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ATTACHMENT 1 JOHNSON DRIVE ECONOMIC DEVELOPMENT ZONE TRANSPORTATION IMPROVEMENT AND COST ALLOCATION AGREEMENT This Johnson Drive Economic Development Zone Transportation Improvement and Cost Allocation Agreement (this "Agreement") is entered into this,& '^day of f 1 2018 by and between the City of Pleasanton, a California municipal corporation (the "City"), and Costco Wholesale Corporation, a Washington corporation ("Costco"). The City and Costco are collectively referred to herein as [lie "Parties" and individually as a Party. RECITALS A. The City has identified the approximately forty acres comprised of the twelve parcels located at 7106-7315 Johnson Drive and 7035 and 7080 Commerce Circle in Pleasanton, California as the Johnson Drive Economic Development Zone (the "JDEDZ"). A map outlining the boundaries of the JDEDZ is attached as Attachment 1 to this Agreement. The JDEDZ contains a mixture of land uses, with the predominant land use being light industrial. Over the years, the JDEDZ has suffered from a lack of investment, underutilized properties and aging infrastructure. B. The City through a variety of techniques intends to transform the JDEDZ into a thriving commercial corridor with new land -uses and services to generate new tax revenues to help support City services and programs. C. To implement the JDEDZ, the City intends to consider for approval: (1) a Supplemental Environmental Impact Report ("SEIR"); (2) a General Plan Amendment to change the land use designation of the JDEDZ site from Business Park (Industrial/Commercial and Office) and General and Limited industrial to Retail/Highway/ Service Commercial; Business and Professional Offices; and (3) a Planned Unit Development Rezoning to rezone the JDEDZ site from Planned Unit Development -General and Light Industrial (PUD-G&Li) District, Planned Unit Development industrial/Commercial-Office (PUD TIC O) District, and General Industrial (1-640,000) District to PUD -C District (collectively referred to as the "JDEDZ Approvals"). D. To implement the City's goals for [lie JDEDZ and as a necessary first step in encouraging new businesses to locate in the JDEDZ, various public roadway improvements treed to be completed along Johnson Drive and Commerce Drive and Stoneridge Drive. The proposed street improvements are described in more detail in the SEIR for the JDEDZ and are more generally described in Attachment 2 to this Agreement (the "JDEDZ Street Improvements"). E. The SEIR identifies the need to make certain improvements to Stoneridge Drive and Johnson Drive to mitigate potential queue spillback by constructing new lanes, modifying the Stoneridge Drive at the I-680 northbound off -ramp and constructing a second on-ramp lane to northbound 1-680, as more particularly described in in Mitigation 4D.1(d) of the SEIR and the Mitigation Monitoring Plan (the "Stoneridge Drive and 1-680 Project"). The Stoneridge Drive and I-680 Project is more generally described in Attachment 3 to this Agreement. (The JDEDZ Street improvements and flue Stoneridge Drive and I-680 Project are sometimes collectively referred to as the "Project Improvements".) 1310 (I 1 X7_218870.8 2172018