South San Francisco, CA   March 7, 2017 

UPDATE October 30, 2017 from Billy Gross, Senior Planner, City of SSF:The property owner is in the process of obtaining approvals to renovate the existing shopping center, which would include changing the appearance of the existing exterior walls (but keeping the existing footprint), and revising the parking lot configuration to be more efficient.  Not sure of a construction timeline at this point, but likely early 2018.

UPDATE by Jaime González: Update on Centennial Village- Last Night March 22nd, City Council denied 3rd Amendment to take away some of the Prevailing Wage agreed upon by Developer. Instead voted to go into default proceedings. Developer has 30 days to come up with new plan. After 30 Days, city will vote to cancel project.

The Centennial Village will replace the Safeway Shopping Center on Spruce at El Camino

The March 2, 2017 agenda for the  South San Francisco Planning Commission included the third amendment of the Centennial Village development at 180 El Camino Real in the former Safeway shopping center to extend the start of the construction date up to one year. The Planning Commission meetings are no longer televised and the minutes have not yet been updated to the City website yet the documentation below state the demolition of this site will commence shortly after the signage of this Third Amendment with new  construction to begin within one year. Prevailing wages have also been re-visited per the documents below.

Rumors on the street have long been spoken the development was not cost effective or doable for the developer who originally was said to be interested in renovating the shopping center and was not expecting to add residential units to this valuable property that sits in the midst of a major transportation corridor.

Because our region continues to experience such astronomical housing costs along with housing storages regional agencies such as * Association of Bay Area Governments (ABAG) dictate many needs to fulfill these gaps. With so many additional businesses and employment opportunities our need to add to the housing stock is critical.  In addition the * Grand Boulevard Initiative offers  guidelines for the best possible usage of the El Camino Real. Because many residents are not aware of regional bodies that have impact on what our City does and does not do, we have included some general information below that gives an overview, please scroll down to read more. This will help many understand some of what our City Council and staff must work with and through to achieve forward movement in our City.

Below are the documents presented at this past Planning Commission meeting and we will update as more information becomes available. Thank you to those who help bring this information to our attention allowing us to share with a wider audience. For more on this development on Everything South City please CLICK HERE.

To see other construction updates in our City please CLICK HERE to access this great resource provided by the City of South San Fransisco.

Prevailing Wage Requirements Exhibit from Planning Commission Staff Notes

This is the SSF Draft of the Third Amendment:

THIRD AMENDMENT

TO DEVELOPMENT AGREEMENT

This Third Amendment to Development Agreement (“Third Amendment”) is entered into by and between EL CAMINO AND SPRUCE LLC (“Developer”) and the CITY OF SOUTH SAN FRANCISCO, a municipal corporation (“City”) on this       day of , 2017.

RECITALS

1. On March 26, 2014, the City Council adopted Ordinance No. 1485-2014 (“Ordinance”) authorizing a Development Agreement between City and Developer (“Development Agreement”). The executed Development Agreement was recorded on April 16, 2015 (Doc. 2015-032685).

1. On August 26, 2015, the City Council adopted Resolution No. 109-2015 concerning an Administrative Agreement Amendment to Development Agreement between City and Developer (“First Administrative Agreement Amendment”).

1. On June 1, 2016, at a joint special meeting of the City Council and the Successor Agency, the City Council and Successor Agency adopted Resolution No. 64-2016 (“Resolution”) concerning a Second Administrative Agreement Amendment to Development Agreement between City and Developer (“Second Administrative Agreement Amendment”).

1. On , the City Council considered the proposed Third Amendment to the Development Agreement and adopted Ordinance            approving the Amendment.

NOW, THEREFORE, in consideration of the mutual covenants and promises of the parties herein contained, the City and Developer agree as follows:

AMENDMENT TO AGREEMENT

1. Recitals. The foregoing recitals are true and correct and hereby incorporated

2. Defined Terms. All capitalized terms not defined herein shall have the meanings ascribed to them in the Development Agreement, as

3. Section 6.10. The first paragraph of Section 6.10 of the Development Agreement is hereby revised to read as follows: (Paragraphs two and three of Section 6.10 of the original Development Agreement are not amended and remain in full force and )

Section 6.10. Prevailing Wage. Developer shall pay, or cause to be paid, prevailing wages, for all construction work permitted to occur at the Project Site under this Agreement, including all demolition, excavation and construction but not including any tenant improvement work or construction work directly related to the construction of the residential units, as more specifically stated below. At a minimum, the following components of the Project will comply with prevailing wages:

• Safeway #2740 Tenant Improvements, prepared by Johnson Lyman Architects (Building Permit No. B16-0140)
• Buildings A-D Shell Construction, prepared by Johnson Lyman Architects (Building Permit No. B15-2030)
• Ross Store #1858, prepared by Johnson Lyman Architects (Building Permit B15-2221)
• Site Work for 180 El Camino Real, prepared by Johnson Lyman Architects (Building Permit No. B15-2027)
• El Camino Real and South Spruce Avenue Right-of-Way Improvements
• Major 3 and Health Club Buildings (future phase)
• Utility Services related to Commercial Uses

The following components of the Project will not be subject to prevailing wages:

• Apartment Parking Structure shown on the drawings prepared by Humpheys Architects (Building Permit No. B15-1988)
• Centennial Village Apartment Units and Safeway Shell, prepared by Humpheys Architects (Building Permit No. B15-2168)
• Phase 2 Apartment Units, Parking Structure and Building E shell (future phase)
• Utility Services related to Residential Uses
• Tenant Improvements other than those specifically identified above as subject to prevailing

Exhibit A – “Applicability of Prevailing Wage Requirements” graphically depicts the portions of the Project that are and are not subject to the payment of prevailing wage. For those portions of the Project that are subject to prevailing wage as set forth in this Section 6.10, prior to issuance of a final building permit, Developer shall provide the City with copies of certified payroll demonstrating that prevailing wage has been paid in accordance with the requirements of this Section 6.10.

For the purposes of this Agreement, “prevailing wages” means not less than the general prevailing rate of per diem wages, as defined in Section 1770, et seq. of the California Labor Code and Subchapter 3 of Chapter 8, Division 1, Title 8 of the California Code of Regulations (Section 16000 et seq.), and as established by the Director of the California Department of Industrial Relations (“DIR”). In any case where the general prevailing rate of per diem wages shall be paid, such rate shall be adjusted annually in accordance with the established rate in effect as of such date.

4. Section 6.13(a). Section 6.13(a) of the Development Agreement is hereby deleted in its entirety and replaced to read as follows:

• The Project consists of two phases. Phasing will occur in such a manner as to always preserve the potential for 284 apartment units on the site during the term of the

• Phase 1 construction shall begin within 12 months after the Effective Date of this Third Amendment and shall also include the following Project milestones:

• Pre-demolition asbestos removal which shall begin by no later than 14 days after the Effective Date of this Third
• Existing shopping center building demolition shall begin by no later than 30 days after the Effective Date of this Third
• Foundations for any one or more building(s).
• Grading of the site shall commence by no later than ten (10) months after the Effective Date of this Third
• All commercial buildings except Major Tenant 3, Health Club building, and Building
• A minimum of 150 apartment units above
• All current site improvements and design
• Buildings A, B, C, and D may consist of exterior walls to a minimum 25 feet vertical where facing public streets, but are not required to have usable space above the ground
• Developer must apply for the building permit for the Phase 1 Safeway/Major 2 commercial building, not including Major Tenant 3, concurrently with the building permit for the 150 Phase 1 residential The Safeway/Major 2 commercial building not including Major Tenant 3 and 150-unit residential building permits will only be issued concurrently.
• The City shall not be obligated to issue any certificate of occupancy for the Phase 1 Safeway/Major 2 commercial building until construction of Phase 1 residential units, defined as vertical wall framing of the residential units, has
• Within three (3) months after the Effective Date of this Third Amendment, Developer shall contribute the sum of $300,000.00 to the City for beautification projects. Developer is to make this payment within three months as a material incentive to the City’s agreement to amend certain terms and conditions of the Development Agreement as provided herein, regardless of whether the Project proceeds or
• Phase 1 Parking
• No change to building architecture as approved by the City Council per DR11-0019.

• Phase 2 will include the following Project milestones:

• Major Tenant 3 and Health Club building, construction of which shall be complete within 36 months of issuance of a Certificate of Occupancy for Phase

• Major Tenant 3 and Health Club building may consist of exterior walls to a minimum 25 feet vertical where facing public streets, but are not required to have usable space above the ground
• Building E within 36 months of issuance of a Certificate of Occupancy for Phase
• Remainder of up to 284 total apartment units above Building E/Major 2 within 36 months of issuance of a Certificate of Occupancy for Phase
• All parking level structures within 36 months of issuance of a Certificate of Occupancy for Phase

• For the purposes of this subsection (a), construction shall be deemed to have begun when foundation work has commenced for any one or more building(s) identified in Phase

• For any Project milestones listed in subsections (a)(i) and (a)(ii) of this Section that contain a date certain for which the Project milestone must occur, failure to meet that stated timeline shall constitute a material default under this

5. Section 10.02. Section 10.02 of the Development Agreement is hereby deleted in its entirety and replaced to read as follows:

Section 10.02. Termination.

• If City elects to consider terminating the Agreement due to a material default of Developer, then City will give a notice of intent to terminate the Agreement and the matter will be scheduled for consideration and review by the City Council at a duly noticed and conducted public hearing. Developer will have the right to offer written and oral evidence prior to or at the time of said public hearings. If the City Council determines that a material default has occurred and is continuing, and elects to terminate the Agreement, City will give written notice of termination of the Agreement to Developer by certified mail and the Agreement will thereby be terminated sixty (60) days

• At any time prior to: 1) transfer of any interest in the Property including any security interest; 2) approval of any subdivision of the Property; or 3) commencement of construction of Phase 1, Developer may relinquish all of its rights under the Agreement and the Project Approvals by a) providing written notice to the City to that effect, and b) executing and delivering such further documents as may be necessary to effectuate fully and finally the termination of the Agreement and the Project Approvals including an application or applications for the revocation of any such Project Approvals by the City, which application(s) the City will not unreasonably deny, and c) waiving all claims against the City for any damage to the Developer or any successor in interest to the Developer resulting from City actions taken to approve the revocation of the Project Approvals, all in form and substance reasonably satisfactory to the City Manager and the City

• Upon delivery of a termination notice pursuant to subsection (a) or subsection (b) of this Section 10.02, and execution and delivery of such further documents, the Agreement and the Project Approvals will terminate and neither Party will have any rights or obligations with respect to the other Party under this Agreement or the Project Approvals although Developer’s waiver of all claims against the City shall survive termination of this

6. Effect of this Third Amendment. Except as expressly modified by this Third Amendment, the Development Agreement shall continue in full force and effect according to its terms, and Developer and City hereby ratify and affirm all their respective rights and obligations under the Development Agreement, including but not limited to Developer’s indemnification obligations as set forth in Section 10.10 of the Development Agreement. In the event of any conflict between this Third Amendment and the First and/or Second Administrative Agreement Amendments or the Development Agreement, the provisions of this Third Amendment shall

7. Binding Agreement. This Third Amendment shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors in interest, and assigns of each of the parties hereto. Any reference in this Third Amendment to a specifically named party shall be deemed to apply to any successor, administrator, executor, or assign of such party who has acquired an interest in compliance with the terms of this Third Amendment or under

8. Recordation. The City shall record a copy of this Third Amendment within ten (10) days following execution by all

9. Counterparts. This Third Amendment may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, when taken together, shall constitute the same

10. Governing Law. This Third Amendment shall be governed by and interpreted in accordance with the laws of the State of

11. Invalidity. Any provision of this Third Amendment that is determined by a court of competent jurisdiction to be invalid or unenforceable shall be deemed severed from this Third Amendment, and the remaining provisions shall remain in full force and effect as if the invalid or unenforceable provision had not been a part

12. Headings. The headings used in this Third Amendment are for convenience only and shall be disregarded in interpreting the substantive provisions of this Third Amendment.

IN WITNESS WHEREOF, this Third Amendment has been entered into by and between Developer and City as of the date and year first above written.

EL CAMINO AND SPRUCE LLC                                       CITY OF SOUTH SAN FRANCISCO

By: _                                          Name:         Title:   Date:  

By: _                                       Date:  

APPROVED AS TO FORM:

By: _                                       Jason Rosenberg

City Attorney ATTEST:

By: _                                         Krista J. Martinelli

City Clerk

2770210.2

ABOUT REGIONAL AGENCIES 

*About Association of Bay Area Governments: ABAG was created by local governments to meet their planning and research needs related to land use, environmental and water resource protection, disaster resilience, energy efficiency and hazardous waste mitigation, and to provide risk management, financial services and staff training to local counties, cities and towns.

*About Grand Boulevard Initiative: The Grand Boulevard is a collaboration of 19 cities, counties, local and regional agencies united to improve the performance, safety and aesthetics of El Camino Real. Starting at the northern Daly City city limit (where it is named Mission Street) and ending near the Diridon Caltrain Station in central San Jose (where it is named The Alameda), the initiative brings together for the first time all of the agencies having responsibility for the condition, use and performance of the street.

The Vision:El Camino Real will achieve its full potential as a place for residents to work, live, shop and play, creating links between communities that promote walking and transit and an improved and meaningful quality of life.

The Grand Boulevard Challenge:El Camino Real will become a “grand boulevard of meaningful destinations” shaped by all the cities along its length and with each community realizing its full potential to become a destination full of valued places.

The Grand Boulevard Task Force is a broad federation of interested public and private parties that challenges communities to rethink the corridor’s potential for housing and urban development, balancing the need for cars and parking with viable options for transit, walking and biking.

Stretching from Daly City to San Jose, the vision is of a boulevard that connects communities by a mix of land uses designed to attract people. Cities are encouraged to design for neighborhoods that include high quality building designs and diverse land uses, preserve historic buildings and places, and enhance our economic and cultural diversity, with the broad involvement of residents, workers and local businesses. Rail stations and bus facilities are valued not only as vital transportation services, but as public gathering places and assets to spur transit oriented development. Roadway improvements will be context sensitive while continuing to meet the need to move people and commerce and preserve environmental resources. Above all, change will recognize and incorporate our history and create a sense of community.

The Grand Boulevard initiative will succeed only with the enthusiastic support of public agencies, leading businesses, non-profit agencies, neighborhoods and community advocates. The Task force endeavors to coordinate planning efforts, develop incentives and other mechanisms, and secure funding to make this vision a reality.

Meeting the Challenge: El Camino Real is the most important arterial on the Peninsula, carrying more people than any other. It meets these responsibilities fairly well, though there are widespread complaints about congestion, appearance and safety. The public perception has been that the street is not well planned.

Though many localized planning efforts are underway, they remain uncoordinated. For that reason, the San Mateo County Transit District (SamTrans), Santa Clara Transportation Authority (VTA), Joint Venture: Silicon Valley Network, San Mateo City/County Association of Governments (C/CAG), and SAMCEDA (San Mateo Economic Development Association) started an extensive program of collaboration, bringing together all of the agencies having partial responsibility for the street, for the first time in the history of El Camino.

The effort also includes businesses located on El Camino, environmentalists, labor, and advocates for housing, transit, bicyclists, economic development
and smart growth. It features two committees, a Task Force comprised of policy makers from the public and private sector, which will make the final decisions on all matters, and a Working Committee comprised of local and regional agency staff members, which will perform the detailed research and make recommendations to the Task Force. The Working Committee anticipates widespread participation from the many interested groups.

Technically the goal is to produce a coordinated series of policy decisions that will be embraced by all jurisdictions, thereby helping El Camino Real to function and look better. But the vision goes farther: the Grand Boulevard initiative seeks to recreate the street to do a better job of connecting our communities (north-south) and of better integrating it with each of our communities (east-west.). It will transform El Camino Real into a boulevard that will stand as one of the highlights of our communities, successfully fulfilling its role as the Peninsula’s most important arterial, while bringing pride and unity to San Mateo and Santa Clara counties.