CITY OF VACAVILLE PLANNING COMMISSION Agenda Item No. G.1 STAFF REPORT June 17, 2008

CITY OF VACAVILLE PLANNING COMMISSION Agenda Item No. G.1 STAFF REPORT June 17, 2008 Staff Contact: Peyman Behvand (707) 449-5140 TITLE: REQUEST: RECOMMENDED ACTION: NUT TREE RANCH POLICY PLAN AMENDMENTS AMEND THE NUT TREE RANCH POLICY PLAN FOR THE PURPOSE OF: 1. ALLOWING SPECIFIED SERVICE-ORIENTED RETAIL USES AND AN ADULT SECONDARY EDUCATIONAL FACILITY AS EITHER PERMITTED OR CONDITIONAL USES WITHIN THE NUT TREE VILLAGE (MAIN RETAIL) AREA, AND 2. ALLOWING CASUAL SERVICE RESTAURANTS AND MEDICAL OFFICE USES IN THE FREEWAY FRONTAGE AREA (BETWEEN I- 80 AND E. MONTE VISTA AVENUE) AREA, AND 3. REMOVING BUSINESS HOTEL USES FROM THE NUT TREE CORE AREA, AND 4. REQUIRING APPROVAL OF INTERIOR AND EXTERIOR TENANT IMPROVEMENTS PRIOR TO BUILDING PERMIT SUBMITTAL. RECOMMEND THAT THE CITY COUNCIL APPROVE THE NUT TREE RANCH POLICY PLAN AMENDMENTS. APPLICATION INFORMATION APPLICATIONS: Policy Plan Amendment, Reaffirmation of Previous Environmental Assessment FILE NO. File No. 08-056 APPLICANTS: City of Vacaville Redevelopment Agency (RDA), Westrust (NTR) and Nut Tree Associates (NTA) PROPERTY OWNERS: Westrust and City of Vacaville Redevelopment Agency PROPERTY INFORMATION LOCATION: SITE AREA: CURRENT ZONE: GENERAL PLAN DESIGNATION: CURRENT LAND USE: ADJACENT ZONING & USE: Nut Tree Development (East Monte Vista Avenue) Westrust: 30 acres Nut Tree Associates: 9.25 acres CG(RO): General Commercial (Residential Overlay) Highway Commercial CG(RO): General Commercial (Residential Overlay) North: CG: General Commercial South: East Monte Vista Avenue East: CG: General Commercial West: CG: General Commercial PROJECT DESCRIPTION The project proposal is to amend the Nut Tree Ranch Policy Plan to allow a variety of serviceoriented retail and personal service uses in the Nut Tree development, and to delete the Limited

Service (business) hotel from the Conditional Uses section of the Policy Plan. The proposed additional uses for the main 30-acre retail area would include: (1) banks and credit unions; (2) health and beauty services; (3) children s learning centers; (4) adult secondary educational facilities; and (5) medical office uses. The proposed additional uses for the 7-acre freeway retail (adjoining the vineyard between Interstate 80 and E. Monte Vista Avenue) would include: (1) casual service restaurants (i.e. non-drive thru); and (2) medical offices. In addition, staff is recommending additional language in the Policy Plan to establish a procedure to ensure an efficient and thorough plan check process for tenant improvements. PREVIOUS ACTIONS December 2001 The City Council initiated Zone Change/Policy Plan revisions to allow a mixed use land use plan for the project area. July 2002 Environmental Impact Report (EIR) certification and Policy Plan/Zoning approval for large mixed use development program for the Nut Tree Ranch Policy Plan. October 2002 The Housing & Redevelopment Agency entered into negotiations with Snell & Co. on the development of the Nut Tree site. Also in October, 2002, the City Council adopted the Nut Tree Area Circulation Plan, approving the basic alignments for East Monte Vista Avenue through the project area, along with widening of the Nut Tree Road Over-crossing and reconstruction of the westbound I-80 off-ramp. January 2003 The City Council/Redevelopment Agency approved a Disposition and Development Agreement (DDA) with NTA for the purchase and development of the Nut Tree property. October 2003 The City completed the demolition of former Nut Tree buildings. August 2004 Study sessions on the NTA s revised Preliminary Development Plan by City Council and by Housing & Redevelopment Commission. September 2004 The Planning Commission recommended that the City Council approve the Nut Tree EIR, Mitigation Monitoring Plan, Planned Development, Policy Plan Amendment and Development Agreement. June 2005 The Director of Community Development approved the Nut Tree Phase I Retail project Design Review for the 30-acre retail portion. The Design Review request included building and landscaping design for the core retail area. August 2005 The Director of Community Development approved the Nut Tree Family Park Conditional Use Permit which included the amusement park, bocce grove and vineyard designs. December 2005 to May 2006 The Director of Community Development approved minor modifications to the site plan and building layouts. September 2006 The Director of Community Development approved the Nut Tree Flag Lot Conditional Use Permit to construct a 96-space parking lot on Nut Tree Road across from the Nut Tree development. The approval included a condition to monitor parking demand for the Family Park and construct additional parking spaces if such demand required additional parking. 2

January 2008 Study sessions on the Westrust and Nut Tree Associates requests to amend the Nut Tree Ranch Policy Plan to allow additional service-oriented and medical office tenants in addition to a career college and less formal eating establishments. September 2006 to March 2008 The Director of Community Development approved various tenants such as Amici s East Coast Pizzeria, Panera Bread, Fenton s, Peet s Coffee & Tea, and Spice Thai Kitchen & Bar. PROJECT ANALYSIS COMPLIANCE WITH ADOPTED PLANS AND ORDINANCES BACKGROUND In July 2002, the City Council adopted the revised Nut Tree Ranch Policy Plan. The purpose of the Policy Plan is to guide development of the Nut Tree Ranch property in a way that respects its rich heritage as a gathering place and creates opportunities for unique commercial, recreational and mixed use development that would not occur elsewhere in the City. In January 2003, the City Council, acting as the Redevelopment Agency, entered into a Disposition and Development Agreement (DDA) with Nut Tree Associates (NTA) regarding the Nut Tree property. The principals of NTA were Roger Snell and Rockwood Capital, Westrust (NTR) later joined the development team for the purpose of developing the main 30-acre retail portion. In accordance with the DDA, the Redevelopment Agency agreed to sell the Nut Tree property pursuant to various terms and conditions regarding the timing and type of development. The DDA also included a list of tenants (Attachments 4 and 5) that would be permitted in the Nut Tree Development. This list included tenants the City and the applicant hoped to lure to the Nut Tree but also tenants that were similar in nature or quality to the listed uses. In entering into the DDA, the City Council/Redevelopment Agency identified the following objectives for the Nut Tree project: To pursue the development of the traditional Nut Tree property as special uses which benefit the economic development of the entire City. To recognize and recapture historic aspects of the property's prior use as the Nut Tree. To develop "high-end" retail, dining, residential, hotel and office facilities in a unique, mixed use setting. To link the Proposed Project uses with the traditional Nut Tree property through the retention of features from the original Nut Tree. To facilitate the design and construction of off-site physical improvements needed to extend public improvements to serve the project site. The purpose of the DDA and Policy Plan is to identify the desire by the Agency to reinvent the regional draw and unique character that the Nut Tree had originally created. For this reason, the DDA limited the land uses to those that were intended to convey that character and regional attraction. Specifically, the land use entitlements were envisioned to provide for high end specialty Lifestyle and Attraction retail and restaurant uses, subject to the approval of the Agency. Also, a specific interest of the City was the focus on retail uses which would generate sales tax and provide a regional draw to the area. The DDA defined Attraction and Lifestyle retail uses as: Attraction Retail means a retailer that serves a regional vs. local area. It is intended that this would exclude uses such as a standard grocery store, dry cleaners, video rental shops, etc. Attraction Retail includes major retailers that attract regional shopping. It could also include major retail that is not existing or not well represented in the local market, i.e. major electronics, Border s, Barnes and Noble, etc. Attraction retail would be of a nature to entice travelers to make the Nut Tree a destination or a stop. Examples of Attraction Retail uses are provided in Attachment 4. 3

Lifestyle Retail means retailers and restaurants that specialize in high-end or specialty goods that generally occupy smaller spaces but may go up to approximately 25,000 square feet of floor space. Lifestyle Retail does not include outlet stores that specialize in deep discounted merchandise or factory seconds. Lifestyle Retail is retailers that entice travelers to make the Nut Tree a destination stop. The Lifestyle Retail is a crucial element in recreating the festive ambiance of the historic Nut Tree. Examples of Lifestyle Retail uses are provided in Attachment 5. The Policy Plan also includes limitations on allowed uses in the Freeway Commercial area. This limitation was intended to target high-end and well designed buildings to the area adjacent to Interstate 80. This area is allowed some limited attraction retail uses (in one building only, adjacent to the Nut Tree Road overpass), professional offices, financial institutions and only full service (sit down) restaurants, which are defined in the policy Plan as: Restaurant, Full Service means a business selling food and drinks for on-site consumption that offers a fine dining atmosphere associated with special occasions. A full service restaurant would meet most of the following operational criteria: (1) Provides service and payment at the dining tables; (2) takes reservations for meals; (3) provides bar service; (4) provides a quality dining atmosphere with a theme setting; and (5) provides a full menu of appetizers, salads, entrees, and deserts. The goal of the limited and highly desirable uses was to ensure that uses were of a certain quality and that the architecture of the buildings could be designed for multidirectional (four-sided) views to the site from the freeway and East Monte Vista Avenue. SUMMARY OF PROPOSED POLICY PLAN AMENDMENTS The applicants Westrust (NTR) and Nut Tree Associates (NTA) are requesting to amend the Nut Tree Ranch Policy Plan for the purpose of allowing additional uses that are currently not allowed or allowed on a limited basis. In addition to the requests by NTA and NTR for the service retail category, the Policy Plan Amendment request proposes to delete the Business Hotel from the Conditional Uses section of the Nut Tree Core Area since NTR proposes replacing this use with additional Attraction Retail uses instead. Finally, the Policy Plan procedures for review of specific tenant spaces would provide guidelines for an improved process for reviewing the design of tenant spaces. The proposed amendments to the Policy Plan are shown in Attachment 6. NUT TREE RANCH POLICY PLAN AMENDMENTS: PROPOSED BY NTR AND NTA 1. Nut Tree Village (Approx. 30 acres: Buildings A through T and R1 though R4) NTA and NTR have stated that they believe that expanding the types of uses allowed in the project is an important component to the destination shopping experience NTA and NTR wish to create. A majority of these uses can be identified as Service Retail which consists of retailers and service providers that offer services complementary to attraction and lifestyle retail uses and are often found in larger community and lifestyle shopping centers. Service Retail tenants generally occupy smaller spaces, but may be as large as 5,000 square feet. Examples may include children s learning centers, 30-minute workout facilities, day spas, medi-spas, dental services and tanning salons. The additional uses provide certain services targeting the customer and causing shoppers to lengthen their visit by doing what the developer calls cross-shopping at other retailers and restaurants. The proposed additional uses for the Nut Tree Retail, Freeway Retail, and Retail West as proposed by NTA and NTR are provided below with staff recommendations in italics: Banks & Credit Unions: provides retail banking, ATM, and loan processing services. Examples include Citicorp, Wells Fargo Bank, and Travis Credit Union. 4

Such uses shall be limited to two (2) businesses, not to exceed 8,000 square feet in total area. Additional stand-alone ATM banking devices not located at the Bank or Credit Union locations shall not be limited. Staff Recommendation: The proposed banking facilities are a compatible use and could draw traffic to the project. The limitation in square footage proposed would only affect the Nut Tree Village (Buildings A T) and Retail West (Building U) portion of the site, as financial institutions are already permitted in the Freeway Commercial area. Health & Beauty Services: provides services in a majority of their square footage such as haircutting, manicures & pedicures, spa services, tanning services, and massage services. Examples include Green Valley Salon & Spa, Planet Beach Tanning, and Sports Clips. Such uses shall be permitted up to 15,000 square feet in total area. A retail tenant that offers ancillary Health & Beauty Services (less than 25% of their square footage) to a primary retail use, such as ULTA, shall be permitted per the original DDA. Staff Recommendation: Such uses are a complementary use in the Nut Tree Village as they will provide what NTA refers to as cross-shopping opportunities. However, these uses generally demand a high amount of parking for employees and customers, over longer periods of time. Such uses would then compete with parking needs in the Village core area, near the Family Park and the Bocce Courts. For this reason, staff recommends that such uses, as limited by the definition of Service Retail, not be allowed on the second floor office space of Buildings N and O, as requested, and that such uses only be allowed in Buildings K, L, and M. Optometry Services: provides services in a majority of their square footage such as optometry exams and laser procedures. Examples include Lasik Vision Center. Such uses shall be permitted up to one business no larger than 10,000 square feet in total. A retail tenant that offers ancillary Optometry Services (less than 25% of their square footage) to a primary retail use, such as Lenscrafters, shall be permitted per the original DDA. Staff Recommendation: Such uses may be a complementary use, but do not necessarily provide for a use which reflects upon the regional draw and unique character of the Nut Tree. For this reason, it is recommended that such uses be limited to one (1) smaller optometric shop, up to 2,000 square feet in area, that focuses on frame sales, sunglasses, and that provides for a unique window shopping type opportunity. Children s Learning Centers: provide services in a majority of their square footage such as supplemental instruction in reading, writing, mathematics, study skills, phonics and related areas of learning. Examples are Huntington Learning Center, Kaplan Learning Center, and Sylvan Learning Centers. Such uses shall be permitted for one business no larger than 3,200 square feet in total. Staff Recommendation: While the use itself does not promote the vision for the Nut Tree, one use may be appropriate as requested so that parents can shop at the Nut Tree while their children are in the learning center and generate potential business for the children s clothing and other similar stores in the Nut Tree Village (i.e. Kool Kids, Justice for Girls, etc.). 5

Medical Office Uses: traditional medical and dental services including family medicine, chiropractic services, physical therapy, dentistry, and cosmetic dentistry. Examples include Sutter Health Care, Kaiser Permanente, Bright Now Dental, and local doctors and dentists with private practices. Permitted only on the second floor of Buildings N and O. For tenants greater than 10,000 square feet in size, they will be permitted a first floor lobby for their business up to 10% of their total square footage, but no more than 1,000 square feet of the first floor area. Weekend parking for such tenants shall be evaluated in the Conditional Use Permit process. Staff Recommendation: While this type of use does not promote the vision for the Nut Tree, it does provide an opportunity to create regular customers to the stores and restaurants at the site. These types of uses have a higher parking demand than typical retail uses. Parking, particularly on weekends, is a key concern due to the Family Park and the hoped for regional draw of the project. Therefore, it is recommended that such uses only be allowed on the second floor of Buildings N and O (meaning no first floor presence as proposed by NTR), and if such uses are strictly limited to being open only on weekdays, no week nights or weekends allowed. As noted above, any such use would be subject to review of a Conditional Use Permit. Adult Secondary Educational Facilities: educational facilities focused on career advancement and specialized training for adults. Examples include nursing colleges, dental schools, vocational schools, and other schools for training working professionals -- Western Career College, Heald College, Kaplan Professional Schools, and University of Phoenix. Permitted only on the second floor of Buildings N and O. Such uses shall be permitted up to 35,000 square feet in total. For tenants greater than 10,000 square feet in size, they will be permitted a first floor lobby for their business up to 10% of their total square footage, but no more than 1,000 square feet of the first floor. Weekend parking for such tenants shall be evaluated through the Conditional Use Permit process. Staff Recommendation: While this use does not promote the vision for the Nut Tree, it does provide an opportunity to create regular customers to the stores and restaurants at the site. If such a business were to locate in the Nut Tree, parking would be a key concern, particularly during the weekends. For this reason, one use, up to a maximum of 35,000 sq. ft. in total area in the upstairs portion of Buildings N or O with 10% (maximum 1,000 sq. ft.) of the total square footage on the first floor as a lobby area, would be beneficial, as long as such a use would be limited only to weekday and some limited weeknight operations. As noted above, any such use would be subject to review of a Conditional Use Permit to ensure hours of operation are compatible with the rest of the project. 2. Freeway Commercial (7.7 acres: Buildings V through Y, R5 & R6) and Retail West (former Business Hotel site, 1.6-acres: Building U) NTA has requested that the existing Lifestyle and Attraction Retail Uses, as well as Medical Offices as defined above, be permitted on the Freeway Commercial and Retail West (site formerly designated for a business hotel, adjoining Putah South Canal) parcels. Since the January 8, 2008 City Council meeting, NTA has modified its request to include that all proposed uses by NTR also be allowed on the freeway retail parcel. The proposed uses for the Freeway Commercial and Retail West areas include: 6

All specialty retail (Attraction and Lifestyle) uses mentioned above under Nut Tree Village. Casual Service Restaurants a maximum of 15,300 square feet subject to a Conditional Use Permit. Medical Office a maximum of 9,200 square feet, subject to Conditional Use Permit. Staff Recommendation: The Freeway Commercial area was originally intended to provide a site for attractive full-service restaurants (see definition on Page 4) drawing the freeway travelers in addition to those in the Village area. This area also allows professional office uses, including banks and financial institutions and some specialty retail. The proposal from NTA is that casual service restaurants be added as a use in this area, along with other uses allowed in the main retail portion of the development. Staff recommends that all proposed buildings, including restaurant designs, include four-sided architecture. All restaurants/eating establishments are required to provide parking at a ratio of 1 space per 100 square feet of gross floor area or 1 space per 3 dining seats, which ever is greater. Since the seating layouts for the future restaurants have not been provided it is difficult for staff to determine if parking will be an issue that could limit the overall square footage of buildings allowed in this Area. The applicants should be aware that the proposed maximum square footages may not be available for development if it is determined through the normal development review process that more parking is required to accommodate the restaurant uses. With respect to NTA s modified request that all NTR uses also be allowed on the freeway parcel, staff is not supportive of this request because: (1) the January 8, 2008 City Council staff report did not include this request and therefore was not a part of the Council s analysis of the proposed amendments; and (2) the City s intent has been to create a freeway retail area with limited uses unlike the main retail portion. NTA has a right to request that the proposed uses by NTR also apply to the freeway retail area and the Planning Commission will have an opportunity to recommend approval or denial of this request to the City Council. NUT TREE RANCH POLICY PLAN AMENDMENTS: PROPOSED BY STAFF 1. Retail West (Building U) The City of Vacaville and its Redevelopment Agency are proposing to amend the Nut Tree Ranch Policy Plan for the purpose of removing the Limited Service (business) hotel from the Conditional Uses section of the Policy Plan. Staff believes the request is consistent with and may benefit the City s desire to attract a Hotel Conference Center to Vacaville by eliminating a competitive hotel in the vicinity of the Nut Tree site. Future Lifestyle and Attraction Retail uses for the site will be determined as part of the revisions to the approved Planned Development Permit. 2. Chapter I. Introduction Minor revisions to portions of this chapter to reflect the re-labeling of Figure 2 as 2A, and to reflect the correct configuration of Area C on that figure; and to add a new Figure 2B showing the location of the various buildings in Areas A1 & C with their corresponding letter label; and add references to these figures in the text of this chapter. 3. Chapter IV. Land Uses By Area Minor revision to this chapter include: removing the reference to a limited service (business) hotel from the list of uses for Area A1; some text revisions to the description of Area C regarding the types of uses that are allowed and to the purpose of the design standards; and text revisions to the definition of terms for land use section. 7

4. Chapter V.: Implementation Staff is proposing to include a new provision that would establish an improved process in which staff and perspective tenants will be able to discuss design issues such as interior layouts early in the development review through a Design Review process. The types of uses requiring this review would be all uses except for restaurants/eating establishments, which require a separate Conditional Use Permit review. The purpose of this review is to ensure quality design and minimize the number of potential issues at the Building Permit stage. Section A.2: Specific Development Plan Approval Process A.2.i: Prior to the submittal of plans for a building permit, all tenants shall obtain staff-level Design Review approval of interior plans such as the floor and fixture plans, as well as plans for any proposed exterior improvements. Tenant improvement plans that are subsequently submitted for Building Permits shall address all conditions of approval identified during the staff-level approval. For those uses which require a Conditional Use Permit (CUP), this shall be achieved during the CUP review process. CONCLUSION On January 8, 2008 the City Manager s office presented a discussion item to the City Council consisting of the proposed amendments mentioned above. The purpose of the discussion was for the City Council to provide direction to staff on how to move forward with the proposed amendments. While the City Council voiced reservations about some of the uses, they instructed staff to allow the applicants to initiate the proposed Policy Plan Amendments. All discussion items in this staff report except for the recommendation to create a more efficient tenant/staff review process has been presented as they were to the City Council. Although the proposed uses do not entirely reflect the original intent of the Nut Tree development, the applicants wish to explore alternate uses in order to maintain a positive and economically active setting at the Nut Tree. The economic atmosphere in which the Nut Tree redevelopment project was conceived is different than what the City faces today, and so certain compromises in terms of the quality of uses could be considered as one possible strategy towards finishing out the retail development. For any new use that is eventually added to the list of allowable uses staff will continue to require enhanced interior designs. These enhancements will benefit the pedestrianlevel views and experience of the Nut Tree in order to ensure that the proposed uses would be beneficial to the City and to the Nut Tree development. ENVIRONMENTAL 1. Reaffirmation of Previous Environmental Impact Report (EIR) The applicants submitted an updated traffic analysis based on the revised list of potential uses, as well as the slight increase in the overall building square footage for the project. This analysis was reviewed by the City s Traffic Engineering Division and was found to be consistent with the findings of the original Nut Tree Ranch EIR. Therefore, pursuant to Section 15162 of the California Environmental Quality Act (CEQA), the project is within the scope of the previously approved Nut Tree Ranch Development Environmental Impact Report (EIR), which adequately described the impacts of this project and meets the requirements of CEQA. Projects developed within the Policy Plan are subject to all mitigation required with the adopted EIR. No new environmental analysis is necessary. RECOMMENDATION By simple motion recommend that the City Council approve the Nut Tree Ranch Policy Plan Amendments as shown in Attachment 6. 8

ATTACHMENTS: 1 Location and Zoning Map 2 Nut Tree Project Site Plan 3 Nut Tree Site Plan with Land Use Areas 4 DDA Attraction Retail List of Uses 5 DDA Lifestyle Retail List of Uses 6 Revised Policy Plan Sections (Permitted & Conditional Uses and Land Use definitions) 7 January 8, 2008 City Council Staff Report 9