 San Francisco- Stanford Valley Fair(4) Vallco Fashion Oakland-San Shopping Center Park(5) i y Jose CMSA(2) (3) Notes: (1) Gross le:o4able area. (2) Source: International Council of Shopping Centers,Monthly Retail Index Report,1998, for mall tenants. (3) Source: San Jose/Silicon Valley Business Journal, 1996 (4) Source: NRS Shopping Center Directory, 1999 edition (5) Source: City of Cupertino;includes both occupied and unoccupied space Prepared by: Keyser Marston Associates,Inc. Filename: EXCELICUPERTINO\ValicoPrelimReport; Dollars&Cents Data` '/6100; WCM. EVA � 1 TABLE 111.4 AVERAGE ANNUAL%CHANGE IN TAXABLE RETAIL SALES,VALLCO FASHION PARK, CITY OF CUPERTINO AND SANTA CLARA COUNTY, 1990-1997 CUPERTINO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REPORT CITY OF CUPERTINO ANNUAL TAXABLE RETAIL SALES(S Thousands) Vallco Mall Santa Clara Shops S Pads City of Cupertino County U in 0 1990-1991 4.5% -4.1% -1.6% 1991-1992 3.4% 1.4% 2.8% 1992- 1993 -2.4% 1.9% 0.6% 1993-19U -5.1% -1.3% 4.6% 1994-1995 4.2% 4.4% 10.1% 1995-1996 -8.5% 2.4% 9.3% 1996-1997 -9.3% -0.3% 7.9% 1990-1997 -2.0% 0 6% 4.7% Average Annual%Change,Taxable Retail Sales, 1990-1997 i ; I 4.0% - ---------- 3.0% -- - - - _ - j 2.0% 1.0% ---- - 0.6% _- -1.0% - .ti -- - ----- -- -2.0% -3.0% ----2.0% ------ _ _-`----- i Vallco Mall Shops&Pads City of Cupertino Santa Clara County Notes: (1) For Vallco only,taxable retail sales for Fiscal Yr. 1990-91 (July'90-June'91)through Fiscal Yr. 1997-98(July'97-June'98). (2) For City of Cupetino and Santa Clara County,data is for calendar year,1990-1997. Sowce: Cadlomis State Board of Equazaacn.City of Cupertino.KMA. Prepared by. Keyser Marston Ae OcWes.Inc, Filename: EXCEUCUPERTINO1VeleoPreftReporl: TaxabloSatesTable. ii6/00; WCM TABLE 111-5 ANNUAL'n' ^CHANGE IN TAXABLE RETAIL SALES,VALLCO FASHION PARK, CITY OF CUPERTINO AND SANTA CLARA COUNTY,1990-1997 CUPERTINO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REPORT CITY OF CUPERTINO ANNUAL PERCENT CHANGES Vallco Mail Santa Clara Shops S Pads City of Cupertino County w iJ u 1990-91 4.5% -4.1% -1.6% 1991-92 3.4% 1.4% 2.8% 1992-93 -2.4% 1.9% 0.6% 1993-94 -5.1% -1.3% 4.6% 1994-95 4 2% 4.4% 10.0% 1995-96 -8 5% 2.4% 9.3% 1996-97 -9.3% 0.3% 7.9% 1990- 1997 -2.0% 0.6% 4.7% Annual%Change in Taxable Retail Sales,Vallco Fashion Park,City of Cupertino and Santa Clara County,1990-1997 15.0% - ..._... __ . 10.0% 0.0% - i 4. -10.0% - ----------.._._----- -- -- ------_...._ 1990-91 1991-92 1992-93 1993-94 1994-95 1995-96 1996-97 0 Vallco Mali Shops&Pads ®City of Cupertino 0 Santa Clara County Notes: (1; For Vallco only,taxable retail sales for Fiscal Yr.1990-91(July'90-June'91)through Fiscal Yr. 1997-98(July'97-June'98). (2) For City of Cupelino and Santa Clara County,data is for calendar year,1990-1997. Sauce Catitarma State Board of Equali>! mn.City o1 CuWuto,KMA. PmMed by. Kayser Mir"Aswa tes,Ina. Filerwo. C.IEXCELICUMT@IO%VadwPrelunRepoa, TauAteSaleerablo2; 1000; WCM. O TABLE 111-6 SECURED ASSESSED VALUE DATA,VALLCO FASHION PARK,1899.MO TAX YEAR CUPERTIHO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REPORT CRY OP CUPERTINO C SES8ED VALUES:t88S�2000 J CORRECTED CORRECTED CORRECTED TOTAL SITE SECURED SECURED SECURED SECURED SITE OWNER SQUARE JACOBS LAND IMPROV PERS PROP ASSESSED TAX RAT[ APN ADDRESS NNk FEET III GLA(11 VALUE(4! VALUE tT VALUE MO. A9EA MALL SHOPS 316-20«7 10123 N.Wolfe Road Teachers Ins.Annuity Assoc 189,488 $4,817.840 f0 $0 54,817,848 13003 ?:o2DM 10150 N.Wolfe Road Teachers Ins.Annuity Assoc, 65,340 f1,030,000 so 10 31.831,Ow 13W3 316.20" Wolfe Road Teachers Ins,Annuity Assoc, 4.791 6124,000 $102.000 10 522t,0W 13003 310.20057 N.Wolfe Road Teachers Ins,Annuity Assoc. 6,888 i178,t w '00 10 $178,000 13003 310-2D4)59 (Land Only)Cupertino, Teaehm!m Annuity Assoc f185.000 s0 10 $195,000 13003 318.Z).= 10123 N Waft Road Teachers Ins.Annuity Assoc, 234.352 15,I359,0u0 14,985.0M s0 $10,844,000 13003 318-20-M (Land Only)Cupertino Toachers Ins.Annuity Assoc. $93.000 f0 f0 $93.000 13003 318.204M 10123 N.Wolfe Road Teachers Ins,Annuity Assoc. 31.461 f735,Wo f 1,744,000 f0 f2.479,0W 13003 316.2 4)87 10343 N WeOe Road Teachers Ins.Annuity Assoc. 260,624 17,185,000 118,161,000 f0 f25.320,000 13003 316.20MI 1010 i N.Wolfe Road Seam Roebuck and Co. 190,793 14,M 386 f8.239.085 f0 f14,4197.473 13003 MALL SHOPS SUBTOTAL 1,016.816 47,1,13E $25.111155,034 $34.231.095 t o 159,888,119 PER SO.FT. $26,26 $33.70 10.00 $58.95 PADS EL TORITO 316.20.052 10330N We"e T'jad Teachers Ins Annuity Assoc. 37.461 9,500 f1,050,000 11,120,000 f0 f2,170.000 13003 TGI FRIDAY'S 316 20-065 10343 N WrAe Road Teachers Ins.Annuity Assoc. 47 OM 8'm $1,320.000 f720.000 10 f2.040.000 13003 PADS SUBTOTAL 84,50E 18,480 $2,370,000 $1.840,000 10 14.210,000 _ PER SO.FT. $28 M $21 77 $000 149 82 MALL SHOPS AND PADS SUBTOTAL 1,100,321 511,598 f28,025,034 f38,071,085 f0 $64.090,179 PER SO.FT. $25.47 $32.78 30OD $56 25 DEPARTMENT STORES MACy3 318.20-064 10333N Wolfe Road Teardlers Ms.Annuity Assoc 508,345 178,062 13.848,897 $8,110.077 f0 $11.982,774 13003 (Mail to Federated Dapt.Sbw") 316.2121482 10150 N.Waft Road JC Penney Propudies SSZ340 202.380 13,383,245 58.495,555 $1,101,538 $12,9611,338 t3003 SM 316.21)4W 10101N.WofeRoad Sears Roebuck and Co. S40,580 247,105 itMM.812 f7,082.898 f035,445 i10,402,955 BOOS Egms TBH 310.20062 N.'Wade Road Sears Roobuck and Gi. 33,027 Incl.ettovo i1.Ot' f1.502,331 1D $1503349 130D3 DEPARTMEMSTORE95i1pT+)?AL 1,834,292 827,077 f9,19S,772 f2S,19B,681 f2, 2442.983' f�,835,416 PER SO.FT $563 115 42 f1.49 $22 54 TOTAL 2.734,013 1,138,625 f37,220,608 181,287,74e f2,442,983 $100.931,535 A 62.78 Acres PER SQ FT. f 13.81 $22 40 10 89 $30 01 (1)To be contimted by The Jacobs Group (2)As 0orrectad by Santa Ctsra My Assessor(iorn 99) lou,a Sitri4 Om AnaraWY OR:a Yr9wed by Kelm Room Atwdtta.M. fftwm letYonMd•.AVeMsMadd IMW;Ata s r TABLE 10-7 OCCUPANCY AND VACANCY TRENDS,VALLCO FASHION PARK,1954.1998 CUPERTINO VALLCO REDEVELOPMENT PROJECT PRELIMINARY REDORT CITY OF CUPERTINO Occupancy Vacancy Rate, (Sq.fL of Mall Mall Shops& Year GLA) Pad Space 1994 401,514 20.7% 1995 400,843 20.8% 1996 388,395 23.3% 1997 355,378 29.8% 1998 340,520 32.704 Current,Year- 358,934 26.3% End 1998 Occupancy and Vacancy Rate Trends,Vallco Fashion Park, 1994-1999 i 410,000 - - — -- 35.0% 401,514 400.843 32.7e 400,000 I 9.8% - 30.0% 390,000 388,395 380,000 25.0°h 23.3% �! 370,000 20 8% 20.7% 20.0% 360.000 355,378 1 350.000 15.0% I 340.520 340,000 j 10.0% 330,000 5.0% 320,000 310,000 0,0% 1994 1995 1996 1997 1998 Occupancy(Sq.ft.of Mall GLA)--*---Vacancy Rate,Mal!Shops 3 Pad SpacR Source: City of Cupertino,The Jacobs Group.KMA. Prepmed by. Keyser Marston ADsocEates,Inc. Filename: EXCEOCUPERTINO\VokoPrelimReport: vaeaoey, wom v:C�r e 1 turnaround in the economic performance of the mall but rather due to the one-time retenanting of the food court into a Sears Home Life and to economic incentives by the management to attract retailers based on percentage only rents and month to month rents. In addition, the retail consultant to The Jacobs Group stated that the mall shop and pad space will post a higher vacancy level for the fiscal year 1999, due to several tenant departures earlier this year. b. Lack of Strong National and Regional Retailers Strong national and regional retailers, including high-end retailers, have not elected to lease space in the tr.all in recent years. The closing of Emporium in January 1996 was a major blow to Vallco's prestige. According to i0ormation provided by The Jacobs Group, only approximately 22% of the mall's shop space (GLA) is leased to nationally recognized tenants. When underwriting a loan, lenders typically require rent from nationally recognized tenants to represent over 60% of the rental income. The lack of strong retailers hurts the economic value of the mall space. Of the approximately 61,000 sq.ft. of mall GLA that has been vacated from 1994 to June 1998, approximately 57% was previously occupied by nationally occupied tenants, according to The Jacobs Group's retail consultant. It can be concluded that tenants that typically lease space in successful regional malls are not willing to lease space at Vallco Fashion Park Shopping Center. If these tenants are currently occupying space, many are not renewing their leases upon expiration. Ask Among the tenants which have vacated the mall from 1994 to 1998 are the following: • The Gap • AT&T Phone Center • Pearle Vision • Sbarro, An Italian Eatery • Mrs. Fields Cookies • San Jose Sharks Team Store • Burger King • Fox Photo • Gingiss Formal Wear In addition, the following tenants have vacated the mall in 1999: • The Limited • Ross Dress for Less • Kinney Shoes No new national or regional tenants have been added to the mall since 1994. Preliminary Report CupeHino Vaitcp RercADv > !n*Protect Keyser Marston Associates,Inc. City of Cupertino 20 0001009 CUP PA gM 11413 002 0011211 V00 c. Low Lease Rates and Monthly Rents Typically in a super regional center such as Vallco Fashion Park Shopping Center, malls shop and pad tenants are on long term leases, and pay a base rent and a percentage rent based on sales performance. To balance risk, loans for shopping centers frequently require that a certain percentage of the space and rent roll be leased to tenants with high credit ratings and/or with assets over a certain amount ("financeable leases"). In the case of Vallco Fashion Paris Shopping Center, however, there is a significant amount of mall shop and pad space (29%)occu,pied by tenants that are either on month-to-month leases or paying percentage rent only. This space is not counted in the vacancy statistics but obviously these tenants are not on long term leases and/or paying guaranteed base rent. Deducting the tenants paying only percentage rents and month-to-month leases, and the Express retail space (23,615 sq.ft.)yields approximately 218.000 sq.ft. encumbered with leases requiring the tenant to pay a minimum rent. Therefore, according to Sill Kenney (Retail Consultant to The Jacobs Group), only approximately 45% of the GLA is leased to tenants that have a long-term obligation to pay minimum rent. Stated differently, from an underwriting perspective, only 45% of the GLA is leased with financeable leases. 3. Conclusion It is currently very difficult to attract and retain quality tenants to Vallca Fashion Park Shopping Center, according to The Jacobs Group. Prospective quality tenants are concerned that Vallco Fashion Park Shopping Center has an inferior merchandise mix. The inability of the mall shop space to attract a significant fashion or higher image retail component has weakened Vallco Fashion Park Shopping Center's ability to be competitive with Stanford Shopping Center and Valley Fair. Unless the proposed expansion and refurbishment project proceeds, the center will continue to underperform and most likely will continue to decline. Tenant turnover will be high, and the merchandise mix will consist predominantly of mom and pop tenants, which are typically undercapitalized and have high failure rates. Preliminary Report Cupertino Vallco Redevelopment Protect Keyser Marston Associates, Inc City ot,Cupertino 21 NO1009 CUP PA.gbd 11413 002 00112/1 1/00 t IV. PREDOMINATELY URBANIZED AREA In accordance with the ordinance approving a redevelopment plan, the City Council must make the finding that the Project Area is predominately urbanized, as defined by subdivision (b)of Section 33320.1 of the CRL. The following information provides the documentation necessary to make the predominately urbanized area finding. A. URBAN CHARACTER OF PROJECT AREA The General Plan designates the City of Cupertino as an "urban area". Such areas are developed with a variety of land uses, including low density residential development, commercial and industrial uses, and public facilities. Urban areas are served by infrastructure such as water, collection and treatment of wastewater, storm drainage, streets and transit. These areas are defined as providing housing, services and employment for the majority of existing and future residents. Development in urban areas is proposed by the General Plan to take place through infill of vacant developable parcels. The City's General Plan designates the areas planned for urban uses and the provision of public services and infrastructure during the time horizon of the Plan. Major land use categories designated for urban use within the City include: mixed-use designations, residential designations, commercial and industrial designations, and public and quasi- public/institutional uses. Land uses identified within the Project Area include: residential, mixed-use commercial, office, industrial and/or hotel facilities. The Project Area is centrally located within the boundaries of the City. The Project Area is also surrounded by parcels of land planned and currently used for commercial, residential and public use. No land within the Project Area is vacant and the Project Area as such is urbanized. B. URBANIZED DEFINITION PER SECTION 33320.1 According to Section 33320.1 of the CRL, a project area is defined as a predominant!y urbanized area of a community which is a blighted area, the redevelopment which is necessary to effectuate the public purposes, and which is selected by the planning commission pursuant to Section 33322. Predominately urbanized is defined within Section 33320.1 as not less than 80% of property within the Project Area that meets the following requirements: "Has been or is developed for urban uses; or Is characterized by the condi'ior;s described in paragraph (4) of subdivision (a) of Section 33031; or Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates. Inc. City of Cupertino 22 0001009 CUD PA 90d 11413 002 001 2111 00 • Is an integral part of one or more areas developed for urban uses which are surrounded or substantially surrounded by parcels which have been or are developed for urban uses. Parcels separated by only an improved right-of-way shall be deemed adjacent for the purpose of this subdivision. For the purposes of this section, a parcel of property as shown on the official maps of the county assessor is developed if that parcel is developed in a manner which is either consistent with zoning or is otherwise permitted under law." In order for a project area to qualify as being predominantly urbanized, it must meet at least one of the above three conditions. An analysis of the land use, conditions, and acreage of the Project Area demonstrates that the area qualifies as predominantly urbanized under criterion 1 and 3 stated above. All properties within the Project Area are an integral part of an area developed for urban uses. The Project Area is comprised of mostly commercial areas that service the City of Cupertino. C. REQUIREMENTS PER SECTION 33344.5(C) Pursuant to Section 33344.5(C) of the CRL, a preliminary report must contain the following: "A description of the project area which is sufficiently detailed for a determination as to whether the project is predominantly urbanized. The description shall include at least the following information, which shall be based upon the terms described and defined in Section 33320.1: (1) The total number of acres within the project area. (2) The total number of acres that is characterized by the condition in paragraph (4) of subdivision (a) of Section 33031. (3) The total number of acres that are in agricultural use. "Agricultural Use" shall have the sarne meaning as that term is defined in subdivision (b) of Section 51201 of the Government Code. (4) The total number of acres that is an integral part of an area developed for urban uses. (5) The percent of property within the project area that is predominantly urbanized. Preliminary Report Cupertino Vallco Redevelopment Project Keyser Marston Associates, Inc. City of Cupertino 23 0001009 CUP PA pd 1413 CO2 001 Ztt 00 1999-2003 REDEVELOPMENT AGENCY RESOLUTIONS 3 of 5 MV lldidx3 bnu3 faeio99-wol3 rlesa Ylflidfese4 l*9jot9 lmm.rlolsvebeR thiA noldeal oofleV onifrequQ to y113 (beMnrt2*VOO) i or Et sr rr or e 8 c a t a E S t at-or0s of-Eras Er-sros st-rtos rt-oros or-ems e0-800S 80-coos TO-800S 80-800S MOWS Mt-EGOS EO-SOOS to-tool ro-000s 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 sonsis8 gninniw .i :sun9vgR M et0,t Zee M 8w BSe EOe EC8 EM AtB a8T edC S8!N UE Iva I'd (1`-IV tidirtx3)tnems-oni xsT 19H 0 0 0 0 0 0 0 0 Ose,£ 0 0 0016,4 0 0 0 nsoJlxbssooi9 bno8 Al siu1u3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0afr.agnims3 famslnt £E EE £E EE EE EE FIE EE et et et 0 0 0 0 4 d 1s Zenints3 9v sp-99 bnoB t20,t Csoj 1L00,1* 08e 82e ZEe ne M EacjP e06 TTC S88,4 2C£ Ta to suneveRIrfoT :emulibnegx3 .111 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 93ivrs2 tds(f bno8 AT enileix3 raa tea tea taa tea rda rda t?a WE a8E a8E 0 0 0 0 soivie21d9G bno8 AT siufu3 OP e£ 8£ C£ CE aE dE AE PE EE SE SE re to OE (t)noil"einimbA 0 0 0 0 0 0 0 0 0 0 001►,C 001-,C 0 0 0 alo9;rn9 oildu9 be►lilnebl tea Oe8 e8a e8a SBa Cila a8a 888 OS, em 8t8,T $Eti,C 1E tE OE mulibnsgx3lstoT ta£ TE£ WE ses ocs elks ers oet RFe,E a8E (too.v) (elke,$) AOE a£ rs asatuoe9.9eldslisvAlsbl Ml 0 0 0 0 0 0 0 0 0 0 rwj elkd,s t 0 0 sonsvbA nso.l (ElkE} (OsE) (ees) (CCS) (ads) ws) (80s) (08t) (CET,E) (CaE) 0 0 0 0 0 (1914 to pxoae)ln"sgsfl nsoJ 8 r T t at a t E t S t t r a Ter e 1 0 0 s<a£ aE i s alaoD rsnoifsr oeia idl eldslisvA (1914 to d_°d)efeoD y►snoifemiO .V 8t Ct at et Er St r t e ;et er 0 0 ILK at is o\000t xtnemgv(zgmi penoi a=Q 0 0 0 0 0 .0 0 0 0 0 0 0 0 0 0 sonsls8 gnibn3 .IV Ssunne 000,I)SC(1) 8VS Jr.asensgxe evifelainimbs .noileftni .-qI,aefsbooaaA nofatsM mWeN yd boisgw9 NTR:M9 U1;O0keir;mu2_n8&3,Or-St enoibeim9 iT:emsnstii twit 29mu22s wolf ri26o ytilidia6et eriT .noillim AQ.J t2 pnilsfof zbnod noitsooils xsi bgnidmoo .zsvi%niefls pnionsnil nsol i9rifo bns pnionsnil bnod noifsoolls xst iebianoo Iliw yongpA grit anoituclhtno3 bns atnsvO ,anso-J X ni lei2as of 9idsii6vs 9d y6m 29ihsq glsvinq bns aei-3nep6 oilduq moll 2so1Uo2 eunsv91 2uoilsV Isigbel bns 9J61a moil znsol io 2fnsip ,asonsvbA .rnsipoiq Jn9mo 'F -•ebei grit to pnibnul 9.11 ncitelgmoo bns noitsin9melgmi ylemit grit ni taizas of beau sd bluw _ on9ps tnemmgvop .zmsipoiq bns asilivitos In-, -sbei a'y:)nspA grit to moil bsaisi 9d Iliw td9b to noillim (?a,e? yleJsmixoiggs Jsrit a9muzzs noih9joiq .riff riiso 9riT beaogoiq grit 9As`i9bnu of i9bio ni bebeen ei pnionsmii yhsq biirit to level airiT 'siheq biiril .2139[oiq grit pnitelgmoo iol eluberioa beiiaeb grit Teem ' zrnsipoiq P,biO2A3Fi AwA ,YTlJ1SIP-A31 3IMOWO33 ,GOHT3M OM13HAI4n ®32OgOAq .a 01413HAMII TH31VI3f13141 XAT ONIQUJ014131101 inwiiinpia siiupei Iliw fospq grit ni noitssilsfivei to msipoiq s tnsm9igmi of aJaoo bstsgioitns 9riT befsJ2 grit eveirlos bns 9lomcnq rioiriw ,2si,fiviJos 2tnemelgmi ti as yonspA grit moil noitsgioiJisq bersd benirmet9b need asri nslq grit to y ilidiesel oimono33 .nslq grit to 2sviloeldo bns zlsop grit to noilstnsmgignii iol aiaoo bsisgioitns grit to aizylsns wotl riaso svifsisgmoo 6 noqu b9tst9nsp 9d of betoegxe 2eoiuo2el b9Jo9(o1q pnifluagl erii of msipoiq Jnsmgolevebei beaogoiq .nslq grit to 9til grit 19vo sno Jne291g91 of befssio 2sw t-IV tidirix3 no b9sinsmmu2 woll riaso yfilidiasel oimonoo9 9riT beaauoeib asoiuoz pnibnut ierito ,yonspA grit to noifsineib srtJ fA .Ytilicliesel oimonoog to oilsnwe .nslq grit to yfilidiasel oimonooe iol zeviismglls pnibnul eidsiv tn9a91g91 ozis ysm gvods grit to lis Jon ,nslq grit ni bettirtn9q asmuo2 gnibnul ierito i9bianoo ysm Vn9gA grit ripuoritlA b9fsgioifns 9riJ pnionsnii ni eau of y3nepA grit,ol sldiasel ed io sidslisys ed-(sm a9owo2 gnibnut ised 1(llul ton nw enol6 asowoesi Isionsnil 19riJo tsrit Jneve grit ni .allsthoria 9unevel bns 2taoo fnemgolsysbei s to noitsinem9igmi grit ,139iolq grit 10 noitsSilstiv9i rifiw b9tsiooeas 21z00 grit .loot gnionsnil\qsa29ogn s as beisbianoo 9d taum 2sunevsi Jn9migioni xsf pnisilitu msipoiq TiMIJ 88314®3T83aill .® beiiup91 as ,Jimil z29nb9fdsbni gniwollot grit ,9vods beeawaib borifem pnionsnii grit noqu b92s8 io sloriw ni bel9ogqua Jdgb lstol sriT .b9nimi9t9b need asd ,nslq grit ni noiauloni iot JqO eril yd .40.142 besoxe ton ysm ,emit sno is pnibnetaJuo 9d ysm rioiriw ,29u.'1Jv91 fn9msioni xsl yd hsq ni ?Ieoo 9viJs1J2inimbs bns msipoiq 9riJ no b9asd bsnirmeteb need asri Jnuoms 2iriT .noillim .evods beazuoaib .on1 ,291si:)ozaA noizisM 19eyeA toopq 1n9mgo19v9b9A o:)H&V onitisquO hog5Sl rsnimii919 onirisgUO to yri;} S� bag A9 qU3 QOCtO06 oo�rr�,roozrc e,sr; MIN asuneveR 1nernwmnl xsT .P ` fngm9loni xst pnOlu2gi bns 29uisv 91d6xsf Isfn9msioni grit to ncifosjoiq 9rif to y1smmu2 A xr;f isfof 2aolp 9riT .A-IV fidirix3 no nwori2 2i nslq grit to miel grit 19vo to9(olq grit lol asun9v9, rtoirtw to ,noillim B ,0? of 2tnuoms boil9q lsey-OF, s,9vo fos(o,q grit lot 29unev9,tnem91oni sd bluow nomim BAST$ bns bnuq pnieuoH erif ofni tiaogsb,ot bgliupgl ed bluow noillim ZA.Or2 9r1f iebnu bsliupe, slumot ripuolrif azsq ylotsbnsm grit,9bnu zgititne gnixsf bel3elts of bsjsoolls rmet lsey-OE grit i9vo y3nepA grit of eldshevs 2gunsys, tnems,oni xsf fsn 9riT .JAO pnifzixs .noillim AE.CS$ 2lsfof ns of qu lot yonepA Brit of b9fs3olls ed bluo3 f39iolq grit moil bgtslsngp atngmgl3ni xsT xsf moll benuoni ae9nb91debni ysgei of gfsb noitsnimief nslq Brij,efts alsey a r Isnoifibbs tE.AS2 to nodsoolls Isnoifibbs ns fsril zemuzes noitoejoiq i'-IV fididx31 sriT .Zbnod noitsoolls flueei s 2A .az9nb91d9bni pnibnsfaluo ysgei of be,iups, 9d bluow AA ripuolrit M 2issY ni noillim pniauoH Brit of noillim aT.@T knoifibbs ns liaogeb owls Iliw yonspA Brij ,nodsoolts Isnoifibbs erif to ,ffifidi2set t-lV fidirixEI grit no bels,oglooni 2sunevg,fnsms,3ni xsj tor, evitslumo .bnu:i S.OS&Istoj bnu:l pnizuoH grit of zli2ogeb 90slumuo bns ,noillim aa.Ed2 of afnuoms noif3ejolq .noillim nodsulsv be22s22s Isfneme oni Isunns grit ni zeese,oni noqu bg2sd sis zeunevel tnsmel3ni xsT ,asifivibs noitmnlanoo wen,o girizlenwo yhego,q to a,glansif(t) moll flues, ri3idw tog(olq Brit to grit to AIIIX ebihA,9bnu 9ldswolls(o\°S to mumixsm) ases9,3ni yzsnoifstini Isunns(S) bns 2i fog[olq grit,ol befsmitee sulsv fnsmgolsveb wgn Isifnetoq sriT .noitulitanoO bimotilso 2lnemevo,gmi zuohsv noqu bgesd ai bns(bgbbe gulsv yf,9goiq Issi) B-IV fidirix3 ni beshsmmu2 .,stn90 pniggori2 collsV grit,ol bseogoiq 2noilibbs bns nodsulsv bemuzzs ns aslsioq,00ni A-IV jidirix3 no rywori2 noilosjaiq 9unevei Mems,oni xsf eriT grit,ot,sey,9q o\°S bns 2,ssy,uoi imil grit ni Oa.r to 9ulsv,seY 92s8 grit,ol ohsneu ritwo,E se,A togjoiq 9rit•gat bgjsgioijns fngmtagvni bns afo9joiq wen 3i1ioeg2 .nsIq Brit to rm9t pninismei 2i fi ,nworiz aA .S-IV bns a-IV aeldsT no b9lail ­,,,s noifgobs nslq tnemgaleveb9l pniwollol .800S,sgy grit yd,u33o Iliw tnemteevni psgoiq Iss,to noillim Bea ylsjsmixolggs fsrif bgtsmifa9 no b9shsmmu2 woR rieso yfilidi2sol grit ni noieuloni,ot y191o2 bs,sgsiq gigw anoitosio,q 929riT ylfngnu3 zeldshsv of tosidu2 9d liiw 2,sgy s,uful ni asunevgl fnsm®loni xst Isuf3A ,NV tidirixEI to y lidslisys exit ,bnsmgb bns anoifibnoo lerhsm etsfa9 Ice, pnibuioni ,y3ngpA grit of nwonA ton bns ,menwo ytiego,q yd apnilit Isgggs tnem2as22s to fosgmi grit ,pribnsnil lggolsysb pnionsnil Isutos 2'y lnspA 9dT .iongus ytnuoo grit to agbiloq bns 29oifoslq fnem2292as .alofost 3imono39 bns 2noifibnoo f9)i,sm ,29dhohq tnenuo Brit yd be isleb 9d Iliw ms,polq iabnoll moil zbsBoo'q .S zfnsmysg faslefni bns Isgi-,)nilq grit g,uoga of 2sunsvei lnemsloni xsf 9pb91q ysm yonepA eriT ytilidies9l oimonooe 9riT .efew mslpo,q befsgioifns sonsnit of beueei abnod noilsoolis xsf to to uonsuaai z'y3nepA srif noqu beesd ai ,t-IV fiddx3 no beshemmuz ,nslq pribnenit grit to .ant,aefsiooaaA nota7sM iaay9A f39ioiq 1n9mgo19v9b9,q o llrN onih9quO hoggq\nsnimileiq onih9quJ io y>i7 rE pop A.9 qU3 900t000 00 t t'S !oo,OO F t it t yoriypA gdJ yd bsuzzi 9d of betogiolg eagnb9td9bni bebnod b9nidmoo gHT .eu2ai bnod noillim ' ge17 .noillim ".r r$ zlstoJ ,f-iV tidirix3 no nwori2 as s91A JJe;olq erif to zis9y OS f2111 grit 19vo n6lq grit to 9til grit i9vo 2shg2 bnod b9nidmoo grit 1ol ensmysq 1291gini bns isgionilq 9Jspg1pps to gist 1a5,glni bnod tgmsxs-xsJ\gldsxsl bebngld s gnimuaas) noillim aa.8S2 Isfol of bgtos(oiq ai bnod bns 9onsu22i to 120o s bns ,02S to oits1 9ps19voo s ,m191 isgyOE 6 19vo b9silstigso o\°S .(O'\OS r to 1013sl 9\,19291 ansoJ iedtO - iaoO eohn98 ldgC feW .s of bgliupsl ed Iliw noillim ea.e$ pnilsfol ansol yflsq blirif fsrit a9muzas wolf daso ytilidiasal eriT r1ou2 41uo92 biuoo yongpA grit fsrif b9muzas n99d 2sri JI .etngmgvoigmi Isfiqso oilduq 9onsnll grit !Brij bemuzas 2i JI .29ifitng etsvilq 10 a9ioneps Isinsmmgvop 1srOo ,yjiO grit moll ansol fidirlx3 no nworiz 2A .o\°'Vto Wei 1291gJni ns is wolf daso moll bisgsl sd Iliw ansol vhsq bliriJ to J2oo Ja919tni bns Isgionhq IstoJ s is about sldslisys moll bisgei ed bluoo nsol grit P-lV .noillim er.££$ Y31430A 3HT OT 3JSAJI"A 8OOHT3M ON1314AHR .8 ylilodJus Ispel\nszzso9n 9rif rifiw KongpA grit pnibivolq''o Jnetni grit r%w,beisg91q zi nslq griT of yonapA grit z9shoritus nslq 9riT .Josicnq grit to noilwAstiv9l grit tnemelgmi of ,ytilidixgff bns to ytiO (f) :2soluoa gniwollol grit to its 10 vns moil sonstaizas Isionsnrft ritiw Josior. grit eonsnil sonsblobos ni zbnul tnenlgloni xsJ(A) ;Jngmmgvog lslsbel(£) ;simoblsO to gtst2 (S) ;onilisquO stsvilq moll ansol (T) ;emooni tagietni (a) ;abnod yongpA(a) ;JAO pnifaixg grit 3o anoiaivolq riti,:✓ yns(0r) bns ;anoijsnob jQ) ;v91sgo1q bgnwo-yone@Ato 91s210 easel (8) ;andiulitani Isionsnit .2so1uo2 9J6vhq 10 oilduq sldslisys yllspsl iedlo, 10 about wo-nod ,zbnod eu2zi ,azenbetdebni 9isslo of yonepA grit of ytilorifus agbivolq.JAO eff .nslq Jnemgolgvsbsi s to atnetni oilioeg2 9riJ tuo pnipso bns pnitn9melgmi ni aeorsvbs nisido ,2euaai bnod ,aaenbeidebri etit no fael9Jni bns isgionilq grit brut of besilorifus ai yon9pA 9riT grit of sldslisys 2brul 19rifo vns bns 9unevei 1n9ms1oni xsJ moil agonsvbs 10 abnul bewonod 9onsfai2as Isnoitibbs ylgquz oels ysm yhO sdf ,o2 ob of gilds 2i Ji Jsrit JnoNs grit oT .yonsL)A .ztaoo Jo9(o1q isdJo 10 29ifiliosi oilduq auorlsv 1ol 2Jns1p 10 ansol yJiO riguolrit ,ebuloni ,wof rizso evitsifaulli grit ni bemueas as ,81200 109[olq bnut of zsoluo2 eun9v91 Isifn9Joq noitsoolls xst moll 2be9oolq (S) ;asunsvgl fngmsloni xst(r) :gniwollol grit ,of befimil ton e1s Jud of sldslisys 29o1uo291 b9JsmiJ2s gHT .eigbnel 91svi1q 1o\bns oilduq moll ansol (£) bne ;abnod :zwollol as beshrommue s1s amsigolq Jn9mgolgvebel bsaogolq srll 9onsnil OOO,ia cez 9unave.9 rnemsiad xr.T J9W OOO,SOS,OSB 9bi2A 192 pni2uoH 000,Tys,ia agninls3 fa919tn1 (bebnuol) 000,0£f,aW z9un9v9q 139(oi9 istoT .0n1 ,a9fsiooeaA nofalsM wayeX tosioiq in9mgo19v9b9S1 o3ilsv onihsqul"w nog9A rsnimilsiq onitiequ:)io ytiO OE 5ce Aci quD eootooc 00<<� tQfj>Ufj ftLt-' 000,008,at2 emsmevoigmi oiiduq jsri10\297utouif2 eniAisq ` 000,80S.r2 atnemevoigmt ailduq ylsnoit9iozifl 000.SOS.0S2 msigoiq pmeuoH sldsbioRA 000.1v t S,re noiisit2inimbA 000.00'�.' £U idsa isrir0\2bno8 AT-atzoO tzs,etnl 000,0£t,8C2 (bsbnuo,r) atzoO tosioiq lstoT pnitg9m rifiw bsfsiooa4s afaoo iedto zetsgioitns yonsgA srit ,amsigolq srO gnibnut of noitibbe nl lot at2oo pnibuloni mslgolg tnemgolevebei aviloolle ns gnifn9m9igmi lot 2noitsgildo grit -blirit no fasietni bns ,a2snbetdeboi b9bnod slutut no 2tzoo tasisini ten ,noifsltzinimbs ,Isnnozl9q cooled bsdil3a9b 916 mslgolq gniauoH sldsbiottA grit bns alew gaeriT .ansol Osq ms,golq gnieuoH eldsbio"A .t' grit of bstsoolis asunevei tnemswi xst awip to inemeq OS tiaogeb of beiiupei 2i yonggA aril ,gnizesloni to Feeogluq grit lot bnu:; gniauoH emoonf-sfsieboM bns-woJ s otni yonagA aA .pnizuod emooni-etsiabom bns-wol to ylgquz 2'ytinummoo grit gnivtsesiq bns gnivoigmi 9rif of noitudiltnoo evitslumuo grit ,zeunavei tr.9mal3ni xst to noitosiolq£-IV WOO grit no nworiz to mist lsey-0£ grit lgvo noillim i°A.Or$yIstsmixolggs ad of bstosiolq 2i bnuq gnizuoH a'vnegA fnsmenoni xsi Isnoitibbs molt fluzsl doidw O£ls9Y bnoyed 2tiaogsb IsnoitibbA .nslq grit Isioi of befo9iolq sis 444 rtguolrtt t'£ ziseY molt 2zenbetdgbni babnod Ysgsl of 2noitsaoNs grit ,zeau Isiolsmmoo to bseiigmoo zi seiA foeiolq grit eausog8 .noillim i?V.eit yletsmixolggs tuoriguolrff amslgolq bns ztogiolq gnizuorl 91dsbiotts to gnibnu"t - d ni tziaes of 2s2ogolq pnggA .vti0 grit noilwlzinimbA .S etsmixoiggs of befsmif2s 91s rnsigolq tnsmgolsvebsl grit to zfzoo noifsii2inimbs pniognO ,nslq grit to 0£1ssY leftA ,lsey lgq oPS to sisl s is gnizsel3ni ,r 1sey ni 000,0£a ad liiw amslgolq tnsmgolevsbei Its as b911uoni 9d lspnol on iliw aiew notisitainimbs lot noifsilainimbs nsol rifiw betsiao22s ai Jam isnimon A .JFIO grit yd bgtsbnsm as bgfslgmoo lsfainimbs of tzoo betosiolq IsfoT .tdeb gnitaixe nwob ysq of bawolls aiegy Isnoitibbs 8Y grit .000,'r%*PS,t$ ad of befoeiolg n99d 2srl nslq erit to slit grit 19vo mslpolq tn9mgoi9v9b91 9r1t abnoB nollsoo11A xsT-taoO wM92 tds® taw X lliw bns 9vods bszauozib arnmpiq fnemgotevebel b9isgbitns grit sonsnii of 2bngtni yonspA griT ,ziaylsns airif to eeeogluq lot ,pnibuloni ,JPO grit lsbnu sldslisys 29v4snief!5 gnibnut 11619bi2noo bets"weg zeunevel tnemsloni xst esilitu ysm yonepA 9riT .2bnod noitsoolls xsf to sonsu22i grit fosiolq to gnionsnil grit ni faizas of abnod noitsoolls xsf to aoi\ne2 tdsb arlt 91ua92 of 339to1q grit ni .2t2oo ni gnionsmmoo 2bnod noitsoolls xsi suaai Iliw yonegA grit fsrif aernuus wort Haso bstsltaulli 9rIT 4.4 Jan s 1logqu2 of inabittua sls aeunsysl inemaloni xsi nedw nslq grit to lsey rfttuoi grit .onl,asfsiooa otelam lea�ex t39ioiq tnsmgolsvebes ooiisV ondisquo liogsA rsmmiisiq onihsquO to X10) es bdgA9 QUO e00t000 00'rt�'.t00i0^CrO o , 3HT OWI31AAVi19 90 CIOHT3M 03209O519 3HT 30 TV13M22322A YFIAMIMIJB 19 .IV `10 TV13M22322A VIA DMIGUJOVII A3FIA T33LOA9 3HT 90 T14BM9OJ3V3C]3FI AO9 21AOZA3R 3HT ONA T33LOfi9 3HT 90 YTIJISI2A3q 3IM014003 3HT 23XAT 90 140121Vi(] 3HT SIOq 14012iV0A9 A aVIIOUJOVII togiolq tnsmgolevsbei sill lot hoggA �nsnirnilslq grit fsrif agbivolq JAO 911110(o)Z.AAEEE noifos2 ns pnibuioni ,fagiolq grit pnionsnrl to boritgm bsaogoiq grit to insmeageas yvsnimilsiq s nistnoo to noiaivib grit lot noiaivoiq s pnibuioni lot anoassi grit bns�fiiidiasgt oimonoog to tngrnugaas .JAO grit to MCE noitosz of Insu2luq agxst to aiayisns evitsisgmoo s gd of b9nilgb ei ,aiaylsns eirtf to aseocnuq lot ,�filidiasst oimonoo3 pnifluasi grit of ns€q Ingmgolevgb9A beaogolq ertf to noitstnsmelgmi lot ataoo belsgioitns grit ,wsl tnemgolevebei pnitaixe 1sbnU .tosiolct grit yd betsiensp ed of befoegxe a9ungvel grit bns aeonbetdebni to tnemysq lot fgeoxe)atsgy OE of betimii ei ns19 grit to eagnevitogtig oimonoos grit ni belslaglooni ngsd 9vsd anoitgmuaas eagriT .(atnsnevoo to tnsmgmotne .wolf rigs^yfilidiasel to borilem bgeogoiq grit to inemaagaes Ylsnimilslq s sbivolq of bebneini ai aiaYlsns eiriT ei hogeS airiT .wsl pnitaixe lgbnu besilorttus as seiA tosioi9 grit to tn9mgolevebsi grit gnionsnil lot anoesei bns tosicnq grit to ytilidieset oimonoos grit to tnemaaseas ns ebivcnq of babneini oats .nslq bseogolq grit ni 29muo2 gnionsnrl lsrito bns pnionsnil tnemwoni xst pnibuioni grit rbiw betsiooaas ejaw grit to noiaauoaib Isi9nsp s anistnoo hogsFl grit to noifos2 air€T pnionsnSl Isien9p grit to nodsuleve is bns ,asitivitos to msipo,q insmolevebs, bgaogolq s ripuolrit bsnirmsfsb ai yfilidiasgl oimonoo3 .yonspA grit of sldsiisys gd ysrr,tsrit aborttsm no besilsmmue as tosioiq grit lol bnut€slgnsp grit lol aiaylsns wolf riaso ytiiidiesel besilsmmue .r-IV tidirix3 no bsasd esismifas sis hogsA airit ni bsinsasiq anoitogiolq Isoaft erif isrit bston 9d bluoria It noqu bnsgeb Iliw ataoo fosiolq bns ritwoig tnemeioni xst IsufoA .gmit eirif Is gidslisys noitsrmotni to alsysl Isut9G bns ,anoitibnoo tsAism isnoipsl bns Isool ,asisl noifsltri ,agtsl taslstni slutut .yfivitos fnsmfagvni stsvilq bns oilduq 2T2OO T33LOt19 JATOT O3TAMIT83 <A ataoo Isitnsfoq erlt to noitsoititnebi ns agliupei ytilidiessl oimonoos to nolfsnimisteb A Inso+linpia sliupsl Iliw tn9mgo19vsb9R .ssiA toeiolq grit to tnsmgotgvsbsl ritiw betsiooaas to esvitosido bns alsop grit gvgirios bns stomolq of asitivitos ni yonspA grit moll noitsgioihsq to V noitos2 ni badloasb els asitivitos easriT .anoitibnoc) pnitripild aeslbbs of bns nslq grit grit ni betosiolq as ,ns19 grit to sail grit lsvo emwpolq sasrit to Jew betsmitas eriT .hogsS airit :(C-iV bns S-IV ,t-iV afidirix3 99a) awollol as ai ,aieylsns yfilidieset Aft .3n1 .a9lsiooeeA noW&M Z9eyeX iosioiq tn9mgo1eveb991 oousV onihsquO hogsA rsnimi(S'q oninequo to YK) t3S UdQ kG SU 3 era s 00�` 00'rrS 100SOOF1srr e � atnemevoigml giufouifas,tnl sbivoiq bluow agifiiiost gniAisq to noitouifanoo sriT - 9-Mouii2 enbhsq .2szu isioismmoo gnilaixs as I19w as wen loi gniOlsq Isnoitibbs Bis lud ,sbuloni yam 2fosjoiq fn9mgvoigmi oilduq - zingmevo-gcml oiidu9'19MO ;ytiosgso 9iufoullesitni to noiansgxs ,afs9va to noif3uif2noogi ,ol belimil Jon J99if2 bns 2Jrigil t9gil2 to nodslisf2ni grit gnibuloni 2inemevoigmi egs02fselta atnsmsvoigmi oilduq .ggsngia bns fnsmgvsq ,gnigsoebnsl wsn mufimut .seiA 139jolq grit to ingmgolgvsbei Brit sisfiliost glgri bluow 8MA►f100s19 ®32090;lq .8 fnsnsT s to Jn9mri2ifdsfas eriT - mmigoiq noiingle%bns noiiaslllA inensT • to noiln9l91 bns noilosifis grit ni laiaas bluow mslgolq nodneleq bns noiiosltiA ed nso 29vlfos(do geeriT .ielneO gniggorl2 Alsq noiriasl oollaV is aJnsn9J ,2noifsigi oilduq sbuloni Jrigim fsfil asifivifos to isdmun s riguolriJ bevedos of riosgifuo sbuloni yam 2sitiviJoe IsnoilibbA .pniadisvbs bns gnitsAism foeiib bns 9osg2 lisfsl to nodoels2 ritiw Bonsfaizas ,asses gnibnu0llu2 ni 2islistel .2ielislei iot gonsfaises aesnizud llsm2 ni ssilssl bluow yfiD grit ztnsn9t gnifoslfts Is bsmis asifivifos 2uohev riguoiriT gniggori2 Alsq noiri2s*1 oollsV .iefneo grit lot aflueei noitsivelis frigild grit ilsq 9onsring bluow,Jsril ae2sel bns afnei be2sgi3ni 93ngiiggxe bluow igtnso .Ilsm grit to ytilidsiv grit bns aeulsv yhegoiq ebsm sd yam 2tnslg bns ansol f2eisfni vvoJ - mrNgo q noiisiilid6rigA inrnie�ai2 • aidT .2fn9m9voigmi Moi'rsiof2 to asaogluq silt lot 2fnsn9J Ham Brij of sldslisys glom ed of a9iola iigrit gnibsigqu ni 2insngJ ggsluoone of bebnefni 2i mslgolq .evifitggmoo bns yisiogm9fnoo 6 sissio of glsr4, bluow noiisfilicisrisi 9bsgs:l - mslpoiR sbs�s�k • eis si9flT .isggori2 grit lot soneiiggxe lisfsl gnilssggs slom s bns smeril tns gniassiq slom 6 116m grit sAsrn of bsaogolq 2noifsvonsi ngiaeb Isl9vs2 .9onsilegx9 gniggoria gnif2sigini and ,aefsiooaaA nofaisM isays?I fosioig fnemgolevebefl oallsv onihsqu7 hogsfi anspimilsiq onihsquO to y)iZ) �S Dd@ AQ?UO 900,GOO OR tt`.r, MOSOOCIL?I � r 3TAIV3JJA JJIW Y3HT WOH aWA ZMAgooFlq ®IAA CT33LORq ®3aogOFlq .V 03JJAV OWIT513gUo 3HT IAIHTIW BHOITI®I403 OMITHDIJS 0I4ITeIX3 A3RA T143MgOJ3V303,q bns bnsgxe of amslgolq bns afosjolq bs2ogolq grit 2gdiloasb tnemeas2as grit to noitos2 2iriT ni beilitnebi as idpild grit sisivells of bennsiq yljn911uo 191neo [)nrggori2 erif 916vongl lu000 biuoo ferif tnsmgoievsbel to sgoo2 Hut grit tneaslg9i y1ilseasoen ton asob f1 .111 noitos2 .21ssy OC txen Brit lavo selA tosjolq grit niritiw 8TIA3M3VO.qgMI 032Ogogq .A liiw isdf seiA foaiolq grit lot bsaogolq rrsad asri zeitivitos inemgolsvebel to mslgolq A ,noitstloganslT .seiA 139iolq grit niritiw tripitd to anoitibnoo erit easlbbs yllsoitsmeJaye noifouilanoo bns noitmnlanooel grit tad bevolgmi ed bluow asioneioiteb pniAlsq bns noitsluolio .9psngia bevolgmi bns 2sitiliost pniAisq bebbs ,eisngia ailiml wsn ,ztealt2 to ns efselo of Aiow bluoria s91A tosiolq grit ni 2s3nsultni gnitripild eaarii to noitsivells qdT bns betsbfuo eriT .letm) grit to noitssinlebom lot wolfs of tnemnoiivne inemleevni to noifibbs 9riJ yd beeasibbs ad bluow asitinems to A-.si bns lism edf to npieeb Isnoitnevnoonu .fluoo boot bns lstsertt ,slots tnemilsgeb s as riouz alodws Memnisfletne io lister grit to tnsmgolevsbel to haq as belebianoo gnied s1s 2nts1golq bns afosjolq pniwollot 9riT ,zezu oitioega grit ,riouz 2s bns sasriq gninnsiq grit ni zi Ilsm grit to tn9mgoievebel eriT .latngo .apnsrio ysm noitsooi bns esi2 noiensgx3 ilsM .beisbiznoo pnisd 2i 9ioJ2 lorions wen s to noitibbs eriT -9-ioi2 insmhagsa • pniggoria s as flood s 19tnso erif evig bluow lglistel lojsm Isnoifibbs ns pnibbA .noitsnit2sb lebnu 2i lorions irr9mnistlatne 10 listsl Isnoifibbs nA-iodonk lsnoiiibbA .roitslebianoo .fnsmgolsvebel erif lot noitsiebianoo labru als 21afori wen owT-2lsloVi a 1w,it 9osg2 to eau gAsm bluow rioiriw bsaogolq ai fluoo boot A-MoO boob a .919ioado yllsnoitonut bns besilitulabnu ylauoivelq 2sw bluoo lsineo grit to noiansgxs bns noitsvonel 9riT--noi2nsgx3 lisieA iaQbi18 a .noitstn9ilo evolgmi of agbild nsilteebeq aril to rttbiw grit pnibnsgxa ebuloni .2lelisfel to yteilsv lebiw s sisbomm000s bns yfilidiaiv onl,aohiiooazA no?21sM 19ays>i fosiolq tnemgol®vsbeR oollsV onithaquO tlog9S;rsnimilsl9 onOequZ)to-00 8S G9pAq quJ POO'OU DO I'll tDOSD0011 qsM aoilss.;nf;d-tTJ . IBlJfl9bt29A 'JII(Tt6'�9IgRl2 - ) .9vA yd[oO sv_A xdloO j l .9vA mwjvsa svA ami na IA fbiwwK Aar. .AaI. - _ .A7o.ff i'r�oM .A8z.a --- ' .AfA.Si � !� A80.i .AW .A a8. c oe. A E. � J , 'BCD �(9ri1{9q-3� m A y�sbrsuog l�a�oT9 �� _ \� 'Qi• _ - \\ 's� v 2s2ubns.I gnibnuonu2 :girinonwO quon7 2'do3si �� \ 2idgiA uA quo-O 2'doul gao77 z'doost of 92s*J 2M42 evA uslasT.K awsi5o22A notmM zaz,(a)f:yd beMgoiq f-VI 9'I SH 991ff\0f bw.ivsA;noitssinsdiL:5msns[iq Ot a.t moll Qnignsi) ssi2 9tsupeb6ni to b919b►2no0 91s s9lA tosjolq eril niriiiw alsoisq IIA el9olsq eldn1922691 bns 91iupJs of b99n grit bns (991ri1} 219nwo 9lgiilum 01 9ub (29106 80.Sf .noi2nsgx9 bns noitstilidsri9l ioi 292v 161Ui1uoilQA ni 2910k 16107 d .s91A b9jo1q grit rii ataix9 bnsl Islulluohgs oM ?,ezU nschU lol bsgo\ev9Q seik ns i0 hsq`s1�2,atM ns 211srti 29-%oP%%sloT .ylqqs ion 29ob Vopelso noitssinsdlu 2irit 91oi919rit al9olsq insosv on 91s 9l9riT bei1%nschU 21 1sdT s91A 61 v11egmR1O invzleq b as sil9tilo noiissinschu lie at99m s91A to9iolq grit isrtt eisltanomeb asayisns evods eriT (291os 8T.S81o) o\°00t tsrii 9isli2nomeb eeaylsns bns sidsi edT .t'.0SE8E nod3gP-yd bsnii9b b9sinsdlu yl9isnimob9lq ei selA to9tolq grit ni yil9golq to .on! ,eetsioonA notalsM 192yeN_ - — toeioiq tn9mgolevsb9A oolleV uninequO nog99\nsnimileSq ondieQuZ)to ytiO 8S Wp AG q(J:)POOt000 00'.r"Is ?00 Soo eftf, I 2rigsigsisq ni bgdiio2sb ytiggoiq Sri; ae ifnsbi fsrit seis tosioiq grit to qsm A (a) 92u nsdiu ns iol bsgoievgb ton yti9goiq grit bns ,(A) bns (s) noi2ivibdu2 to (4) rigs*,psisq ni noitibnoo grit yd b9shelosisrio 219oi4q 29ititn9bi r-Vl 9wgi'; .r EOEE noito92 to .JRO of tnsu2iuq besinspo bns wo!9d 9ldsf grit ni bsshsmmu2 2i2�Isns noitssinsdiu 9(iT .tx9f gniwollot erif ni lisi9b 9iom ni bgdiio29b ai (o) t MEEE noito92 cooled b9bivoiq 2i 92u bnsl to 2silopgtso a ods grit to 91dst \nsmmu2 A a.WU VIOIT032 Y8 03AiUO3F1 218YJAMA 9O YRAMMU2 o\0 asloA 0\000 r 87.Sa s9iA togroiq grit ni zeioA to i9dmuW lstoT 0\000 r 8T.Sa to 9on9J2ix3 grit yd besh9fosisdO 29iiA to iedmuM IsfoT gsi2 eisupebsni bns 9gsrl2 bns mio3 islugerl to 2foJ bsbivibdu2 9lgitluM ni 9is isrit tn9mgoi9v90 bns aasnlutsaU isgoiq lot oiri2i9nwO 0\00 0 92U IswfluohpA ni 29ZoA to i9dmuVi IstoT 0\00 0 sgiA ns to hsq Isig9fnl ns 2i twit 29z3A to igdmuVl IstoT (bnsl tnsosv) a92U nsdiU 7oi bego19v90 0\00 0 bnsJ tnsosV 0\000 r b9sinsdiU yistsnimobslq 2i tsdT yf,ggoiq to tngoigq ass,A besinsdiU to aieylsnA r ssiA io910i9 sdT nirifiW a9-ioA IsioT .s 2uohsv nl beshog9tso ,bnsl to 291os 8T.Sa ylslsmixolggs to Istot s 2ni6tnoo ss1A to9jol9 9riT .29ifiliost 19for1 io\bns lsiif2ubni ,93Mo ,lsioi9mmoo sau-bexim ,Isifn9bi29i pnibuloni ,2g2u bnsl bns rmoA 161ug9ml to 210,bsb;v tbdu2 to eon9l2:m2 edi,(d b93�nialos\s,.K) zwoA I6ioT .6 6%9-0,ION ln9mgolsv9a bns 229n1ulezU i9gmck w,9!iZ e;supsbsM bns egzdZ quAmenwO slgi4luM .anl ,asJsiooaaA noi2isM t9ay9N 139ioiq in9mgo46v9b9A ooItsV onifiequO hogeq ytsnimii9ia onihequo to yliO AS xe Aq,4uz)eoo r Doc WrtS too SOo ErtrI atv ndins3 bob9A ouw v"Qwq AMR tagotq tnemgOtetrebe"Ia9 rtolfMsi oaitaV onmww*to%w3 Et sf It Of e a N a d ► t s t oulav Lf•seas St-f fps fl-OtOS Of+bIIi eo-Sops e0-TOOT coaOOS 8D4% s eo-eoas W-COM MSDOS SO-rocs toaim 1 bsboA E ti pe 0 0 0 0 0 0 0 0 0 G 0 Coe 0 COP 0 0 0 0 0 0 0 0 0 0 OSc 0 0 WE IS)ror telup rtu tonea2 Ball f s a 0 0 0 0 0 0 0 0081 0 0 0 0 ooe,T acre (c)amogio C 0 0 0 0 0 0 0 0 00►,►S 0 0 0 0 MAS 00ra O 0 0 0 0 0 0 0 0 Ot A waj)t 0 0 afe,er (C>s7ae twg 0 a 0 0 0 0 0 0 0 ttet;r seT► 0 0 oee,z ,l t o p ams9 a 0 0 0 0 n 0 a 0 0 d¢b,b TPe,Ss 0 a deO,R. prsRfe9�,)*tow se'A oaRr T alnGmwoM►ml ln4neT a 0 0 0 0 0 0 0 0 SSL are 0 0 0 ta,S haft"tonic WK bewpdrroae" e 0 0 0 0 0 0 0 0 COD let 0 0 a ►eT epbnp Cowl bfrs eepns"3 01 0 0 0 0 0 0 0 0 eel dot 0 0 0 PIS VCH lot boweofrws" tl 0 0 0 0 0 0 0 0 0 0 0 0 bSs.t aT$t 0 0 0 0 0 0 0 0 0 0 0 0 SeS,t SRS 8 0) Mrtelneou;fni stseE Et (a)elffemeretgim stfasM Et 0 0 0 0 0 0 0 0 Oof.CC suet dE T,►b Coe ope.a Issaxe eulaV yhego Ise"IWOT 0 0 0 0 0 0 0 0 M.tE ass,l t ec4,u, oce of"a im E (bwsanl)eWsV ytwgo'a,lab"ftsoT Sdb,►st is Oo'"l esd,el I bS,,1 r t bee.W. KN.V f ete or f leE.801 TS;C,aof TTt ca TSr 2C md', ara,a MOO s01 eea0e'xu cr wig Asw sulav ev9alumu3 bsiorl 016ft eQeyse SHE gu010 cdoaaE dnT saftn2 412003 taeabro brw ranegn0 m"bufabo bebna aftsv(f) #sally ye111109 3E to"sq to scortmu l bns 111.) ee%&IVA ynagmo3 yennoM GAT(E) won ml mar me gem.W.*fagqu pmtws to ncgev0ne"(►) bate'0010 WO bK,Saint wo brit bns huoa hoot wen,oviatko ,ebnadrte ftgw Wool tagqu®arnaoil t algiuq wen,trotansgxe ae'a 3AW ens Modirwom sasgs UM-roUnsmerWs Weedes einsin"atil m esm!e9 probso orNoguJ to yo3 mn')eoulav(d) ar'I.eelmaopA roata'GM leeysM yd be'ego,4 MIA,M9 UO t,OWtt,bate0_11.W Of-St en9O»piq tT smarts i dM hdtAr3 notrx(o�9 eurtsysR fnvtnstmtt IraT us(ot9 7namwov"OR A169 notABsa 02116Y onfttoqu0 to 00 amtmo OM :ems Mo Ym6tgI8 (j WAIG l "x"mrs ktwmx" tMOT Wolf ivOT *or aae9 "A%a (tjftgw"A sees WiO I.epOA Ia/108109 .9" Yrar»fe&6 bnsaw9 IseA wsN ftmvd6ire 163ZR erre»A T AM O;- PON"I 2Er•at to neev t9 aiaedot9 rAfoi7 A IR rtta� rseR I"Y 0 0 0 0 0 @mart su,8 0 0 SCC,B EBT,COt 1 0 CBT,COr saga 0 fe (if) (it) 2B MA BaS,b;t SCe,B 0 0 SUR 2 AIr are.& afaJ CBC,iof t0-ODEK t to (CS) (a) F,tr EEBOt QBQ,SSt S'CE,B 0 0 SCE,B 8ea,atr aC2,T Mee eve,801 SO-tom S tic At) (est) ase ort.08 t4S.8it SCE,O 0 0 VE,B Clojef Tatar M,f Ow.rII FJJsm E 5S► (fat) (rer) 408 2CS,CT Or►.Eer Bt>,ft awc 0 STE,B tujor Ti2,t8 Oeej am'sIf 004M > 82C Xes) (CLS) CB;,t tQt,Kr aSt,TES wo'bf Lama 0 ;ACA reB,SSS C$t,80r 88t,; BiC,►tr 2416M 2 aBi (M) (SK) e0C.f eba,2St ►Be,f>S &cape G>,8 0 iVf.B SKM MAW ECE,S eaa.&tt 80e= 8 6r8 (tin) (►CS) C2t,r W.OEt tEt-841. 8EB,>r CBS,& 0 StE,B ee8,f4m @t2.Oft OBE,; aee,8rt io-a00S T E68 OK) Vas) 206,t ►EO,tEt eat.f2S BEB,6I Me 0 SCC,B CC2,BES QSC,Str BS6,t aCC,ty MNOQS a Cie (f9S) (ten) 626,E 68T,eCt Oue,eas BEO,►t CBS,& 0 nit.B >BS,IK OBQ►rt 8T>,n "War e0-a= 9 EOe (Wcj (ton 602,t Q&',»t t;T,08S BE8.6t E82,8 0 Me Webs 68S,Crt asa.s OBS,BSt Or-a00S Ot L:'9 (M) VM Ou'r !!O.Fl 1 i&OeK aMbf CKA 0 Sit's tfoJes Ka,ett 8C2,S Mo%f tf-OfOE tt a" (etc) (SSE) 808,t rE2 net t88,OCS 8C3,6I We 0 Sit's tE0,82S SSO,S;t 60.9 vw.tCt St-trot st tie (a2E) (SCE) tsar See'e r M,ais Kfl'>f CKA 0 MA S2t,10S 286,6St ON'S e00,aEf Et-;rot Ct me rote) (CM) atilt LC8,681 rrojas ace," EaS,B 0 SCC,B 2CE,eK seext mu eae.aCt Of-Etm ►r er0,r (we) (n2f) tii,t MONr BEEAK BE8,41 CKO 0 SSC,9 SOt M MAW Bail; ES6,QCI at-6t0S at E>O,t (O►►) (LBE) TO.I CEs,6t Stt.IQS MO We 0 MA acrATS OBO,SEI 66a,S SM'S6t ar-alos or 880,1 (O►6) (ire) L88.I eit,rar LtCA(K ace,4t EB;,a 0 ;CE,B eia'SK S;C,6„t f09.S OW,ebt Ct•BrOS it 6eo,I (tab) (e8C) ►6e,r EE8,881 SWIME 8E8,►t CBS, 0 SCE,B Cee,88; aro.TO eee,S t28,T►I Bf-it(t; of OSt,r (E84) 0m) MO.,. OOB,Set 2Ct,8m U8.1,I CK'a 0 STE.B MAX L8t.0►t erO,E 019,0ef ef-etm et 14t,r (20t) (Et6) M'T MAW Ct8,6tE Woo EBS13 0 SCC,B tee,eK W'S6t eiO,E ece.tet OS-etm OS 4Tt,t (ase) (KII) ast,S ta6,4t1S Cto,OSC aE8D! eos.a 0 SCE,E tae,LOE C;8,26t MIX Er0,CLt MO= tS SOS,t (tat) (8E4) t9r,t t0kolt aEC,Br t wa bt EBS.0 0 Sit 8 far,nte 1 4mo&r EM.0 >2t,oat SS-Mm SS CCS,t (LT") Ifeb) an.,. E>8,8rS BCQ.SEE 8E8,111 CBS,& E, SCC,a mAlle gtT.ter TKA CLE,Car Mtcm E; qn.r (e92) (484) "E's OtS,ESS L►E.eEE 8E6,44 Ee-a 0 EWA QOiC,>SC Eti,62t ;EC.0 60,8ar 41MOS ►S Para (CSB) (BC6) OeE,S b(INAS QE8,26C Ka6 BS.B t E 0 M.8 AM.ME 8>a,£2t eaE.E We Bat es-►SOS LS Gres (Q►a) 600) 926,5 BSE,BES Ea6,S2C 8C8,4t Can,B 0 STE,B KB ACE 20O,tat Ca6,C 22C,Ett 8S-2nOS 8S em,r (6Ta) (me) QS2,S ta0,CK OSS,Q2E aea,4t cKe 0 SCC,B 682,66e LSS,bef 8E2,C SSB,eir TS-850; is raC,I (Opt) (me) I08,S STORK St 1,09E Ke,>t t;K.0 0 SCE,B ei►lec Or3,i8r T08,E QZE,oat at:-TSCK as St6,I (CSC) (Lee) bias. aw,itt 106f,CCE at8pf EKO 0 SCE B caw's t OaB4Otf 9CBt WESt Qn$So; (S L66,1 PLC ) 9>i,S -al I,lf ftE,08C aE8,6r We 0 "EA 8C&,28C tNS,Mr t2l.E 2'►8,t8r OE-evx OC OC>,t (MC) (a82) 2S8,S Q8►,ItS MAW 8E8,64 CK'a 0 STE,B METE cei,it'r Kale 88E,tet MMIS tE Le>,r (CS8) MW) Soo's 968,811S ago.aa 8EB,6r EKA 0 STE,B 866,08E are'ret 20e.0 8SS ter SE-Im SE Kt,t (►80) (ae2) M.S B8L8sS ►88,SO6 8E8>t EN.B 0 MA B ee& 604,wr eselt tEr,081 EESCOS EC C be.r (COO) (St8) S80-E BrE)BS aeopt4 1)C8•►r COS,8 0 STE,B eta,am E68,68t MO EIr,EM 4C-CCO2 6t OTej (S>e) (MO) L>tt BCS,SUC ttc9t> we.sr MA 0 lVC,B tCt,EO► MAW 66rA 81fjOS ee-w_m at 100.! (See) (868) QCS,£ OrC,Ort a46,8i> aCe.6t Eon 8 0 iU'e Or a.rto LB;,aet B;S.A eftjrS at-= at QSe,I (SSO,t) (C88) WX t62,w M.6C6 aceAr E85,8 0 STEa 8►O.On6 09r,wS tfE.6 8>2.aK NE-8£OS it 0IM (t0,t) (OBa) SO►,t T►9,8SE E60,E44 8E8>t CBS,B 0 Sit's C►6,m 6Qf,>% CeE► WORM BE-NOM BE C8ej (sots) foss) te>,t at2 eu StaJL> 8E8,64 CK'a 0 SCE,B ar05E6 BCSAM 286,E 62S,6S;. QC-BEOS UC itt,t (91,1j) (art) See,E ieS,4>E SQt,084 aCa.6t two 0 MA BeT,26► 1:00PS 2tt► ecigu 06-B 0> C►C,r M9 r,0 (LET) al;kc tC r,E2£ TpE.884 60►t Mo 0 SCE,B Okka6 SQB,BrS 888,E £rEtri- tM60t to, BCC_r (BES.r) (>2T) eai,t LBS.SK t(4,816 OC8>1 CK'a 0 MA eau" BSO,KS ODVA 089,TES TO-tfm S► 6OB.r (CK.t) (CCT) ONA f62Jic a"a,CO4 BCB.st we 0 SCE,B 0► ti6 abb'm Us.), OMS►; C>-t>OS % I68.r (OCC.r) (Ceq 68e,t t()O,tw TE1,10 180, t CBS,b 0 SCE,B f0e.se► L2Q,QSS SAGA bw.ios ►►•e►OS » hte,r RNC.r (Eta) OWA etoy TBT,80L sta.61 me TO ma tel,wb 622,6ES t20,2 862,saS i 2►460S 26 S>E BS (►8►.i t) (rt>Or) xei,te - Mt-f ErrA3Y)JA7OT fK►2 (CCL Mt (a0T.01) OEL.EOf (ab-t CRA3Y)J0.TOT YveJ rrremefr�R yttwo�ebn».a csi Ynepsrq @l�t.erp cotwUrl(f) (AM100)f.ns!deR YrO1dMJ yfNjOD en►(,086E0) ant 0-20 uA netaroM 1"IJA Id berur9\ }rt N M5 8t 4 tX)1►\! Ytwnrnu2_17,ah Or•S7 arwN,repl9 IT smpnehi t-IV Zldldx3 bawl 8nfawN-woll desO VilUdlas99 fo9los9 fnemgoWGb9Fl insq noldes3 oaUsV 0n0"Uo 4o Yf13 (b9fittma3 a'QOlD' elsfoT firm omeM i'P PA 8P SA to OP eE Be CE aE aE of EE SE InO ZA-PAOS 04-MS OA00S S"MM tg-0P O -Mr. P.E-8EOS SCAEOS CC-BCOS aE-MS 8E-AEOS PE-EGOS EC-SEOS SE-tFAS 0 0 0 0 0 0 0 0 0 0 0 0 0 0 eonsls8 gnironigeS i :sunsve5i .11 SOS,m 80E m ECC OaN aEs arc m 08a Eee aAa eSa Sta aea OR ("V hdift3)fneme=l xsT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 oft is egnims3 feeiefnl BOE EEC ETC PZC WC atC BP.a 088 F,ai3 aPa ma Ste wa 08a eunevePllsloT :&,awtibnegx3 .111 SOS.OS 80C Eey ECC PdC dEC atC 8eo 08a Eta 810 ma Kra We 082 mwt emmrjo19 gnieuoH eldsbio"A SOS,OS BOF EeC CCC "T M atC Bea 08a Eaa a#%a eSa Sta we 082 e9iufibnsgx3lsloT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 eonsls8 gnibn3 .Vl ani,eelsiaoaeA nobisM iooW rd I9isgw9 ATA;M9 ea:o.00wt ;mug Aaaa;a1K:Ot•St e"taops9 IT:omsnelil MINI �iV fldlAx3 tmui glide""-woti rlas7.0111dlawI 1*9(ot4 tnonmowmbsfl*mq twtfeai o ftv onfD U3 to V13 (bs"Itno 0`000) nsi9--> limit somiuonl 1dsO > tE OE @S 8S CS 8S as K ES SS tS CIS 6t 8t Tt 8t IE-OEOS OE-@SOS 8S-SSOS 8S-TSOS vs-om at-am ZS PSOS PS-ESOS ES4SOS SS-tSOS tS-OSOS OS-@toS 6t-Btoi 8tAros Tt-BtoS at-2tOS 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 eonsls8 gninnigsH .1 :eunevefl .II &V Cea ZEE OSC 80Z SPA Mo ASP tdj, 8EA 8SF Eris t0A P.8E TTE aw (A-IV fid rk3l)lnsma wl xsT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Me to eqnims3 fasndnl We We z'EZ me 80Z SPA 8TA w ralA 8EP 8% EM rob 28E TTE WE eunsveA ldoT :ze,iufibnegx3 .III a88 We ace me 80Z S@A 8TA kW tc'P 8e0 8SA EtA r% ew TTE am 000r zmsigoi9 gnizuoH eldsbio"AA 2,Fe We Zee me aw S8P 81TA *0 tZA 8EP 8S4 EtA tOL IRK TTE ME eetufibnegx3lIWoT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 eonsls8 gnibn3 .VI i :)nl,asIsuxeaA notnW%wV9 t Vd bmsgoi9 NTA;A9g ee.o,mom;muo fs3;ztx,of-St onoit*oy9 IT:omsnohl &-IV fidldx3 bnu3 grdeuoH-wol3 des3 y2Uldles93 fos(tn9 tnsntgolsvebeA*tsq noMesi onilsV (b9MMO e'009) �r Ar ct st rt or e 8 T a a p e S t at-pros W-giros Er-StOS sr-rros tt•otot 0r-eoos e0-aoos eo-Toos To-aoos ao-aws eo-000s 00•coos co-soos so-rocs to-000s 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 eansls8 gninnige8 .I :sunsveA .II 8 iac EK SEE SSE t re toe I'm r8S tTS SK Ec'S to r 8s t ES T t (A-1V!idirbO)tnsmeionl xsT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 dPd is eenims3 lmetnl peE EAE SEE SS£ rrE toe Ms t8S M: Sao EZS tar a-.t ES Tr ouneveflIsioT :eewdibne*3 .I11 P+U CbE SEE SSf tic ME rK r8S rTs SK &as tar asr es Tt_ 0000r emsiemq gnieuoH oldsbiMA P-aE EAE SEE SSE tte toe I'm 18S rTS SaS eas rat cast ES Tr esiutibnegx3lstoT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 sonsls8 gmbn3 .Vi 3nl,xelslooeaA notersM reeyeN yd baiwtei9 ATfi;M9 eeA;00tpit;mu2_AEs7;ehc.Ot•St enoibelo-4 IT:omanslia S-IV lldidx3 am IgwA 3 aln9mvotgml aildu9 139tol9 tnsmgol9vsbe5i;hs9 noidae9 oall&V onih"Uo to qtO (bs"imO a'000) <--astsnimisT nsi4 ~ Of es es CS aS aS PS ES W rs OS er et r at at OE-eSOS eS-OSOS eS-CSOS �S-a= aS-aSOS CS-nm Ps-cSoS cS-sm SS-rsm m-OSOS OS-eros er-erM er-ms Cr•atM at-arM et-Prm p*cn9lonoi*mgW 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 voigmi aildu9 ImUOUMFl WORlembudZ JDAq .1 atnemevoWni aildu9 yisnoif9t3aiO .11 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2T33LOR912TM3M3VOORM13USU9 JATOT r:l,astsi-7oaaA nolmsM ieay%A yd bsiegsr9 HTFI,M9 00,2;O(ASW ,agmljuq;atx.Of-St anoitasjoi9 IT:smsnohl S-iV HMO amsMOI9 A aln9msvolgml 30du9 Msjo191n9mgotsvah9A rh6q noidael oott6V onitmquo to ytio (baffimo WON) At Er Sr rr or e a C 2 o E S r A3A IalOT Ar-crM er-Bros Sr-aroS�rr-oYoS OreoOS eo-e S SOJOOS Wa= ao-Mee i'0•AOOS 1O•EOOS MOOS SO•roM ro-oom taco 91sAad° 1800 fa9(019tonoligho"a 0 0 0 0 0 0 0 0 0 OOA,C OOA,` 0 0 0 008,or &0AT 000,0S voupi oilduq Wdjo%sofl gmRV s ubuUa prlq .1 ynsnadmal0 atnamsvmgml oilduq yisrwiteioaia If 0 0 0 0 0 0 0 0 0 OOA,C Wk, 0 0 0 008,1srEj ZT33LOfl9 t8TH3M3V0FFM OUSU9 JATOT yml,aslaboasA nolaifsM isay9?I yd 4s,,6g9i9 ATfl;M9 OO:e,OOWt;egmI-duq,aIx.Of-Sl anoibsOA IT�"snsiil e • r-lV lididx3 bnu3 f79jo,9-wrol3 desO ylllidies99 ejo.9 ln9mgolsv9b9Fl fhs9 noidesg osllsV onihsquO io YhO (bsnirrmO e'000) elsloT om9M all PA EA sA Is, 00 eE BE cE K aE AE EE ylno aA•AAOs AA-EAOS Ea-sbos sA-roos rA-Ooos oA-eeos eE-aeos at-icos CE-aeos aE-aeos aE-AEos AE-EEos cc-seos 0 0 0 0 0 0 0 0 0 0 0 0 0 9onsls8 gninnip98 .I :suneveR Al r aa,ee AES,t r A8,r e08,r BCC,r CAC,t C r C,r xea,t 8Ca,r eSa,r rat ACa,t CAC,r r Sa,r (A-IV lidirlx3)lnsmsioni xsT 19A OAA,r t 0 0 0 0 0 0 0 0 0 0 0 0 0 nsoJ\2bssom9 bno8 AT 9iutu3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o\°a is zgnims3 lzsisJnl r Er Er Er Et Et Et Et Er Er CS CS CS aA o\Oa is zgnims3 9%n9e9A bno8 CPS,r R8,r ES8,r reC,r 08C,t OEC,r OOC,t i-,a,t EAa,r 8Sa,r roa,r ACC,r Caa,r sunsys.9 IstoT :aswlibnsgx3 .111 0 0 0 0 0 0 0 0 0 0 0 0 0 0 93ivi921d9O bno8 AT gnijeix3 aAa,as aas aaS aaS aas aw aa4 aas: W: a8S sea SEa SEC ate saivlsa 1d9O bno8 AT 9w1u3 CT S,r 0 0 0 0 0 0 0 0 0 0 0 0 0 (r)nodsltainimbA 008,4r 0 0 0 0 0 0 0 0 0 0 0 0 0 2"ioiq ailduq bsflilnsbl aas aas an aas a8S aas aas aas aas SEC SEC SEa are a9iufibnsgx3lsfoT !ee e8a,t am,r asa,r AeA,t AaA,t AEA,t aoo,t aw t ae0,r ea0,r SAO,r e" asowoesS eldslisvA 1914 .VI rea,e 0 0 0 0 0 0 0 0 0 0 0 0 0 sonsvbAnso-I (Oe r,EE) (r 8e) (e8a,t) (aaa,r) (asa,r) (AeP,r) (Aai t) (AEA,t) (aOA,t) (aCE,r) (ae0,,') (ea0,r) (soo,r) (eoa) (ISM to o\Oa2)1nornysg9fl nso-I 0 0 0 0 0 0 0 0 0 0 0 0 0 alaoO psnodswiO iot sidslisvA (ISM to a\ca)8l803 r6noil9ioai0 .V aOS,! 0 0 0 0 0 0 0 0 0 0 0 0 0 0\000 r eInsm9vmgmi Vanoils=iO 0 0 0 0 0 0 0 0 0 0 0 0 0 sonsls8 Qnibn3 .IV isunns 000,0"(r) O\OS is a9anegxe avdsUainimbs .noits0ni z)nl,891sl3oaaA nolatisM isaVeA-ld beisger9 NTfi;M9 ea.s;oo\a%r;mu2_rlaGD;Ot-Sr aroibsjoA IT:9msnsli3 � ANAL 0 a NV fidift!) baul 139jaA-wall desO yliiidlassi etcnCl fnsmgolsvobsA Ihsq noiden't oallsV onihsqu0lo VN3 tbeArn 3 a 009) fimiJ nslci—> fimiJ 9on9nuonl)d90—> se iE of es 8S TS as as os ES SS rS OS et 8t Tt at SE-rcos rE-OEOS OE-eSOS es-BSOS es-TSOS TS-aSOS as-asos as-ASOS os-ESOS ES-SSos SS-moS tS-OSOS OS-etoS et'-Bros 8t•TtoS St-atos at-atos 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 sonslsIS eninnie98 .1 :sunovefl .11 eep.t oTj,j app,r srt�j v8E,r et,E,r er£,t east east O£s,r SOS,t mt,t T1�t,r OSt,t Aeo,t ea0,t Epos (MVlididx3)lnsmsionlxsT19H 0 0 0 0 0 0 0 0 0 0 0 0 OSe,E 0 0 0 0 nsoJ\abssn0i9 bnoS AT mutua 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X0e fs apnims3 lasislnl aP an aP ao aP aP at, aQ aA ac aA aP E£ £E EE t.0 £E o\02 fs agnims3 soseeR bno8 rPe,t ara,t te4,r 8eli,r ays,r ae£,r Aa£,r P££,r aoE,t a-S,t 8AS,t OSS,r OOT,A £ar,t TSr,r r0r,t aw,t 9un9v9S1IstoT :a9zufibn9gx3 .III 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 soivis2 fd90 bno8 AT ernfa O 8le are 8re 8re 8 t e 8re Ste We 8re 8re 8re are raa tea tea tea tea soivis Ids(]bno8 AT siufu3 0 0 Ee Se to Oa eb 84 Vol ao eA at+ Wt Et+ SP to Oa (r)noilsifainimbA 0 0 0 0 0 0 0 0 0 0 0 0 10 0 0 0 0 atos(oi9 3ildu9 b9difosbl are 8re, rTe OTe eae Sae Tae aae aae t•ae £ae Sae eea Ka tea Sea Sea mutibn9gx3l£foT ESa Bee OSe 88P 8eA CSA 8e£ ea£ OPE S t£ e8S 8eS e00.A eat+ AEA Mrs A8E aeoiuoasA sidslisvA 1914 .VI 0 0 0 0 0 0 0 0 9 0 0 0 0 0 0 0 0 sonsvbA nsoJ (ESa) (Bea) o em (PaAt (aEP) (aoo) (8TE) (Oa£) (ES£) (TeS) wvR) on) (POS,E) (aEA) (StA) (88E) (eaE) (1s1A to�t°ee)fnsmYsg9fl nsoJ 0 0 aS AS ES t S OS 8 t T t a r A r £r OOS ES SS GS e t emo0 ,snoilsneiCl iot 9idslievA (19M f0 Nce)efoo0 Denoilmoai0 .V 0 0 as As £s rs OR 8t Tr at P er ;00s £s SS OS et °\°oor atn9m9vmgmlrsnoit9i3ai0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 sonsts8 gnibn3 .IV Isunns 000,OEB(r) c\°S Ys a92n9gx9 9vifsVainimbs .noifeflni .onl,89160oaaA notaloM teageA Xd bmrgei9 HTR;M9 Ek S;G01e�r;mu2_rtas0:Ot•St anod*oe9 IT:emsnelfa f. i F . .. ., .. a � n, � � �'` ��' a� /- �_ k v n' � �....4 � ���t�r �. l t F r� .rX� r <.. i. � rr i.:- Y � � f J l < r F r � �� ��� � + f to F r ' yt � j t � ; t �F �r k .7-t � �� .� � •f A '� {�FC 1. 1 .�� �1�� �. � IJ �- k ': �•' F � 1�� �" <+ f .� � f tk t j t�� 5 F'rµ^'hk ' t.�, �'. �,�. i �°' nr t 1 r� t " .��. .k. l �'!t �l, t �) l � � t .!_ C l � k ` j r ` � � / 't ., t `k �..� r � l Y .�� � Y f ,� I F �(} S.A� j .' C ,r �J. � S• • �1�. �. t f .rr. � � Y .:4 w f t• .. y ` L L t• F .J _ In y t Am , ,t99 + s ' Sj ••.� f r Mi, l3� 1 �`� �• +t{ •' r j �• i t t t• t •t • .zbssn 'a7 !si Wsbom000s of sidsnu sss 2s36g2 lislsi llsrn2 .asosg2 tiss,Insasv 2uoismun anisfnoo llsm lsysl iswoJ :8001230 a AGMAT28U2 i j'• l+ T03t Oqq T143MigOJ3V303A O:DJJAV OMITg3gUO TAOg3,q YgAMIMliJ3S'q I_1 stsiq onihsqu3 to yiiD BHOITIONO3 OMITHOU19 J,4012YHq'10 2OTOHq -A XIOI4399A aOw.w".%""Ovq WWstoq belolq ftmvq*Wwogq rov nouwv Oottav Onmsqu*to VWI a6 ►► E► S► 16 o► et K SE aE at ►E EE SE tE OE ►�"W 64.EDOS E►NK S►-t►OS t6d60i 064M eE4UK 8E-TEOS Tt VAK 8E-MS ar—I'M ►EUM EE-SEOS SE-ItOS tE-OEOS oc-eaK rgugnaxaO Uwr.goty4W 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 inentfswM ln$mT IM t 0 0 u 0 0 0 0 0—`— 0 0 0 0 0 0 0 0 sotev ogqolq lanoetsa WO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O 0 (4o9tIW)lL16Y V1f9gOA tf:110$1B9 1ppT EBS,a CK.a E8f,8 Eai,a EBS,a EMi O MA Eaia EK,a MA EBS,a En.a Ex,a EBS,a Ma Eaca oulav wdwum 3 eetctte rncartwo W"A o"i "Lpoz yct,MlaweeA/tOteteiR e►QrsH YG tretsgs�`! xtct N4 00 t.0OtH1 oWe(3.T.Ns Ot-SI eftw3stotV IT OM6ttID63 a•a tp7ine3 b~sulsV Otmpv9 Ianosls9 bb*ot9 insmgolowsbo!asa nol0ss4"tsv wMisguo to Ve] )psstUaO sWD) ¢S 8S is ai tS bS ES SS ti OS Et at SS ai Lt bi tfiASOS 8S-iSOS NS-asm aS2nOS di-&SOS K{SOS ES-SSOS SS-tSOS rs-mm OS-etOS Br-arm at-C tOS Ct-at OL at atos tt4tos ►1-yus naw3n0 m3m"ft-s0 _ 0 G 0 0 0 0 0 0 0 0 0 0 0 0 0 0 /nanta wd MmeT IM t 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 suTSV#mgat9 Wwms9100T 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (belsMi)esisV Vnegsv9 tsnsaro9 ISIOT Lai a EaS a M'a EK,a CK.a EK'a En.a E&A Ma M a EaS,a EaS,a EKA CKA E@S a cm.a sulsV 9WALMuo eft,Ia rncgmo,7 Twumm W saws2 a �n7,satrwsU nrdmW�aTsx p Deatgsw ATH-M9 OU t fIVIOV,battl0_(T,@U Of-it vfmd3S(6w IT smsnesi 69V t101Aa3 babAA Wi6V yhsgotq%n0049 f»S�ln�Osgatar�sA Dnq fw14s9 001t9v OOVMV3 to VU3 lDSJN+00 Y900) Et it If or 8 8 T a L b C S r euicv CtditM Sr-ftOS tr-0tOS Of 800E RGaGOS 80-TOOS To-am aodm Lo400S bOl00i to-sw_ ug a la pe 0 0 0 0 0 0 0 0 bia.i bi8.t 0 0 0 T►a,E OO Oas mem1mal inaroT W t 0 0 0 0 0 0 0 0 ►Ee.S Ka's 0 0 0 TMA Oulav rhegai9 lsnOate9 lsoT 0 O 0 u 0 0 0 0 8Tf.E L80E 0 0 0 &Wc (DelBlMl)NdRV r7tOg0/9ls/lta1o9 WoT caE,a EaS.a EaE 8 Eai,a EaS.a Ex'a Eai,a Eai,a E'M,a eao C 0 0 0 ROOM 0u1sV e."wmu3 8lMM ynsgm*O pnnaX onT e3iuo2 3m 903113300A rdisroM MVV*a pa bs*q*14 MI R•M9 00 L 00140 bajmU n.o3x of•St 0no*"plq IT pnsncbi r .bN tR91Aa3 b.baa sut5V Msftotq tssa I=Lmq Tnsm jalvosboX iatq Iw)Aoe9 o31w loalm0 Y+oos) tR Rs G► S► I W ec ac TE at U RE EE SE I OE es-4 ►R-L C1-S►OS t►-I►OS f0-010S O►4= OE-9EOS BEAM TCSEOY at-UM eE-►LOS eC{EOS EE-SEOS SE-fEOS tEllftK OEBtOS Ira itwseo fnomafAttvsO 0 0 0 0 0 0 0 0 0 0 0 o O 0 0 0 (S)rAtUu *A bnaJ I 0 0 0 0 0 0 0 0 a 0 0 0 0 0 0 0 Aww"e t 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (E)sotmO E 0 0 0 0 0 O 0 0 0 0 0 0 0 0 0 0 (E)IVWba vmm ► 0 6 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A»Q OmAv9 a 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 woksq a1 wai fat h%ADD a 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (►)Mot"Pau T a mmiamlo"Ims"T O 0 0 0 0 0 0 0 0 0 0 0 0 U 0 0 0 Wftfl MW:I bA b-a rtrw"A e 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 6 epbit8 t0at9 lxfS dfsonsg:3 Of 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 w -4 tot b)ttrp w"ft I f 0 u 0 0 0 0 0 0 U 0 0 0 0 0 0 (a)alnamowgmf algae Sf 0 0 0 0 0 0 0 0 U 0 0 0 0 0 0 (a)tlnamawpml b'y]kae Et 0 0 0 0 0 0 0 0 0 0 0 0 0 0 D 0 arlsV yltegot9 Iseft tWT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (Deward)SUISV"Wf9 IGOR esfuT ►dt,Ks aN,e-S os,tss amiss wa,ats coo,.s S e%.sm oxa,00i oe+t,00S Eas,ao at R,set t►a.Bet ►►Q►et 6ft,fat tat TTf M.Mf asesSWA Et qMq rMW guleV gvfgitimUo LMwn modw igemts eft gotO WoVA ant 03ru.2 tfew 13"Ors bns ywn)bnlntao COb1AAs betwa OUI&V(f) lowaq Vmno9 JI.to ttsq to essAwtuq?OaJ(S) MLI it Vnagmo.7 yanneN OAT(E) wen wl Awe eme nkm,ravel teogu pNMxe to rwwvrma(►) Wei egmnl woo bnS,katat watt bnt bns flow boM won,1 bialk0 ,e3na0n0 Teo*ItMt wggu§ww@ves/7n01rg wen,mansgm sets :Xvm Efts,nW imat am"walamnematsas squoeea etnemOMKIW ekmfa9 pmbkua wmnsquo 10 03 matt t"Gv(a) re.swo"Uh notngM myox ya ne gOt9 Atli_W9 at a,W%%t%&"O_IT,otl Ot-St anotnp q IT omktte64 m .bN bClns3 OebbA nASV Vnputq IaeA ►�1op moatgo9w�eft tuq Iwle4sq oalmCl onenpo3 W V03 (DNIhnO 82M es BS CS as M ►S Es Ss rS OS et 8t Ct at et Ot K4SIM as-CSos Ns-Km aSlSo$ 7K40S ►s-Em es-ssm ss-tsm rsom_oc-etm etabs at-Ctes CI-am at-atos at-YIDS ►r-Eros na �ie01nOm4ole'id1 ` 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (S)naeaupa^OnsJ t 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 sw`mu s O 0 0 0 0 O a 0 0 0 0 0 0 0 0 0 (E)smenO E 0 0 0 0 0 0 a 0 0 0 0 0 0 0 0 0 (f.)e'buts0 want ► 0 0 0 0 0 0 0 0 0 0 6 0 0 0 0 0 ' W°►tom t 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ytanO9 m mcm ref fwvnoo a 0 C 0 a 0 0 0 (N*14N snA U&M C 0 0 0 0 0 0 0 0 0 CCfWnvmmW MGMT 8 0 0 0 0 0 0 0 0 0 0 0 0 0 O 0 0 #oon roofs WR bwupwoaA e 6 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 oY1n8 WAS bn&babnsgc3 Of 0 0 0 0 n 0 0 0 0 0 0 0 C 0 0 0 twif?ba;upinpxA II 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (a)43nemtrvmgml nse2 St 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (tl etnsmavatgmr ay3w Et p 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 euNV rlisgot9 tsaA 7sfoT 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (bgWnl)BuloV Vt0'Aelq ISOA 16101 OaB.UV Olt tat tSS,►al aw,tal 8►8,tet cay.mr ert,rat ►►C 801 VM,eot 8aQS►t ear oot at►oEt SSNAI OaO,SEr re►,est n10,ast Iroasn3ol EI goiq Mm 9ulsV evtlalunw:) boW otaAw fga=p eW quota edoasE mIT eaevo2 elate rjnwv bma rawgra mn e0 0=6 bebbs WJSV(t) tealeq rnnaq M b MM to Baaneluq bnaJ(S) ewt18"sgmoo Teamm en'(E) wen wt swo sets Osm Jevef teggu britlow b nonavoneft(►) ksW tgbrt0 woo bnS,kAMI IOCAf bK bee nUM bW wan,ttt8rlb ,oannlna ts®w)"1'Iggu g enwnNn 71buq wan,Ildensgso sore JAVH bns,010MOtat OWLfebnemeledi eaNWEG mneltlaVnglte esmte9 WvbluS orariequ.)to 00 tarn C"F;V(?) mil eelstmerA MVTGU tarp,TQ Cetsgeti MT0,4q 00 C OUMt,Y61e0_IT AN OI-SI"bSPT911 emsn"I VbbEl4DIX B- ZonkSeE2 cowenrlEn 4 B ' � t ' • t f' .•t NJ S `l. e` < Y t r. r r r w 4.4 x - •i, r .-, ..tom .' f.`;� ' •xA . p q. r t� l ac ;`rt t ram''• .�y r '. ..; r r iMU Ira •:i G +t?� r l r f. .M •r 'r� t k �l { r i �` t � r ` r `` ' J.. r 2tr �f, r ` r.' t t l t tr •r `. • •: • fr f t .'f.. r in A , t •• t' ,P ti t r , :r +4 S pit rt I t n' } R • •k 's �� F t• _t r 'n r ' A ( t r � � (• r IM� t `:1 f"1.1 i_ r .�s f �a^tr, t s, t s.> •�: .r't A `lr.� 1 F i ( • r tY t t (• ,tot„ t _!t_ t ..k r • '•' • •' •.• • • • ''i i" ' A • ,,�' ,�' < �� j •� t� / P }. 1 t .�Q�� ''� t `-—.moo �..., �.:� �.' >-: �?t ,.-�'1. ' li �i �r 1.�r r RtY ' '�r f �i y, 1 �r'C..-. f �t r ,!. n.r� .wai�...�v"..G-7 `C:�'�tr%��� - r f r -�:f. �� j{ } Sl It r- t :�� i� ��i t• I' ! ? ` � -� a. �(• ct �� + ti 1 r .�E�t r '� a � n � r! d F r �� r�� ��� r � r � � � � � .��r �� -...: r I. r r t.r + ��� t = r � , r .r` � d r .� r� k i � ` r i. r _r -...r--` 1 ..t t l t; � ° r i 4 i� °'t-*'"Y��,�xe a c'tr t'e�'w-�,,,�cr`-- 's M�_ �� rw'. t � F p �' �S �.f et 4 �° I :� ,, ��..i�:". F _I, :Y`L! 1},h„ii'...�!YrH.�r ..Sxf lh r �� - r. _�}.i '�.. • • �, k• i . •• �. .. v 1. - .' . . .. { r �M< 1 .r�' - � 1 y. $ � �. s `+.^ � _., ti Ilsm gniisine neriw sonshegxe aisggorie noieuinoo asisiianomeb ngia "sonstfne lism s?ol4" :22333A 3TAU03CIA141 M T03LOFiq T4'1BMgOJ3V303S OOJJAV 014IT9g3gUO TFlOg3R Yi AWIMIJ3FIq F-i estil9 oniheoquO to yii.) .r. *r ITT = tF Fr• t t 44 _+ t t 7" • � t S IVA y'a t t ?'<cj. 1 � { .n ., � t•r r! L..a�.s._ 4d:v. ..,W:•Y�Ji1.ii.�^..lti'.• .Y. x ��1.�1..._.-� :J..`(f".(1, \ — — • t.. A t k .W:. ! ';X L! tcl ja�•k-t' L tdrt� t r F>'r � M.`F'��w 51 SA.. �tH i^'J'�.•.nr t:' i'. � F .iF�I •,1h r 7f �� c,c� ��' .. �� i ,'t 4 t f` �{.ilr Xy Z�f•,r�:F Sl. �.. A 1 i - J r '�, !J' J ��• t a��n�� lid �-'� •r'f'��� i�'rl I •.M ayJ �>; ; 1} .�7' (•�' ) �( ,'`.e� qY:i A r-1 � s y :.Y},��y�43�rk * ,,1 �.• � � • :M mull • _ f L� N �t k� •r' •I. 'x i • 1 � 9dt rai bns asitivitas brw asaogiuq 9a9!.'r to tnsnarfailgmans, grit nl 9rft Its gau of b9siiorltus ai pnsgA :,fl ,Mlq airit 30 9ansigritirlf bar. noitstngmsIgnai .wsf -�d b9ttirni9q is.Usisri io won aiswoq grit Us bns nsiq girl# ni bsbivoiq ai9woq n i $27q 3o n i&nWxH •aqiii=o,qqQ no' fi%j tzsq f 9m S s LgiS bgolsv9b9Z rxj'rltiW 3atawZ Yo3 atnr.!qm2aO mzj ua hnA msff rO 103 29itin-It"Q!a [EM@] .i noifsgiaitisq io3 aslLn grit bns nsiq airit rbiw 9ansbioa3s nI tngmgolsysbsA XtirwmmoD grit bns nsiq aidt of tvauaiuq y3n9gA grit -�d bstgobs s nsvig 9d Iisria sgiA 139(o7q grit ni ytiggoig Is9i 3o aisrrw0 sis oriw anoaigg ,ws.i ssiA to9toiq gilt 3o tngmgolsysbgi grit ni 9tsgiaitisq of ytinutioggo 91dano2S9i .nsiq airif 30 agv&.*ido grit dtiw tngtr.ianoa orlw anoai9q of a93n9i939iq 91dsnvasm bn9tx9 We yDnsgA srlT aagni2ud otni i9trmi io nisrnsi of sgiA tagioiq grit ni aasniaud ni bsgsgns 9is onsms-iiup9'I grit tsgm saivnsrbo (sift 3i sgiA togioiq bsg6l9vsbs7 grit niritiw .—xmSA grit yd bstgobs aslan grit bns nslq airlt ni bgdiiaasiq , „ [fiYotTg .agii'rt�r �� PCB tti�q i0 29Iu� [KO] S a9ms123giq bns silt ni 9tsgiaihaq of aisrrwo of asifinutioggo sbivoiq of Ysbio nl of asansislgiq 91dsnoassi bmixs of bns s9iA tasioiq grit 3o ingmgolgvsb9i rnsgA grit ,sEnA ta9ioiq bsgolsysbgT 9rft r_iritiw aa9niaud otni istns9i of a9aagni2ud agDnsis3siq 3o noianstxg sift bns ammo Xd rxoi3sgiaihsq io3 aslui stsglunaoiq IIsrla .ssiA tastolq bsgolsvgbsi grit nirftiw " ssi io3 atnsn9t easniaud of f mssi®A oits iaitEsq [eM@] E ni noitsgiartisq of noitibnoa s as ,twit siiupsi Xsm pn9gA 9dT sift rifiw fn9mssigs gnibnid s otni intns Usda tnsgiai7isq Mass ,tngmgolsvgbgl bns 9au bns ,cjofsvgb ,stslWdsrf9-x of as9igs tnsgiaitisq srft -bidw vd gansgA grit of tasjdua 9d of bns nslq airit rftiw sansano3noa ni "goiq grit nistnism grit ni ruo( of bgiiupsi sd Xsm atnsgiaitisq ,aingmnigs riau2 nl .3osi9rf anoiaivoiq gd Iliw Viggoxq grit 9ivan9 of rsm:� sn sd -sna as atn9mmob rioua 3o nobabimei .tnsnassigs noitsgia.i3isq grit bns nslq aidf rbiw sarsbiooas ni bsau bns bsgolsysb ,yDnggA sdi rbiw ln9na9gigs noitsgioifisq s ofni aistns tnsgiaifisq s ton io isrifgrfW silt ni -tisgoiq 9fsvhq bns ailduq Us of sldsailggs gig nslq miff 3o anoiaivoiq grit .69-A 1a9(oiq ,golsysb ,9tstWdsrf9i of agaulsi io alis3 tnsgiaitisq s tnsys srif nI noitsgbitisq s bns nslq airfr of tnsuaiuq yxggoiq Issi ati nistnism bras gam bns 1p oo\ ork r r 2ZOITDA TMaMgOJaV3CIaA O320cloA t (00% III ILUMD fry] bns trfgifd to bssYga srfi trx9vs7q bns sisnimils of aszogoxq prmBA sdT :Xd s97A ID9toTI srit ni noilmohstsb �cf za9ao°iq tnsmgol9vsb9i 9rft ni nobsgi3iftsq gnittum9q r tnstaiano:) s9iA t79(oiZ grit ni bsts?Q` asih9goiq to a79nwo ;pnsgA grit Xd b93gobs eslua bns nslq airb rbiw ;yt,i9goiq Iss-i to noitieisip:)s 9n"T .S bns giliz-isnwo 9rft s9bnu Viggo-iq to tnsmsgsnsm 9rfT X ;pnsgA snit to loitno) bns anomq b9:)slgaib of 9mstaiaas noits:)olsi gnibivolg ;ani9:nog aasniaud bns agnibliud nishs:) Io Isvomsi ao noitifornsb 9rfT .c ;atn9m5vOYgmi ni bstmol �Itrmae-iq aisrrwo Kd noitsgbihsq zol SAibivo'rq .a of zs:)nsis39xq 3o noianshcs snit bns as-iA bstolq sift, otni 'Istnssx ao nisms*s of gni-xiasb elnsgrnDo aasniaud ;692A bsiolq b9gol9v9b9'X grit niritiw L`sniaud '2199Y12 to nodw-itanms-i io moifDmlanoa moitsllstani srfT C ;ztn9msv,oigmi :)Uduq xsrdto bns ,asbil tm rltiw 9-)nsb7o:)as rri z9au -iol yhsgozq io rroitiaogaib 9rfT .8 ;nslq zirit :)ilduq io 9ahcpstrrs stsvriq yd bird to tnsmgofsysbsi sifT R ;nslq airft rftiw smsbians ni a9au Yo3 a9iansgs �d z.#n9m9voigmi bns esiut imtz 3o noitstilidsrbi sifT .01 bns ,pasgA sift bns aToers:)sue zisrit ,msnwo tnsmq sift bras alortno:) to noitnsim gilt ioi gnibivolq .rr rltiw gnimmn atnsnsvoa 'Io enoibir3asz 10 tnsmdaildstas ni beau 9d of sunitno:) Uiw "go-iq tsrfi oa brief sift .nslq airit rbiw wnsbzoms tngra olgvsbsl srft to sau svit3sl}9 d ,insmifaildslag 9rfT A q Y Iliw tariff l7owgrasll noitstn9mslgmi bns gnirumiq s to ,uas:)o-iq .sglA tDgtolq srft to tngmgolgvsbsl mast-gnol ,-isgo7q sift swans bns trigifd to bssaga 9fft to noitn9vglq bns noitsrunmils 9rfT .8 grit to noitstilidsri97 bns noitsvaganoa srh bns ,noitsaoiast9b :)RiDgga ,nslq I6I9nsD a`ViD srb rftiw 9:)fmbloo:)s ni s97A bstoaq .aswmnibao bns asbo:) Is:)ol brrs ,ansiq to tngmgolgvgbsa bns ,ggiagb -i ,8nimulg9-i grfT -a 9-is twit asses bsgolgvsb Xfaooq. Io bsgolgvsbl9bnu .bgsilitu yIlggoagmi Ib b9siliunsbau Xd sslA t3s(oaq grit to sand gimonogg grit to gningritgngata 9AT a srft bns aslu-bulta to noitstifidsri9a bns tngmgol9v9b9I srft .atnsm9voaq,mi gtia bgbssn lo.noitsilstaru srft rur{tiw trwrde9vru Iotgsa stsviaq w9n to noitomoaq sifT .3 tnstlogrni ns to noitsmilstiv97 9rft ststilbal of s9IA t:)s[olq .Igtng7 Irialsmmo:) Istnsmnolivng nist7q:) to noitsxoilsms Yo noitsnimiis 9A T A bns ,Snd-xsq .1sglta-no bns 310 tnsbilluani as rbua ,ni:)nsigilgb e!)basior39b asitifitu bns asitilbsl ,atn9msvoigmi 5ilduq Isrfto sg-iA tggiolq grit gnbbslls XIsalgvbs grft bns a9itinutloggo do( Is:)ol to tn9mgol9vsb bns noitagl7 srfT D .sasd tnsrirpigmg gnhaixg gift to nobsvisas:iq to ,noij--irdenm wsn Io noitstilidsd97 Xd ,rioiaivoaq 9rfT .]H Io wol to asWmsl Io\bns alsubivibni Iol gniauori bsvoagrni .atimil ViD srb niritiw smomi stsasbom ni algnwo gnibliud gnitaixs of gmstaiaas to noiaivolq srfT I of qu agnibliud Iisrlt guild of bsbssn anoitsvonsi gribiwiil .abubnsta bns a9bo:) tny9 , AMA TDHIOAq ;10 vIC)TI'gJ02ga JOWj .II to noitgina9C[ IsgsJ" sift ni bsdiaaagb gas s9IA bs(oIq 9rft to agiubnuod sd T b9tmogao:)ni bns t .64 tnsmrbsttA as otgagrl bsibstts ",agiasbnuog s9aA tagtolq grit as otslgrf bgrbstts ",qsM s97A t3sioaq" srft no nworia gas bns ,9grzsa9l9l Xd nislgri .93mislm Xd nigasd bstslogaoani bins 2 .014 tnsmrbsttA AMk ZA.Iq Ti4aMgO.I3V3CI3A = AOq T:)3jOAq TW:lMgOJaV3Q3A 0:)JJAV ID ITAMD ZOITDUCOAT14I (OOt?j .I oatlsV onitisquD grit .101 ("nslq" grit) nslq tnsmgolsysbsA sift -ai airlT ytnuoD ,("yti�" grit) onihsquD to ytiD sib ni ("tastolq" srit) tastoiq vmingolsv9bsA snit to rioitginasCl Is;sl srft ,txst srft to ataianoa ti ;simolifsD to stst2 ,sislD stns2 to .ol4 tnsmriasttA) qsM ssZA tasioaq 91ft ,(I .oM tn9mriasttA) asiubnuod ssiA tasioxq ailduq bsaogo'xq sift bns ,(E .oM tn9mrias#A) qsM 9aU bnsJ irmmgolsysbsA snit ,(S onitisquD snit yd bsisgsiq asw nslq aidT .(la- .ol4 tn9m&sttA) atnsn:gvoagmI ytinummo7 grit of tnsuawq ("yan9gA" srlt) rrmgA tnsmgolsysbsA COME noita92 sboD y419W bns rftlssH) simolilsD to 9tst2 silt to ws.I tnsmgol9v9b9A .asansnibzo bzs awsl Imol sldsaifggs GIs bns ,noitutitanoD simolffs:) srb ,(.pse 19 tagtoyq 9rft 10 ashsbnuod sift nirftiw as-m 9rlt to tngmgol9v9bsi bsaogoiq 9AT -iol nslq lsisngD srft rftiw tn9taiano) ai nsfq aids ni bsdrmasb as ("ssiA tasioiq" sift) grit 2sgbs1womkm oafs nslq airiT .("nslq Imsnsa" srit) onihsquD to ytiD srh yd bgtgobs ,Ieel ,2I tauguA bstsb tn9m9sxgA tnsmgolsysQ nistx9a twit to 9,rr9taixg .leer ,2I yluj no OMI .oM 97-mnib10 yd onitisqu:) io ytiD sift 30 fbnuo7 ytD grit io atrigh srit to yns !xstfs -io iisgrni of bsuitanoa sd Ilsrfa nslq ai L ni gnirfioM srft tnsysiq Ton tngmssiBA tnsmgolsvg(J bisa 79bnu asitxsq grit to anoi;sgildo .tn9mss78A tnsmgolsysCl bisa to noitstnsm9lgmi grit ni gnitaiaas moxf yansgA srft yd bstgobs bns bstslurniol nslq prnimilgjq s noqu bsasd ai nslq airlT yd ("noiaaimmoD gninnslq" grit) bnb-igquD to ytiD srb to noiaaimmoD gninnsiq Reel ,el yfuj no ,MOE .om noituloasA of anoiisgildo bns ,asilub ,nswoq dtiw ya.xsgA grit asbivoiq nslq airfT grit 101 nslq airb ni bsislurmal ylisisn9g mszgoYq silt isritiml bns tnsm9lgmi ta9io.lq grit nirftiw ssis sift io nits:ilstiv97 bns ,noilstWcJsrfg: ,tflsmgol9v9b97 sift ni nisisi of b9sn grit bns nslq airit 30 glutsn mist-gnol gift 30 9ausa9d .r ignwo ytiggoiq ,anoitib=3 aimonoag bns 191-ism of bnogasY of ytilidix9li yansgA Yol bstn9ag7q emit of smit mox3 asitinutfsoggo bns ,etasistni 79golsysb bns atasfo-iq aitiagga rfaildsta9 $o nslq sam-jq s trmasiq ton asob nslq aidt ,trmmgolsysb9-1 .avtAA tasiozq sift 10 nitaidstivgi bns ,nobsti[idwisi jrmmgolsv9b9i srft Y03 artia9ga riaidw nirftiw )Iiowsms-A aiasd s bns aasaoiq s atnses-.iQ rrslq aidl ,bsstani arroituloa ailiasga bns ,b9ifeddsles 9d lliw atasjoTq :)fti aqa ,balmesiq sd lliw anslq ,golsysb ,noirfasl o+ pmBA sift of bsbivo-iq 97s afoot rlairiw yd bns b9aogoiq 9d Iliw .anoituloa bns ,abgjo7q ,umlq ailinga name ritiw bgsaozq bns b9nistts 9d iliw ,<,::,I tnsmgolsysbsA ytinummoD sift to asaogwq sdfT :9" nslq airft 10 alsog zo[sm 9rh bns ,rfguovit YTID Mff Yff 21401TDA [0060J IV T143I`SDS MMH [W% .IIV V,AJq 2I1-IT 30 AOTTAgUCI [OOM IIIV TVi3MCI143MA AOq 3AU43:)05Iq [ J(I atnsrnriasttA zsiisbnuo8 B97 A. b94o7,q srit 30 noitgirwsQ Is�s.i I .oA tnsm&sttA qsM sszA tasio-tq S .o14 tnsrubsttA qsM seU bnmI tmmgolsysbsA E .oM tnsnubsttA at-,mrusvo-xgml ailduq bszogoaq l .oA tnslY dosttA agaU gnirmolnoxnoVl (aWj .1 anoitstirniJ bns aloitrio:) IsisnsD [7WJ noitau-11200D [8%@j .I noitngt9A bns noitstilidsdsA [WQj .S asitr9QQTq 30 to agdnwm gift no noitstinriJ [OIQI agrubliud atiriu gndlgwCl 30-79dmUI4 [IIb brm ,9sR ,ggyT no noitstimiJ ['4 .2 agnibliuEl to trfgi9H ,trfgiJ ,gaigsoabnsJ ,agosg2 nggC) [EtOj .a yDsviiq bns ,-riA arrg i2 asitilitU [CIOJ .8 2gaU glditsgmo:)nl [alQj e noits8sigganoM brrs noitsnimh:)aibnoA FIQJ .OI alsaysq 3o rraiaivibdu2 [811,Pj .II anoitsiYsv IoniM [eloj m tn9nIgol9v9Q iol rrgia9Q [aWJ CY atirmgq gnibliuq [IWJ .3 TDgjOAq 3 -IT DVHDZAM qO 2UGHT3M [ j bgaogo,lq 9rlt $o noitgl-ma9CI Is°%9nsD [IMPJ .A borftgM gnionsniq abnuq tngrngi:)nl xsT [MUJ airs-0 bns ansoJ x9rbO 0% OM Or\ r r i i i r*5 1n9m�nlovni,.n t7�Cr I-) bns 8.rsibliuH brm ,9:)ns-xssl7 ,rioitifornsC [alq .H nobsisggYq 3ti2 wnsuslD bns noitilornsU [CIEg] t agti2 $nibiiu8 to noitszsgsiq [81q S tnsmgolgvsQ has noitiaogaiQ yhsgoiq [Qfq I bns noitiaogaiQ Thsgozq isgSl [OMffl t tnsrngolgvsU Isysns7 [ISE�] .s tngmgolsysQ bns noitiaogaiQ [SSE@] d atnsrau:)oQ yDngBA grit Xd irmmgolsysU [ESE?] a anslq tnsnsgolsysU [ISE@] .b noitiaogaiQ ytzggoxq Isno279q [?SEA] .S 8nivoM brm ,noilswisanoD ,noitstilidsrlgA [6Rq j asurblu-t2 }o noitsv7sano3 bns noitstilidafis3l ag7utouTt2 to 8ri=.voM [89Q] .S gniauoH smoanI-stsigboM bas -woJ [e2% .)I AaHA ° D-7,l o iq 3HTT tiojj Cjarra.4Aaq 232U [ook?j V I qsM gaU bnsJ tngrugolsysbsA [lob?] .A asaU baLl igrb O [Soo] .a ysW-lomatri3iA :)ilducl [Eon] .1 ,Isnoitutitanl ,ailduq-ims2 ,ailduq 191ii0 [NWj .S aseU ti3oignoM bns Adahk agaU mhstnI [aaw .E Pe E'S\r r I i rur�frs9mao(9��hasT�m 1^ 2Ti4MAOD qO UHAT MOIT:)UQORTKI [OO13] .I A3RA T:)3jORq KO VfOTI'g Roeaa [OOS3] II 2140MA TK3MgO.I3VaQ3R Q32OgO3lq [OC3] III Is lsnsO [IO£@] .A 3o noiamtx3 ;asitiautxoggO noifs4bifxsq [SQE31 .2 bsgol9vsbsR nirbiW Txtn9sA ,o} as3n9i9I37cq ssaA t39[oiq bns mirwO -iol asitiwhoggO [E0% .I atnsgx .-;Q aa9niaxr3 .,asitinutioggO noitsgbitt$q iO3 a,6IxrA [N)E3] .S a93n9z939.xq bns ,.-3ithohq atn9.rexssTgA noibsgbb"q [? ] .E 8790wO 8nirmolnoD [do%3 .k asibo8 3iddxrq ritiw noitsisgooD MX@j D noitiaurp3A yftsgoYq [80E@] Cl yh9golq Is9R [eOEffl I sgoyq Isnoa3sq [OIE�j .S ttt9nxs�snslVl �Zt7csgoYq [IIEaj .3 a9i3rx9A $nixsT of atn9ra�(sq [SiE3] q bri s ,ams3no:) aasnia,u3 ,anonsq 3o nolimoL-A [EIE3] Z t39to7tq sdi qd bs3slgaia aisrbO anobwoJ isibO anibniq ni 93rWaiaaA [kfq .t atnsrn�sq nroits30193I [UE3] .S ee�esv r i Rstqlrmmro14vqbq5R Tn 'AA.ycl T'4HMclo m(m ffHT 3101 �p\QS\It R6�Q�iT!ir*rr.�(n r.a�v�Ql cr T) EO-00-AA KOITUJO23A YD913OA TVI3MgOJaV3®HiA OKITAMUD 3HT q0 KOITUJ023A AOq KAJ9 TV13MgOJ3V3Q3A Q320gOAq 3HT DAMA333A T33I,OAg TV aMgO13V3GaA ODJ IAV OVIITAMUD 3HT q0 YTIO HHT qO igOI22IMM03 OidIVIKAJq 3HT OT KOITAGA,9 V11(bi0U3A aKA TAOg3A AM OKITA3gU7 obo3 yio3:s2 bns rlilsoH) wad Inomgo1oveboA yjirwffunoD simolilsD ofll ,2AaAUHW zi nslq inomgolovoboi bozogoYq s ololod ,isrll o4EEE noi1o92 ni zobivoiq (.Poe 10 000EE noi)oo2 ofb of nslq bozoq(nq ofll iimduz [lane yonogs inomgolovoboi ofb ,,(b0d ovilslzigol ofli of bsiiimduz bns ,rtoiisbnamm000Y bfm hogsY zli-to3 noizzifnmoo gninnslq bozogoiq s bougwq and yonsgA inomgolovoboA onihoquD At ,ZAaA3HW brts ;ioo�oiq inomgolovobsA oollsV onihoquU ofb Yo3 rrslq lnomgolovobsA T143MgO.I3V3UaA OXITAS UU HHT YEI GaVJ023A TI M ,aAogaAaHT ,WOK lnomgolovob A oollaV onihoquD od) io3 nslq inomgolovoboA bozogoiq ofli TART YD'KEIOA 30 yliU oflllo noi22ifnmoD gninnslq orii of bomAsi Xdmd zi ,olmd.bodosiis ffno3 Sri) ni ,ioo�o-jq .noilsbnornm000-i bns 1.ogo7 iol onirmquD yc.)nogA inomgolovoboA onihoquO orli 3o gniioom ulugm s is U3TgOUA UI/IA MUM :s1ov gniwollo3 odli,(d,000S ,ysundoglo ysb bnE& zifb pnogA lnomgolovobpA oflt 3o aisdmoM oioy Aft noi)sl2 ,zomst ,gnsri3 ,1)ornu8 :23YA onov :23Oz Isrlinowo,I :TVi32gA onoV :V,HAT20A OAcggA :T23TTA y3nagA iasmgo svo t)A ,rtsrrnti , �sio��o2 8 XlaM3ggA G3TJU21403 23J.9UO2 asioinG ,aws0 YiumsM 9aoL ns2 r @@8r ,noifib3 "PE ,VofosiiO zisfnsJ pniggorl2 GqV .S OOOS!e@er asulsV beizasazA b91uo92 ,soMO a'ioaasazA ,YfnuoO sisIO stns2 L 2sloihs ,ismuoL zzsniau8 YslisV n03ili2 bns saoL ns2 srlT .k ,lnsbiasiq soiV ,zsnoL blsnoo djiw anoifs2isvnoo snorigsl9t .quoin adoosL sriT a znoitsisgo pnifaixs bns znoitsvonsi bseogozq gnibispsi noitsrmotni eaulsv lirmsq pnibliud ,noilsmiotni xs' aslse ,oniiisquO to Ytia a noitssilsup3 to bisoS 91st2 simotilsJ .7 UN f ,aieingO pniggori2 to zfnsJ bns msllo© ,stujitani bnsJ nsdiU .8 quo7O adoosL srif of tnstluznoJ listsfi ,Ysnns?I Ilia e nogeJR xsbni YlrltnoM ,aiefnsO gniggori2 to lionuoJ Isnoitsmsinl Or rioisszsi tsAism Ismstni quoin adoosL V anoitsisq(O istnsJ pniggori2 to AoodbnsH ,aistneO pniggori2 to lianuoo Isnoifsmetnt Sr (noifib3@@t) 2sznsgx3 bns asunsysS 1999-2003 REDEVELOPMENT AGENCY RESOLUTIONS 4 of 5 agreement, .he real property or any interest therein may be acquired by the Agency and sold or leased for rehabilitation or development in accordance with this Plan. 4. 63M] Conforming, Owners The Agency may, at its sole and absolute discretion, determine that certain real property within the Project Area presently meets the requirements of this Plan, and the owner of such property will be permitted to remain as a conforming owner without a participation agreement with the Agency provided such owner continues to operate, use, and maintain the .real property within the requirements of this Plan. However, a conforming owner shall be required by the Agency to enter into a participation agreement with the Agency in the event that such owner desires to construct any additional improvements or substantially alter or modify existing structures on any of the real property described above as conforming. C. [§307] Cooperation with Public Bodies Certain public bodies are authorized by state law to aid and cooperate, _ with or without consideration, in the planning, undertaking, construction, or operation of this Project. The Agency shall seek the aid and cooperation of such public bodies and shall attempt to coordinate this Plan with the activities of such public bodies in order to accomplish the purposes of redevelopment and the highest public good. The Agency,by law, is not authorized to acquire real property owned by public bodies without the consent of such public bodies. The Agency, however, will seek the cooperation of all public bodies which own or intend to acquire property in the Project Area, Any public body which owns or leases property in the Project Area will be afforded all the privileges of owner and tenant participation if such public body is willing to enter into a participation agreement with the Agency. All plans for development of property in the Project Area by a public body shall be subject to Agency approval. . The Agency may impose on all public bodies the planning and design controls contained in this Plan to insure that present uses and any future development by public bodies will conform to the requirements of this Plan. To the extent now or hereafter permitted by law, the Agency is authorized to financially (and otherwise) assist any public entity in the cost of public land, buildings, facilities, structures, or other improvements (within or without the Project Area), which land, buildings, facilities, structures, or other improvements are or would be of benefit to the Project. AOL �^• ., D_.:.....� -..,..,,n...7)i�_ C; 11 1?0 lop D. [§30g] PLQ12e_M Acquisition 1. [§309] Real Prgvere Except as specifically exempted herein, the Agency may acquire, but is not required to acquire, any real property located in the Project Area by any means authorized by law. It is in the public interest and is necessary in order to eliminate the conditions requiring redevelopment and in order to execute this Plan for the power of eminent domain to be employed by the Agency to acquire real property in the Project Area which caiutot be acquired by gift, devise, exchange, purchase, or any other lawful method. Eminent domain proceedings, if used, must be commenced within twelve (12) years from the date of adoption of this Plan. The Agency shall not acquire real property to be retained by an owner pursuant to a participation agreement if the owner fully performs under the agreement. The Agency is autl_-rized to acquire structures without acquiring the land upon which those structures are located. The Agency is, authorized to acquire either the entire fee or any other interest in real property less than a fee. The Agency shall not acquire real property on which an existing building is to be continued on its present site and in its present form and use without the consent of the owner unless: (a) such building requires structural alteration, improvement, modernization, or rehabilitation; (b) the site, or lot on which the building is situated, requires modification in size, shape, or use;or (c) it is necessary to impose upon such property any of the controls, limitations, restrictions, and requirements of this Plan and the owner fails or refuses to execute a participation agreement in accordance with the provisions of this Plan. The Agency is not authorized to acquire real property owned by public bodies which do not consent to such acquisition. The Agency is authorized, however, to acquire public property transferred to private ownership before redevelopment of the Project Area is completed, unless the Agency and the private owner enter into a participation agreement and the owner completes his responsibilities under the participation agreement. 2. [§3101 1 Property Generally, personal property shall not be acquired. However, where necessary in the execution of this Plan, the Agency is authorized to acquire personal property in the Project A,-ea by any lawful means, in_luding eminent domain. 6 11 /29/99 E. [§311] Pml2p.M Management During such time as property, if any, in the Project Area is owned by the Agency, such property shall be under the management and control of the Agency. Such property may be rented or leased by the Agency pending its disposition for redevelopment, and such rental or lease shall be pursuant to such policies as the Agency may adopt. P. [§312] Payments to Taxing Agencie� Pursuant to Section .33607.5 of the Community Redevelopment Lain, the Agency is required to and shall make payments to affected taxing entities to alleviate the financial burden and detriment that the affected taxing entities may incur as a result of the adoption of this Plan. The payments made by the Agency shall be calculated and paid in accordance with the requirements of Section 33607.5. In any year during which it owns property in the Project Area, the Agency it authorized, but not required, to pay directly to any city, county, city and county, district, including, but not limited to, a school district, or other public corporation for whose benefit a tax would have been levied upon such property had it not been exempt, an amount of money in lieu of taxes. G. [§313] Relocation of Persons. Business_Concerns, and Others Displaced by the Project 1. [§314] Assistance in Finding_Other Locations The Agency shall assist all persons, business concerns, and others displaced by the Project in finding other locations and facilities. In order to carry out the Project with a minimum of hardship to persons, business concerns, and others, if any, displaced by the Project, the Agency shall assist such persons, business concerns and others in finding new loc.-.-dons that are within their respective financial means, in reasonably convenient locations, and otherwise suitable to their respective needs. 2. [§315] Relocation_P , ents The Agency shall make relocation payments to persons, business concerns, and others displaced by the Project for moving expenses and direct losses of personal property and additional relocation payments as may be required by law. Such relocation payments shall be made pursuant to the California Relocation Assistance Law (Government Code Section 7260 et seq.) and Agency rules and regulations adopted pursuant thereto. The Agency may make such other payments as may be appropriate and for which funds are available. H. [6316] Demolition Clearance and B ilding and Site P*Pp ra 'on 1. [§317] Demolition and Clearance The Agency is authorized to demolish and clear buildings, structures, and other improvements from any real property in the Project Area as necessary to carry out the purposes of this Plan. 2. [§318] Preparation of Building Sites The Agency is authorized to prepare, or cause to be prepared, as building sites any real property in the Project Area owned by the Agency. In connection therewith, the Agency may cause, provide for, or undertake the installation or construction of streets, utilities, parks, playgrounds, and other public improvements necessary to carry.out this Plan. The Agency is also authorized to construct foundations, platforms, and other structural forms necessary for the provision or utilization of air rights sites for buildings to be used for residential, commercial, industrial, public, and other use,. provided for in this Plan. Prior consent of the. City Council is required for the Agency to develop sites for commercial or industrial use by providing streets, sidewalks, utilities, or other improvements which an owner or operator of the site would otherwise be obliged to provide. I. [§319] Proper , Disposition and Development 1. [§320] Real Pro-12eM Disposition and Development a. [§3211 Czeneral For the purposes of this Plan, the Agency is authorized to sell, lease, exchange, subdivide, transfer, assign, pledge, encumber by mortgage or deed of trust, or otherwise dispose of any interest in real property. To the extent permitted by law, the Agency is authorized to dispose of real property by negotiated lease, sale, or transfer without public bidding. Prcperty acquired by the Agency for rehabilitation and resale shall be offered for resale within one (1) year after completion of rehabilitation or an annual report concerning such property shall be published by the Agency as required by law. Real property acquired by the Agency may be conveyed by the Agency without charge to the City and, where beneficial to the Project Area, without charge to any public body. All real property acquired by the Agency in the Project Area shall be sold or leased to public or private persons or entities for development for the uses permitted in this Plan. All purchasers or lessees of property acquired from the Agency shall be obligated to use the property for the purposes designated in this Plan, to begin and complete development of the property within a period of time which the Agency fixes as reasonable, and to comply with other conditions which the Agency deems necessary to carry out the purposes of this Plan. b. [§322] pispositmn and 1Devel2pment Documents To provide adequate safeguards to ensure that the provisions of this Plan will be carried out and to prevent the recurrence of blight, all res) property sold, leased, or conveyed by the Agency, as well as all property subject to participation agreements;is subject to the provisions of this Plan. The Agency shall reserve such powers and controls in the disposition and development documents as may be necessary to prevent transfer, retention, or use of property for speculative purposes and to ensure that development is carried out pursuant to this Plan. Leases, deeds, contracts, agreements, and declarations of restrictions of the Agency may contain restrictions, covenants, covenants. running with the land, rights of reverter, conditions subsequent, equitable servitudes, or.any other provisions necessary to carry out this Plan. Where appropriate, as determined by the Agency, such documents, or portions thereof, shall be recorded in the office of the Recorder of Santa Clara County. All proper.ty in the Project Area is hereby subject.to the restriction that there shall be no discrimination or segregation based upon .race, color, creed, religion, sex, marital status, national origin, or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of property in the Project Area. All property sold, leased, conveyed, or subject to a participation agreement shall be expressly subject by appropriate documents to the restriction that all deeds, leases, or contracts for the sale, lease, sublease, or other transfer of land in the Project Area shall contain such nondiscrimination and nonsegregation clauses as required by law. C. [§323] Developer t by the Agc= To the extent now or hereafter permitted by law, the Agency is authorized to pay for, develop, or construct any publicly-owned building, facility, structure, or other improvement either within or without the Project Area, for itself or for any public body or entity, which buildings, facilities, structures, or other improvements are or would be of benefit to the Project Area. Specifically, the Agency may pay for, install, or construct the buildings, facilities, structures, and other improvements identified in Attachment No. 4, attached hereto and 0 „ inn mo incorporated herein by reference, and may acquire or pay for the land required therefor. In addition to the public improvements authorized under Section 318 and the specific publicly-owned improvements identified in Attachment No. 4 of this Plan, the Agency is authorized to install and construct, or to cause to be installed and constructed, within or without the Project Area, for itself or for any public body or entity for the benefit of the Project Area, public improvements and public utilities, including, but not limited to, the following: (1) over- and underpasses; (2) sewers; (3) natural gas distribution systems; (4) water distribution systems; (5) parks,plazas, and pedestrian paths; (6) playgrounds; (7) parking facilities; (8) landscaped areas; and (9) street improvements. The Agency may enter into contracts, leases, and agreements with the City or other public body or entity pursuant to this Section 323, and the obligation of the Agency under such contract, lease, or agreement shall constitute an indebtedness of the Agency which may be made payable out of the taxes levied in the Project Area and a'Ilocated to the Agency under subdivision (b) of Section 33670 of the Community Redevelopment Law and Section 502 of this Plan or out of any other available funds. d. [§324] Development Plam All development plans (whether public or private) shall be submitted to the Agency for approval. All development in the Project Area must conform to City design review standards. 2. 1§3251 Personal Pr-o2ea Dia2osition For the purposes of this Plan, the Agency is authorized to lease, sell, exchange, transfer, assign, pledge, encumber, or otherwise dispose of personal property which is acquired by the Agency. J. [§326] Rehabilitation. Conservation, and Moving of Structures 1. [§327] Reh&bilitation and Conservation The Agency is authorized to rehabilitate and conserve, or to cause to be rehabilitated and conserved, any building or structure in the Project Area owned by the Agency. The Agency is also authorized and directed to advise, encourage, and assist in the rehabilitation and conservation of property in the Project Area not owned by the Agency. The Agency is also authorized to acquire, restore, rehabilitate, move, and conserve buildings of historic or architectural significance. 10 11/29/99 2. NMI Moving- Structures As necessary in carrying out this Plan, the Agency is authorized to move, or to cause to be moved, any standard structure or building or any structure or building which can be rehabilitated to a location within or outside the Project Area. K. [§329] ow- and Moderate-Inca ate Housing Pursuant to Section 33334.2 0£ the Community Redevelopment Law, not less than twenty percent (20%) of all taxes which are allocated to the Agency pursuant to Section 33670 of the Community Redevelopment Law and Section 502 of this Plan shall be used by the Agency for the purposes of increasing, improving, and preserving the City's supply of housing for persons and families of very low, low, or moderate income unless certain findings are made as required by that section to lessen or exempt such requirement. In carrying out this purpose, the Agency,, may exercise any or all of its powers. The funds for this purpose shall be held in a separate Low and Moderate Income Housing Fund until used. Any interest earned by such Low and Moderate Income Housing Fund shall accrue to the Fund. IV. [§400] USES PERMITTED IN THE PROJECT AREA A. [§401] Redevelopment Land Use_Map_ The "Redevelopment Land Use Map," attached hereto as Attachment No. 3 and incorporated herein by reference, illustrates the location of the Project Area boundaries, major streets within the Project Area, and *the land uses authorized within the Project by the City's current General Plan. The City will from time to time update and revise the General Plan. It is die intention of this Redevelopment Plan that the land uses to be permitted within the Project Area shall be as provided within the City's General Plan, as it currently exists or as it may from time to time be amended, and as implemented and applied by City ordinances, resolutions and other laws. B. [§402] Other Land Uses 1. [§403] =b i Rights-of-Way As illustrated on the Redevelopment Land Use Map (Attachment No. 3), the major public streets within the Project Area include Stevens Creek Boulevard, Wolfe Road and Vallco Parkway. qP Additional public streets, alleys, and easements may be created in the Project Area as needed for proper development. Existing streets, alleys, and easements may be abandoned, closed, or modified as necessary for proper Y �'3' P P development of the Project. Any changes in the existing interior or exterior street layout shall be in accozdance with the General Plan, the objectives of this Plan, and the City's design standards, shall be effectuated ' i the manner prescribed by state and local law, and shall be guided by the following criteria: a. The requirements imposed by such factors as topography, traffic safety and aesthetics; and b. The potential need to serve not only the Project Area and new or existing developments but to also serve areas outside the Project by providing convenient and efficient vehicular access and movement. The public rights-of-way may be used for vehicular and/or pedestrian traffic, as well as for public improvements, public and private utilities, and activities typically found in public rights-of-way. 2. (,§404] Other Public Semi-Public 'institutional and Nonprofit Uses In any area shown on the Redevelopment Land Use Map (Attachment No. 3), the Agency is authorized to permit the maintenance, establishment, or enlargement of public, semi-public, institutional, or nonprofit uses, including park and recreational facilities, libraries, educational, fraternal, employee, philanthropic, religious and charitable institutions, utilities, railroad rights-of-way, and facilities of other similar associations or organizations. All such uses shall, to the extent possible, conforTn to the provisions of this Plan applicable to the uses in the specific area involved. The Agency may impose such other reasonable requirements and/or restrictions as may be necessary to protect the development and use of the Project Area. 3. [§405a Interim Uses Pending the ultimate development of land by developers and participants, the Agency is authorized to use or permit the use of any land in the Project Area for interim uses that are not in conformity with the uses permitted in this Plan. 4. (§4 I NonconfQ 'n$T 1,� The Agency may permit an existing use to remain in an existing building in good condition which use does not conform to the provisions of this CUP/RedeveloomentPlan 12 11/29/99 Plan, provided that such use is generally compatible with existing and proposed developments and uses in the Project Area. The owner of such a property must be willing to enter into a participation agreement and agree to the imposition of such reasonable restrictions as may be necessary to protect the development and use of the Project Area. The Agency may authorize additions, alterations, repairs, or other improvements in the Project Area for uses which do not conform to the provisions of this Plan where such improvements are within a portion of the Project where, in the determination of the Agency, such improvements would be compatible with surrounding Project uses and development. C. [§4 I General Controls and limitations All real property in the Project Area is made subject to the controls and requirements of this Plan. No real property shall be de yeloped, rehabilitated, or otherwise changed after the date of the adoption of this Plan, except in conformance with the provisions of this Plan. 1. [§4W] Cons=tion All construction in the Project Area shall comply with all applicable state and local laws and codes in effect from time to time. In addition to applicable codes, ordinances, or other requirements governing development in the Project Area, additional specific performance and development standards may be adopted by the Agency to control and direct redevelopment activities in the Project Area. 2. LWj Rehabilitation and Retention of P, roperties Any existing structure within the Project Area approved by the Agency for retention and rehabilitation shall be repaired, altered, reconstructed, or rehabilitated in such a manner that it will be safe and sound in all physical respects and be attractive in appearance and not detrimental to the surrounding uses. 3. 64101 Lin tation on the Number of buildings The number of buildings in the Project Area shall not exceed the number of buildings permitted under the General Plan. 4. [§411] Number of elLng Units At the time of adoption of this Plan, there are no dwelling units within the Project Area. The number of dwelling units permitted in the Project 13 11/29/99 Area shall not exceed the number of dwelling units permitted under the General Plan. 5. [§412] Limitation on ' ypg. SiZe—and HeigLt of Building§ Except as set forth in other sections of this Plan, the type, size, and height of buildings shall be as limited by applicable federal, state, and local statutes, ordinances, and regulations. 6. [§413] bier. Spaces. Landscaping, Light, Air, and Privacy The approximate amount of open space to be provided in the Project Area is the total of all areas which will be in the public rights-of-way, the public ground, the space around buildings, ►d all other outdoor areas not permitted to be covered by buildings. Landscaping shall be provided to enhance open spaces in the Project Area and create a high-quality aesthetic environment. Landscaping may include, in addition to trees, shrubs and other living plant materials, such materials as paving, landscape containers, plaza furniture, and landscape and pedestrian lighting. Sufficient space shall be maintained between buildings in all areas to provide adequate light, air, and privacy. 7. [§414]. All signs shall conform to City sigi► ordinances and other requirements as they now exist or are hereafter amended. Design of all proposed new signs shall be submitted to the Agency and/or the City prior to installation for review and approval pursuant to the procedures of this Plan. 8. [§415] Utilities The Agency shall require that all utilities be placed underground whenever physically and economically feasible. 9. [§4161 Incompatible Usm No use or structure which by reason of appearance, traffic, smoke, glare, noise, odor, or similar factors, as determined by the Agency, would be incompatible with the surrounding areas or structures shall be permitted in any part of the Project Area. 10. [§417] MmuU cx,minati n and Nongegregatim There shall be no discrimination or segregation based upon race, color, creed, religion, sex, marital status, national origin, or ancestry permitted in the CUP/RedeveloomentPlan 14 11/29/99 sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of property in the Project Area. 11. [§418] i 'sion of Parcels Nn parcel in the Project Area, including any parcel retained by a participant, shall be subdivided without the approval of the Agency. 12. [§419] Minor Variations Under exceptional circumstances, the Agency is authorized to permit a variation from the limits, restrictions, and controls established by this Plan. In order to permit such varia )n, the Agency atust determine that: a. The application of certain provisions of this Plan would result in practical difficulties or unnecessary hardships inconsistent with the general purpose and intent of this Plan; b. There are exceptional circumstances or conditions applicable to the property or to the intended development of the property which do not apply generally to other properties having the same standards, restrictions, and controls; C. Permitting a variation will not be materially detrimental to the public welfare or injurious to property or improvements in the area; and d. Permitting a variation will not be contrary to the objectives of this Plan or of the General Plan. No variation shall be granted which changes a basic land use or which permits other than a minor departure from the provisions of this Plan. In permitting any such variation, the Agency shall impose such conditions as are necessary to protect the public peace, health, safety, or welfare and to assure compliance with the purposes of this Plan. Any variation permitted by the Agency hereunder shall not supersede any other approval required under applicable City codes and ordinances. D. [§420] Dcaign for Development Within the limits, restrictions, and controls established in this Plan, the Agency is authorized to establish heights of buildings, land coverage, setback requirements, design criteria, traffic circulation, traffic access, and other development and design controls necessary for proper development of both private p � rY p P P and public areas within the Project Area. No new improvement shall be constructed, and no existing improvement shall be substantially modified, altered, repaired, or rehabilitated, except in accordance with this Plan and any such controls and, in the case of property which is the subject of a disposition and development or participation agreement with the Agency and any other property, in the discretion of the Agency, in accordance with architectural, landscape, and site plans submitted to and approved in writing by the Agency. One of the objectives of this Plan is to create an attractive and pleasant environment in the Project Area. Therefore, such plans shall give consideration to good design, open space, and other amenities to enhance the aesthetic quality of the Project Area. The Agency shall not approve any plans that do not comply with this Plan. E. .[§421] E 'lug dim ermits No permit shall be issued for the construction of any new building or for any construction on an existing building in the Project Area from the date of adoption of this Plan until the application for such permit has been approved by the Agency as consistent with this Plan and processed in a manner consistent with all City requirements. An application shall be deemed consistent with this Plan if it is consistent with the General Plan, applicable zonino, ordinances and any adopted design for development. The Agency is authorized to establish permit procedures and approvals in addition to those set forth above where required for the purposes of this Plan. Where such additional procedures and approvals are established, a building permit shall be issued only after the applicant for same has been granted all approvals required by the City and the Agency at the time of application. V. l§500] METHODS OF FINANCING THE PRQ ECT A. [§501] Cameral Dcardptim of the Proposed Financing Method The Agency is authorized to finance this Project with financial assistance from the City, the State of California, the federal government, tax increment funds, interest income, Agency bonds, donations, loans from private financial institutions, the lease or sale of Agency-owned property, or any other available source, public or private. The Agency is also authorized to obtain advances, borrow funds, and create indebtedness in carrying out this Plan. The principal and interest on such advances, funds, and indebtedness may be paid from tax increments or any other funds available to the Agency. Advances and loans for survey and planning and for the operating capital for nominal administration of this Project may be provided by aT/RedevelmmentPian 16 11/29/99 the City until adequate tax increment or other fiends are available, or sufficiently assured, to repay the advance-, and loans and to permit borrowing adequate working capital from sources other than the City. The City, as it is able, may also supply additional assistance through City loans and grants for various public facilities. The City or any 'other public agency may expend money to assist the Agency in carrying out this Project. As available, gas tax funds from the state and county may be used for street improvements and public transit facilities. B. [&5M] Tax Increment Eunds All taxes levied upon taxable property within the Project Area each year, by or for the benefit of the State of California, the County of Santa Clara, the City, any district, or any other public corporation (hereinafter sometimes called "taxing agencies"), after the effective date of the ordinance approving this Plan shall be divided as follows: 1. That portion of the taxes which would be produced by the rate upon which the tax is levied each year by or for each of said taxing agencies upon the total sum of the assessed value of the taxable property in the Project as shown upon the assessment roll used in connection with the taxation of such property by such taxing agency, last equalized prior to the effective date of such ordinance, shall be allocated to and when collected shall be paid into the funds of the respective taxing agencies as taxes by or for said taxing agencies on all other property are paid (for the purpose of allocating taxes levied by or for any taxing agency or agencies which did not include the territory of the Project on the effective date of such ordinance but to which such territory is annexed or otherwise included after such effective date, the assessment roll of the County of Santa Clara, last equalized on the effective date of said ordinance, shall be used in determining the assessed valuation of the taxable property in the Project on said effective date). 2. Except as provided in subdivision 3, below, that portion of said levied taxes each year in excess of such amount shall be allocated to and when collected shall be paid into a special fund of the Agency to pay the principal of and interest on loans, moneys advanced to, or indebtedness (whether funded, refunded, assumed, or otherwise) incurred by the Agency to finance or refinance, in whole or in part, this Project. Unless and until the total assessed valuation of the taxable property in the Project exceeds the rLn'�R�ieve�nrm�n!t'lan 17 11/29/99 total assessed value of the taxable property in the Project as shown by the last equalized assessment roll referred to in subdivision 1 hereof, all of the taxes levied and collected upon the taxable property in the Project shall be paid into the funds of the respective taxing agencies. When said loans, advances, and indebtedness, if any, and interest thereon, have been paid, all moneys thereafter received from taxes upon the taxable property in the Project shall be paid into the funds of the respective taxing agencies as taxes on all other property are paid. 3. That portion of the taxes in excess of the amount identified in subdivision 1, .above, which are attributable to a tax rate levied by a taxing agency which was approved by the voters of the taxing agent' on or after January 1, 1989, for the purpose of producing revenues in an amount sufficient to make annual repayments of the principal of, and the interest on, any 'bonded indebteckiess for the acquisition or improvement of real property shall be allocated to, and when collected shall be paid into, the fund of that taxing agency. The portion of taxes mentioned in subdivision 2, above, are hereby irrevocably pledged for the payment of the principal of and interest on the advance of moneys, or making of loans or the incurring of any indebtedness (whether funded, refunded, assumed, or otherwise) by the Agency to finance or refinance the Project, in whole or in part. The Agency is wuthorized to snake such pledges as to specific advances, loans, and indebtedness as appropriate in carrying out the Project. The Agency is authorized to issue bonds from time to time, if it deems appropriate to do so, in order to finance all or any part of the Project. Neither the members of the Agency nor-any persons executing the bonds-are liable personally on the bonds by reason of their issuance. The bonds and other obligations of the Agency are not a debt of the City or the state, nor are any of its political subdivisions liable for them, nor in any event shall the bonds or obligations be payable out of any funds or properties other than those of the Agency; and such bonds and other obligations shall so state on their face. The bonds do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. The amount of bonded indebtedness to be repaid in whole or in part from the allocation of taxes described in subdivision 2 above which can be outstanding at any one time shall not exceed FORTY-TWO MILLION SIX HUNDRED TEN THOUSAND DOLLARS ($42,610,000.00). 1R 11/29/99 The Agency shall not establish or incur loans, advances, or indebtedness to finance in whole or in part the Project beyond twenty (20) years from the date of adoption of this Plan. Loans, advances, or indebtedness may be repaid over a period of time beyond said time limit. This time limit shall not prevent the Agency from incurring debt to be paid from the Low and Moderate Income Housing Fund. Further, this time limit shall not prevent the Agency from refinancing, refunding, or restructuring indebtedness after the time limit if the indebtedness is not increased and the time during which the indebtedness is to be repaid is not extended beyond the time limit for repaying indebtedness set forth immediately below in this Section 502. she Agency shall not receive, and shall not repay loans, advances, or other indebtedness to be paid with the proceeds of property taxes from the Project Area pursuant to Section 33670 of the Community Redevelopment Law and this Section 502 beyond forty-five (45) years from the date of adoption of this Plan. C. [§503] (.7ther Loans and Grants Any other loans, grants, guarantees, or financial assistance from the United States, the State of California, or any other public or private source will be utilized if available. VI. (§600) ACTIONS BY THE CITY The City shall aid and cooperate with the Agency in carrying out this Plan and shall take all actions necessary to ensure the conti:aued fulfillment of the purposes of this Plan and to prevent the recurrence or spread in the area of conditions causing blight. Actions by the City shall include, but not be 1hrnited to, the following: A. Institution and completion of proceedings for opening, closing, vacating, widening, or changing the grades of streets, alleys, and other public rights-of-way and for other necessary modifications of the streets, the street layout, and other public rights-off-way in the Project Area. Such action by the City shall include the requirement of abandonment, removal, and relocation by the public utility companies of their operations of public rights-of- way as appropriate to carry out this Plan provided that nothing in this Plan shall be construed to require the cost of such abandonment, removal, and relocation to be barne by others than those legally required to bear such cost. B. Provision of advances, loans, or grants to the Agency or the expenditure of funds for projects implementing this Plan as deemed appropriate by the City and to the extent funds are available therefor. 1?/29/99 C. Institution and completion of proceedings necessary for changes and improvements in private and publicly owned public utilities within or affecting the Project Area. D. Revision of zoning (if necessary) within the Project Area to permit the land uses and development authorized by this Plan. E. Imposition wherever necessary (by conditional use permits or other means) of appropriate controls within the limits of this Plan upon parcels in the Project Area to ensure their proper development and use. F. Provision for administrative enforcement of this Plan, by the City after development. The City and the Agency shall develop and provide for enforcement of a program for continued maintenance by owners of all real property, both public and private, within the Project Area throughout the duration of this Plan. G. Preservation of historical sites. H. Performance of the above actions and of all other hinctions and services relating to public peace, health, safety, and physical development normally rendered in accordance with a schedule which will permit the redevelopment of the Project Area to be commenced and carried to completion without unnecessary delays. I. The undertaking and completing of any other proceedings necessary to carry out the Project. The foregoing actions to be taken by the City do not involve or constitute any commitment for .financial outlays by the City unless specifically agreed to and authorized by the City, VII. [§700] ENFORCEMENT The administration and enforcement of this Plan, including the preparation and execution of any documents implementing this Plan, shall be performed by the Agency and/or the City. The provisions of this Plan or other documents entered into pursuant to this Plan may also be enforced by court litigation instituted by either the Agency or the City. Such remedies may include, but are not limited to, specific performance, damages, reentry, injunctions, or any other remedies appropriate to the purposes of CUP/Redcn elonmentPlan 20 11/29/99 this Plan. In addition, any recorded provisions which are expressly . r the benefit of owners of property in the Project Area may be enforced by such owners. VM. j§8001 DURATION OF THIS PLAIN Except for the nondiscrimination and nonsegregation provisions which shall run in perpetuity, the provisions of this Plan shall be effective, and the provisions of other documents formulated pursuant to this Plan may be made effective, for thirty (30) years from the date of adoption of this Plan by the City Council; provided, however, that subject to the limitations set forth in Section 502 of this Plan, the Agency may issue bonds and incur obligations pursuant to this Plan which extend beyond the termination date, and in such event, this Plan shall continue in effect to the extent necessary to permit the full repayment of such bonds or other obligations. After the termination. of this Plan, the Agency shall have no authority to act pursuant to this Plan except to pay previously incurred indebtedness and to enforce existing covenants or contracts. IX. j§9001 PROCEDURE FOR AMENDMENT This Plan may be amended by means of the procedure established in Sections 33354.6 and/or 33450 et seq. of the Community Redevelopment Law or by any other procedure hereafter established by law. y� 11!29!99 ATTACHMENT 1 LEGAL DESCRIPTION Cuperti.no/Vallco Redevelopment Project Legal Description ALL THAT CERTAIN REAL.PROPERTY SITUATE IN THE CITY OF CUPERTINO,COUNTY OF SANTA CLARA AND STATE OF CAUFORNIA DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE MTONUMENT UNE OF STEVENS CREEK BOULEVARD, WITH THE MONUMENT UNE OF WOL.FE ROAD AS SHOA I N- ON'THAT CERTAIN PARCEL MAP RECORDED IN BOOK 325 OF MAPS AT PAGE 12, SANTA CLARA COUNTY RECORDS. THENCE ALONG THE MONUMENT LINE of STEVENS CREEK BOULEVARD NORTH 89036'00"EAST, 53.96 FEET TO THE SOUTHERLY PROLONGATION OF THE EASTERLY UNE OF WOLFE ROAD; THENCE ALONG SAID SOU7HERLY PROLONGATION SOUTH 01 005'14" EAST, 75.01 FEET TO THE SOUTHERLY UNE OF STEVENS CREEK BOULEVARD(120 FEET WIDE)AND THE TRUE POINT OF BEGINNING. (1) THENCE ALONG THE SOUTHERLY LINE OF STEVENS CREEK BOUL EvARD SOUTH 80°36'00"WEST, 961.68 FEET; (2) THENCE NORTH 00042"30"WEST, 1384.97 FEET ALONG THE EASTERLY LINE of TRAcr No. 2086 AND ITS SOUTHERLY PROLONGATION AS SAID EASTERLY-UNE IS SHOWN IN BOOK 112 OF MAPS AT PAGE 40,SANTA CLARA COUNTY RECORDS; (3) THENCE NORTH 89013"29"EAST,298.99 F7'�7- (4) THENCE ALONG THE EASTERLY UNE OF TRACT No. 2086. NORTH 00°04"30"WEST, 1207.04 FEET TO THE SOUTHERLY UNE OF TRACT No.2860 RECORDED IN BOOK 138 OF MAPS AT PAGES 22 AND 23, SANTA CLARA COUNTY RECORDS; (5) THENCE ALONG SAID SOUTHERLY UNE NORTH 83°4T30"WEST;42.44 FEET; (6) THENCE ALONG THE EAZrtRLY LINE OF TRACT No.2860 MORTH 00°1 T20"WEST,463.60 FEET TO THE SOUTHERLY LINE OF JUNIPERO SERRA FREEWAY, INTERSTATE 280; (7) THENCE SOUTH 43"4916*EAST,267.07 FEET, (8) THENCE SOUTH 57"03'2T EAST,731.74 FEET; (9) THENCE SOUTH 60®14'49"EAST,699.00 FEETTO THE EASTERLY LINE OF PARCEL 1 AS SHOWN ON THAT CERTAIN PARCEL MAP RECORDED IN BOOK 325 OF MAPS OF PAGE 12, SANTA CLARA COUNTY RECORDS; (10) THENCE ALONG SAID UNE SOUTH 01*0.5-14- EAST, 1049.61 FEET"TO THE NORTHERLY LINE OF VAL.LCO PARKWAY(110 FEET WIDE); (11) THENCE ALONG SAID NORTHERLY LINE NORTH 88054'46"EAST,79.99 FEET; (12) THENCE ALONG THE ARC OF A TANGENT CURVE, CONCAVE TO THE SOUTH HAVING A RADIUS OF 685.00 FEET,THROUGH A CENTRAL ANGLE OF 03°50'53"FOR A DISTANCE OF 46.00 FEET; (13) THENCE LEAVING SAID NORTHERLY LINE SOUTH 01'0514"EAST,414.46 FEET, (14) THENCE SOUTH 88a54'46"WEST, 835.00 FEET TO THE WESTERLY LINE OF WOLFE ROAD; (15) THENCE ALONG SAID LINE SOUTH 01 005'14"EAST. 112-12 FEET; (16) THENCE SOUTH 89°36'00"WEST, 11.00 FEET; (17) THENCE SOUTH 01°05'14"EAST,529.04 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING A TOTAL AREA OF 80.14 ACRES MORE OR LESS. THE BASIS.OF BEARINGS FOR THIS DESCRIPTION IS THE MONUMENT LINE OF WOLFE ROAD SHOWN AS NORTH 01"05'14"WEST ON THAT CERTAIN PARCEL MA'a RECORDED IN BOOK 325 OF MAPS AT PAGE 12, 1 SANTA CLARA COUNTY RECORDS. f a�� y� PfA low eta __ BB 4 �,�1'pt�✓ � 1 us a Y ,.� r�'�f � � M� '• �ff`� � tpnms�♦P�0 1 _ r �d��ncp • •-ivolN•w•�, j fP-70'�toll �� ,F 1 / EW'p"�6R 1 Q � tipyd"�i Ny�•W a P�M� 3 '' �. '� 1 1 .f►�fr r— .S AVIV op 10 r�� , • t . , - tl.. .-,:=i-; ••••-+'+-� •�i++♦iii+*+++iii+i+i+i�+++�i+iii++ii' '. ..,� OEM �, ;: .� : ':::: •iii+i+i+i+' �s�+i+W,►+i+i��`'�iiii+�+++ii�i�i+i+�;►i ;i; ++i�++•+++i+� ++Up �i+++i+++i+i+i+iii+i+i+i �,iq,pl ii+fi . "+++�i!i� ;:!�iiii+++++ii+i+W '7i++i++i�++i+ii IV,+IV,+IV, - ,/ __ ,���i+++i*�+�++++�i+�_++++�+�++iii+♦+i++++�� . or age LAWRENCE EXPRESSWAY • ATTACHMENT NO. 4 PROPMED PUT EULIC 1vrnRQE-NTS The following public improvements are anticipated to be provided in the Project Area: I. Streets and Roadways a. The construction, reconstruction, widening or other improvement of streets and roadways within or serving the Project Area; . b. The installation or modernization of traffic signals on streets and 'roadways within or serving the Project Area; and C. The construction, reconstruction or other improvement of curbs, gutters and sidewalks within or serving the Project Area. 2. Water. Sewer and Flood Control a. The installation of new, or repair or replacement of existing, water,-'sewer and storm drainage systems and lines within or serving the Project Area. I Parking Facilities a. The construction, reconstruction or other improvement of parking facilities within or serving the Project Area. 4. Streetsc pe and Street Lighting a. The installation of new, or repair or replacement of existing, landscaping and irrigation, street lighting, gateways and other signage, street furniture, trash receptacles, planters, murals and other amenities within or serving the Project Area. -� ,n,,a�..r, • �,G��ni�� Attachment No. 4 t 1/29/99 I RESOLUTION RA-00-04 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ACCEPTING AND AUTHORIZING CIRCULATION OF THE DRAM'ENVIRONMENTAL IMPACT REPORT ON THE PROPOSED REDEVELOPMENT PLAN ROR THE CUPERTINO VALLCO REDEVELOPMENT PROJECT WHEREAS, the Cupertino Redevelopment Agency (the "Agency") has prepared and completed a Draft Environmental Impact Report (the "Draft EIR") on the proposed Redevelopment Plan for the Cupertino Vallco Redevelopment Project (the "Project") in accordance with the provisions of the California Environmental Quality Act (Public Resources Code Section 21000 et seq.), the Guidelines for Implementation of the California Environmental Quality Act (14 Cal. Code Regs. Section 15000 et seq., hLreafter the "State CEQA Guidelines') and the local procedures adopted by the Agency pursuant thereto; and WHEREAS, the Agency hereby finds that the Draft EIR is in sufficient detail to permit adequate evaluation and review of the environmental impacts of the proposed Project; and WHEREAS, notices were sent to responsible agencies, affected taxing entities, and other interested persons and organizations for the purpose of soliciting comments prior to final preparation of the Draft EIR; and NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY THAT: Section 1. The Agency hereby finds that the Draft EIR on the proposed Redeve opt meat Plan is in sufficient detail to permit adequate evaluation and review of the environmental impacts of the proposed Project and is hereby accepted by the Agency as the Agency's Draft EIR for said Project. Section 2. The Executive Director, acting on behalf of the Agency, is hereby authorized to: (a) File a Notice of Completion with the State Office of Planning and Research in accordance with Section 15085 of the State CEQA Guidelines; (b) Send the Draft EIR to the State Clearinghouse for distribution to, and review and comment by, all state agencies having jurisdiction by law and/or special expertise with respect to the Project; (c) Provide for the distribution of said Draft EIR .for comment from and consultation with public agencies which have jurisdiction by law with respect to the Project and to each affected taxing entity, as defined in Section 33353.2 of the California Community Redevelopment :Law (Health and Safety Code Section 33000 et seq.); and (d) Publish a notice once in The Cupertino Courier, a newspaper of general circulation in the City of Cupertino, and provide notice to organizations and individuals who have previously requested such notice, advising the public of the availability of copies of said Draft EIR for review and comment by the public. Copies of said Draft EIR shall be maintained for public inspection during the comment period at the office of the City Clerk at City Hall, 10300'Torre Avenue,Cupertino, California. • Resolution No. RA-00-04 Page 2 PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 22nd day of February, 2000,by the following vote: Vote Members of the Redevelopment Agency AYES: Burnett,Chang,James, Statton NOES: None ABSENT: Lowenthal ABSTAIN: None ATTEST: APPROVED: Secretary ai man,Re eve opment gency CUP/AgResoAccptDrEIR 2 02/23/2000 a RESOLUTION NO. RA-00-05 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY APPROVING AND ADOPTING THE REPORT TO THE CITY COUNCIL ON THE PROPOSED REDEVELOPMENT PLAN FOR THE CUPERTINO VALLCO REDEVELOPMENT PROJECT, SUBMITTING SAID REPORT AND PROPOSED REDEVELOPMENT PLAN TO THE CITY COUNCIL, AND CONSENTING TO A JOINT PUBLIC HEARING ON SAID REDEVELOPMENT PLAN WHEREAS, the Cupertino Redevelopment Agency (the "Agency") has prepared a proposed Redevelopment Plan (the "Redevelopment Plan") for the Cupertino Vallco Redevelopment Project (the "Project'); and WHEREAS, the Agency has submitted the proposed Redevelopment Plan to the Planning Commission of the City of Cupertino for its report and recommendations, and the Planning Commission, by Resolution No. 6011, adopted on March 27, 2000, reviewed the proposed Redevelopment Plan and recommended the approval and adoption of the proposed Redevelopment Plan; and WHEREAS, pursuant to Section 33352 of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.), the Agency has prepared a Report to the City Council on the proposed Redevelopment Plan; and WHEREAS, Section 33355 of the Community Redevelopment Law authorizes a joint public hearing on the proposed Redevelopment Plan with the consent of the Agency and the City Council of the City of Cupertino; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY AS FOLLOWS: Section 1. The Agency hereby approves and adopts the Report to the City Counci on a Redevelopment Plan for the Cupertino Vallco Redevelopment Project and hereby submits said Report, together with the proposed Redevelopment Plan for the Project, to the City Council. Section 2. The Agency hereby consents to a joint public hearing on the proposea-TTe-cTe-velopment Plan for the Project, and requests the City Council to call a joint public hearing of the Agency and the City Council on Monday, June 19, 2000, at 6:45 p.m., in the City Council Chambers, 10300 Torre Avenue, Cupertino, California, to consider and act upon the proposed Redevelopment Plan and all documents and evidence pertaining thereto. Section 3. The Secretary of the Agency shall, in cooperation with the City Clerk o try of Cupertino, prepare, publish, and mail such notices and documents and do all other acts as may be necessary to carry out the purposes of this resolution. PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 15`" day of May, 2000, by the following vote: , b Resolution No RA-00-05 Page 2 Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Lowenthal, Statton NOES: None ABSENT: None ABSTAIN: None ATTEST: oW4;,WOV Secretary airman, Redevel6opmen Agency CUP/AgResoJPH 2 05/16/2000 RESOLUTION NO. RA-00-06 RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY CERTIFYING THE COMPLETION OF THE FINAL ENVIRONMENTAL IMPACT REPORT FOR THE PROPOSED REDEVELOPMENT PLAN FOR THE CUPERTINO VALLCO REDEVELOPMENT PROJECT; ADOPTING A STATEMENT OF FINDINGS, FACTS, AND OVERRIDING CONSIDERATIONS;AND ADOPTING A MITIGATION MONITORING PLAN WHEREAS, as the Lead Agency, the Cupertino Redevelopment Agency (the "Agency") has prepared an Environmental Impact Report (the "EIR") on the proposed Redevelopment Plan (the "Redevelopment Plan") for the Cupertino Vallco Redevelopment Project (the "Project") pursuant to the California Environmental Quality Act (Public Resources Code Section 21000 et seq., hereinafter referred to as "CEQA"), the Guidelines for Implementation of the California Environmental Quality Act(14 California Code of Regulations Section 15000 et seq., hereinafter referred to as the "State CEQA Guidelines') and procedures adopted by the Agency relating to environmental evaluation; and WHEREAS, the Agency transmitted for filing a Notice of Completion of the Draft EIR and thereafter in accordance with CEQA and the State CEQA Guidelines forwarded the Draft EIR to the State Clearinghouse for distribution to those state agencies that have discretionary approval or jurisdiction by law over natural resources affected by the Redevelopment Plan, to the affected taxing agencies, and to other interested persons and agencies, and sought the comments of such persons and agencies; and WHEREAS, notice to all interested persons and agencies inviting comments on.the Draft EIR was published in accordance with the provisions of CEQA and the State CEQA Guidelines; and WHEREAS, the Draft EIR was thereafter revised and supplemented to adopt changes suggested, to incorporate comments received during the public review period pursuant to CEQA and the State CEQA Guidelines, and to incorporate the Agency's responses to said comments, and as so revised and supplemented,a Final EIR was prepared by the Agency; and WHEREAS, the Final EIR consists of the Draft EIR, as revised and supplemented to incorporate all comments received and the responses of the Agency thereto, and is part of the Agency's Report to the City Council on the Redevelopment Plan; NOW, THEREFORE, BE IT RESOLVED BY THE CUPERTINO REDEVELOPMENT AS FOLLOWS: Section 1. The Agency hereby certifies that the Final EIR for the Project is adequate and has been completed in compliance with CEQA, the State CEQA Guidelines, and local procedures adopted by the Agency pursuant thereto and that the Agency has reviewed and Resolution RA-00-06 Page 2 of 19 considered the information contained in the Final EIR prior to adopting this resolution. The ,-ency hereby finds that the Final EIR reflects the independent judgment of the Agency. Section 2. The Agency hereby adopts the Statement of Findings, Facts, and Overriding Considerations relating to the environmental impact of the Redevelopment Plan for the Cupertino Vallco Redevelopment Project as set forth in Exhibit A attached hereto and incorporated herein by this reference (including, without limitation, the mitigation measures set forth therein). Based upon such Statement of Findings, Facts, and Overriding Considerations, the Agency hereby finds that all significant environmental effects have been eliminated or substantially lessened except the following unavoidable adverse impacts: Cumulative impacts on the Wolfe Road/Pruneridge Avenue intersection. With the traffic associated with the proposed project, approved developments in the area, and other reasonably foreseeable development, the operation of the intersection of Wolfe Road and Pruneiidge Avenue is projected to deteriorate from LOS D to LOS E+ during the PM peak hour. There are no feasible physical improvements that could be constructed at this intersection that would mitigate this impact to a less than significant level. Regional emissions. Additional traffic generated by shopping center expansion would generate regional emissions exceeding the Bay Area Air Quality Management District's ("BAAQMD") thresholds of significance. BAAQ1ViD guidance provides that projects that would individually have a significant air quality impact would also be considered to have a significant cumulative air quality impact. The proposed project therefore would also have a significant cumulative impact on regional air quality. Mitigation measures are set forth in the Statement of Findings, Facts, and Overriding Considerations (Exhibit A). Those mitigation measures will assist in reducing project and cumulative impacts on regional air quality,but would not reduce the impacts to a less-than-significant level. Based upon the foregoing, the Agency finds and determines that the Redevelopment Plan will have a significant effect upon the environment but that the benefits of the Redevelopment Plan outweigh the unavoidable adverse impacts for the reasons set forth in the Statement of Findings,Facts. and Overriding Considerations, in particular,Part V thereof. Section 3. The Agency hereby adopts the Mitigation Monitoring Plan set forth in Exhibit B attached hereto and incorporated herein by this reference. Section 4. Upon approval and adoption of the Redevelopment Plan by the City Council, the Agency Secretary is hereby directed to file a Notice of Determination with the County Clerk of the County of Santa Clara pursuant to the provisions of Section 21152 of CEQA and Section 15094 of the State CEQA Guidelines, along with two copies of the Certificate of Fee Exemption as required pursuant to Title 14, California Code of Regulations, Section 753.5(c). PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 17th day of July 2000, by the following vote: Resolution RA-00-06 Page 3 of 19 Vote Members of the Redevelopment Agency AYES: Burnett, Chang, James, Lowenthal NOES: None ABSENT: Statton ABSTAIN: None ATTEST: APPROVED: Secretary U Vice-Chair, Redevel ent Agency EXHIBIT A STATEMENT OF FINDINGS,FACTS, AND OVERRIDING CONSIDERATIONS RELATING TO THE ENVIRONMENTAL IMPACTS OF THE REDEVELOPMENT PLAN FJR THE CUPERTINO VALLCO REDEVELOPMENT PROJECT 1. INTRODUCTION The California Environmental Quality Act (Public Resources Code Section 21000 et seq., "CEQA")provides, in Section 21081,that: "[N]o public agency shall approve or carry out a project for which an environmental impact report has been certified which identifies one or more significant effects on the environment that would occur if the project is approved or carried out unless both of the following occur: "(a) The public agency makes one or more of the following findings with respect to each significant effect: "(1) Changes or alterations have been required in, or incorporated into, 0 the project which mitigate or avoid the significant effects on the environment. "(2) Those changes or alterations are within the responsibility and jurisdiction of another public agency and have been, or can and should be, adopted by that other agency. "(3) Specific economic, legal, social, technological, or other considerations, including considerations for the provision of employment opportunities for highly trained workers, make infeasible the mitigation measures or alternatives identified in the environmental impact report. "(b) With respect to significant effects which were subject to a finding under paragraph (3) of subdivision (a), the public agency finds that specific overriding economic, legal, social, technological, or other benefits of the project outweigh the significant effects on the environment." As defined in CEQA, "`significant effect on the environment' means a substantial, or potentially substantial, adverse change in the environment." (Public Resources Code Section 21068.) qW Exhibit A Resolution RA-00-06 Page 5 of 19 II. DESCRIPTION OF THE PROJECT PROPOSED FOR APPROVAL For purposes of CEQA, the "project" addressed in the Final Environmental Impact Report (the "Final EIRs') is the adoption and phased implementation of the Redevelopment Plan (the "Redevelopment Plan") for the Cupertino Vallco Redevelopment Project (the "Projects'). As more particularly identified in the Final EIR, The Project Area is more particularly identified in the Final EIR. Under the Redevelopment Plan, the Project would be developed in accordance with. the land uses designated and permitted by the General Plan for the City of Cupertino. The Redevelopment Plan also specifically recognizes the development rights vested under that certain Development Agreement dated August 15, 1991, adopted by the City Council of the City of Cupertino by Ordinance No. 1540 on July 15, 1991. The Final EIR describes the environmental impacts that may occur as a result of the adoption and phased implementation of the Redevelopment Plan and identifies, where applicable, measures which would mitigate significant effects on the environment to a level of insignificance. Findings regarding the significant effects of the Project are set forth below. II1. ENVIRONMENTAL IMPACTS OF THE PROJECT; FINDINGS REGARDING SIGNIFICANT EFFECTS OF THE PROJECT This Part III identifies the potentially significant and unavoidably signif:ant effects of the Project as determined by the Agency and the City Council, including thL findings and facts supporting the findings in connection therewith. A. Land Use and Planning 1. Environmental Impact a. Land Use Incompatibilities Between Proposed Modifications and Adjacent Areas: The proposed location of the new 168-room Hotel #2, west of Wolfe Road, could result in potentially significant adverse land use compatibility effects on adjacent existing residential areas to the west of the project site. These potential adverse effects could include: height and scale incongruities, introduction of night-time light impacts from the hotel and hotel parking area lighting features, construction period emissions (air), and increased noise associated with mechanical equipment and project construction. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measures are incorporated into the Redevelopment Plan: Exhibit A Resolution RA-00-06 Page 6 of 19 t In conducting the design review process for Hotel #2, particular emphasis will be placed on the need to incorporate building design, setback, lighting controls, and other measures to ensure against adverse impacts on the nearest residential neighborhood to the west. The construction period air quality (dust) mitigation measures identified in Section 9.3 of the Final EIR will be implemented. E. Visual Factors 1. Environmental Impact a. Visual Impacts of Wolfe Road Tree Removal: The proposed new department store and to a lesser extent, the proposed expansion of the retail bridge across Wolfe Road, could displace existing Wolfe Road street trees, resulting in the loss of visually important mature street trees and the conspicuous disruption of the existing Wolfe Road visual character at this location. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) To the extent possible, the layout for the proposed new department store and retail bridge will retain and protect some of the existing street trees and/or a street tree replacement plan will be implemented which, to the satisfaction of the City, will be sufficient to offset project- related losses and restore visual continuity on the affected seg.nent of Wolfe Road. C. 'Transportation and Parking 1. Environmental Impact a. Projec, Impact on Westbound Left-Turn Storage at the Wolfe Road/Homestead Road Intersection: The estimated maximum vehicular queue in the westbound left-turn lanes at the Wolfe Road/Homestead Road intersection is estimated to exceed the available storage under existing conditions by six vehicles. With Exhibit A Resolution RA-00-06 Page '7 of 19 AMK the addition of traffic associated with other approved developments and the proposed project, the queue is estimated to exceed the available storage by 10 vehicles. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) As part of the project development, the westbound left-turn pocket at the Wolfe Road/Homestead Road intersection will be lengthened by modifying the striping on the Homestead Road approach to provide two 320-foot left- turn lanes. 2. EnvironmeatalImQact a. Project Impact on Eastbound Left-Tum Storage at the Wolfe Road/Stevens Creek Boulevard Intersection: With the addition of traffic associated with the proposed project, the maximum queue in the eastbound left-turn pocket at the Wolfe Road/Stevens Creek Boulevard intersection is projected to exceed the available storage length by one vehicle during the AM peak hour. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) As part of the project development, the eastbound left-tum pocket at the Wolfe Rload/Stevens Creek Boulevard intersection will be lengthened by modifying the striping and median on the Stevens Creek Boulevard approach to provide one 170-foot and one 430-foot-tong left-turn lane. 3. Environmentallmpact a. Project Impact on Westbound Left-Turn Storage at the Stevens Creek Boulevard/De Anza Boulevard L -,rsection: The maximum queue projected in the westbound left-turn pocket at the Stevens Creek Boulevard/De Anza Boulevard intersection is 18 vehicles Exhibit A Resolution RA-00-06 Page s of 19 under existing conditions and 20 vehicles under project conditions. The existing turn pocket storage is approximately 16 vehicles in two 190-foot-long lanes. The estimated maximum queue under project conditions would exe-led the available storage length by four. b. Findin : Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding;: The following mitigation measure is incorporated into the Redevelopment Plan: (1) As part of the project development, the eastbound left-turn pocket at the Stevens Creel: Boulevard,De Anza Boulevard intersection will be lengthened by modifying the striping and median on the Stevens Creek Boulevard approach to provide two 250-foot-long left-turn lanes. 4. Environmental Impact a. Potential Operational Impact at the Vallco Parkway (Realigned) Parking Structure Driveways: The design of relocated Vallco Parkway and the associated new adjacent parking structure driveways has not been finalized. If separate left-turn lanes for inbound traffic at the parking structure driveways on Vallco Parkway are not provided, a potentially significant impact would occur at these locations. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: 'The following mitigation measure is incorporated into the Redevelopment Plan: (1) As part of the project development, the provision of separate left-turn lanes for inbound traffic at the Vallco Parkway driveways will be required. 5. Environmental Impact a. Potential Increased Demand for Bicycle Access: The project has Aft the potential to increase demand for bicycle access to the site. There are no existing bicycle facilities serving the site. Exhibit A Resolution RA-00-06 Page 9 of 19 b. Finding: Changes or alterations have been required in, or incorporated into,the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) The project design shall incorporate support facilities for bicycles (e.g., bike racks for patrons and bicycle lockers and showers for employees). 6. Environmental Impact a. Potential Parking Impacts: The project has the potential to substantially increase the demands for convenient on-site parking which may result in locational and overall shortages in parking supply. b. Finding: Changes or alterations have been required in, or incorporated into,the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts to Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) Parking will be required to be constructed at the retail parking ratio specified in the Development Agreement (August 15, 1.991) and/or at the parking ratios specified in the City's zoning ordinance. I. addition, to the extent necessary and feasible, off site employee parking and/or a valet program during the peak holiday season shall be implemented. 7. Envirorunental Im act a. Cumulative Impacts on the Homestead Road/Wolfe Road Intersection: With the traffic associated with the proposed project, approved developments in the area, and other reasonably foreseeable development, operation of the intersection of Homestead Road and Wolfe Road is projected to deteriorate from LOS D-to LOS E during the PM peak hour. AML or Exhibit A Resolution RA-00-06 Page 10 of 19 b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: 1 Implementation of the City's planned Homestead Arterial Management Program would improve operations at this intersection. PM peak-hour operations with improved signal progression along Homestead Road are estimated to be at LOS D-. 8. Environmentallmpact a. Cumulative Impacts to the Wolfe Road/Pruneridge Avenue Intersection: With the traffic associated with the proposed project, approved developments in the area, and other reasonably foreseeable development, operation of the intersection of Wolfe Road and Pruneridge Avenue is projected to deteriorate from LOS D to LOS E+during the PM peak hour. 40 b. Finding: This is an unavoidable significant effect. Specific economic, l,-gal, social, technological or other benefits of the Project make the alternatives infeasible and outweigh this significant effect. C. Facts in Support of the Finding: The specific economic, legal, social, technological or other benefits of the Project are more particularly described in the Statement of Overriding Considerations contained in Part V of this Statement of Findings, Facts and Overriding Considerations. D. Public Services L Envic•onmental .Inipact a. Increase in Demand for Fire Protection and Emergency Medical Services: The proposed project would attract new patrons to the proposed new peripheral retail store, restaurant, two hotels, department store(s), and other retail spare increases, increasing the demand for fire protection and emergency medical services. In addition, traffic generated by the proposed project and other development in the area may create greater traffic congestion, potentially increasing emergency response times. The Central Fire Exhibit A Resolution RA-00-06 Page 11 of 19 AM District may require additional staffing and/or equipment to provide an adequate level of service to the project. b. Finding: Changes or alterations have been required in, or incorporated into,the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measures are incorporated into the Redevelopment Plan: 1 As part of the project development, compliance with all applicable codes will be required, including the 1994 Uniform Fire Code, current Uniform Building Code, Electrical Code, Mechanical Code and Municipal Code, to ensure adequate installation of sprinkler systems, water delivery systems, and other provisions. (2) As part of the project development, compliance with detailed project design features identified by the Central Fire District will be required during the City's plan review and permitting process. 2. Environmental Impact a. Increase in Demand for Police Services: The proposed project would attract new patrons to the proposed new peripheral retail store, restaurant, two hotels, department store(s), and other retail space increases, increasing the demand for fire protection and emergency medical services. In addition, traffic generated by the proposed project and other development in the area may create greater traffic congestion, potentially increasing emergency response times. The Santa Clara County Sheriff s Department may require additional staffing to provide an adequate level of service to the project. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) As part of the project development, coordination with the City and the County Sheriff's Department will be required to quantify potential impacts on police services and develop Exhibit A Resolation RA-00-06 Page 12 of 19 an appropriate mitigation, strategy, including adequate site lighting for security. d. Additional Facts: The City of Cupertino has approved an agreement with the County of Santa Clara whereby the City has agreed to pay the cost of one additional sheriff's deputy for a certain period of time. 3. Environmental impact a. Potential for Delays in Emergency Response: The numerous access points to the project site may create confusion to emergency responders,possibly adding to response times. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) Coordination with the Sheriff's Department and Central Fire District will be required, as necessary and appropriate, to assign specific access point designations. 4. Environmental.Impact a. Project Sanitary Sewer System Impacts: The sewer collection demands associated with the proposed project could exceed the capacity of the existing sewer main under 1-280 currently serving the project site. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) As part of the project development, wastewater generation increases shall be compared by a civil engineer to determine whether existing capacity is sufficient and, if not, collection capacity improvements shall be required. Exhibit A Resolution RA-00-06 Page 13 of 19 E. Air Quality 1. Environmental Impact a. Construction Emissions: Project construction activities such as building demolition, excavation and grading operations, construction vehicle traffic and wind blowing over exposed earth would generate exhaust emissions and fugitive particulate matter emissions that would affect local air quality. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) Fugitive dust control measures will be required to be implemented during project demolition and construction activities. 2. Environmental Impact a. Regional Emissions: Additional traffic generated by shopping center expansion would generate regional emissions exceeding the Bay Area Air Quality Management District's ("BAAQMD") thresholds of significance. BAAQMD guidance provides that projects that would individually have a significant air quality impact would also be considered to have a significant cumulative air quality impact. The proposed project therefore would also have a significant cumulative impact on regional air quality. b. Finding: This is an unavoidable significant effect. Specific economic, legal, social, technological or other benefits of the Project make the alternatives infeasible and outweigh this significant effect. C. Facts in Support of the Finding: The specific economic, legal, social, technological or other benefits of the Project are more particularly described in the Statement of Overriding Considerations contained in Part V of this Statement of Findings, Facts and Overriding Considerations. AIL Exhibit A Resolution RA-00-06 Page 14 of 19 F. Geology and Soils 1. Environmental Impact a. Expansive Soils and Soil Settlement: New development on the project site may be subject to foundation and infrastructure (i.e., utility pipe) damage from expansive soils or settlement of soils. Although it is likely that any such soils on the site were treated or removed prior to the construction of the existing structures, it is possible that some hazards remain or that remediation standards have increased. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid. the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: (1) In accordance with standard City procedures, a soils report will be required in connection with project development, which shall be based on a sufficient analysis of soils conducted by a qualified engineer or geologist and include appropriate soils, foundation and structural engineering to adequately account for any expansive soil underlying the site. 2. Environmental Impact a. Seismic Shaking Hazards: The project would be subject to strong to very strong seismic shaking in the event of a major earthquake on the Hayward, San Andreas, or Calaveras fault systems. This shaking could, in turn, result in ground failure from liquefaction or differential settlement. Shaking or resulting ground failure could damage or destroy improperly designed or constructed new structures and infrastructure and result in hazards of injury or death to new building occupants. Potential damage to the proposed cinema would be of particular concern due to the likely high concentration of occupants. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. Exhibit A Resolution RA-00-06 Page 15 of 19 C. Facts in Support of the Finding: The following mitigation measures are incorporated into the Redevelopment Plan: (1) Submission of a deviled site-specific geotechnicaI investigation for the project, and commitment to compliance with all recommendations, will be required prior to project development. (2) The use of flexible connections for all water and sewer lines and, as appropriate, underground power and telecommunications lines will be required. G. Cultural Resources 1. Environmentallmpact a. Disturbance of Historic Archaeological Resources: Although the potential for the project site to contain archaeological resources is currently considered low, construction of the proposed new store, cinema, restaurant, and parking facilities could disturb sensitive„ as-yet unknown historic archaeological resources.. b. Finding: Changes or alterations have been required in, or incorporated into, the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation measure is incorporated into the Redevelopment Plan: I In the event that subsurface cultural resources are encountered during ground-disturbing activities, work in the immediate vicinity shall be stopped and a qualified archaeologist retained to evaluate the finds. The discovery or disturbance of any cultural resources shall also be reported to the California Historic Resources Information System and, if Native American artifacts are found, to the Native American Heritage Commission. Identified cultural resources should be recorded on form DPR 523 (historic properties). Mitigation measures prescribed by these groups and required by the City will be undertaken prior to resumption of construction activities. If human remains are found during project grading, work shall be halted and the County Coroner shall be informed immediately. If disturbance of a cultural resource cannot be avoided, a mitigation program, including measures set forth in Section Exhibit A Resolution RA-00-06 Page 16 of 19 15126.4 of the State CEQA Guidelines, shall be implemented. 2. Environmental Impact a. Disturbance of On-site Culturally Significant Trees: Project construction could disturb culturally significant trees at the project site, especially those located near the proposed new department store,parking structure, and peripheral retail store. b. Finding: Changes or alterations have been required in, or incorporated into,the Redevelopment Plan which mitigate or avoid the significant effects on the environment. C. Facts in Support of the Finding: The following mitigation.measure is incorporated into the Redevelopment Plan: (1) A survey of existing trees on the project site shall be conducted. In connection with any tree defined as a "heritage tree" or a "specimen tree" by the Cupertino Municipal Code (chapter 14.18), compliance with City policies and ordinance requirements for tree protection and maintenance shall be required. IV. FINDINGS REGARDING ALTERNATIVES TO THE PROJECT CEQA requires that an EIR describe a range of;seasonable alternatives to the Project or to the location of the Project which could feasibly attain the basic objectives of the Project and to evaluate the comparative merits of the alternatives. Section 15126(d)(1) of the State CEQA Guidelines states that the "discussion of alternatives shall focus on alternatives to the project or to its location which are capable of avoiding or substantially lessening any significant etTects of the project, even if these alternatives would impede to some degree the attainment of the project objectives, or would be more costly." As more particularly set forth in the Final EIR, the Project was compared to the following alternatives: (1) no project; (2) alternative land use mix--2,984-seat cinema in place of 95,000- square-foot retail store; (3) mitigated project alternative; (4) modified redevelopment area boundaries; (5) alternative project location. The analysis in the Final. EIR concludes that the Mitigated Project is the environmentally superior alternative. The Mitigated Project is the proposed project incorporating all of the Mitigation measures recommended by the Final EIR. Lased on the information contained in the Final EIR and the foregoing, the Agency and the City Council find that none of the other alternatives (those alternatives other than the Mitigated Exhibit A Resolution RA-100-06 Page 17 of 19 Project) are feasible in that none of the other alternatives will accomplish the basic objectives of the Project to eliminate blight in the Project Area. As a result, none of the other alternatives are acceptable when compared to the project as proposed and modified by the mitigation measures adopted by the Agency and City Council, i.e.,the Mitigated Project. V. STATEMENT OF OVERRIDING CONSIDERATIONS CEQA requires a public agency to balance the benefits of a proposed project against its unavoidable environmental risks in determining whether to approve the project. As set forth in Part III hereof, the Agency and the City Council have determined that the only unavoidable environmental consequences of the Project are the following: A. Transportation and Planning: Cumulative impacts on the Wolfe Road/Pruneridge Avenue intersection. With the traffic associated with the proposed project, approved developments in the area, and other reasonably foreseeable development, the operation of the intersection of Wolfe Road and Pruneridge Avenue is projected to deteriorate from LOS D to LOS E+ during the PM peak hour. There are no feasible physical improvements that could be constructed at this intersection that would mitigate this impact to a less than significant level. B. Air Quality: Regional emissions. Additional traffic generated by shopping center expansion would generate regional emissions exceeding the Bay Area Air Quality Management District's ("BAAQMD") thresholds of significance. BAAQMD guidance provides that projects that would individually have a significant air quality impact would also be considered to have a significant cumulative air quality impact. The proposed project therefore would also have a significant cumulative impact on regional air quality. Mitigation measures are set.forth in the Statement of Findings, Facts, and Overriding Considerations (Exhibit A). Those mitigation measures will assist in reducing project and cumulative impacts on regional air quality, but would not reduce the impacts to a less-than-significant level. The Agency and the City Council find that the above-referenced unavoidable environmental consequences of the Project ale acceptable when balanced against its benefits. This finding is based on the following facts: l. The Project will serve a critical need, that being the elimination and prevention of the spread of blight and deterioration in the Project Area and the conservation, rehabilitation and redevelopment of the proposed Project Area in accordance with the Redevelopment Plan, the General Plan for the City of Cupertino and local codes and ordinances. 2. The promotion of new and continuing private sector investment within the.Project Area will prevent the loss of and facilitate the capture of commercial sales activity. Exhibit A Resolut;on RA-00-06 Page 18 of 19 3. The Project will allow for the elimination of blight through rehabilitation and reconstruction, new development, and the assembly of parcels into more developable sites for more desirable uses. 4. The Project will result in the elimination or amelioration of certain environmental deficiencies, including substandard vehicular circulation systems 5. New construction within the Project Area will result in an environment reflecting a high level of concern for architectural, landscape, and urban design and land use principles appropriate for attainment of the objectives of the Redevelopment Plan. 6. Project implementation would result in the retention and expansion of businesses by means of redevelopment and rehabilitation activities and by encouraging and assisting in the cooperation and participation of owners, businesses, and public agencies in the revitalization of the Project Area. 7. Revitalized commercial development will result in the creation and development of local job opportunities and the preservation of the area's existing employment base. 8. Project implementation will strengthen the economic base of the Project Area and the City by installing needed site improvements and stimulating commercial development. 9. Project implementation will expand and improve the City's supply of affordable housing. Exhibit A Resolution RA-00-06 Page 19 of 19 EXHIBIT B MITIGATION MONITORING PLAN [To Be Inserted.] Exhibit A Cupertino Vallco Redevelopment Plan Final EIR Cupertino Redevelopment Agency Mitigation Monitoring Checklist July 13, 2000 EXHIBIT B Page 1 MITIGATION MONITORING CHECKLIST FOR THE CUPERTINO V'AL.L.CO REDEVELOPMENT PLAN STATE MITIGATION MONITORING REQUIREMENTS CE®A Section 21081.6 of the Public Resources Code requires all public agencies to adopt reporting or monitoring programs when they approve projects subject to environmental impact reports or mitigated negative declarations. The mitigation monitoring program must be implemented by the Lead Agency (in this case, the Cupertino Redevelopment Agency) subsequent to certification of the EIR. The following mitigation monitoring and reporting checklist has been formulated for implementation of the mitigation measures identified in the Final Environmental Impact Report for the Cupertino Vallco Redev-lopment Plan, May 2000 (the Final EIR incorporates the November 1999 Draft EIR). MITIGATION MONITORING CHECKLIST The following mitigation monitoring and reporting checklist identifies: (1) each significant impact identified in the EIR, (2) each mitigation measure included in the EIR, (3) the party or parties responsible for implementing that mitigation measure, (4) the type of implementation required, (5) the timing of implementation, (6) the party responsible for performing the mitigation monitoring, and (7) the mitigation verification signature and date. These checklist items are discussed in more detail below. Identified Impact. This checklist column includes each significant adverse impact identified in the Final EIR (Draft EIR section 2, except as revised in Final EIR section 3'). Identified Mitigation Measures. This column includes each mitigation measure identified in the Final EIR (Draft EIR section 2, except as revised in Final EIR section 3'). Monitoring. This column describes (1) the "implementation entity" responsible for carrying out each mitigation measure-e.g., future shopping center and/or hotel devOopment applicants 'From the yellow Summary table in section 2 of the Draft EIR (pages 2-4 through 2-15), except as superseded by section 3 of the Final EIR. WP5 r 15961FE1F"11TMON.5W 51 Cupertino Vallco Redevelopment Plan Finai EIR Cupertino Redevelopment Agency Mitigation Monitoring Checklist July y 3: 2000 Page 2 ("appi.") and/or the City and/or the County Fire Department (CFD);' (2) the "type of monitoring action" required (e.g., revisions to the overall development plan, or conditions of project approval); (3) specific implementation timing requirements (e.g., implement during design review of prior to project approval); and (4) the "monitoring and verification entity" responsible for performing the monitoring and verification of each mitigation, which for every mitigation is the City/Agency's Department of Community Development (DCD). Verification. The verification column provides a space for the DCD staff signature and date when a monitoring milestone is completed. 'The County Fire Department (CFD) is incorrectly referred to as the Central Fire District in the EIR document. WP5115861FE1FAMM►TMON.586 �a. MITIGATION MONITORING CHECKLIST--CUPERTINO VALLCQ REDEVELOPMENT PLAN The environmental mitigation measures listed in column two below have been incorporated Into the Cupertino Valloo Redevelopment Plan in order to mitigate identified environmental impacts. A completed and signed chart will indicate that each mitigation requirement has been complied with,and that City and state monitoring requirements have been fulfilled with respect to Public Resources Code Section 21081.6. MONITORING VERIFICATION IDENTIFIED IMPACT RELATED MITIGATION MEASURE Impl. Type of m eme m ng T90—nitorring an (CONDITION OF APPROVAL) Entity' Aetlod Raqutremente verification Ernity' Signature Date LAND USE AND PLANNING Impact LU-1: Land Use Incompatibilities Mitigation LU-1: In conducting the design review City Incorporate into the implement DCD Between Proposed Modif lions and process for Ho;af 62,place particular emphasis on and project duMg design Adjacent Arcata. The proposed kooaflon of the the need to Incorporate building design,setback, appl. review now 168-room Hotel#2,west of Wolfe Road, fighting controls,and other measures to ensure could result In potentially significant adverse against adverse Impacts on the nearest residential land use compatibility effects on adjacent neighborhood to the west implement the existing residential areas to the west of the construction period air quality(dust)mitigation project site. These potential adverse effects measures identified In section 9.3 of this EIR ;.arid include: height and scale Incongruities, (Mifiggaaflon AO-f). i Introduction of night-time light Impacts from the hotel and hotel parking area fighting features, construction period emissions(air),and increased noise associated with mechanical equipment and project construction. VISUAL FACTORS Impact V-1: Visual Impacts of Wolfe Road mitigation V-1: I the extent possible,formulate Appl. Incorporate into the Implement DCD Tres Removal. The proposed new department a layout for the proposed new department store project during design store(Dilla(ds)and to a lesser extent,the and retail bridge that retains and protects some of review proposed expansion of the retail bridge across the existing street trees,and/or incorporate a Wolfe Road,could displace existing Wolfe Road street tree replacement plan into the project street trees,resulting in the loss nt visually which,to the satisfaction of the City,is sufficient Important mature street trees and the to offset project-related losses and restore visual conspicuous disruption of the existing Wolfe continuity on the affected segment of Wolfe Road. Road visual character at this location. `'-` W �,�-f WP5 r 15361 rFIRIMMCHT 596 MONITORING VERIFICATION IDENTIFIED IMPACT RELATED MMGATION MEASURE Impl. Type of mmattar Timing Monitoring and (CONDITION OF APPROVAL) Entity' ActlW Requirements' Verification Entity' Signature pate TRANSPOR7A770N AND PARKING impmmt T 1: Project ImPact on Westh*und Mitigation T-1. Require the applicant to lengthen City Inoorporate into the Prior to DCD Left-turn Storage at the Wolfe Roadf the westbound left-turn pocket at the Wolfe and project project Homestead Road lydersectlon.The estimated Road/Homestead Road Intersection by modifying appl. approval maximum vehicular queue In the westbound left- the striping on the Homestead Road approach to turn lanes at the Wolfe Roadf ornestead Road provide two 320-foot left-turn lanes. intersection Is estimated to exceed the available Storage under existing conditions by six vehicles. With the addition of traffic associated with other approved developments and the proposed Vaiioo mdevekpment hart project,the queue is estimated to exceed the available storage by 10 vehicles. IrflpaCt T 2: Project Impact on Essftound Mitigation T-2. Require the applicant to lengthen City incorporate into the Prior to OCO Last turn Storage at the Wolfe RoadiStevons the eastbound left-tum pocket at the Wolfe and project project Creek Boulevard Intersection. With the Road/Stevens Creek Boulevard Road intersection appi. approval addition of traffic associated with the proposed by modifying the striping and median on the I project,the maximum queue In the eastbound Stevens Creek Boutt-rand approach to provide 1 left-turn pocket at the Wolfe Road,Stevens one 170-foot and one 430-foot-long left-tum lane. Creek Boulevard Intersection Is projected to exceed the available storage length by one vehicle during the AM peak hour. Impact T-3: Project Impact on Westbound Mitigation T-3. Require the applicant to lengthen City Incorporate into tha Prior to DCD Left-turn Storage at Stevens Creek the eastbound left-tum pocket at the Stevens and project project Boulevard/Do Anze Boulevard Intersection. Creek Boulevard/De Anza Boulevard Intersection appl. approval The maximum queue projected in the westbound by modifying the striping and median on the left-turn pocket at the Stevens Creek Stevens Creek Boulevard approach to provide two Boulevard/Da Anza Boulevard intersection is 18 250-foot-long left-turn lanes. vehicles under existing conditions and 20 vehicles under project conditions. The existing turn pocket storage is approximately 16 vehicles In two 190-foot-long lanes. The estimated maximum queue under Project Conditions would exceed the available storage length by fair. ~r_pop 2 WP5 f L5961F fMCHT.596 MONITORING VERIFICATION i IDENTIFIED IMPACT RELATED MITIGATION MEASURE Imps. Type of implementation Timing Monitoring and (CON®TTION OF APPROVAL) Entity' Action' Requirements' Verification F.ntky4 signature Date Impact T-4: Potential Operational Impact at Mitigation T-4. Provide separate left-tum lanes Appl. Incorporate into the Prior to DCD Me Vallco Parkway(Realigned)Parking for inbound ttaffic at the Valico Parkway project project Structure Driveways. The design of relocated driveways. approval Vallco Parkway and the associated new adjacent parking structure driveways has not been finalized.it separate left-tum lanes for Inbound traffic at the parking structure driveways on Vallco Parkway are not provided,a potentially significant impact wLAd occur at these locations. Impact:T-5: Potentinl Increased Demand for Mitigation T-5. litoorporate support facilities for Appl. Incorporate into the Prior to DCD Bicycle Access. The project has the potential bicycles(e.g.,bike rack,-for patrons and bicycle project project to Increase demand for bicycle axes to the lockers and showers for employees)into the approval site. There are no existing bicycle facilities proposed project design. serving the site. The project as proposed does not Include support facilities for bicycles(e.g., bike racks,bike loeters,etc.). Impact T-6: Potential Parking Impacts. The Mitigation T-6. As di-•cussed under subsection Appl. Incorporate into the Prior to DCD project has the potential to substantially increase 7.2.2 above,the 1991 Development Agreeme�it project project the demands for convenient onsite parking requires that new parking for added retail space approval which may result In(ocationai and overnfl be provided at a ratio of one parking space for shortages in parking supply. every 248 square feet of gross leasable area of retail space.The agreement does not address hotel parking. Even with the provision of this retail parking ratio,a parking shortage may occur during the peak holiday shopping seascn. Additional retail parking can be provided during peak holiday periods by requiring employees to park offsite afrd to use shuttle buses to free-up onsite spaces for mail patrons during peak conditions. Another option is to use valet parking where patrons drop off their vehicle at a va:et booth and a parking attendant then parks the vehicles. Under the valet option,vehicles are parked closer together than in a typical lot,by C-� WP5 115961FEIRIMMCHT.596 Page i MONITORING VERIFICATION IDENTIFIED IMPACT RELATED MITIGATION MEASURE Impt. Type of Implementation Timing Monitoring and (CONDITION OF APPROVAL) Entity' Action' Requirements' Verification Entity' Signature Date disregarding the space delineations and by parking vehicles in the circulation aisles,thus Increasing the effective parking supply. Provide parking at the retail parking ratio specified in the Development Agreement,implement offsite employee parking and/or a valet program during the peak holiday season,and provide hotel parking ratios as specified in the City s zoning. ordinance. Impact T-7: Cumulative Impacts on the Mitigation T-7. Implementation of the City of City Implement the City imple- DCD Homestead RoadlWoHe Road Intersection. Cuperttno's planned Homestead Arterial Blayney Avenue to mentation With the traffic associated with the proposed Mwagement Program wou'd improve operations Tantau Avenue expected to projecl,approved developments in the area,and at this intersection. PM peak-hour operations with synchronized signal be complete other reasonably foreseeable development, improved signal progression along Homestead component of the by Fall 2001 operation of the Intersection of Homestead Road Road are estimated to be at LOS D-. Homestead Arterial (DEIR page and Wolfe Road Js projected to deteriorate from Management 7-18). LOS D-to 1C'8 E during the PM peak hour. Program implement prior to buildout of cumulative development (e.g., Compaq campus,etc.) Impact T-8: Cumulative Impacts to the Wolfe Mitigation T-8. There are no feasible physical Road(Prunerldge Avenue Intersection. With Improvements that could be constructed at this the traffic associated with the proposed project, intersection;I.e.,this is a significant unavoidable approved developments in the area,and other cumulativa impact. reasonably foreseeable development,the operation of the intersection of Wolfe Road and Pruneridge Avenue is projected to deteriorate from LOS D to LOS E+during the PM peak hour. I WP51159611 IMUiT 5FA6 Page 4 IDENTIFIED IMPACT RELATED MITIGATION MEASURE IImpl. RING VERIFICATION pt. Type of Imphimentatim Timing Monitoring and (CONDITION OF APPROVAL) Entity' Actlon' Requlrementa' Verification Entity' Signature Date PUBLIC SERVICES Impact PS-1: Increase In Demand for Fire Mitigation PS-1: Require the applicant to comply City, Incorporate into the Prior 10 DCD Protection and Emergency Medical Service& with all applicable codes,Including the 1994 CFD, project project 'The proposed project would attract new patrons Uniform Fire Code,current Uniform Building and approval to the proposed new peripheral retail store, Code,Electrical Code,Mechanical Code,and appl. restaurant two hotels,department store(s),and Municipal Code,to ensure adequate installation of other retail space Increases,Increasing the sprinkler systems,water delivery systems,and demand for fire protection and emergency other provisions. Also require applicant medical services. In addition,traffic generated compliance with detailed project design features by the proposed project and other development Identified by the Central Fire District(CFD)during In the area may create greater traffic congestion, the Ctly'e plan review and permitting process. In potentially Increasing emergency response addition,during the approval process for any times. The Central Fire District may require particular portion of the project described in the additional etaffing and/or equipment to provide Redevelopment Plan,the Applicant should an adequate level of service to the project. negotiate with the CFD to identify mitigations that will enable the District to maintain adequate fire I protection levels of service to the portion of the project for which the approval Is being sought. Such mitigation may entail additional property tax pass-throughs from the Redevelopment Agency to the CFD beyond those that will already be Included with Plan approval. Alternatively,they may entail applicant assistance to the CFD In procuring additional firefighting equipment. Impact PS•2: Increase In Demand for Police Mitigation PS•2: Prior to approval of final City, Incorporate into the Prior to DCD Services. The proposed project would attract development plans for the mall modifications, appi. project project new patrons to the proposed peripheral retail require the applicant to coordinate with the City anJ approval store,restaurant,two ho"qls,two department and the County Sheriff's Department to address CSD store(s)and other retail space,increasing the associated additional police service needs and demand for police services. In addition,traffic develop an appropriate public/private security generated by the proposed project and other strategy(i.e.,adequate security lighting,a development In the downtown area may create coordinated security program involving the private greater traffic congestion,potentially increasing onsite security force and City police,etc.). emergency response times. Condition final development plan acceptance on page 5 WP5I0961FEIRIMMCHT.596 MONITORING VERIFICATION IDENTIFIED IMPACT RELATED MITIGATION MEASURE Impt. Type of Implementedw Timing Monitoring and (CONDITION OF APPROVAL) Entity' Aetlon' Requirements' Verltieellon Entity' Signature Date City approval of the applicant proposed security strategy and implementation program. Impact PS-3: PoWnIM for Delays In Mitigation PS-3: The mall operator should Appl. Incorporate into the Prior to DCD Entergency Response. The numerous access assign alphanumeric designations to the different project project points to the project site may create confusion to access points to the Vallco Fashion Mall and approval emergency responders,possibly adding to Mould provide the Sheriffs Department and response times. Central Fire District with site plans showing these access point designations. Impact PS-4: Project Sanitery Sewer Systain M ItWUon PS4: As a coxiition of future onsite Appl. Incorporate into the Prior to DCD Impacts. Table 3.1 indicates that the proposed development approvals,the Applicant's civil project project redevelopment plan could facilitate expansion of engineer shall compare the wastewater generation approval the Vailco Fashion Park shopping center retail Increment associated with the redevelopment space by 346,870 square feet,as well as the program with the design capacity of the existing addition of a 10,000-square-foot restaurant and sewet main(s),and based on the standard two new hotels(318 rooms). The Cupertino specifications of the Cupertino Sanitary District, Sanitary District has indicated that the increase shall either. (1)verify to the satisfaction of the In sewer collection demands associated with this City that existing colloction capacity is sufficient to expansion could exceed the capacity of the serve the project;or(2)design and implement,or existing sewer main under 1-280 currently participate in on a fair share basis,to City I serving the project site. satisfaction,the collection capacity improvements necessary to serve project buildout. AIR OUALITY Impact AG-1: Construction Emissions. Mitigation AQ-1. Dust emissions from demolition Appl. Incorporate into the Prior to DCD Project construction activities such as building and construction activities can be greatly reduced project project demolition,excavation and grading operations, by implementing fugitive dust control measures. approval construction vehicle traffic and wind blowing The significance of construction Impacts is, over exposed earth would generate exhaust according to BAAQMD guidance,determined by emissions and fugitive particulate matter whether or not appropriate dust control measures emissions that would affect local air quality. are implemented, Wp511596i1-. AfMCHT.S.96 1999-2003 REDEVELOPMENT AGENCY RESOLUTIONS 5 of 5 ig ;;FIDENTIFIED IMPACT RELATED MITIGATION MEASURE t TORINia bERIFICATIOfd - mpi. T m ype®Y tm¢tea Timing Monitoring and (CONDMOM OF APPROVAL) tEntlty' ,Action' Requirements' Verification EnIfty` Signature Deft t AO-2: Regional E ImpacmisaWns. Additional Mitigation AO-2: The shopping center brce- ��generated Appl. � rporala into the Prior to DCD by shopping center expansion redevelopment plan should implement the project project would generate regional emissions exceeding following strategies to reduce vehfcie usage: approval the BAAQMD thresholds of significance. • Include physical improvements,such as BAAQMD guidance pmvides that projects that sidewalk improvements,landscaping and the would Individually have a significant air quality Iralaflation of bus shelters and bicycle Impact would also be c onsidescd to have a parking that would act as Incentives for significant cumulative air quality impact. The pedestrian bicycle and transit modes of . j proposed,troject therefore would also have a travel. sfgWflaartt cnmuftvs Impact on regional air quality,. Develop a transit use Incentive program for employees and patrons,such as on-site distribution of passes andror subsidized transit passes for local transit system. • Provide transit Irrfomratfor.kiosks. I • Date new building entrances near transit stops. These measures would assist in reducing project and cumulative Impacts on regional air quality,but would not reduce the impacts to a less-than- significant level. Since no other feasible measures are available,the project and cumulative effect on regional air quality would therefore represent a significant unavoidable impact GEOLOGY AND SOILS Impact GS-1: Expansive Soils and Soll Mitigation GS-1. In accordance with standard Appl. Incorporate into the Prior to DCD Setdamrutt. New development on the project City procedures,require the Applicant to submit a project project site may be subject to foundation and soils report for City review. The soils report shall approval Infrastructure(i.e.,utility pipe)damage from be based on a sufficient analysis of soils expansive soils or settlement of soils. Although conducted by a qualified engineer or geologist, it Is likely that any such soils on the site were and shalt to City satisfaction include appropriate pow 7 WP511536IFEIRIMMCHT.596 ING IDENTIFIED IMPACT RELATED MITIGATION MEASURE IMF'. I R1!Pa of VERtF(CATIOVERIFICATION - P fmpktnentet Timing Monitoring and (CONDITION OF APPROVAL) Entity Action' Requirements' Verification Enrity' Signature flat® treated or removed prior to the construction of sons,foundation,and structural engineering to the existing Vatloo Fashion Paris structures,it is adequately account for any expanshle soil possible that some hazards remain or that underlying the site. remediation standards have increased. Impact GS-2: Seismic Shaking"azenta. Mitl"don GS-2. Require the Applicant to submit Appl. Incorpomto Into the Prior to DCD Although no known active faults pass thi j ugh or a detailed site-specffrc geoiechnical investigation project project immediately adjacent to the project site,the for the project and require implementation of its approval project,like all urban development in the region, recommendations to City satisfaction as would be subject to strong to very strong conditions of,project approval. Require the project seismic shaking In the event of a major to conform to the policies of the City of Cupertino earthquake an the Hayward,San Andreas,or General Plan Public Health and Safety Element Cafaveras fault systems. This shaking could.In and comply with all standard City conditions of turn,result in ground failure from liquefaction or approval regarding geotec hnieal Issues. Require differential settlement. Shaking or resulting that flexible connections be used for all water and ground faqure could damage or destroy sewer fines,and as appropriate,underground Improperly designed or constructed new power and telecommunications lines. structures and Infrastructure and result In hvzards of injury or death to new building occupants. Potential damage to the proposed cinema would be of particular concern due to the likely high concentration of occupants. CULTURAL RESOURCES Impact 01-1: Disturbance of Historic Mitigation CR-1: In the event that subsurface Appl. Incorporate into the Prior to DCD Archaeological Resources. Although the cultural resources are encountered during project proiect potential for the project site to contain approved ground-disturbing activities,work in the approval i archaeological resources is currently considered immediate vicinity shall be stopped and a qualified low,construction of the proposed new store, archaeologist retained to evaluate the finds. The cinema,restaurant,and parking facilities could discovery or disturbance of any cultural resources disturb sensitive,as-yet unknown historic shall also be reported to the California Historic archaeological resources. Reso:uces Information System(CHRIS)and,if Native American artifacts are found,to the Native American Heritage Commission. Identified cultural resources should be recorded on form P"P a WP511596V WMCHT 596 MONITORING VERIFICATION IDENTIFIED IMPACT RELATED MITIGATION MEASURE imp. Type of firzphomnlatim Timing Monitoring and (CONDITION OF APPROVAL) Entity' Action' Requlremw ta' Verification Entlty' Signature Date DPR 523(historic properties). Mitigation measures prescribed by these groups and required by the City of Cupertino should be undertaken prior to resumption of construction activities. It human remains are found during project grading.work shall halted and the County Coroner shall be informed immediately. If the Coroner determines that no Investigation of the cause of death Is required.and If the remains are of Native American origin,the Native American Heritage Commission should be contacted and further actions should be taken in oonsutUation' Wilt them. It disturbance of a project area cultural resource cannot be avoided,a mitigation program, Including measures set forth In Section 15126.4 of the CEQA Guidelines,shall ins implemented. ImpM CR-2: Disturbamw of Onsite Mitigation CR-2: Require the Applicant to Appl. incorporate into the Prior to DCD Culturally StgnlfIcain Trees. Project conduct a surrey of ehdsting trees on the project project project construction could disturb culturally significant site,and consult with the City of Cupertino approval trees at the project site,especially those located regarding the CWs Heritage Tree list before any near the proposed new department store, change or demolition occurs in the area of parking structure,and peripheral retail store. potentially significant onsite trees. For any tree defined as a'heritage tree'or a'specimen tree" by Cupertino Municipal Code chapter 14.18, I require compliance with City policies and ordinance requirements for tree protection and maintenance. Pop 9 WP513961FFIRIMMCHT 596 RESOLUTION NO.RA-00-07 is RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY FINDING THAT THE USE OF TAMES ALLOCATED FROM THE CUPERTINO VALLCO REDEVELOPMENT PROJECT FOR THE PURPOSE OF INCREASING,IMPROVING,AND PRESERVING THE COMMUNITY'S SUPPLY OF LOW-AND MODERATE-INCOME MOUSING OUTSIDE THE PROJECT AREA WILL BE OF BENEFIT TO THE PROJECT WHEREAS, the Cupertino Redevelopment Agency (the "Agency") has prepared a proposed Redevelopment Plan (the "Redevelopment Plan") for the Cupertino Vallco Redevelopment Project (the "Project") which would result in the allocation of taxes from the Project Area to the Agency for the purposes of redevelopment; and WHEREAS, Section 33334.2 of the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.) requires that not less than twenty percent (20%) of all taxes so allocated be used by the Agency for the purpose of increasing,improving, and preserving the community's supply of low-and moderate-income housing available at affordable housing cost; and WHEREAS, Section 33334.2(g) of the Community Redevelopment Law provides that the Agency may use such funds outside the Project Area if a finding is made by resolution of the Agency and the City Council that such use will be of benefit to the Project; NOW, THEREFORE, BE I1' RESOLVED BY THE CUPERTINO REDEVELOPMENT AGENCY that the use of taxes allocated from the Project Area for the purpose of increasing, improving, and preserving the community's supply of low- and moderate-income housing available at affordable housing cost outside the Project Area will be of benefit to the Project. PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this l7th day of July,2000,by the following vote: Vote Members of the Redevelopment Agencv AYES: Bun,ett, Chang,James, Lowenthal NOES: None ABSENT: Stattoz, ABSTAIN: None ATTEST: APPROVED: Secretary / ice-Chair, Redeve op t Agency Lim RESOLUTION NO.02-01 qr A RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY APPROVING THE TERMS OF THE SETTLEMENT AGREEMENT BETWEEN THE CITY OF CUPERTINO,THE CUPERTINO REDEVELOPMENT AGENCY AND CUPERTINO CITIZENS FOR AFFORDABLE HOUSING,GERTRUDE WELCH AND JOSEIPHINE SADLER;AND AUTHORIZING THE CHAIRMAN AND/OR THE EXECUTIVE DIRECTOR TO SIGN THE AGREEMENT ON BEHALF OF THE REDEVELOPMENT AGENCY WHEREAS, on August 21, 2000, the Cupertino Redevelopment Agency and the City Council of the City of Cupertino adopted a Redevelopment Plan for the Cupertino Vallco Redevelopment Project; and WHEREAS, on October 17, 2000, Cupertino Citizens for Affordable Housing, Gertrude Welch and Josephine Sadler filed an action to challenge the validity of the Redevelopment Plan; and WHEREAS, City-staff and the Redevelopment Agency Attorney have negotiated a settlement agreement: with Cupertino Citizens for Affordable Housing, Gertrude Welch and Josephine Sadler; and WHEREAS, the Settlement Agreement has been presented io the City Council and the Redevelopment Agency Board; and WHEREAS, the terms,conditions and provisions of the Settlement Agreement have been reviewed and approved by the City Attorney and the Redevelopment Agency Attorney; NOW, THEREFORE, BE IT RESOLVED that the Redevelopment Agency Board of the Cupertino Redevelopment Agency hereby approves the aforementioned Settlement Agreement and authorizes the Chairman and/or the Executive Director to sign the agreement on behalf of the Cupertino Redevelopment Agency. PASSED ANI;ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 22nd day of January, 2002,by the following vote: Vote Members of the Redevelopment Agency AYES: Lowenthal, Chang,James,K%vok, Sandoval NOES: None ABSENT: None ABSTAIN: None .ATTEST: APPROVED: Secretary Chairman,Cupertino Redevelopment Agency g Y (0,,01y("Irrk%Rcci)lutions\Rcdcvclopment documents\RA-02.01 Vallco scttictnrot.doc RESOLUTION NO.02-02 ® A RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ADOPTING AN OPERATING BUDGET FOR FISCAL YEAR 2002-03 BY RATIFYING ESTIMATES OF REVENUES TO BE RECEIVED IN EACH FUND AND APPROPRIATING MONIES TTIEREFROM FOR SPECIFIED ACTIVITIES AND ACCOUNTS AND SETTING FORTH CONDITIONS OF ADMINISTERING SAID BUDGET WHEREAS,the orderly administration of municipal government is dependent on the establishment of a sound fiscal policy of maintaining a proper ration of expenditures within anticipated revenues and available monies; and WHEREAS,the extent of any project or program and the degree of its accomplishment, as well as the efficiency of performing assigned duties and responsibilities, is likewise dependent on the monies made available for that purpose; and WHEREAS,the City Manager has submitted his estimates of anticipated revenues and fund balances,and has recommended the allocation of monies for specified program activities; NOW, THEREFORE, BE IT RESOLVED that the Cupertino Redevelopment Agency does hereby adopt the following sections as a part of i-is fiscal policy: Section 1: The estimates of available fund balances and anticipated resources to be received in the Redevelopment Agency fund during fiscal year 2002-03 as submitted by the City Manager in his proposed budget and as have been amended during the budget study sessions are hereby ratified. Section 2. There is appropriated from the fund the sum of money as determined during the budget sessions for the purposes as expressed and estimated for each department. Section 3. The City Manager is hereby authorized to administer and transfer appropriations between Redevelopment Agency accounts within the Operating Budget when in his opinion such transfers become necessary for administrative purposes. Section 4. The Director of Administrative Services shall prepare and submit to the Cupertino Redevelopment Agency a quarterly revised estimate of Operating Revenues. Section 5. The Director of Administrative Services is hereby authorized to continue appropriations for operating expenditures that are encumbered or scheduled to be encumbered at year end. Resolution No. 02-02 Page 2 PASSED AND ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 17th day of June 2002,by the following vote: - Vote Members of the Redevelopment Agency AYES: Lowenthal, Chang,James, Kwok, Sandoval NOES: None ABSENT: None ABSTAIN: None APPROVED: Ch 'rman, Redevelopment Agency ATTEST: ® Secretary 4 RESOLUTION NO. 03-01 A RESOLUTION OF THE CUPERTINO REDEVELOPMENT AGENCY ADOPTING AN OPERATING BUDGET FOR FISCAL YEAR 2003-04 BY RATIFYING ESTIMATES OF REVENUES TO BE RECEIVED IN EACH FUND AND APPROPRIATING MONIES THEREFROM FOR SPECIFIED ACTIVITIES AND ACCOUNTS AND SETTING FORTH CONDITIONS OF ADMINISTERING SAID BUDGET WHEREAS,the orderly administration of municipal government is dependent on the establishment of a sound fiscal policy of maintaining a proper ration c,f expenditures within anticipated revenues and available monies; and WHEREAS, the extent of any project or program and the degree of its accomplishment, as weil as the efficiency of performing assigned duties and responsibilities, is likewise dependent on the monies made available for that purpose;and WHEREAS, the City Manager has submitted his estimates of anticipated revenues and fund balances, and has recommended the allocation of monies for specified program activities; NOW, THEREFORE,BE IT RESOLVED that the Cupertino Redevelopment Agency does hereby adopt the following sections as a part of its fiscal policy: Section l: The estimates of available fund balances and anticipated resources to be received in the Redevelopment Agency fund during fiscal year 2003-04 as submitted by the City .Manager i !his proposed budget and as have been amended during the budget study sessions are hereby ratified. Sectioo 2. There is appropriated from the fund the sum of»Money as determined during the budget sessions for the purposes as expressed and estimated for each department. Section 3. The City Manager is hereby authorized to administer and transfer appropriations between Redevelopment Agency accounts within the Operating Budget when in his opinion such transfer become necessary for administrative purposes. Section 4. The Director of Administrative Services shall prepare and submit to the Cupertino Redevelopment Agency a quarterly revised estimate of Operating Revenues. Section 5. The Director of Administrative Services is hereby authorized to continue appropriations for operating expenditures that are encumbered or scheduled to be encumbered at year end. r Resolution No. 03-01 Page 2 AM qr PASSED A'qn— ADOPTED at a regular meeting of the Cupertino Redevelopment Agency this 1j6 day of June 2003,by the following vote: Vote Members of the Redevelopment A.._gengy AYES: Chang,James, Sandoval, Lowenthal NOES: None ABSENT: Kwok ABSTAIN: None %l API ROVED: A � � Q� Chairman,Redevelopment Agency ATTEST: r ® ' -- / Secretary L