PC Reso 6865CITY OF CUPERTINO
10300 Torre Avenue
Cupertino, California 95014
RESOLUTION NO. 6865
A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF
CUPERTINO RECOMMENDING APPROVAL OF A DEVELOPMENT
AGREEMENT WITH VALLCO PROPERTY OWNER, LLC
Based on the entirety of the record, the Planning Commission recommends that the City
Council adopt an ordinance approving the proposed Development Agreement, in the form
of the Draft Ordinance attached hereto as Exhibit DA, with the findings incorporated
therein, with the following modifications:
1. Consider clarifying language regarding application of Section 9.3.4 in the
event of litigation challenge.
2. Consider adding a middle tier Development Program for Vallco Town
Center in Section 3.4 beginning on page 3-14 that would include the same residential
allocation as Tier 2(2,923 available) but reduce the office allocation below 1,500,000 square
feet, with a commensurate reduction in community benefits provided to qualify for a
community benefits density bonus.
3. The Planning Commission's recommended priority for community benefits,
from most important to least important, is: (a) increased benefits to CUSD; (b) benefits to
FUHSD; (c) 20% of residential units as Below MarketRate housing, with 40 units
designated for Extremely Low Income Households; (d) transportation and traffic -related
contributions; (e) City Hall; and (f) Performing Arts Center.
PASSED AND ADOPTED this 4th day of September 2018, at a Special Meeting of the
Planning Commission of the City of Cupertino by the following roll call vote:
AYES: COMMISSIONERS: Chair Paulsen, Vice Chair Takahashi, Sun, Fung
NOES: COMMISSIONERS: Liu
ABSTAIN: COMMISSIONERS: none
ABSENT: COMMISSIONERS: none
ATTEST:
A/41 (911114�z
Aarti Shrivastava
Assistant City Manager
APPROVED:
Geoff aulsen
Chair, Planning Commission
EXHIBIT — DA
ORDINANCE NO. 18 -
ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CUPERTINO
APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN
THE CITY OF CUPERTINO AND VALLCO PROPERTY OWNER, LLC
FOR THE DEVELOPMENT OF [TBD]
SECTION I: PROTECT DESCRIPTION
Application No: DA -2015-02
Applicant: City of Cupertino
Location: 10101 to 10333 N Wolfe Rd
APN#s: 316-20-080, 316-20-081, 316-20-103, 316-20-107, 316-20-101, 316-20-105,
316-20-106, 316-20-104, 316-20-088, 316-20-092, 316-20-094, 316-20-099,
316-20-100, 316-20-095
SECTION II: RECITALS
WHEREAS, Vallco Property Owner, LLC ("Vallco") has a legal and equitable
interest in certain real property consisting of approximately 50.82 acres located within the
City and generally bordered by Perimeter Road on the north, Perimeter Road on the east,
Vallco Parkway and Stevens Creek Boulevard on the south, and Perimeter Road on the
west, as more particularly described in Exhibit DA -1, the Development Agreement
("Property"); and
WHEREAS, Government Code Sections 65864 through 68569.5 provide the
statutory authority for development agreements between municipalities and parties with
a fee or equitable interest in real property; and
WHEREAS, Chapter 19.144 of Cupertino Municipal Code ("CMC,") establishes
additional procedures for review and approval of proposed development agreements by
the City of Cupertino ("City"); and
WHEREAS, in October 2017, Vallco requested that the City initiate the process for
preparation and adoption of a specific plan for the Vallco Special Area; and
WHEREAS, the Vallco Special Area Specific Plan has been developed pursuant to
City Council direction to initiate a project to prepare a specific plan for the Vallco Special
Area, including any required changes to the adopted goals and objectives for the Special
Area, in order to implement the Housing Element of the Cupertino General Plan and to
plan for anticipated future development activity; and
WHEREAS, the Vallco Specific Plan sets forth two tiers of development capacity
as follows: (1) Tier 1 sets forth a basic program of development of the Specific Plan area
(750,000 square feet of office, 1,779 residential units, and a minimum of 600,000 square
feet of retail) without provision of above -standard community benefits; and (2) Tier 2
allows for a greater amount of office and residential development, as described in the
Vallco Specific Plan, provided the Developer enters into a Development Agreement with
the City which provides for certain above -standard community benefits (collectively, the
"Project"); and
WHEREAS, Vallco has proposed to provide certain community benefits and to
develop the Tier 2 program in accordance with the Specific Plan; and
WHEREAS, the City and Vallco have negotiated the terms of a Development
Agreement to vest the Tier 2 program in consideration of the community benefits and
provide limited vesting of the Tier 1 program; and
WHEREAS, the terms of the Development Agreement include the following
community benefits to be provided by Vallco, which are described in more detail in the
proposed Development Agreement:
• Performing Arts Center - Vallco would either, at City's option: (i) build and
lease to City a 60,000 square foot "warm shell" space suitable for a performing
arts center (PAC), or (ii) pay the City a $22,800,000 in lieu payment.
• City Hall - Vallco would either (i) demolish the existing City Hall building and
then build and deliver to City a 40,000 square foot "warm shell" new City Hall
including underground parking, substantially consistent with the City's 2015
civic center master plan, or (ii) pay the City a $30,000,000 in lieu payment.
• School District Benefits -
o FUHSD - Vallco would commit to either (i) build and lease to FUHSD a
25,000 square foot "warm shell" space, or (ii) pay FUHSD a $9,500,000
in lieu payment, with terms to be set forth in a separate agreement to be
entered into between Developer and FUHSD.
o CUSD - Vallco would make a payment to CUSD in the amount of
$9,500,000 pursuant to a separate agreement.
• Affordable Housing - Vallco would agree that 20% of the residential units
would be provided as affordable housing at the following percentages: 15% at
very low and low income levels and 5% at moderate income level.
• Transportation Benefits -
o Vallco would implement a TDM Program.
o Vallco would pay $11 million to City to fund work in connection with
the Wolfe Road/I-280 and the Junipero Serra Bike/Pedestrian Trail. This
would decrease to $5.5 million if there is a challenge to the Project.
o Vallco would fund up to $1 Million for a 1 -year pilot shuttle program
and, if successful $750,000 thereafter for 9 years, which would decrease
if there is a challenge to the Project.
o Vallco would provide a mobility/bike hub within the project.
• Co-working/Incubator Space - Vallco would make good faith efforts to provide
40,000 square feet of co working or incubator space.
WHEREAS, the Development Agreement will be consistent with the City's
General Plan land use map, proposed uses and surrounding uses as amended and the
applicable zoning designations and the Vallco Special Area Specific Plan as adopted; and
WHEREAS, approval of the Development Agreement will provide Vallco with
assurances that its development of the Property in connection with the Project can
proceed without disruption caused by a change in City planning and development
policies and requirements, which assurance will thereby reduce the actual or perceived
risk of planning, financing and proceeding with construction and use of the development
and promote the achievement of the private and public objectives of the development;
and
WHEREAS, the Development Agreement is envisioned by and consistent with the
Vallco Special Area Specific Plan, all as fully described and analyzed in the Final
Environmental Impact Report for the Vallco Special Area Specific Plan Environmental
Impact Report (State Clearinghouse No. 2018022021), which consists of the May 2018
Draft Environmental Impact Report ("Draft EIR"), the July 2018 Environmental Impact
Report Amendment ("EIR Amendment"), the August 2018 Final EIR volume, and the
August 2018 Supplemental Text Revisions to the Vallco Special Area Specific Plan Final
Environmental Impact Report (together, the "Final EIR"); and
WHEREAS, following necessary public notices given as required by the
procedural ordinances of the City of Cupertino and the Government Code, the Planning
Commission held a public hearing on September 4, 2018 to consider the Development
Agreement; and
WHEREAS, the Final EIR was presented to the Environmental Review Committee
("ERC") for review and recommendation on August 31, 2018, and after considering the
Final EIR, and Staff's presentation, the ERC recommended that the City Council certify
the EIR; and
WHEREAS, based on substantial evidence in the administrative record, on
September 4, 2018 the Planning Commission recommended that the City Council certify
that the Final EIR has been completed in compliance with the California Environmental
Quality Act, Public Resources Code Section 21000 et seq., and reflects the independent
judgment and analysis of the City, adopt the Findings and Statement of Overriding
Considerations, and adopt and incorporate into the project all of the mitigation measures
that are identified in the Final EIR, and implement all of the mitigation measures that are
within the responsibility and jurisdiction of the City in substantially similar form to the
Resolution presented (Resolution No. XXXX); and
WHEREAS, on September 4, 2018, the Planning Commission recommended on a
X-X vote that the City Council adopt an ordinance approving the Development
Agreement, in substantially similar form to the Resolution presented (Resolution no.
); and
WHEREAS, on September 18, 2018, upon due notice, the City Council held a
public hearing to consider the Development Agreement; and
WHEREAS, the City Council of the City of Cupertino is the decision-making body
for this Ordinance; and
WHEREAS, after consideration of evidence contained in the entire administrative
record, at the public hearing on September 18, 2018, the City Council adopted Resolution
No. [####] certifying the Final EIR, adopting the Findings and a Statement of Overriding
Considerations, adopting the Mitigation Measures, and adopting a Mitigation
Monitoring and Reporting Program; and
WHEREAS, prior to taking action on this Ordinance, the City Council has
exercised its independent judgment in carefully considering the information in the Final
EIR and finds that the scope of this Ordinance falls within the certified Final EIR, in that
the aspects of the Development Agreement proposed in this Ordinance that have the
potential for resulting in either a direct physical change in the environment or a
reasonably foreseeable indirect physical change in the environment have been examined
in the Final EIR; therefore, no recirculation of the Final EIR is required; and
WHEREAS, after consideration of evidence contained in the entire administrative
record, after the public hearing on September 18, 2018, the City Council adopted
Resolution No. [####] certifying the Final EIR, adopting Findings and a Statement of
Overriding Considerations, adopting Mitigation Measures, and adopting a Mitigation
Monitoring and Reporting Program; and
WHEREAS, at a duly noticed public hearing on September 18, 2018, prior to
consideration of the Development Agreement, the Council adopted Resolution No. XXX,
approving a General Plan Amendment to Development Allocations, the General Plan
Land Use Map and development standards related to the Vallco Special Area, adopted
Resolution No. XXX, approving the Vallco Special Area Specific Plan, and adopted an
Ordinance Rezoning the parcels within the Vallco Special Area Specific Plan.
NOW, THEREFORE, BE IT ORDAINED AS FOLLOWS:
Section 1. The recitals set forth above are true and correct, and are hereby
incorporated herein by this reference as if fully set forth in their entirety.
Section 2. The City Council, having considered the staff report to the City
Council dated , 2018, evidence received at the public hearing duly noticed and
held for the proposed Development Agreement, and all other facts, exhibits, testimony,
information and other evidence submitted in this matter or in the record of this
proceeding, finds as follows:
A. The proposed Development Agreement is consistent with the
objectives, policies, general land uses and programs specified in the General Plan, as
amended.
B. The proposed Development Agreement is compatible with the uses
authorized in, and the regulations prescribed for, the land use district in which the Project
is located.
C. The proposed Development Agreement is in conformity with and
will promote public convenience, general welfare, and good land use practice.
D. The proposed Development Agreement will not be detrimental to
the health, safety, or general welfare.
E. The proposed Development Agreement will not adversely affect the
orderly development of property or the preservation of property values.
F. The proposed Development Agreement will promote and encourage
the development of the Project by providing a greater degree of requisite certainty.
Section 3. The City Council hereby approves the Development Agreement in
the form attached subject to such minor technical conforming changes as may be
approved by the City Attorney. This approval is based on the City Council's
consideration of and reliance on the Final EIR and in accordance with the plans, details
and descriptions contained therein, and in the Resolution certifying the Final EIR.
Section 4. The City Council hereby authorizes the City Manager to execute the
Devleopment Agreemnt on behalf of the City.
Section 5. The City Council directs the Director of Community Development
to file a Notice of Determination with the Santa Clara County Recorder in accordance
with CEQA guidelines.
Section 6. This Ordinance shall be effective thirty (30) days following its
adoption.
INTRODUCED at a Regular Meeting of the City Council of the City of Cupertino
the 18th day of September 2018, and ENACTED at a Regular Meeting of the City Council
of the City of Cupertino the 2nd day of October, 2018, by the following vote:
Vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
RECUSE:
ATTEST:
Members of the City Council:
Grace Schmidt, City Clerk
1034719.1
APPROVED:
Darcy Paul, Mayor, City of Cupertino