A Zoning Petition Has been received from Cambridge Redevelopment Authority regarding a Zoning Ordinance to reflect the proposed changes to the KSURP

September 17, 2020 To the Honorable, the City Council, The Cambridge Redevelopment Authority (CRA) Board respectfully submits to the City Council the attached amendment to the Kendall Square Urban Renewal Plan (KSURP) and accompanying petition to amend Article 14 of the City of Cambridge Zoning Ordinance to reflect the proposed changes to the KSURP. As you know, early last year, Eversource announced plans for a new electrical substation to be located at 135 Fulkerson Street. The City Council held multiple hearings to learn more about the substation proposal, wherein the City learned of the significant community concerns regarding the Fulkerson site for a substation and its proximity to homes, the Kennedy Longfellow Elementary School and its accompanying playing fields. The City Manager promptly brought together City and Cambridge Redevelopment Authority (CRA) staff along with representatives from the local development community to seek alternative sites for the facility. Shortly after these meetings, Boston Properties (BXP) approached the CRA with a conceptual idea of placing the substation on the site of the existing “Blue Garage” within the KSURP area. This alternative electrical substation location would move this regional infrastructure facility out of the residential neighborhood and into the commercial district of Kendall Square. Throughout 2020, the CRA, along with BXP and Eversource, have organized multiple virtual community meetings and discussions, to outline the substation alternative and the accompanying commercial development proposal required to finance the project. The CRA Board has discussed the project monthly at its public board meetings, held remotely since April. In addition to the substation’s conceptual design, the meetings discussed above have involved extensive review of the proposed 800,000 square feet of additional commercial development required to implement the relocation of the substation to the Blue Garage property, and the changes to the MXD Zoning and KSURP needed to allow the project to move forward. This community engagement process, described in greater detail below, led to the public meeting of the CRA Board held last night on September 16, 2020. At this meeting, the CRA Board voted to file the enclosed petition to modify Article 14 of the Cambridge Zoning Ordinance - Mixed Use Development District: Kendall Center (MXD Zoning) for consideration by the City Council in order to implement this alternative substation location. The CRA Board further voted to approve Amendment No. 11 to the Kendall Square Urban Renewal Plan, and to forward this Amendment to the City Council. The purpose of this letter is to provide an overview of the alternative substation proposal, summarize the proposed revisions to the MXD Zoning contained within the petition, and review the KSURP Amendment. Alternative Substation Site Project Description The alternative substation site is located on Parcel Two of the Cambridge Center Development Area, positioned between Binney Street, Galileo Galilei Way and Broadway. The technical and site feasibility challenges of the alternative substation location are complex, and for the past year, Eversource and BXP have been working to confirm that the structural engineering, electrical line routing, existing asset relocation, and overall site design of the alternate Parcel Two substation location were feasible. The designs not only require the relocation of existing structures and uses, but also reconstituting the

current housing program outlined in the existing Infill Development Concept Plan (IDCP) approved by the Planning Board and the CRA in 2017 (and further amended in 2019), as well as allowing for additional commercial development to make the development of the substation at the alternative location economically viable for BXP. The current site plan under development places the electrical substation in the center of the parcel, at the location of the current Blue Garage. The parking garage will be demolished and reconstructed underground in the northern section of Parcel Two, with temporary parking provided in a number of parking facilities on neighboring properties. To accommodate open space and site connectivity, the substation will also be submerged. This requires BXP to construct a large, underground vault, approximately 110 feet deep, to house the future substation. This endeavor further involves engineering the high voltage transmission lines routed off Broadway into the substation, requiring an underground cable spreading structure, as well as planning for electric distribution lines to be routed onto Binney Street. Essential to this proposal is the requirement that the housing program under the approved IDCP, consisting of 400,000 square feet of residential gross floor area (GFA) with 25% below market rate housing, be completed in a single phase. This amendment also requires that the housing program be constructed prior to, or concurrent with, the construction of any of the new commercial square footage provided by the amendment. This new commercial square footage, referred to as Substation Commercial GFA, totals 800,000 square feet to make the relocation of the substation to the Blue Garage site economically feasible. This GFA will be allocated to two new buildings of roughly 400,000 square feet each. These buildings will be located on the north side of Parcel Two along Binney Street, and would require the demolition of the existing 250 Binney Street building, currently a two-story biotechnology, manufacturing facility. Please see the attached enclosures for conceptual site designs of this proposal. Finally, the site plan for the substation project provides the ability to create a more accessible and connected development in relation to the surrounding area and neighborhoods. The removal of the Blue Garage, which currently divides Parcel Two will facilitate the creation of an open space at the heart of the parcel, while concurrently improving pedestrian circulation and connectivity to neighboring areas within Kendall Square. To meet its open space goals, this project will also provide enhancements to existing onsite and nearby open space. To enable the proposed site layout and central open space area, the existing open space covenants on the North (Binney) and South (Broadway) Park properties on either end of the existing Blue Garage structure will need to be lifted by the City Council. Article 14 - MXD Zoning Petition The zoning petition along with the KSURP Amendment, is put forth as an implementation step to tacilitate an alternative location for the substation requested by the community and city officials. Below is a summary of changes to Article 14 of the Zoning Ordinance required to facilitate the relocation of the planned Eversource substation to the MD District of Kendall Square. Regional Substation as an Allowed Use: This modification enables a regional substation, of the type needing to be constructed by Eversource, to be an allowed use in the MD District. Currently the language focuses on allowing district-serving infrastructure only. Commercial Gross Floor Area (GFA): In order to provide the necessary economic incentive for BXP to relocate the substation to the MXD District, the petition increases the aggregate development GFA allowance within the MD District to 5,073,000 square feet, an increase of 800,000 square 2

feet. This additional GFA, defined as Substation Commercial GFA, will be made available only if the Eversource substation achieves all regulatory approvals, and is relocated to the MXD District. This is ensured by requiring the issuance of a building permit for the Substation Project to precede or be issued concurrently with a building permit for any project using Substation Commercial GFA. Housing Requirement: The existing Infill Development Concept Plan, amended in 2019, plans for the delivery of 400,000 square feet of residential multi-family GFA to be constructed in two buildings built in phases, one on either end of the Blue Garage. This petition adjusts the timing of the residential requirement such that the full 400,000 square feet of multi-family housing is delivered in a single phase. To guarantee the delivery of the housing component, a building permit for the construction of a residential project of at least 400,000 square feet must be issued before or simultaneously with the issuance of a building permit for any project utilizing Substation Commercial GFA. Further, to ensure designs for a residential building are underway, the design review process of a residential project must also precede or proceed concurrently with the design review process for a project using Substation Commercial GFA. Infill Development Concept Plan: The Infill Development Concept Plan (IDCP) must include basic design information about the substation facility, although the substation structure itself is not subject to special permit review under Article 14. Required substation information includes a plan describing the utility improvements to be undertaken within the development program, as well as the general location of the proposed substation structure. In addition, the IDCP must also include a narrative describing the plan's compatibility, coordination and consistency with the urban design guidelines established in the final report of the Kendall Square Central Square (K2C2) Planning Study, as well as the Volpe Working Group's Planning and Design Principles established on July 20, 2017. The overlapping timing of the development of Parcel Two and Volpe offers a unique and fortuitous opportunity to plan for and expand pedestrian and open space connectivity between the two areas. Innovation Space: In the 2015 MD Zoning amendment, the requirement for an Innovation Space set aside was put in place consistent with the recommendations of the K2C2 Plan. Innovation Space was defined as office or biotechnology space made available for small companies or individuals on short-term leases. At that time, any new project using more than 100,000 square feet of GFA for office and biotechnology uses had to designate a minimum amount of 10% of the total space as Innovation Space. In addition, a GFA incentive bonus of up to 20% of the commercial GFA allowance was provided if 25% of that Innovation Space was designated as below-market. As outlined in the 2019 IDCP, BXP has met the Innovation Space zoning requirements and fully used the incentive bonus, through their build out and leasing of 255 Main Street to CIC and The Link. The proposed MD Zoning Petition maintains BP's existing Innovation Space obligations, but makes the Innovation Space requirement and density bonus inapplicable to new Substation Commercial GFA. This change was put forth for three reasons. First, making the Innovation Space requirements and GFA exemption inapplicable to Substation Commercial GFA eliminates an additional density bonus which could have allowed additional GFA above 800,000 square feet. Second, the financial requirements for the substation infrastructure require that broad flexibility for most of the new commercial uses be maintained, especially with increased uncertainty in the office market today. Finally, with the growth of numerous co-working companies through 2019, it has become evident to the CRA that Innovation Space had become a viable market-rate commercial use that may not need further special protection through zoning. The economic development objectives of the CRA have become more focused on providing job training and education opportunities focused on pathways for lower income individuals to enter the innovation economy of 3

Kendall Square, which led to the proposed GFA exemption discussed below for Educational Lab, Classroom or Training Facility. GFA Exemptions: Article 14 currently provides a few types of building uses that are exempt from the GFA limitations in the MD District. In addition to the Innovation Space discussed above, those exemptions also include middle income housing units, small scale retail spaces, and residential outdoor balconies. This petition proposes a few modifications to those GFA exemptions: - Outdoor Area Exemptions: Existing MD Zoning allows for the GFA exemption of outdoor decks or balconies tor multi-tamily development up to 8% of a building's floor area. The petition seeks to allow outdoor decks or balconies to be exempt for either multi-family residential or commercial developments. This is to enable office or lab buildings to take greater advantage of exterior open spaces, and to activate urban facades. - Substation GFA Exemption: The Eversource Substation Project's GFA would be considered exempt square footage, and not count toward the aggregate GFA and other development limitations in the MXD District. - Educational Lab, Classroom or Training Facility: Through discussions with local non-profits, organizations and residents, a need for publicly accessible lab or training space has been identified. As such, the MD petition allows for the exemption of up to 20,000 square feet of educational, health or workforce training facility space if it is operated to provide services to the general public. Floor Area Ratio (FAR): Article 14 currently utilizes more traditional lot density controls of Floor Area Ratio (FAR) limitations based on land use category in addition to the overall aggregate development limitation within the MXD District. Over time, however, these FAR limitations based on lot size and types of use have not been as relevant as the other development controls that are in place and in fact can limit the kind of creative thinking that is required in order to redevelop existing sites as contemplated by the IDCP. The lot configuration for the electrical substation project is very complex, and the proposed residential lot in particular is very constrained. As such, this petition makes the FAR restrictions inapplicable to any project that is developed in accordance with an approved IDCP. Height Limit: The petition increases the MD height limit in two ways. First, the maximum building height in the district is changed to 250 feet district wide, resulting in a height increase of 50 feet for the buildings along Binney Street. This allows for design flexibility in articulating the massing of those commercial buildings. Second, one residential building within the district is allowed to be up to 400 feet tall, in order to accommodate the full residential program in one project. Active Ground Floors: Under the current MD Zoning, any new building facing Main Street, Ames Street and Broadway within the district, is required to be create active ground floor use, such as retail for at least 75% of its floor frontage. While this requirement will remain in place, the zoning petition seeks to modify the active ground floor requirement for narrow buildings. Specifically, buildings with a façade length of 100 feet or less along Main Street, Ames Street or Broadway shall be required to meet a minimum of 40% active use rather than 75%. This modification seeks to recognize the competing ground floor uses such as lobbies, loading areas, and other amenities, especially in the residential building proposed for Broadway. Letter of Commitment - Home Ownership Units: During the City Council Hearing on December 21, 2015, the City Council and BXP agreed to a Letter of Commitment requiring that home ownership 4

units make up 20% of the Infill GFA used for multi-family residential development. The Letter of Commitment was in turn referenced in Article 14, and this petition proposes to eliminate that reference and void the Letter of Commitment. It is important to note, however, that the petition does not change the amount (400,000 square feet) of multi-family residential GFA or modify any of the applicable affordable housing requirements associated with residential development in the MD District. No less than 20% of the residential GFA is required to be devoted to Affordable Units, with an additional 5% of the GFA for middle- income units. Additionally, to provide below-market family units, at least 5% of the 400,000 square feet of residential GFA must be built with at least three bedrooms, all of which will be delivered as affordable or middle-income units. And because the petition would require the development of the full 400,000 square feet prior to or concurrently with the Substation Commercial GFA, the delivery of more housing (both market rate and affordable) would be advanced from the current plan. In addition, a change from condominium units to rental units would result in an increase in the overall number of available units due to the fact that rental units tend to be designed with smaller unit sizes. This would also help achieve the important objective of increasing the overall housing supply (both market rate and affordable) within the area. Parking: There are no minimum parking requirements in the MXD apart from those required for multi- family residential development. This petition seeks to reduce the minimum automobile parking requirement for residential development from 0.4 parking spaces per dwelling unit to 0.25 parking spaces per dwelling unit. This ratio represents the current residential unit to parking space demand seen at the Proto building (88 Ames), and supports the CRA's and City's sustainable transportation goals. Changes to allow for greater flexibility of the MD's interim parking needs is also provided, by increasing the distance allowed to an offsite parking area. Additional modifications have also been added to the bicycle parking provisions. Specifically, through the IDCP process the Planning Board may approve a bicycle parking plan that utilizes a campus planning approach. This approach can be met through a combination of any or all of the following provisions: providing public bicycle sharing stations or storage facilities, through countercyclical bicycle parking facilities, or complementary valet bicycle parking service. The intent of this section is to allow high quality, equitable, and thoughtfully planned bicycle parking and amenities for all users while providing flexibility to adapt to changing transportation landscapes and help to balance competing uses for space on ground level or near ground level areas of the high-density development area. Kendall Square Urban Renewal Plan - Amendment 11 Along with an amendment to Article 14 of the Zoning Ordinance, corresponding changes are also be required for the KSURP in an Amendment 11. Updates to both Article 14 and the KSURP were approved by the Cambridge City Council in 2015. While those amendments provided opportunity for infill development, they also sought to more closely align both documents to have compatible language and regulations. Thus, the zoning changes described above will largely match required changes for the KSURP. One additional regulatory modification, however, is to extend the duration of the SURP by five years to 2035, to accommodate any extending project implementation timeline due to the technical work related to the construction of the substation and corresponding commercial GFA. In conjunction with the amendments to the development plan, the CRA is also proposing a revised name for the historic urban renewal plan: the Kendall Square Urban Redevelopment Plan. The reason 5

for this proposed title change is to recognize that the urban renewal programs of redevelopment authorities throughout the country had a disproportionate impact on communities of color, and in many cases implemented overtly racist urban policies. While the redevelopment of Kendall Square involved mostly industrial and commercial land, approximately ten households were relocated from the project area through the federally sponsored urban renewal program. Though there is no evidence that those households in Kendall Square were not willing participants and appropriately compensated, the CRA wishes to acknowledge the historic and cumulative impact of our nation's urban renewal programs, particularly on Black communities. The work of the CRA today in Kendall Square is focused on guiding the ongoing development to fulfill a broad set of community needs and economic development within and around the project area. Moving forward, the CRA is also committed to improving our community engagement to amplify the voices of communities of color, and by implementing projects and programs that provide economic opportunities, quality of life improvements and other equity focused outcomes, to serve communities of color, both within Kendall Square and throughout the surrounding neighborhoods. Thus, a new project title that disassociates the current planning efforts in Kendall from the legacy of urban renewal is proposed. Additionally, CRA staff and legal counsel are undertaking a research effort to examine the CRA's eminent domain records to learn more about any disproportional impacts of its historic urban renewal project implementation upon Black and other economically challenged residents of Cambridge. Outreach, Process, and Next Steps Over the last six months, the CRA, Boston Properties, and Eversource have organized numerous meetings as well as an online website via CoUrbanize, to gather community input on the alternative substation location, site design, and corresponding changes to the MXD Zoning and KSURP Plan. The following is a comprehensive list of those meetings: East Cambridge Planning Team - Eversource January 10, 2019 April 22, 2019 ... City Council Hearing - Eversource Discussion East Cambridge Planning Team - Eversource April, 24, 2019 Cambridge School Committee Meeting Eversource Resolution May 7, 2019 .. Transportation & Public Utilities Committe May 22, 2019 Transportation & Public Utilities Committe June 25, 2019 Transportation & Public Utilities Committee August 21, 2019 Transportation & Public Utilities Committee October 2, 2019 ... December 16, 2019 City Council Hearing Cambridge City Council Ordinance Committee February 5, 2019 March 2, 2020 City Council Hearing April 7, 2020 .. East Cambridge Planning Team & CCTV Public Meeting April 8, 2020 (ongoing) CoUrbanize Site (https://www.mxdsub.site/) CRA Board Meeting April 15, 2020 May 20, 2020 .. CRA Board Meeting CRA Board Meeting June 17, 2020 June 25, 2020 Virtual Open House Zoom Open Office Hour July 1, 2020.. CRA Board Meeting July 15, 2020 July 22, 2020 East Cambridge Planning Team - Eversource Update August 4, 2020 East Cambridge Business Association Meeting August 19, 2020 CRA Board Meeting August 19, 2020 Linden Park Neighbors Meeting September 2, 2020 Kendall Square Association Meeting September 3, 2020 Kendall Residences Alliance Meeting September 16, 2020. CRA Board Meeting 6

With the approval of the CRA Board, the MD zoning petition is now before the City Council for your consideration. Additionally, the KSURP Amendment 11 requires approval by the City Council, before being forwarded to the Department of Housing and Community Development. The CRA will also need to conduct a Massachusetts Environmental Protection Agency (MEPA) review to cover the major KSURP Amendment. In addition to the CRA and City of Cambridge approval process, the MD Substation Project will need to gain approval from the Commonwealth's Energy Facilities Siting Board (EFSB). This approval process will be led by Eversource. Additional City approvals and agreements will also be required to implement the connection of the transmission and distribution lines to and from the substation site. Therefore, on behalf of the CRA Board, I am submitting the enclosed materials to the Cambridge City Council. Thank you for your consideration of the proposed SURP Amendment and MD Petition. Best regards, Thomas L. Evans Executive Director Enclosures and Exhibits: 1. Amendment No. 11 to the Kendall Square Urban Renewal Plan (KSURP) 2. MXD Zoning Petition A. 1977-2020 MD Zoning Gross Floor Area (GFA) Summary B. Comprehensive Blackline of Article 14 of the Cambridge Zoning Ordinance 3. Conceptual Site Design Images 7

Enclosure 1 Amendment No. 11 to the Kendall Square Urban Renewal Plan (KSURP)

KENDALL SQUARE URBAN RENEWAL REDEVELOPMENT AREA CAMBRIDGE REDEVELOPMENT AUTHORITY URBAN RENEWAL-REDEVELOPMENT PLAN AMENDMENT 11 - SEPTEMBER 16, 2020 CAMBRIDGE REDEVELOPMENT AUTHORITY

Urban Renewal Plan / Project No. Mass. R - 107 Kendall Square Urban Renewal Area Cambridge Redevelopment Authority Cambridge, MA Submitted to Cambridge City Council August 9, 1965 Hearing Notice by Cambridge City Council August 14, 1965 Approved by Cambridge Planning Board August 7, 1965 Approved by Cambridge Redevelopment Authority August 24, 1965 Public Hearing by Cambridge City Council August 30, 1965 Approved by Cambridge City Council August 30, 1965 Approved by Cambridge City Manager August 30, 1965 Submitted to Massachusetts Department of Commerce - Division September 7, 1965 of Urban Renewal Submitted to Housing and Home Finance Agency September 21, 1965 Hearing Notice by Division of Urban Renewal September 23, 1965 Public Hearing by Division of Urban Renewal September 30, 1965 Approved by Housing and Home Finance Agency October 1, 1965 Approved by Division of Urban Renewal October 7, 1965 Amendment No. 1 approved by Cambridge City Council February 14, 1977 Revised Amendment No. 1 approved by Cambridge City Council October 31, 1977 • June 22, 1981 Amendment No. 2 approved by Cambridge City Council September 13, 1993 Amendment No. 3 approved by Cambridge City Council September 8, 1997 Amendment No. 4 approved by Cambridge City Council Amendment No. 5 approved by Cambridge Redevelopment July 11, 2001 Authority Amendment No. 6 approved by Cambridge Redevelopment April 26, 2004 Authority Revised Amendment No. 8 approved by Cambridge November 14, 2012 Redevelopment Authority Amendment No. 9 approved by Cambridge Redevelopment March 19, 2014 Authority Amendment No. 10 approved by Cambridge Redevelopment December 16, 2015 Authority Amendment No. 10 approved by City Council December 21, 2015 Amendment No. 11 approved by Cambridge Redevelopment September 16, 2020 Authority TBD Amendment No. 11 approved by City Council

TABLE OF CONTENTS CHAPTER 1: DESCRIPTION OF PROJECT Section 101: Boundaries of the Project Area Section 102: Urban Renewal Redevelopment Plan Objectives Section 103: Execution of the Urban Renewal Plan Section 104: Proposed Urban Renewal Actions Section 105: Land Acquisition Section 106: Relocation Section 107: Land Clearance Section 108: Public Improvements and Public Facilities Section 109: Right-of-Way Adjustments Section 110: Zoning Adjustments Section 111: Land Disposition CHAPTER 2: REAL PROPERTY ACQUIRED OR TO BE ACQUIRED Section 201: Real Property Designated to be Acquired Section 202: Real Property Designated to be Acquired Under Special Conditions CHAPTER 3: LAND USE PLAN Section 301: Right-of-Way Adjustments Section 302: Street and Utility Adjustments Section 303: Zoning Adjustments Section 304: Public or Special Purpose Uses Section 305: Land Use and Open Space Definitions

Section 306: Other Land Uses CHAPTER 4: LAND USE PROVISIONS AND BUILDING REQUIREMENTS Section 401: Permitted Uses on Acquired Land Section 402: Dimensional Requirements Section 403: Open Space Requirements Section 404: Vehicular Access, Parking and Loading Requirements Section 405: Vehicular Access and Discharge Areas Section 406: Building Construction Section 407: Signs and Advertising Devices Section 408: Storage Section 409: Exterior Lighting Section 410: Landscaping Section 411: Affordable Housing Requirement Section 412: Innovation Space Section 413: Interim Uses Section 414: Permitted Uses on Land Designated to be Acquired Under Special Conditions Section 415: Special Provisions Applicable Within the Ames Street District Section 416: Special Provisions Applicable CHAPTER 5: DESIGN PRINCIPLES, DEVELOPMENT GUIDELINES AND DESIGN REVIEW, AND REDEVELOPMENT PROPOSALS Section 501: General Design Principles Section 502: Development Guidelines and Design Review Section 503: Compliance with Plan and Development Guidelines

Section 504: MXD Concept Plan Section 50S: Proposed Building and Architectural Plans Section 506: Inter-Agency Development Review CHAPTER 6: REDEVELOPER'S OBLIGATIONS Section 601: Use and Improvement of Project Land Section 602: Commencement and Completion of Improvements Section 603: Disposition of Project Land by Redeveloper Section 604: Non-Discrimination CHAPTER 7: RELATION OF PLAN TO DEFINITE LOCAL OBJECTIVES Section 701: Conformity to General Plan Section 702: Relation to Definite Local Objectives CHAPTER 8: PROVISION FOR MODIFICATION AND TERMINATION Section 801: Interpretation Section 802: Modification Section 803: Duration and Termination EXHIBITS A. Project Boundary Description B. Map 1: Proposed Land Use Maps C. Map 2: Property Map D. Original Relocation Plan Objectives and Methodology E. Definition of Pedestrian Ways F. Loading Requirements

FORWARD TO PLAN AMENDMENTS 10 AND 11 REGARDING THE RE-STATED KENDALL SQUARE URBAN RENEWALREDEVELOPMENT PLAN In the nearly forty years since the adoption of Amendment 1 to the Kendall Square Urban renewal Plan (Plan), the Cambridge Redevelopment Authority (CRA) has adopted man hanges to the Plan in response to the dynamic development environment in Cambridge. Th execution of the Plan within the Project Area has been a key catalyst to the overall transformation of the Kendall Square neighborhood. The emergence of Kendall Square as a center of innovation, creativity and technology has exceeded the expectation of the planners, designers, and developers who first drafted the Plan in 1977. The CRA adopted Amendment 10 in December 2015, in order to aim to reflect these changes and to chart a way forward in furtherance of the recommendations from the 2013 K2 Planning Study. The update of the Plan's objectives reflected not only the important work of bringing jobs to Kendall Square, but also the larger goal of creating a sustainable, inviting, and inclusive neighborhood. As in prior adopted amendments, the proposed amendment No. 10 increases increased the development limits to reflect the continued demand for commercial and laboratory space, with an emphasis on bringing additional housing and retail to the Project Area. New provisions will assist the CRA in linking transit investment to development, aiming to ensure that the Project Area's transit assets grow along with it. Provisions for innovation space and affordable housing are were included so that Kendall Square remains not only a destination for the great thinkers of today, but also a laboratory for the great ideas of tomorrow and a great urban neighborhood for Cambridge. The Plan under Amendment 10 was re-stated, not remade anew. Consequently, some sections - such as those discussing land clearance - addressed matters already undertaken, and have been were modified accordingly to reflect things that happened in the past. This is was by design as the document is meant not only to guide Kendall Square's development in the future, but also to tell the story of its past. For this reason, bracketed numbers appearing at the ends of paragraphs throughout the Plan indicate where language has been changed, and sometimes changed again and again. The bracketed numbers identify which plan amendment facilitated the revisions. The CRA is proposing Amendment 11 to the Plan for two reasons. The first is to accommodate the relocation of a planned electrical substation within the MD District. This site would move the infrastructure facility out of the residential neighborhoods along Fulkerson Street to the location of an existing above ground parking garage. There are many complex technical and financial challenges associated with relocating the substation to this parcel. The proposed MD site involves not only the design of the substation and high voltage access routes to the location, but also completing plans for the housing program outlined in the current Infill Development Concept Plan, fulfilling interim and future parking requirements, and designing locations for additional development to provide financial support for this alternative location. The second reason to undertake this Amendment 11 is to rename the Kendall Square Urban Renewal Plan the Kendall Square Urban Redevelopment Plan (sometimes referred to in this Amendment as the "Plan."). The reason for this proposed title change is to recognize that the

urban renewal programs of redevelopment authorities throughout the country have had a disproportionate impact on communities of color, and in many cases implemented overtly racist urban policies. While the redevelopment of Kendall Square involved mostly industrial and commercial land, approximately ten households were relocated from the project area through the federally sponsored urban renewal program. Although there is no evidence of outward racism in the implementation of the plan, the CRA wishes to acknowledge the historic and cumulative impact of our nation's urban renewal programs, particularly on Black communities. Moving forward, the CRA is committed to improving our community engagement to amplify the voices of communities of color, and by implementing projects and programs that provide economic opportunities, quality of life improvements and other equity focused outcomes, and that serve communities of color, both within Kendall Square and throughout the surrounding neighborhoods. Amendment 11 follows the same approach toward restating the Plan text as Amendment 10 did five years ago. The proposed language changes of Amendment 11 are designated with underlined and strikethrough text. Formatting updates and clarifications of defined terms are not highlighted or numbered. The term "urban renewal" is replaced throughout the Plan, except where there is a specific reference to historic activities under the state and federal programs at the time.

CHAPTER 1: DESCRIPTION OF PROJECT This document, prepared by the Cambridge Redevelopment Authority (CRA), sets forth a plan for urban renewal action in the so-called Kendall Square Area of Cambridge, in accordance with the terms of Section 48 and other applicable provisions of Chapter 121B of the Massachusetts General Laws, and with the provisions of the U.S. Housing Act of 1949 as amended. Section 101: Boundaries of the Project Area The project is situated in an area bounded generally by Main Street, the land or right of way now or formerly of the Boston and Albany (Grand Junction) Branch Railroad, Binney Street, and Third Street. A description of the perimeter boundary of the project area is attached hereto as Exhibit A of the Urban Renewal Urban Redevelopment Plan and is made a part hereof as if fully set forth herein. [11] The perimeter boundary of the project area is shown on Map 1: Proposed Land Use Plan, which is attached hereto as Exhibit B of the Urban Renewat Urban Redevelopment Plan and made a part hereof as if fully set forth herein. [11] As shown on Map I Proposed Land Use Plan, that portion of the project area which has not been conveyed to the United States of America (and which is bounded generally by Binney Street on the North, the Boston and Albany (Grand Junction) Branch Railroad on the west, Main Street on the South and discontinued Sixth Street and Broadway on the East) is hereinafter described as the "MX District" or "MXD District portion" and the remaining portion of the Project Area is hereinafter described as the "remainder of the project area."[10] Section 102: Urban Renewal Redevelopment Plan Objectives The Urban Renewal Urban Redevelopment Plan objectives of the project are as follows: [11] (a) To secure the elimination and prevent the recurrence of blighted, deteriorated, deteriorating, or decadent conditions in the project area; (b) To insure the replacement of such conditions by well-planned, well-designed improvements which provide for the most appropriate reuse of the land in conformity with the general plan for the City of Cambridge (the "City") as a whole and with definite local objectives, which objectives are: 1. The provision of land uses which maximize job opportunities at a variety of skill levels within Kendall Square's knowledge and innovation based economy, including blue-collar and non-professional white-collar employment, for present and future Cambridge residents; upgrade Cambridge workers' skills and wages in a manner 9.16.20 Kendall Square Urban Redevelopment Plan page 1

commensurate with the cost of living in Cambridge; and help stabilize the City's economic base and maximize the provision of local jobs; [10] 2. The improvement of land development and design to facilitate multi-modal circulation, emphasizing transit, pedestrian, and bicycle travel; [10] 3. The improvement of public transportation facilities, infrastructure and utilities, open space and other public realm improvements; [10] 4. The improvement of material handling and freight access to and within the project area; and [10] 5. The provision of a decent, pleasant, and humane environment involving a mixture of land uses, including multi-family housing, needed to produce balanced development; (0) To capitalize on the location of rapid transit facilities to maximize the full socio- economic potential of the project area with transit-oriented land uses and densities, and consistent with the other objectives stated herein; [10] (d) To promote economic development which strengthens the City's tax base without unacceptably impacting upon the physical, social, and cultural environment; (e) To improve district infrastructure capacity including accommodating regional utility facilities in a manner that minimizes impacts to adjacent neighborhoods. [11] (e) (f) To establish the minimum necessary land use controls which promote development, yet protect the public interest and the common good; with a flexible set of controls which are adaptable to both current and future market conditions; (A(g) To create an urban environment that encourages innovation, entrepreneurship, and creative interaction; [10] (g)(h) To secure development in the shortest possible time period to be responsive to economic conditions and housing demand; [10] (h)(i) To relate to development controls in the surrounding area; (i) (i) To provide economic development opportunities for residents of the existing surrounding neighborhoods, including East Cambridge, the Port, and Wellington Harrington; [10] [11] ()(k) To help alleviate problems of mobility throughout the surrounding neighborhoods for all modes of travel and goods movement; [10] (k)L) To achieve harmonious visual and functional relationships with adjacent areas; ()(m) To establish a sense of identity and place for Kendall Square and integrate it into the built environment including public open space; [10] (t)(n) To encourage the development of Kendall Square as an activity center in which to live, work, play, and learn; [10] Kendall Square Urban Redevelopment Plan page 2 9.16.20

(77)(O) To promote neighborhood safety, public health, and wellness through universal access and active environmental design; and (o)(p) To promote both environmental sustainability and climate change resiliency through resource efficient development and district level infrastructure planning. [10] Section 103: Execution of the Urban Renewal-Redevelopment Plan The CRA will undertake and carry out an urban renewal project within the perimeter boundary of the project area in accordance with the Urban Renewal Redevelopment Plan [11]: (a) After approval of the Urban Renewal Redevelopment Plan, and a Cooperation Agreement by and between the City of Cambridge and the CRA, by the Cambridge City Council and the City Manager [11]; (b) After approval of the Urban Renewal Redevelopment Plan by the Massachusetts Department of Housing and Community Development [11]; and (c) After execution of a Loan and Grant Contract by and between the CRA and the United States of America.' Section 104: Proposed Urban Renewal and Redevelopment Actions [11] Proposed urban renewal actions will be essentially land assembly, and clearance and redevelopment, and may include as essential, appropriate or necessary for the carrying out of urban renewal objectives, but not by way of limitation: (a) The acquisition, in whole or in part, of land, buildings, structures and other improvements, appurtenances, rights-of-way, easements, and other rights and interests in real property within the project area; (b) The management of acquired property; (c) The relocation of facilities, individuals, and business concerns displaced by the project; (d) The demolition and removal of existing structures and improvements, and the undertaking of site clearance; (e) The making of project or site improvements; (f) The making of right-of-way, street, and utility adjustments; (g) The provision of public improvements and public facilities; 1 On April 10, 1985, the CRA, the City, and the U.S. Department of Housing and Urban Development executed a Closeout Agreement with regards to local loans and grants provided for the implementation of the Kendall Square Urban Renewal Plan. Kendall Square Urban Redevelopment Plan page 3 9.16.20

(h) The planning and monitoring of development, construction and building usage; (i) The making of zoning adjustments; and (i) The disposition of land for reuse and development in accordance with the land use provisions and building requirements set forth in the Urban Renewal Redevelopment Section 105: Land Acquisition The CRA may acquire by donation, purchase, eminent domain, or otherwise, in whole or in part, land, buildings, structures and other improvements, appurtenances, rights-of-way, easements, and other rights and interests in real property within the Project Area. Section 106: Relocation The CRA assisted families, individuals, and business concerns who occupied property in the Irban renewal area and who were displaced as a result of the CRA's action in finding standar Iwelling or business accommodations to meet their rehousing and business relocation needs within their financial means, in reasonably convenient locations.? The objectives and methods of the original relocation plan are described in Exhibit D. [10] Section 107: Land Clearance The CRA previously implemented the following land clearance activities:3 1) Demolish or cause to be demolished buildings, structures, or other improvements located on land acquired by it; 2) Fill or cause to be filled the so-called Broad Canal; 3) Back-fill or cause to be back-filled cellar holes; and 4) Rough-grade or cause to be rough-graded cleared or filled land. Section 108: Public Improvements and Public Facilities The CRA will provide for or cause to be provided the abandonment, improvement, extension, reconstruction, construction, and installation of: (a) Public buildings and facilities; 2 The CRA anticipates no such relocations as a result of Amendment 10. 3 Extensive land clearance activities were performed by the CRA under the original urban renewal plan and the first amendment to the urban renewal plan. Subsequent plan amendments have revised the dimensional requirements for the lands both acquired and cleared by the CRA, but have not expanded those land clearance activities. References to those activities are preserved in the document for historic reference. [11] Kendall Square Urban Redevelopment Plan page 4 9.16.20

(b) Public open spaces, plazas, parks, and landscaping; (c) Public rights-of-way and other easements; (d) Public streets, sidewalks, other vehicular and pedestrian and facilities, public transit infrastructure, and off-street parking facilities, appurtenances, and related improvements; [10] (e) Waterways; and (t) Public utilities such as water, sewer, drainage, police and fire protection and communications, traffic and parking signs and signals, street lighting systems, and related improvements; and all lines for such utilities shall be maintained, relocated, or otherwise placed underground. The CRA shall be authorized to establish a transit implementation fund to provide support for the operation of existing transit and rail service and the development of new transit and rail facilities to meet future transit needs of the Project Area and the surrounding neighborhoods. The CRA shall be authorized to obligate developers to contribute to this fund in such amounts as may be mutually agreed (taking into account the total mitigation required in connection with any specific project). The CRA shall work with the City and the Massachusetts Department of Transportation to administer and disburse these funds to further the redevelopment objectives described in Section 102. The CRA may also consider the use of programs established or otherwise used by the Commonwealth and available for the creation, modification, or financing of public infrastructure. [10] The CRA shall further be authorized to establish an open space management fund for the purpose of maintenance and programming of public open space within and around the Project Area. [10] The CRA shall further be authorized to create a Project Area Implementation Plan that outlines the projected public improvements, private development, and other redevelopment programs to be undertaken by the CRA either directly or in partnership with the City and/or designated redevelopers. This Implementation Plan will provide a projection of future public benefits resulting from the execution of the urban renewal plan. [10] Section 109: Right-of-Way Adjustments The City, upon request of the CRA, may discontinue and abandon certain existing streets and Vacate certain existing rights-of-way located within the project area, and may convey any and all rights, title and interest therein to the CRA or a redeveloper. [10] Section 110: Zoning Adjustments The City, upon request of the CRA: (a) Will amend the existing zoning district within which the project area is located; (b) Will conduct joint conceptual site planning and development project design review; [10] Kendall Square Urban Redevelopment Plan page 5 9.16.20

(c) Will grant certain special permits; and (d) May authorize, except with respect to permitted uses, certain variances; under the provisions of City of Cambridge, Massachusetts, Zoning Ordinance, ordained May 28, 1962, as amended to and including the date of approval by the Cambridge City Council of Revised Amendments No. 1 to the Urban Renewal Plan (the "Zoning Ordinance") and subsequent plan amendments and zoning petitions. Section 111: Land Disposition The CRA will: (a) Dedicate certain land or rights, title, or interests therein, in whole or in part, for public use including rights-of-way and easements; and (b) Sell or lease at its fair market value remaining land or rights, title, or interests therein, in whole or in part, for public or private reuse and development; [10] in accordance with the land use plan and the land use provisions and building requirements set forth in the Urban Renewal Redevelopment Plan. Section 112: Economic Development The CRA will establish, in coordination with the City, an economic development program to facilitate opportunities to engage residents and businesses in Cambridge in the broad range of economic development opportunities within Kendall Square. This program shall include, but is not limited to: (a) Placement of qualified individuals and small businesses within below market Innovation Space established by Sections 402 and 412 of this document, and (b) Implementation of retail entrepreneurship opportunities in Kendall Square consistent with a Retail Plan as described in Section 507. Kendall Square Urban Redevelopment Plan page 6 9.16.20

CHAPTER 2: REAL PROPERTY ACQUIRED OR TO BE ACQUIRED Section 201: Real Property Designated to be Acquired Real property, including land, buildings, structures and other improvements, appurtenances, rights-ot-way, easements, and other rights and interests, acquired or to be acquired, in whole or in part, by the CRA shall be as shown on Map 2: Property Map, which is attached hereto as Exhibit C of the Urban Renewał Redevelopment Plan and made a part thereof as if fully set forth herein; provided, however, that real property, now or formerly of: (a) The Boston and Albany (Grand Junction) Branch Railroad; 4 (b) The Massachusetts Bay Transportation Authority; or (c) Any utility distribution system which is under private ownership or control; will be acquired subject to such requisite approvals of the Interstate Commerce Commission, the Massachusetts Department of Public Utilities, or other public regulatory agencies, as may be required by law or regulation. 4 The original urban renewal plan also referenced the Cambridge Industrial Track Management Corporation. 5 The original urban renewal plan provided for the acquisition of the real property formerly owned by the Cambridge Gas Company upon mutual consent and agreement of the CRA and the Cambridge Gas Company. This property has since then been sold and redeveloped as multi-family residential housing. page 7 Kendall Square Urban Redevelopment Plan 9.16.20

CHAPTER 3: LAND USE PLAN Section 301: Right-of-Way Adjustments The location of proposed rights-of-way and other easements, and right-of-way adjustments, shall be, at least tentatively, as shown on Map 1: Proposed Land Use Plan, attached hereto as Exhibit B of the Urban Renewal Plan. Section 302: Street and Utility Adjustments The location and nature of proposed streets and utilities, and street and utility adjustments, shall be such as to conform to the proposed rights-of-way and other easements shown, at least tentatively, on Map I: Proposed Land Use Plan. All public and private utility lines within the project area shall be maintained, re- located, tended, reconstructed, constructed, installed, or otherwise placed underground. Section 303: Zoning Adjustments The zoning district within which the MD District of the project area is located was changed from "Industry B District" to the "Cambridge Center Mixed Use Development District" (or "Cambridge Center MXD District") zoning classification for the project area, as shown on Map 1: Proposed Land Use Plan. These zoning changes were made by amendment upon the "Zoning Map", under the provisions of "Article I : Administration and Enforcement", set forth in the Zoning Ordinance, prior to the time land was disposed of by the CRA for reuse and development. Future amendments to the Plan may require additional changes to the MD District per the provisions of "Article I : Administration and Enforcement". [10] Section 304: Public or Special Purpose Uses The location and nature of proposed public or special purpose uses, shall be as shown on Map 1: Proposed Land Use Plan, to be developed by: (a) The Department of Transportation (DOT) for a Transportation Systems Center (TSC) within a portion of the Project Area, bounded, generally, by or abutting Broadway, Sixth Street, (a portion of which was discontinued as a public way on December 15, 1969), Binney Street, and Third Street, except for land now or formerly of Cambridge Gas Company; (b) The Massachusetts Bay Transportation Authority (MBTA) for improved subway, rapid transit, bus transportation and terminal, passenger station and interchange, electric power, and appurtenant facilities and incidental or accessory services, tentatively, in that portion of the project area adjoining or related to the present subway station and tunnel located under Main Street. The City, the CRA, or other public or quasi-public agencies may develop or cause to be developed, at any location or locations, such other public or special purpose uses, including but not limited to public parking facilities, pedestrian circulation systems, and open space for parks Kendall Square Urban Redevelopment Plan 9.16.20 page 8

and plazas, as approved by the CRA and as may be required to carry out the Urban Renewat Redevelopment Plan. Section 305: Land Use and Open Space Definitions (a) Gross Floor Area or "GFA" is hereby defined as follows: The sum, in square feet, of the gross horizontal areas of all of the floors of a building, as measured from the exterior face of the exterior walls or center lines of walls separating two buildings, including: (i) enclosed porches and balconies, (ii) elevator shafts and stairwells on each floor (iii) attic space, whether finished or unfinished, except as herein after excluded, (iv) interior balconies, mezzanines and penthouses, and (V) basement and cellar areas not devoted exclusively to uses accessory to the operation of the building; but excluding: (i) areas used for parking garages, accessory parking, off-street loading purposes, (ii) basement and cellar areas devoted exclusively to uses accessory to the operation of the building, (iii) non-enclosed porches and balconies, (iv) courtyards, atriums, and enclosed gardens that are determined to qualify as public space and/or pedestrian ways and (V) attic space and other areas for elevator machinery or mechanical equipment accessory to the building. Except as set forth above, interior courtyards whether or not covered by a roof, which have a minimum dimension of less than forty feet in any direction shall be included in GFA calculations, unless twenty-five percent or more of the perimeter of such courtyard at each floor level measured consecutively is not enclosed and the courtyard is open to the sky. (b) Floor area ratio or "FAR" is defined as ratio of gross floor area of a structure to the total area of the lot. (c) Open space shall mean a portion of a lot or other area of land associated with and adjacent to a building or group of buildings in relation to which it serves to provide light and air, or scenic, recreational, or similar purposes. Such space may either be: (i) Public open space or private open space accessible to the general public, (ii) Available exclusively for entry and use by the occupants of the building(s) with which it is associated or (iii)A limited proportion of space so located and treated as to enhance the amenity of development by providing landscaping features, for the occupants or neighbors or a general appearance of openness. Open space shall include parks, plazas, lawns, landscaped areas, decorative plantings, roof decks or gardens, non-enclosed balconies, pedestrian ways, active and passive recreational areas, including playgrounds and swimming pools. Courtyards, atriums, and enclosed gardens may be determined by the CRA to qualify as open space if designed, managed, and programmed in a manner that functions similarly to public parks. Streets, parking lots, driveways, service roads, loading areas, and areas normally inaccessible to pedestrian circulation beneath pedestrian bridges, decks, or shopping bridges shall not be counted in determining required open space. [10] Kendall Square Urban Redevelopment Plan page 9 9.16.20

Section 306: Other Land Uses The portion of the Project Area located within the MXD District shall be developed for such other uses as are permitted under the provisions of Section 401 of the Plan, and Article 14 of the Zoning Ordinance. [10][11] The portion of the Project Area located within the Kendall PUD District of the Project Area shall be developed in accordance with Article 12 and Article 13 of the Zoning Ordinance. [10] page 10 Kendall Square Urban Redevelopment Plan 9.16.20

CHAPTER 4: LAND USE PROVISIONS AND BUILDING REQUIREMENTS Section 401: Permitted Uses on Acquired Land Terms used in this Urban Renewat Redevelopment Plan (Plan) and not otherwise defined shall have the meanings ascribed to them in the Zoning Ordinance, as the same may be amended from time to time. The uses permitted in the MXD District of the project area on land previously acquired by the Cambridge Redevelopment Authority shall be: [9] [11] (1) Light Industry (a) Manufacturing: fabrication, assembly, finishing work (including packaging and bottling, but only as an accessory use) without limit as to category or product. (b) Wholesale business, only if affiliated with and accessory to another use or located on the same lot as other non-wholesale uses. Development on any lot in the MXD District shall not be devoted exclusively to wholesale uses. (c) Printing, binding, or related establishment. (d) Storage warehouse, cold storage plant, storage building, as an accessory use only and not exceeding 20,000 square feet, but not including storage or bailing of junk, scrap metal, rags, paper or other waste materials and not including outside storage of products or materials. (2) Office Uses and Biotechnology Manufacturing Uses [3] 1) Business or professional offices. 1) Bank, trust company or other financial institution. 2) Research and development office. 3) Research, experimental and testing laboratory. 4) Radio or television studio. 5) Manufacturing of biotechnology and pharmaceutical products, including: • (i) Fabrication, assembly, finishing work (including packaging and bottling, but only as an accessory use). (ii) Wholesale business, only if affiliated with and accessory to another use or located on the same lot as other non-wholesale uses. (iii) Storage warehouse, cold storage building, as an accessory use only.[3] Retail and Consumer Service Establishments (3) Kendall Square Urban Redevelopment Plan page 11 9.16.20

1) Store for retail sale of merchandise, but not a sales place for automobiles or trucks. 2) Eating and/or drinking establishment, whether or not liquor is sold or consumed, including restaurant, bar, lunchroom, cafeteria and food commissary. 3) Fast order food establishment only if it (i) is not located in a separate structure, (ii) it does not exceed 3,000 square feet gross floor area, and (iii) there will be no more than fifteen (15) such establishments within the MD District (a maximum of (8) of which shall be located in the Ames Street District and a maximum of seven (7) of which shall be located in the portions of the District outside the Ames Street District), and (iv) it is approved through the granting of a Special Permit, as provided in the Zoning Ordinance. [9] 4) Consumer service establishment, including but not limited to hairdresser, barber shop, laundry or dry-cleaning pick-up establishment, self-service laundry, shoe repair or tailoring shop, or photography studio. 5) Rental agency for autos or other products, but not including taxi companies. Such agencies shall be operated entirely within a building and no major automobile repairs shall be made on the premises. 6) Automobile service station, provided that it is located within or attached to a parking garage or other structure as an accessory use, that no major repairs are made on the premises, and that all lubrication and repairs are carried out within the building. (4) Residential Uses 1) Multi-family dwelling. 2) Hotel or motel. Entertainment and Recreational Uses (5) 1) Indoor commercial entertainment establishments including but not limited to cinema, theater, concert hall, cabaret and night club. 2) Recreation tacilities including bowling alley, indoor or outdoor tennis courts, public recreation building, health club, or skating rink. Such recreation facilities shall be allowed only if they are located in or attached to structures containing other principal uses. 3) Halls, auditoriums and similar spaces used for public gatherings. 4) Parks or playgrounds. Institutional Uses (6) 1) Religious purposes. Kendall Square Urban Redevelopment Plan page 12 9.16.20

2) Educational purposes exempt by statute. 3) Library or museum. 4) Governmental offices and facilities, including post office, fire station and police station. 5) Clinic licensed under Sec G.L. c. 111, § 51 but not a hospital licensed under said Chapter. (7) Transportation, Communication and Utility Uses 1) Bus, subway or railroad passenger station. 2) Automobile parking lot or parking garage. 3) Distribution center, parcel delivery center or delivery warehouse as accessory uses only. 4) Telephone exchange, as an accessory use. 5) Radio or television transmission station. 6) Transformer station, substation, gas regulator station, or pumping station and related utility uses designed primarily to serve development within the District. [11] The location of these uses will be in accordance with the Zoning Ordinance changed as specified in Section 303 and with the objectives of the Urban Renewal Plan as specified in Section 102. [11] The uses permitted in the remainder of the project area, and the location of such uses, shall be as set forth in Section 304 hereof. No activity shall be permitted in the MD District unless it shall be in conformity with the following standards for environmental protection: 1) All dust, fumes, odors, smoke or vapor shall be effectively confined to the premises or so disposed of as to avoid air pollution. 2) Any noise, vibration or flashing shall not be normally perceptible without instruments at a distance of one hundred (100) feet from the premises. 3) All development proposals shall comply with Federal and State air pollution and water pollution control regulations, the City of Cambridge Ordinances, and other applicable environmental laws. 4) Except during construction activity on the lot all refuse and other waste materials shall be stored within buildings prior to collection and disposal. Kendall Square Urban Redevelopment Plan 9.16.20 page 13

Section 402: Dimensional Requirements Dimensional requirements pertaining to floor area ratios, dwelling unit densities, and height limitations in the MXD District of the project area shall be as follows: 1) Aggregate GFA: The Aggregate Gross Floor Area ("GFA") of development in the MXD District shall not exceed three million, six hundred and seventy three thousand, (3,673,000) square feet four million, four hundred seventy three thousand (4,473,000) square feet. plus six hundred thousand (600,000) square feet that shall be limited to multi-family residential, for a total GFA not to exceed four million, two hundred seventy three thousand (4,273,000) five million, seventy three thousand (5.073.000) square feet. Aggregate GFA of development in the MXD District is at any time the sum of the GFA of all buildings (i) which are then located in the MXD District, (i1) which are being constructed or may be constructed in the MXD District pursuant to the effective building permits, and (iii) which, pursuant to then outstanding contracts (including options) with CRA and so stated in certificates from the CRA to the Superintendent of Buildings, may be constructed in the MXD District in the 2) Any additional Infill GFA (as that term is defined in Section 504 below) for commercial uses that is not the subject of the existing Concept Plan approved by Special Permit PB #315 on March 20, 2017 (as amended by Amendment #1 (Major) dated January 31, 2019) (collectively, the "Existing Concept Plan") may only be utilized in conjunction with the development by NSTAR Electric Company d/b/a Eversource (or its successors and assigns) of a substation within the MXD District ("the Substation Project") and only on property within the MD District owned by the entity (or an affiliate thereof that provided the land on which the Substation Project is to be developed. For the purposes of this Plan, the eight hundred thousand (800,000) square feet of Infill GFA for commercial uses that is not the subject of the Existing Concept Plan may sometimes be referred to as "Substation Commercial GFA". The issuance of a building permit for the Substation Project shall precede or be issued concurrently with the issuance of a building permit for any project utilizing Substation Commercial GFA. [11] Additionally, a building permit for construction of a residential project of at least four hundred thousand (400,000) gross square feet shall be issued prior to or concurrently with the issuance of a building permit for any project utilizing Substation Commercial GFA. The design review process for a residential project of at least four hundred thousand (400,000) gross square feet shall also precede, or proceed concurrently with, the design review process for any project utilizing Substation Commercial GFA, in accordance with a special permit approving a Concept Plan as set forth in Section 14.32.2 of the Zoning Ordinance. [11] 3) Two hundred thousand (200,000) square feet of the multi-family residential GFA shall occur only within the area designated on the Zoning Map as the "Ames Street District" (the "Ames Street Residential Project")., the construction of which shall precede the occupancy of any commercial GFA in excess of three million and seventy three thousand (3,073,000) square 6 Previous versions of the Plan included an additional 29,100 GFA provided to Seven Cambridge Center via Amendment 6 and a subsequent variance from the MD Zoning. The GFA limitations have been revised to match the zoning ordinance and additional language allowing GFA exemptions for variances is added in Section 402 (4). Kendall Square Urban Redevelopment Plan page 14 9.16.20

feet, other than the 60,000 square feet of commercial space that may be permitted by special permit pursuant to Section 416. -[10] Additionally, the commencement of construction of a second residential project of at least 200,000 square feet shall precede the occupancy of any commercial GFA utilizing Infill GFA (as defined in Section 504 below) in excess of three hundred and seventy five thousand (375,000) square feet. [10} 4) Cumulative GFA: In addition to the Aggregate GFA limitation, the Cumulative GFA for each of the use groups shall not exceed the respective amounts stated below, except as provided hereinafter. The sum of the Cumulative GFA limitations below exceeds the Aggregate GFA limitation to provide flexibility between uses in the Project Area. Cumulative GFA for a use group is at any time the sum of the GFA of all portions, occupied or to be occupied by uses within such use group, of all buildings (i) which are then located in the MXD District, (ii) which are being constructed or may be constructed in the MD District pursuant to then effective building permits, and (ii) which, pursuant to then outstanding contracts (including options) with the CRA to the Superintendent of Buildings, may be constructed in the MXD District in the future. [10] 1. Industrial uses permitted by Section 401(1): Cumulative GFA = 770,000 square feet. 2. Office and Biotechnology Manufacturing Uses permitted by Section 401(2): Cumulative GFA = 2,265,000 3,065,000 square feet. [3] [8] [10] [11] 3. Retail and consumer service uses permitted by Section 401(3): Cumulative GFA = 200,000 square feet. [10] 4. Residential uses permitted by Section 401(4): (i) Multi-family housing: Cumulative GFA = 800,000 square feet. [5] [10] (1i) Hotel/Motel: Cumulative GFA = 440,000 square feet. [4] 5. Entertainment, recreational, institutional, transportation, communication and utility uses permitted by Sections 401(5), 401(6) and 401(7) and additional development of industrial, office, retail, consumer service and hotel/motel uses exceeding the foregoing cumulative GFA limitations: ' Provision allows the GFA provided by the Whitehead Institute zoning petition to be added independent of the residential obligation. page 15 Kendall Square Urban Redevelopment Plan 9.16.20

Cumulative GFA = 973,000 square feet for buildings which are located or are being constructed or may be constructed at any location within the MXD District. [2] [6] [10] Any construction or change of use within the MXD District, which would cause the foregoing aggregate or cumulative GFA limitations to be exceeded shall not be allowed. The Cambridge Redevelopment Authority (CRA) and Cambridge Inspectional Services Department (ISD - also referred to as the Superintendent of Buildings) shall maintain a record of the Aggregate GFA within the MXD District. The CRA shall also maintain a record of Cumulative GFA for each use group specified in Section 401. The CRA and ISD shall further maintain a separate record of any development within the area of the MXD district designated in Exhibit F as the "Ames Street District." These records shall be adjusted, as appropriate, from time to time, including upon issuance, revocation, or expiration of a building permit or certificate of occupancy and upon receipt of a certificate from the CRA as to an outstanding contract (including an option) for the construction of a building. Additional building area within the MD District authorized by variance issued by the Board of Zoning Appeal, shall not be counted by the CRA or the ISD against the GFA Limitations of this Section 402. [9] [10] In determining Cumulative GFA for a building containing uses in more than one use group, spaces to be utilized by users in more than one of the use groups (such as lobbies, interior courts, elevator shafts and basement storage areas) shall be apportioned to each use group in proportion to the share of space that use group will occupy within the building. 5) Floor Area Ratio: In addition to both the Aggregate and Cumulative GFA limitations established herein, there shall also be a density limitation for each within the MXD District. The following Floor Area Ratios (hereinafter referred to as "FAR") for each lot shall not be exceeded, except as provided hereinafter. The area of the lot to be counted in determining FAR shall include land dedicated by the owner or former owner of the lot as public open space under Section 403, as well as developed land. Notwithstanding the provisions of the immediately preceding paragraph, there shall be no maximum FAR for any project utilizing Infill GFA (including Substation Commercial GFA). However, the other Dimensional Requirements in this Section 402 shall continue to apply. Industrial and Wholesale Uses: FAR 4.0 Office Uses and Biotechnology Manufacturing Uses: FAR 8.0 [3] Retail and Consumer Services Uses: FAR 5.0 Residential uses: - Multi-family housing: FAR 8.0 [10] - Hotel/Motel: FAR 6.0 Kendall Square Urban Redevelopment Plan page 16 9.16.20

Other uses: FAR 4.0 If development on a lot is to include activities in more than one of the uses above, the maximum FAR for the lot shall be the FAR for the use group containing the largest proportion of space on the lot. (4) GFA Exemptions: The following items shall be excluded from the calculation of Aggregate GFA within the District for the purposes of determining compliance with the intensity of development requirements of the Plan and Article 14 of the Zoning Ordinance: (A) Variances: Aggregate GFA within the District authorized by a variance issued by the Board of Zoning Appeal. [9] (B) Residential Outdoor Area Exemptions: Private outdoor decks or balconies, up to five eight percent (58%) of the building floor area for multi-family residential or commercial development. [10] [11] (C). Innovation Space: Innovation Space GFA up to the lesser of either twenty percent (20%) of the Infill GFA dedicated to Office and Biotechnology Manufacturing uses, or one hundred five thousand (105,000) square feet. In order for the Innovation Space to be exempt from the Aggregate GFA limitations, at least twenty five percent (25%) of the Innovation Space utilization (measured by square footage or shared space membership) must be set aside as below market rate space to be offered by the CRA and/or the City to qualifying tenants. [10] (D) Retail: The GFA occupied by retail and consumer service uses listed in Article 14.21.3 of the Zoning Ordinance, if the conditions set forth in Section 14.32.6(4) or 14.72.4, as applicable of the Zoning Ordinance are met. [10] (E) Middle Income Residential Housing Units: The GFA committed to the provision of middle-income housing units per the provisions of Section 411 below. (F) Transfer of Development Rights: Any GFA acquired through the transfer of development rights provisions of the Zoning Ordinance. [10] (G) Electrical Substation: The Substation Project shall be exempt from Aggregate GFA calculation as well as the requirements as to Floor Area Ratio. Further, substation construction shall not constitute Infill GFA (or Substation Commercial GFA). [11] (H) Educational Lab, Classroom, or Training Facility: Up to twenty thousand (20,000) square feet of educational, health, or workforce training facilities operated to provide services to the general public (as opposed to private facilities that are solely accessible by tenants or occupants of commercial buildings within the MD District), which such services are either permitted as of right within the MD District in accordance with the provisions of Article 14 of the Zoning Ordinance or may otherwise be permitted by special permit. [11] (5) Building Height Limits Kendall Square Urban Redevelopment Plan page 17 9.16.20

The maximum building height for commercial buildings in the MXD District shall be 250 feet, except for the area of the District more than 450 feet north of Broadway where the maximum building height for any portion of a building located in such area shall be 200 feet. Up to two (2) mixed use buildings elsewhere in the District may be permitted to be built up to 350 feet within the 250 foot building height area of the District provided, however, that the occupied floors above 250 feet may only contain residential uses and associated amenity space. No more than two buildings within the MXD District may exceed 250 feet in height. Additionally the average floorplate of the occupied portions of a building above 250 feet shall not exceed 12,000 square feet. [10] The maximum building height in the MD District shall be two hundred and fifty (250) feet. Notwithstanding the foregoing, one building within the MD District may reach four hundred (400) feet provided, however, that the occupied floors above two hundred and fifty (250) feet may only contain residential and associated amenity space. Additionally, the floorplate of any portion of a building above two hundred fifty (250) feet shall not exceed twelve thousand five hundred (12,500) square feet. [11] These requirements shall not apply to chimneys, water towers, air conditioning equipment, elevator bulkheads, skylights, ventilators, solar or wind turbine energy systems, and other necessary features appurtenant to buildings, which are usually carried above roofs and are not used for human occupancy. These requirements shall also not apply to (i) domes, towers or spires above buildings if such features are not used for human occupancy and occupy less than ten percent (10%) of the lot area, (ii) wireless or broadcasting towers and other like un-enclosed structures which occupy less than ten percent of the lot area or (iii) rooftop terraces and enclosed structures ancillary thereto (provided that such structures occupy less than ten percent (10%) of the lot area. [10] Section 403: Open Space Requirements To the maximum feasible degree, the CRA will dispose of project land in such a manner as to achieve the mixture and density of those land uses needed to produce balanced development in accordance with the objectives set forth in Section 102. 1) Public Open Space Requirement: The CRA will reserve at least 100,000 square feet of land in the MD District for the development of public open space for parks, gardens and plazas. Public open space shall be open space reserved for public use and enjoyment as guaranteed through one or more of the following: [10] (1) Retention by the CRA; (2) Dedication to and acceptance by the City or other public entity; (3) Easements or deed restrictions over such land sufficient to ensure its perpetual reservation for public open space purposes; (4) Dedication, by covenant or comparable legal instrument. to the community use of the residents, lessees and visitors to the MD District for reasonable amounts of time on a regular basis; or Kendall Square Urban Redevelopment Plan 9.16.20 page 18

Lease agreements of 99 years or longer from the private developer or owner to the 5) City or other public entity. 2) Project Open Space Requirement: Each development project shall be required to contribute to the open space network of the Project Area. Table One lists the minimum amount of open space (public, private or combined) to be provided by each development within the MXD District, subject to the reduction provided hereinafter. When development on a lot includes uses in more than one of the use categories in Table One, the requirement for each use category shall be calculated and totaled to determine a total requirement for the project. This open space requirement may be met by any combination of the following: (a) Creating open space on the development lot. Some or all of this required open space may be designated and also serve as public open space, if reserved by one of the methods specified above. (b) Creating new public open space within the MD District (not otherwise reserved by another project to meet its lot open space requirement), or enhancing existing open areas to create more publicly accessible open space (e.g., by physical improvements, access dedication, public programming, etc.). The CRA shall set conditions on the level of enhancement necessary to utilize space to qualify as an open space contribution toward the objectives of linking existing open space and activating previously unused open areas. Additionally, a project may provide, as qualifying open space, funding toward sustaining, continuous public programming and maintenance of special features of open space enhancements. [10] (c) Providing land and/or adequate acquisition and development funds for the creation of new public open space, or adequate funds for the enhancement of existing or future public open space, elsewhere within one half mile of the MXD District. This outside of the MXD option may be used to provide up to fifty percent (50%) of the Project Open Space Requirement. The CRA will set a funding level necessary for this financial contribution to meet a portion of the open space requirement, based on the then-prevailing market costs of acquiring, improving and/or enhancing an equivalent amount of space within a comparable open space project. [10] The CRA shall maintain and shall make publicly available a record of Cumulative GFA by land use for the purpose of determining and tracking open space requirements for existing and future development. [10] • page 19 Kendall Square Urban Redevelopment Plan 9.16.20

Table One: Project Open Space Requirements Required Open Space Use Group (SF of open space required for each 100 SF of GFA) Light Industrial and Wholesale Uses 5 allowed by Section 401(1) Office and Biotechnology Manufacturing Uses 8 allowed by Section 401(2) Retail and Consumer Service Uses 10 allowed by Section 401(4) Residential Uses allowed by Section 401(4) 8 Multitamily housing Hotel or Motel 10 Other Uses 8 allowed by Sections 401(5), 401(6) and 401(7) [10] 3) Pedestrian Ways: Pedestrian ways listed and defined in Exhibit E may be counted toward the project open space requirement. For each linear foot of pedestrian way meeting the requirements within Exhibit E provided by a development project, 20 square feet may be deducted from the Project Open Space Requirement. [10] page 20 9.16.20 Kendall Square Urban Redevelopment Plan

Section 404: Vehicular Access, Parking and Loading Regulations 1) Buildings erected in the MD District need not be located on lots that have frontage on a street. However, provisions for access to all buildings by emergency and service vehicles in lieu of public street access shall be made possible by the layout and design of driveways, interior service roads, or pedestrian and bicycle circulation corridors not normally open to vehicular traffic to the reasonable satisfaction of the City Fire Department, and the City Traffic Department. 2) With the exception of multi-family residential development, there are no minimum parking requirements in the MXD District. Multi-family residential development shall provide a minimum of 0.4 0.25 parking spaces per dwelling unit._All proposed development shall be restricted from constructing parking spaces, either on or off the lot within the MXD District. beyond the maximum allowances of Table Two. The CRA may approve arrangements for shared parking of such residential parking spaces with commercial spaces or otherwise adjust the minimum residential parking requirements based on review and analysis of anticipated parking demand. Otherwise off-street parking allowance for motor vehicle within the MXD District shall be restricted according to building use, with additional standards as follows in Table One: [10] [11] Table Two: Off Street Parking Maximum Allowance Use Group Maximum Parking Allowance Light Industrial and Wholesale Uses . 8/1000 sq ft allowed by Section 401(1) Office and Biotechnology Manufacturing Uses .9/1000 sq ft allowed by Section 401(2) Retail and Consumer Service Uses .5 / 1000 sq ft allowed by Section 401(4) Residential Uses allowed by Section 401(4) .75/unit Multifamily housing Hotel or Motel 1 / 4 sleeping rooms Other Uses .9/1000 sq ft No permanent surface (i.e. not structured), off-street parking areas shall be allowed in the MXD District. [10][11] The parking for requirements specified above may be allocated in total or in part by a lease agreement between the developer and the City, other public entity, or private consortium for use Kendall Square Urban Redevelopment Plan page 21 9.16.20

of parking spaces in a public or pooled private parking facility located within the MD District (or, in the case of the spaces required for residential uses, located outside of the MD District but within (,1000) two thousand (2,000) feet of the residential building for which the parking is being provided measured from property edge to property edge). [10][11] At least ten (10) additional parking spaces reserved for car-sharing services shall be provided by the first development project utilizing at least 100,000 square feet of Infill GFA. Parking spaces permanently dedicated to accessible parking, car sharing programs, vanpools, or electronic vehicle charging stations are not included in the maximum parking space calculations so long as the aggregate number spaces of the special designated spaced does not exceed 10% of the maximum allowance per use. In the event that no car sharing organization or site-based car rental organization is prepared to offer services, the designated car sharing spaces may be rented on a monthly basis unless and until an organization agrees to provide the services, if there is clear documentation that such spaces are continuously offered to car sharing organizations. [10] Parking requirements for bicycles within the MXD District shall be provided as called for in Section 14.52.6 Article 6 of the Zoning Ordinance. [10][11] 3) Sufficient off-street loading facilities shall be constructed within the MD District to meet the needs of users located there. Each building of 25,000 square feet or greater shall provide loading bays per Article 14. 53 of the Zoning Ordinance. [10] In addition, parking and loading areas must be laid out, constructed, paved, equipped, landscaped, and effectively screened to provide an attractive visual appearance. 4) The parking and loading of vehicles within the remainder of the project area on land designated to be acquired shall be provided in accordance with the provisions of "Article 6 Off-Street Parking and Loading Requirements", as set forth in the Zoning Ordinance, as it may be amended from time to time. Section 405: Vehicular Access and Discharge Areas All buildings within the Project Area on land designated to be acquired, shall be suitably provided with automobile, bicycle and truck access and service and delivery areas in such a way as not to impede general vehicular and pedestrian traffic flow in public streets and rights-of-way. [10] Section 406: Building Construction All buildings within the project area shall be constructed as Type I or Type II, in full conformity with the provisions of and as defined in the Massachusetts Building Code, as amended from time to time. Section 407: Signs and Advertising Devices Signs within the project area, except for official, uniform traffic and parking signals and devices, shall be provided in accordance with development guidelines established pursuant to Section 502 of the Plan. Section 408: Storage page 22 Kendall Square Urban Redevelopment Plan 9.16.20

The open air storage of materials, equipment, or merchandise, other than the temporary parking of automobiles, shall not be permitted within the project area on any land designated to be acquired. Section 409: Exterior Lighting Exterior lighting within the project area shall be provided in accordance with development guidelines established pursuant to Section 502 of the Plan. Section 410: Landscaping All open areas within the project area on land disposed of by the CRA must be suitably landscaped so as to provide a visually attractive environment in accordance with development guidelines established pursuant to Section 502 of the Plan. Section 411: Housing 1) Affordable Housing Requirements Multi-tamily housing development shall provide that at least a final net twenty percent (20%) of the Infill GFA of new housing development is made permanently available to households qualifying for affordable housing under the Inclusionary Housing Ordinance, or the minimum percentage required by the Zoning Ordinance, whichever is greater. The CRA will utilize this square footage measurement rather than unit counts for meeting this requirement to provide opportunities for larger affordable units with two and three bedrooms to be constructed. [10] 2) Middle Income Housing Middle Income Units (as defined in Article 14.35(c) of the Zoning Ordinance.) shall occupy at least five percent (5%) of the total residential GFA of each residential building utilizing Infill GFA. Such Middle Income Units shall be distributed throughout each residential building and be comparable in size, configuration and quality to the market rate units. The floor area of Middle Income Units provided per this Section 411 shall not be counted against the Aggregate or Cumulative GFA limitations in the District. [10] 3) Dwelling Type Mixture New housing development utilizing Infill GFA shall include a range of dwelling unit types and sizes. At a minimum, five percent (5%) of the residential GFA utilizing Infill GFA shall be devoted to dwelling units with three (3) bedrooms or more, which shall be designed to accommodate families with children. To the extent legally permissible under Section 11.200 of the Zoning Ordinance and other applicable legal requirements, these three-bedroom units will all be Middle Income Units and Affordable Units; provided, however, that if three-bedroom units comprise more than five percent (5%) of the total floor area devoted to multi-family residential units, any Kendall Square Urban Redevelopment Plan 9.16.20 page 23

such units in excess of five percent (5%) of the total floor area may be market-rate units. [10] Section 412: Innovation Space Any proposal for new commercial development utilizing Infill GFA (as defined in Section 14.32.2 of the Zoning Ordinance) and containing more than 100,000 square feet for Office and Biotechnology Manufacturing Uses shall include a plan for Innovation Space meeting the requirements below. Innovation Space within the MXD District must occupy FA equal to, or in excess of, ten percent (10%) of newly constructed Infill GFA used for Office and Biotechnology Manufacturing Uses. Existing GFA within the MD District may be converted to meet this requirement. The Innovation Commercial Space requirement shall be met through the provision of office spaces of at least 10,000 square feet within a single building (or ten percent (10%) of newly constructed Infill GFA used for Office and Biotechnology Manufacturing Uses, if less), and may be satisfied by means of a lease to a single user who will operate and manage a facility meeting the requirements hereof. (a) Combined Spaces. Developers of properties within the MXD District may collaborate with other developers in adjacent zoning districts in the Kendall Square area (defined as zoning districts reviewed as part of the K2 Planning Study) to create a Joint Innovation Space Plan. In such a case, the total square footage of joint Innovation Space must be large enough to satisfy the sum of the requirements, if any, for such participating developers and zoning districts. (b) Characteristics. For the purposes of this Section 412, Innovation Space shall have the characteristics specified in Article 14.32.5 (c) of the Zoning Ordinance. (c) Variations. In reviewing development proposals, variations in the specific characteristics set forth above, may be allowed if the proposed Innovation Space is found to be consistent with the purposes of these characteristics. [10] (d) Inapplicability to Substation Commercial GFA. Notwithstanding the foregoing provisions of this Section 412, there shall be no innovation space requirement for any project utilizing Substation Commercial GFA (nor shall any such project utilizing Substation Commercial GFA be entitled to utilize Innovation Space in order to obtain a GFA Exemption under Section 402(4) above). [11] Section 413: Interim Uses The CRA may devote real property designated to be acquired, or acquired under special conditions, prior to the time such properties are needed for disposition for reuse and development in accordance with the provisions of the Urban Renewal Redevelopment Plan to temporary, interim uses for signs for project identification, relocation, parking, traffic circulation and public transportation, project or site improvements or building construction, storage, recreation, or landscaping in accordance with such provisions, requirements, standards, controls, and regulations as the CRA may deem essential, necessary, or appropriate to the carrying out of the objectives of the Urban Renewal-Redevelopment Plan. Kendall Square Urban Redevelopment Plan page 24 9.16.20

Section 414: Permitted Uses on Land Designated to be Acquired Under Special Conditions In the event that the real property described in Section 202 above is acquired by the CRA the land use provisions and building requirements, which shall pertain thereto shall be those set forth in Chapter 4 of the Urban Renewat Plan. [11] Section 415: Special Provisions Applicable Within the Ames Street District 1) Applicability. The provisions set forth in this Section 415 shall apply solely within the Ames Street District. Where this Section 415 specifies some standard or makes some other requirement contrary to the standards or requirements set forth elsewhere in Chapter Four of this Plan, the provisions of this Section 415 shall control. [9] 2) FAR. Notwithstanding the Lot Density Limitations in Section 402, there shall be no maximum FAR for Multi-family dwelling uses. However, the District Development Limitations in Section 402 shall continue to apply. [9] 3) Lot Minimum Open Space Requirement. So long as the District Public Open Space Requirement in Section 403 is met and there exists within the Ames Street District a minimum of fifty-three thousand (53,000) square feet of public open space (as defined in Section 403), the Lot Minimum Open Space Requirements in Section 403 shall be inapplicable within the Ames Street District. [9] 4) Parking. The minimum number of spaces for multifamily residential use shall be 0.50 per dwelling unit. [9] 5) Loading Requirements. Where there are contractual arrangements for sharing loading and service facilities with other users in the Ames Street District for a period of ten (10) years or more, a sixty percent (60%) reduction in the loading bay requirements shall be allowed. Such contractual agreement shall be guaranteed to the satisfaction of the Superintendent of Buildings by covenant, deed restriction, easement or comparable legal instrument. [9] 6) Atfordable Housing: So long as the requirements of the Cambridge Inclusionary Housing Ordinance are met, the Affordable Housing Requirements of Section 411 shall not apply to the initial 200,000 square feet of GFA of multi-family residential development within the Ames Street District. [10] page 25 Kendall Square Urban Redevelopment Plan 9.16.20

Section 416: Special Provisions Applicable Outside the Ames Street District 1) Applicability. The provisions set forth in this Section 416 shall apply solely within the portion of the MIXD District consisting of lots fronting on Main Street that are not within the Ames Street District as such District is constituted as of October 1, 2014. Where this Section 416 specifies some standards or makes some other requirement contrary to the standards or requirements set forth elsewhere in Chapter Four of this Plan, the provisions of this Section 416 shall control. 2) Special Permit. Where improvements are proposed to be constructed on any lot within the portion of the MD District fronting on Main Street that is not within the Ames Street District as such District is constituted as of October 1, 2014, and release of an open space covenant by the City will be necessary to accommodate such improvements, improvements containing incremental square footage of not more than 60,000 square feet of GFA within the limits of Section 402 in excess of the square footage of improvements located on such lot as of October 1, 2014 shall be allowed, subject to the issuance of a special permit by the Cambridge Planning Board under Article 14.72 of the Zoning Ordinance. 3) Parking and Loading. The improvements authorized subject to special permit under this Section 416 shall not require vehicle parking or loading facilities by reason of the incremental development authorized, and no additional parking spaces shall be provided by reason of improvements located on such lot beyond the number of parking spaces provided as of October 1, 2014. 4) Project Review. Development authorized subject to special permit under this Section 416 shall be subject to project review by the Planning Board under the provisions of Article 19.20 of the Zoning Ordinance or as may otherwise be required by the Zoning Ordinance, and shall be subject to the review and comment, but not the approval, of the CRA in accordance with Section 505. [10] Kendall Square Urban Redevelopment Plan page 26 9.16.20

CHAPTER 5: DESIGN PRINCIPLES, DEVELOPMENT GUIDELINES AND DESIGN REVIEW, AND REDEVELOPMENT PROPOSALS Section 501: General Design Principles Proposals by redevelopers shall be designed to: (1) Create an environment which will be lively and attractive and provide daily amenities and services for the use and enjoyment of the working population and City residents. (2) Establish an active urban character for the area by the intensive utilization of transand by the mixing of compatible land uses, especially near the Kendall rapid (3) Achieve a proper integration of buildings and spaces within and outside the project area by carefully relating the scale and materials in new development both among project components and with respect to the scale and materials of surrounding development. (4) Establish a focus through building form and open space which will serve to create development identity of sufficient positive impact. (5) Preserve and enhance long and short-range views, visual privacy, and sun orientation by the careful positioning of buildings and open space. (6) Obtain a relationship between buildings, open space and public ways, which provides increased protection to the pedestrian during unfavorable weather conditions. (7) Link all project components with continuous and safe pedestrian and bicycle circulation systems. [10] (8) Establish an orderly sequence and hierarchy of open spaces and pedestrian routes throughout the site. (9) Provide maximum opportunity for safe and convenient pedestrian and bicycle access to surrounding areas. [10] Section 502: Development Guidelines The CRA shall from time to time establish land disposition policies and procedures, design standards, and other development guidelines and evaluate the quality and appropriateness of development proposals with reference to the Plan objectives, land use provisions, building requirements, design principles and other controls as set forth in this Plan, in the disposition documents, and development guidelines. The CRA shall also utilize urban design guidelines established by the City, including the "K2 Design Guidelines."[10] Kendall Square Urban Redevelopment Plan page 27 9.16.20

The design review process will be conducted by the CRA in coordination with the City and the Planning Board, as described in Section 506. [10] Section 503: Compliance with Plan and Development Guidelines redevelopment in the project area shall conform to the Plan objectives, land use provisions building requirements, design principles, and other controls as set forth in the Urban Renewa Redevelopment Plan and to development guidelines established by the CRA. Section 504: Infill Development Concept Plan The CRA will cause an Infill Development Concept Plan (Concept Plan) to be prepared roviding for the distribution of any GFA associated with new development within the MXI District above and beyond 3,333,000 square feet ("Infill GFA") to supplement the origina Redevelopment Concept Plan. This Concept Plan shall contain the required elements described in Article 14.32.2.1 of the Zoning Ordinance. All new development utilizing Infill GFA shall be consistent with the Concept Plan (as the same may be modified in accordance with Section 506 below.) An individual building proposal utilizing Infill GFA may be submitted concurrently with the preparation and approval of the Concept Plan. Notwithstanding anything contained in this Section 14.32.2 to the contrary, (i) the GFA utilized for the Ames Street Residential Project and (ii) a maximum of 60,000 square feet of GFA associated with any project proceeding under Section 416 above, shall not be deemed to be Infill GFA for the purposes of the Plan. [10] Section 505: Proposed Building and Architectural Plans All development proposals and architectural plans will be subject to design review, comment, and approval by the CRA prior to land disposition (if applicable) and prior to the commencement of construction. All construction work will be subject to review by the CRA in order to assure the evaluation of development projects utilizing Infill GFA. [10] A schematic development proposal shall consist of text, maps and drawings that describe to the CRA how the parcels will be developed. The form, content and time schedule for each development proposal will be specified in development guidelines established by the CRA pursuant to Section 502 of the Plan, and the Concept Plan pursuant to Section 504. [10] Proposed building and architectural plans and related materials including diagrams, scale models, perspective sketches, and photographs illustrating building design and arrangement, to a suitable scale; and based upon the land development specifications set forth above, shall show, among other things: 1) Detailed elevations and floor plans for all buildings, and dwelling unit types; 2) The specific use of all non-residential floor space; Kendall Square Urban Redevelopment Plan page 28 9.16.20

3) The location and layout of all signs; and 4) Outline specifications for building types, including construction and finish, together with actual samples of proposed exterior and interior building materials. Section 506: Inter-Agency Design Review For any development requiring the approval of both the CRA and the Planning Board in accordance with the Zoning Ordinance, the CRA shall conduct its design review in close coordination with the City and the Planning Board. In connection therewith, the CRA may make such modifications to the Concept Plan as may be necessary to reflect development proposals. Review and approval of the Concept Plan, detailed in Article 14.32.2 of the Zoning Ordinance, as well as subsequent building design review, shall be performed jointly by the CRA and the Planning Board. The review of subsequent building designs will be guided by the Objectives outlined in Section 102, the Design Principles and Development Guidelines outlined in Sections 501 and 502, as well as by applicable design guidelines in the Zoning Ordinance. The CRA Board and the Planning Board shall hold joint meetings to consider the Concept Plan and as necessary to review subsequent building designs. [10] Section 507: Retail Plan In order to effectuate the goals of promoting a vibrant retail environment and street-level activation, the CRA shall require that the Concept Plan shall include a Retail Plan to demonstrate how the project will improve and diversify the existing retail environment, create active street- level uses, and attract and support the provision of local and independent businesses. Among other things, the Retail Plan shall: 1) Set forth target uses and users (and shall particularly target local and/or independent retailers and grocery store / pharmacy operators), 2) Designate an individual responsible for implementing the plan who shall serve as a point of contact with the CRA, 3) Describe the types of economic incentives which may be offered to tenants such as rental and fit-up allowances, 4) Include a street activation plan for Main Street, Broadway, and Ames Street, and 5) Identify opportunities for "start-up" retail uses at an entrepreneurial or developmental stage of business, which opportunities may, for example, be located in indoor or outdoor temporary space (such as kiosks, markets, food trucks and the like) or in leased space, or in some combination thereof. The Concept Plan must include an annual reporting process to the CRA for the duration of the KSURP regarding the ongoing efforts on the part of the development to comply with the Retail Plan. [10] Kendall Square Urban Redevelopment Plan 9.16.20 page 29

CHAPTER 6: REDEVELOPER'S OBLIGATIONS Notwithstanding lesser requirements in the provisions of any zoning or building ordinance or regulation or hereafter in effect, the CRA by use of the following controls in the form of restrictive covenants or conditions running with the land, or by other appropriate means, shall obligate and bind all developers, purchasers, and lessees of project land, and their successors in interest, lessees, sub-lessees, or assigns. Such obligations, together with suitable provisions for reasonable action in the event of default or non-compliance, shall be inserted in and made an effective part of all agreements, conveyances, and other instruments for the disposition of any rights, title, or interests, in whole or in part, in any land acquired or to be acquired within the project area by the CRA. Section 601: Use and Improvement of Project Land The use, development, and maintenance of any part or parcel of land within the project area together with improvements thereon shall be undertaken and carried out only for the purposes and in the manner set forth in the general conditions, land use provisions, and building requirements of the Urban Renewat Plan and in full contormity with the provisions of any applicable development proposal and the terms and conditions under which such a development proposal may have been approved and consented to in writing by the CRA. [11] Section 602: Commencement and Completion of Improvements The construction of improvements on any part or parcel of land within the project area shall be commenced, carried out, and completed within such periods of time as the CRA may establish as reasonable and which it may have approved and consented to in writing as a part of any applicable development proposal. Section 603: Disposition of Project Land by Redeveloper No disposition of any rights, title, or interests in any part of land within the project area by the developer thereof shall be made prior to the full completion of each and all of the improvements thereon as required by and in full conformity with the terms and conditions of the Urban Renewal Plan, the approved development proposal, and the land disposition agreement which are applicable thereto, unless and until the CRA shall have consented in writing to such disposition. Section 604: Non-Discrimination At no time shall the acquisition, development, construction, installation, reconstruction, disposal or conveyance by sale or lease, management, or maintenance of any part or parcel of land within the project area or of improvements thereon, to or by any person, be denied, restricted, or abridged, nor his employment thereon, or his use, occupancy, or possession thereof preferred, discriminated against, segregated, or refused because of race, color, sex, age, religious creed, religious creed, disability, national origin or ancestry, sexual orientation, gender, gender identity, marital status, family status, military status or source of income. [10][|1] Kendall Square Urban Redevelopment Plan page 30 9.16.20

All transactions affecting or respecting such activities shall be subject to the applicable provisions of Chapter 151-B of the Massachusetts General Laws as amended, and to all other applicable Federal, State and local laws, ordinances, and regulations guaranteeing civil rights, providing for equal opportunities in housing, employment, and education, and prohibiting discrimination or segregation because of race, color, sex, age, religious creed, disability, national origin or ancestry, sexual orientation, gender, marital status, family status, military status or source of income. [10] No covenant, agreement, contract, lease, conveyance, or other instrument shall be effected or executed by the CRA, or its contractors, or by developers, purchasers, or lessees of any part or parcel of land within the project area, or their successors in interest, contractors, lessees, sub- lessees, or assigns, whereby the disposition of any rights, title, or interests, in whole or in part in such land shall be restricted because of race, color, sex, age, religious creed, disability, national origin or ancestry, sexual orientation, gender, marital status, family status, military status or source of income. [10] Every covenant, agreement, contract, lease, conveyance, or other instrument by which any part or parcel of land within the project area is disposed of or by which its improvement is provided for shall include an affirmative covenant which shall obligate and bind each developer, contractor, purchaser, lessee, grantee, or other party to such instrument, or any successors in interest, so that there shall be no discrimination because of race, color, sex, age, religious creed, disability, national origin or ancestry, sexual orientation, gender, marital status, family status, military status or source of income in the sale, lease, or rental, or in the employment on, or in the use, occupancy, or possession of such land or of any improvements constructed or to be constructed thereon. [10] For the purposes of Section 604 of the Plan, the definition of the word "age" shall be in accordance with the provisions of Chapter 151B of the Massachusetts General Laws as amended. The CRA shall take all steps necessary and appropriate to enforce such provisions and covenants, and shall not itself so discriminate. page 31 Kendall Square Urban Redevelopment Plan 9.16.20

CHAPTER 7: RELATION OF PLAN TO DEFINITE LOCAL OBJECTIVES Section 701: Conformity to General Plan The Urban Renewat Redevelopment Plan is based upon a local survey, and is in conformity with a comprehensive plan for the City as a whole. Proposed urban renewal actions and the renewal and redevelopment of the project area for predominantly nonresidential uses are necessary for the proper development of the community. [11] Section 702: Relation to Definite Local Objectives The Urban Renewat Plan for the project area, proposed urban renewat redevelopment actions, and the renewal and redevelopment revitalization of the project area for predominantly commercial and nonresidential uses are related to definite local objectives as set forth in Section 102 by:[11] (a) Providing tor such mixture and density of land uses as will produce a balanced development consistent with the Plan objectives, land use provisions, building requirements, design principles, and other controls, as set forth in the Urban Renewal Plan; [11] (b) Providing for the development of those light industrial job generating uses which are consistent with the socio-economic and other objectives of the Plan;[11] (c) Providing for the discontinuance of local, short and narrow streets and private ways, and for the establishment of a rational and efficient street network which reduces congestion, improves traffic flow, including truck access to and through the project area, and otherwise conforms to the objectives, design principles, and other controls of the Plan; (d) Providing for the redevelopment of Massachusetts Bay Transportation Authority (MBTA) facilities in such a way as to make them more convenient, attractive and efficient; (e) Providing for the adjustment of utility service lines, making them more efficient and capable of providing better and more uninterrupted service; and (t) Requiring new building development to contain appropriate allowances for open space, landscaping and vehicular parking and loading arrangements. Kendall Square Urban Redevelopment Plan page 32 9.16.20

CHAPTER 8: PROVISION FOR MODIFICATION AND TERMINATION Section 801: Interpretation Interpretation of the objectives, general conditions, land use and building requirements, and other provisions of the Urban-Renewal Redevelopment Plan by the CRA shall be final and binding. Section 802: Modification The Urban Renewat Plan may be modified at any time by the CRA; provided, however, that if the general conditions, land use provisions, and building requirements, applicable to any part or parcel of land within the project area are modified after the disposition of any land within the roject area affected thereby, the modification shall be consented to in writing by the purchase or lessee, or by his successors or assigns, of the land affected by the proposed modification. Whenever proposed modifications of the Urban Renewal Plan will substantially or materially alter or change the Urban Renewal Plan, the proposed modifications shall be approved by the Cambridge City Council and the City Manager, and by the Massachusetts Department of Housing and Community Development. [1O][11] Section 803: Duration and Termination The Urban Renewat Redevelopment Plan shall be maintained and in effect for a period of sixty- five seventy (6570) years from the date of the original approval of the Urban Renewal Plan by the Cambridge City Council and the City Manager, and by the Massachusetts Department of Housing and Community Development; provided, however, that the provisions of Section 604 shall remain in effect for a period of one hundred (100) years from the date of the original approval of the original urban renewal plan Urban Renewal Plan in 1965. [3] [8] [10] [11] page 33 Kendall Square Urban Redevelopment Plan 9.16.20

Exhibit A: Project Area Description The project area is described as follows: That certain tract of land, referred to as the Kendall Square Urban Renewal Area, situated in the City of Cambridge, County of Middlesex, Commonwealth of Massachusetts, and bounded generally as follows: Beginning at a point, near the southwesterly corner of the tract herein described which point is the intersection of the northerly sideline of Main Street with the westerly sideline of land or right-of-way now or formerly of the Boston and Albany (Grand Junction) Branch Railroad; Thence, running northerly by various courses and distances along the westerly sideline of land or right-of-way now or formerly of the Boston and Albany (Grand Junction) Branch Railroad to a point which is the intersection of said line with the northerly sideline of Binney Street; Thence, turning an angle and running easterly by various courses and distances along the northerly sideline of Binney Street to a point which is the intersection of said line with the easterly sideline of Third Street; Thence, turning an angle and running southerly by various courses and distances along the easterly sideline of Third Street to a point which is the intersection of said line with the northerly sideline of the so-called Broad Canal; Thence, continuing southerly across the alignment of the former Broad Canal to a point which is the intersection of the southerly sideline of the former Broad Canal with the easterly sideline of Third Street Thence, continuing southerly by various courses and distances along the easterly sideline of Third Street to a point of curvature at Broadway: Thence, running southeasterly on a curved line twenty-three (23) feet more or less along the northeasterly sideline of roadway to a point of tangency located on the northeasterly sideline of Broadway fifteen (15) feet more or less from a point which is the intersection of the prolongation of the northeasterly sideline of Broadway with the prolongation of the easterly line of Third Street; Thence, running southeasterly by various courses and distances along the northeasterly sideline of Broadway to a point which is the intersection of said line with the northerly sideline of Main Street; Thence, turning an angle and running easterly by various courses and distances along the northerly sideline of Main Street to a point which is the intersection of said line with the westerly property line of land now or formerly of Cambridge Gas Company; Thence, turning an angle and running southerly across Main Street along a line which is the prolongation of the westerly property line of land now or formerly of Cambridge Gas Company to a point which is the intersection of said line with the southerly sideline of Main Street; Thence, turning an angle and running westerly by various courses and distances along the southerly sideline of Main Street to a point which is the intersection of said line with the westerly Kendall Square Urban Redevelopment Plan page 34 9.16.20

sideline of land or right-of-way now or formerly of the Boston and Albany (Grand Junction) Branch Railroad; Thence, turning an angle and running northerly across Main Street to a point which is the intersection of the northerly sideline of Main Street with the westerly sideline of land now or formerly of the Boston and Albany (Grand Junction) Branch Railroad, which point is the place of beginning. page 35 Kendall Square Urban Redevelopment Plan 9.16.20

Exhibit B: Map 1 Proposed Land Uses * PROPOSED RIGHTS OF WAY & PROPOSED PUBLIC USE Y PROPOSED EASEMENTS 100 300 SCALE THIRD STREET CAMBRIDGE (TENTATIVE) GAS COMPANY KENDALL SQUARE FIFTH STREET (TENTATIVE) (TENTATIVE) - (TENTATIVEI. BINNEY STREET DOT MUNROE STREET I CANAL BROAD BROADWAY MAIN STREET (TENTATIVE) - (TENTATIVE) ....... (TENTATIVEI (TENTATIVE). MBTA (TENTATIVE) (TENTATIVE) BOSTON AND ALBANY (GRAND JUNCTION) BRANCH RAILROAD * see section 401 of Urban Renewal Plan for description of permitted land uses. Kendall Square Urban Redevelopment Plan page 36 9.16.20

Exhibit C: Map 2 Property Map PROPERTY TO BE ACQUIRED PROPERTY NOT TO BE ACQUIRED EXCEPT UNDER SPECIAL CONDITIONS THIRD STREET = CAMBRIDGE GAST COMPANY KENDALL SQUARE FIFTH STREET 8000082535 BINNEY STREET CANAL MUNROE STREET POTTER STREET BROAD: BROADWAY MAIN STREET • CANAL SIXTH STREET BROAD: FULKERSON STREET JORDAN PLACE HARVARD STREET BOSTON AND ALBANY (GRAND JUNCTION) BRANCH RAILROAD - 200 300- 100 500 SCALE Kendall Square Urban Redevelopment Plan page 37 9.16.20

Exhibit D: Historic Relocation Assistance Program A relocation assistance program was established by the CRA for this purpose of finding standard dwelling or business accommodations to meet the rehousing and business relocation needs of displaced residents and business, within their financial means, in reasonably convenient locations at the earliest practicable time. The basic objectives of the relocation assistance program were: 1) To provide such measures, facilities, and services as were necessary to determine the needs of displaced site occupants for relocation assistance; and 2) To make information and assistance available to them in such a way as to minimize the hardships of displacement. Assistance included the making of such relocation payments as were provided for under the provisions of Federal, State, or local laws and regulations. The CRA administered the relocation assistance program. It was the only agency responsible for the relocation of site occupants displaced from the Project Area as a result of its land acquisition. There were some 10 families and individuals who occupied property, all of whom were relocated when the Project Area was originally cleared. [10] The method for the relocation of persons previously living in the Project Area, and the availability of and the means by which there were provided dwelling units for such persons substantially equal in number to the number of dwelling units cleared from the Project Area were as follows: 1) Method for Relocation: Each dwelling unit vacancy found by or referred to the CRA will be inspected for the CRA by a trained housing inspector in order to determine (I) that it is decent, safe, and sanitary; (2) that it complies with the provisions of the Cambridge Housing Code; (3) that it contains adequate heating, lighting, cooking, and sanitary facilities; and (4) that it is structurally sound. Only standard dwelling units reasonably accessible to the places of employment of displaced site occupants, and in areas not less desirable in regard to public utilities and commercial facilities than the project area, will be referred to families and individuals to be displaced from the Project Area. The cost of any dwelling unit referred to a family or individual for rehousing purposes will, generally, not exceed (I) one-quarter of monthly income, in the case of dwelling units for rent, or (2) twice annual income, in the case of dwelling units for sale. In order to make such referrals, the CRA will secure and maintain listings of all standard dwelling units for sale or rent in Cambridge and the Cambridge housing market area. Preference will be accorded by the Cambridge Housing Authority to persons who appear to be eligible for (I) state-aided veterans' housing and housing for the elderly; and (2) federally-aided low-rent housing and housing for the elderly. Persons eligible to be Kendall Square Urban Redevelopment Plan 9.16.20 page 38

accorded preference will be admitted to public housing projects under "continued occupancy" income limits by the Cambridge Housing Authority. (b) Availability of Dwelling Units: Availability of private rental housing: As of the date of the original adoption of the Plan, records maintained by the CRA indicated that 1131, 1083, 1105 and 1126 private dwelling units were available for rent in the City alone for each year during a recent four- year period. [10] Availability of private sales housing: As of the date of the original adoption of the Plan, records maintained by the CRA indicated that 107, and 122 private dwelling units were available for sale in the City alone for each year during a recent two-year period. [10] Availability of public housing: As of the date of the original adoption of the Plan, records maintained by the Cambridge Housing Authority, as reported in December of 1964, indicated that 220 dwelling units in public housing developments become available on the average for occupancy each year. Clearly, dwelling units for the relocation of persons living in the Project Area at that time substantially equal in number to the number of units to be cleared are available, as are the means by which they can be provided through suitable methods, for the relocation of persons now living in the project area. [10] 9.16.20 Kendall Square Urban Redevelopment Plan page 39

Exhibit E: Definition of Pedestrian Ways: Pedestrian ways shall be designed to provide for public access and shall have the following meanings: (i) An open pedestrian bridge is a continuous open bridge having a minimum width of 6 feet and spanning a street, pedestrian way, access or service road or open space within a lot or between two adjacent lots. (ii) A raised pedestrian deck is a continuous, open plattorm at least 20 feet in width which is at least 9 feet above the mean elevation of the lot and which extends over a street, pedestrian way, access or service road or open space within a lot or between two adjacent lots. It shall have direct pedestrian access from abutting buildings, shall provide seating facilities and shall be landscaped including one tree, of at least 3-1/2 inch caliper, per 500 square feet of pedestrian deck. (iii) An enclosed pedestrian bridge is a continuous, enclosed space having a minimum width of 8 feet which spans a street, pedestrian way, access or service road or open space, making connections within a lot or between two adjacent lots. At least 50% of the surface area along its facades shall consist of transparent materials. (iv) An elevated shopping bridge is a continuous, enclosed space which spans a street, pedestrian way, access or service road or open space, making connection within a lot or between two adjacent lots. Such a shopping bridge shall have a minimum width of 36 feet and a maximum width of 48 feet, with retail uses as allowed in Section 401(3) along one or both sides of a pedestrian circulation route with a minimum width of 12 feet. Such shopping bridge shall connect, at a minimum, at both ends to other internal or external pedestrian ways. (V) A shopping arcade is a continuous, covered, but not necessarily enclosed, space which extends along the front facade of a building facing a street or a pedestrian way within the MD District and having retail uses as permitted in Section 401(3) accessible from it. It shall have a minimum continuous width, unobstructed, except for building columns, of at least 12 feet, and also have a minimum continuous height of 12 feet. Such shopping arcade shall have access from the abutting street or pedestrian way, having its floor at the same level and continuous with the sidewalk or other abutting pedestrian way. It shall be open to the public at all hours. (vi) An elevated shopping way is a continuous, enclosed space which extends along the front facade of a building facing a street or a pedestrian way and which has a minimum width of 12 feet. It shall be located on the second level of the building and have a minimum continuous height of 12 feet. It shall be open to the public for a minimum of 12 hours daily, on weekdays, and shall have fronting retail uses as permitted in Section 401(3). (vii) A through-block arcade is a covered space which provides a connection through a bullding and connects streets, open spaces, pedestrian ways, or any combination of the above, and is directly accessible to the public. A through-block arcade shall Kendall Square Urban Redevelopment Plan page 40 9.16.20

have a minimum area of at least 2,000 square feet and a minimum width at any point of 20 feet. A through-block arcade shall have openings at the face of the building for entrances at least 12 feet in width and 10 feet high. At least 50% of its aggregate interior trontage shall be retail use. Vertical circulation elements, columns, pedestrian bridges and balconies are permitted obstructions provided they do not cover in the aggregate more than 15% of the floor area of the arcade. The minimum height of any pedestrian way above the surface of a public way over which it is constructed shall be 14'-0". Kendall Square Urban Redevelopment Plan page 41 9.16.20

Exhibit F: Table Three: Loading Requirements Use Group Incremental Area for Additional Bay Requirement Light Industrial and Wholesale Uses 100,000 allowed by Section 401(1) Office and Biotechnology Manufacturing Uses 200,000 allowed by Section 401(2) Retail and Consumer Service Uses 50,000 allowed by Section 401(4) Residential Uses allowed by Section 401(4) Multifamily housing 200,000 Hotel or Motel 100,000 Other Uses 100,000 allowed by Sections 401(5), 401(6) and 401(7) 9.16.20 page 42 Kendall Square Urban Redevelopment Plan

Enclosure 2 MD Zoning Petition

P [phone removed] | F [phone removed] CAMBRIDGE 255 Main Street | 8th Floor | Cambridge, MA 02142 REDEVELOPMENT AUTHORITY cambridgeredevelopment.org Petition Language: To amend Article 14 of the Cambridge Zoning Ordinance MIXED USE DEVELOPMENT DISTRICT: KENDALL CENTER KEY Language additions are underlined Language deletions are shown with strikethrough text. Introduction: When Eversource announced its plans for a new electrical substation on Fulkerson Street, the City Manager asked City and CRA staff, as well as representatives from the local development community, to explore an alternative site for the facility. After the numerous hearings held by City Council regarding the substation proposal, Boston Properties (BXP) approached the City and CRA about the idea of placing the substation on the site of the existing "Blue Garage" within the MD District of the Kendall Square Urban Renewal Project Area. Although this alternate site is highly preferred to the Fulkerson Street location, there are nonetheless many complex technical challenges associated with relocating the substation to this parcel. It involves not only the design of the substation and high voltage access routes to the location, but also completing plans for the housing program currently outlined in the Infill Development Concept Plan, fulfilling interim and future parking requirements, and designing locations for additional development to provide financial support for this alternative location. The CRA hereby submits this zoning petition to amend the Article 14 of the Cambridge Zoning Ordinance: MD Development District: Kendall Center in order to accommodate the relocation of the Eversource substation to the BXP site. Corresponding changes will also be required to the Kendall Square Urban Renewal Plan. These changes would affirm the regional utility infrastructure land use in the district, as well as provide for additional development rights and make adjustments to some dimensional restrictions to facilitate the alternative site. 1. Replace the current Subsection 14.21.7(6) with the following text: 14.21.7(6) Transformer station, substation, gas regulator station, or pumping station and related utility uses designed primarily to serve development within the Distriet. 2. Replace first three paragraphs of current Subsection 14.32.1 with the text below: 14.32.1 The Aggregate gross floor area (GFA) of development in the District shall not exceed the sum of (i) three million, six hundred seventy three thousand (3,673,000) four million, four hundred seventy three thousand (4,473,000) square teet, plus ii) six hundred thousand (600,000) square feet that shall be limited to multi-family residential uses as permitted in Section 14.21.4(1), for a total Aggregate GFA not to exceed four million, two hundred seventy three thousand (4,273,000) five million, seventy three thousand (5.073.000) square feet. Up to sixty thousand (60,000) square feet of such Aggregate GFA of three million, six hundred seventy three thousand (3,673,000) four million, four hundred seventy three thousand (4,473,000) in clause (i) of the preceding sentence, shall be allowable only by special permit pursuant to Section 14.72.

At least two hundred thousand (200,000) square feet of the GFA restricted to housing uses shall occur only within the area designated on the Zoning Map as the "Ames Street District" and has been approved by special permit dated March 27,2015 (the "Ames Street Residential Project"). The commencement of construction for the Ames Street Residential Project, approved by special permit in 2015, shall precede the occupancy of any commercial GFA in excess of three million and seventy- three thousand (3,073,000) square feet, other than the 60,000 square feet of commercial space that may be permitted by special permit pursuant to Section 14.72.3. Additionally, the commencement of construction of a second residential project of at least 200,000 square feet shall precede the occupancy of any commercial GFA utilizing Infill GFA (as defined in Section 14.32.2 below, in excess of three hundred and seventy five thousand (375,000) square feet. Additionally, a building permit for construction of a residential project of at least four hundred thousand (400,000) square feet shall be issued prior to or concurrently with the issuance of a building permit for any project utilizing Substation Commercial GFA (as defined in Section 14.32.2 below). The design review process for a residential project of at least four hundred thousand (400.000) square feet shall also precede, or proceed concurrently with, the design review process for any project utilizing Substation Commercial GFA, in accordance with a special permit approving a Concept Plan as set forth in Section 14.32.2 below. 3. Add the following paragraph to the end of Subsection 14.32.2: Any additional Infill GFA for commercial uses that is not the subject of the existing Concept Plan approved by Special Permit PB #315 on March 20, 2017 (as amended by Amendment #1 (Major) dated January 31, 2019) (collectively, the "Existing Concept Plan") may only be utilized in conjunction with the development by NSTAR Electric Company d/b/a Eversource (or its successors and assigns) of a substation within the District ("the Substation Project") and only on property within the District owned by the entity (or an affiliate thereof) that provided the land on which the Substation Project is to be developed. For the purposes of this Article, the eight hundred thousand (800,000) square feet of Infill GFA for commercial uses that is not the subject of the Existing Concept Plan may sometimes be referred to as "Substation Commercial GFA". The issuance of a building permit for the Substation Project shall precede or be issued concurrently with the issuance of a building permit for any project utilizing Substation Commercial GFA. 4. Replace current Subsection 14.32.2.1(8) and 14.32.2.1(9) with the following text: 14.32.2.1 Infill Development Concept Plan Requirements: 8) A plan describing street, public infrastructure, and utility improvements to be undertaken in coordination with the development program, including all proposed water, stormwater and sewage facilities, and (in conjunction with the Substation Project) the general location of the proposed substation, which shall also be submitted to the Department of Public Works for review. 9) A plan illustrating proposed building scale, height and massing, including a model and a study demonstrating the anticipated shadow and wind impacts of all proposed buildings taller than 100 feet, and a general description of proposed mitigation measures that will be employed. Additionally a set of urban design guidelines to be utilized in the design review process shall be included the plan will include a narrative describing the plan's compatibility, coordination and consistency with the urban design guidelines set forth in the Kendall Square Final Report of the K2C2 Planning Study ("K2 Guidelines") and the Volpe Working Group's Planning & Design Principles dated July 20, 2017 (the "Volpe Guidelines").

5. Replace current Subsection 14.32.2.2 with the following text: 14.32.2.2 Findings and Approval. The Planning Board shall grant a special permit approving a Concept Plan upon finding that the new development identified within the plan meets the criteria for approval of a Planned Unit Development set forth in Section 12.35.3(3) of the Zoning Ordinance and the criteria for approval of a Project Review Special Permit set forth in Section 19.25 of the Zoning Ordinance. In making its findings, the Board shall consider the objectives set forth in the Kendall Square Final Report of the K2G2 Planning Study ("K2 Plan") K2 Guidelines and the Volpe Guidelines and the Kendalt Square Design Guidelines. The approval of a Concept Plan shall serve to meet any applicable project review requirements of Article 19.000, and no additional Project Review Special Permit shall be required for new development that is identified within an approved Concept Plan. In addition, while the location of the Substation Project is to be shown on a Concept Plan, the actual development of the Substation Project shall not be included within the scope of a special permit approving a Concept Plan (but shall remain subject to all applicable regulations governing the construction of such projects). 6. Add the following new Subsection 14.32.5(d) at the end of Subsection 14.32.5: d) Inapplicability to Substation Commercial GFA. Notwithstanding the foregoing provisions of this Section 14.32.5. there shall be no Innovation Space requirement for any project utilizing Substation Commercial GFA (nor shall any such project utilizing Substation Commercial GFA be entitled to utilize Innovation Space in order to obtain a GFA Exemption under Section 14.32.6(3) below). 1. Replace current Subsection 14.32.6(2) and 14.32.6(3) with the following text: 2) Residential Outdoor Area Exemptions: Private outdoor decks or balconies for multi-family residential or commercial development, up to eight percent (8%) of the building floor area. 3) Innovation Space: Innovation Space GFA up to the lesser of either twenty percent (20%) of the Infill GFA dedicated to Office and Biotechnology Manufacturing Uses or one hundred five thousand (105,000) square feet. In order for the Innovation Space GFA to be exempt from the Aggregate GFA limitations, at least twenty five percent (25%) of the Innovation Space utilization (measured by square footage or shared space membership) must be set aside as below market rate space to be offered by the CRA or the City to qualifying tenants for short-term leases consistent with Section 14.32.5(b). 8. Add the following new Subsections 14.32.6(7) and 14.32.6(8) at the end of Subsection 14.32.6: Electrical Substation: The Substation Project shall be exempt from Aggregate GFA calculation as well as the requirements as to Floor Area Ratio. Further, substation construction shall not constitute Infill GFA (or Substation Commercial GFA): 8) Educational Lab, Classroom or Training Facility: Up to twenty thousand (20,000) square feet of educational. health or workforce training facilities operated to provide services to the general public (as opposed to private facilities that are solely accessible by tenants or occupants of commercial buildings within the District), which such services are either permitted as of right within the District in accordance with the provisions of this Article 14 or may otherwise be permitted by special permit. 9. Add the following new paragraph at the end of Section 14.33:

Notwithstanding the provisions of the immediately preceding paragraph, there shall be no maximum Iloor area ratio for any project utilizing Infill GFA (including Substation Commercial GFA). However, the District Development Limitations in Section 14.32 shall continue to apply. 10. Replace first paragraph of Section 14.34 with the following text: 14.34 Building Height Limitation. The maximum building height in the District shall be two hundred and fifty (250) feet, except for the area of the District more than four hundred and fifty (450) feet north of the centerline of Broadway, where the maximum building height for any portion of a building in such area shall be two hundred (200) feet. Up to two (2) mixed-use buildings may reach three hundred and fifty (350) feet provided, however, that the occupied floors above two hundred and fifty (250) feet may only contain residential and associated amenity space. Additionally, the floorplate of any portion of a building above two hundred and fifty (250) feet shall not exceed twelve thousand (12,000) square feet. The maximum building height in the District shall be two hundred and fifty (250) feet. Notwithstanding the foregoing, one building within the District may reach four hundred (400) feet provided, however. that the occupied floors above two hundred and fifty feet (250) feet may only contain residential and associated amenity space. Additionally, the floorplate of any portion of a building above two hundred fifty (250) feet shall not exceed twelve thousand five hundred (12,500) square feet. 11. Replace current Section 14.38 with the following text: 14.38 Active Ground Floors. The ground floor of newly constructed buildings utilizing fifty thousand (50,000) square feet or more of Infill GFA, where that ground floor fronts onto Main Street, Broadway or Ames Street, must be occupied by (i) Retail and Consumer Service uses, as listed in Section 14.21.3, or (ii) active public gathering space (whether enclosed or open), along a minimum length of seventy-five percent (75%) of the building façade along this frontage: provided, however, that the requirement shall be forty percent (40% for any building with a façade length of one hundred (100) feet or less along such frontage onto Main Street, Broadway or Ames Street. Dimensional variations and alternate uses may be approved by the Planning Board upon determining that the specific uses and designs proposed are consistent with the purpose and intent of this Section 14.38. Alternatively, if a Concept Plan provides for the redevelopment of existing buildings to include new Retail and Consumer Service uses along the ground floor of any of the identified street frontages, then the Planning Board may permit a reduction in the required length of active street frontage for new buildings for up to fifty percent (50%) of the length of new active street frontage provided in existing buildings and only if the Board finds that it results in a better outcome for the District as a whole. Banks and financial institutions shall not be considered active ground floor uses for the purposes of meeting this requirement. 12. Replace current Section 14.39 with the following text: Letter of Commitment. 14.39 Ihe Letter of Gommitment dated December 21, 2015 by Boston Properties Limited Partnership is incorporated herein by reference and shall be binding upon Boston Properties Limited Partnership and its successor and assigns.

It is acknowledged and agreed that the Letter of Commitment dated December 21, 2015 by Boston Properties Limited Partnership is hereby declared null and void and of no further force or effect, and shall no longer be binding upon Boston Properties Limited Partnership or its successors and assigns. 13. Replace the first paragraph of Subsection 14.52.2 with the following text: 14.52.2 With the exception of multi-family residential development, there are no minimum parking requirements for new development in the District. Residential development shall provide at a minimum 0.4 0.25 automobile parking spaces per dwelling unit. All proposed development shall be restricted from constructing parking spaces, either on or off the lot within the District, beyond the maximum allowances of Table 1. If a development includes more than one category of use, then the number of spaces allowed for the development shall be the sum of the allowance for each category of use. Where the computation of required spaces results in a fractional number, only a fraction of one half or more shall be counted as one. The Planning Board may approve arrangements for shared parking of such residential parking spaces with commercial spaces or otherwise adjust the minimum parking requirements based on review and analysis of anticipated parking demand within the Transportation Impact Study. 14. Replace current Subsection 14.52.3 with the following text: 14.52.3 The parking allowances specified in Table 1 may be satisfied by a lease agreement between the developer and the City, other public entity, or private consortium for use of parking spaces in a public or pooled private parking facility located within the District (or, in the case of the spaces required for residential uses, located outside of the District but within one thousand (1,000) two thousand (2,000) feet of the residential building for which the parking is being provided, measured from property edge to property edge). The total number of parking spaces leased and constructed within the district for development on a lot shall not exceed the maximum allowances provided for in Table 2. 15. Replace current Subsection 14.52.6 with the following text: 14.52.6 Bicycle Parking: Bike parking shall be provided as set forth in Section 6.100 of this Zoning Ordinance; provided that in issuing a special permit approving a Concept Plan, the Planning Board may determine that the bicycle parking requirements for individual buildings shown on the Concept Plan may be met utilizing a campus planning approach toward bicycle parking. 14.52.6.1 Intent. To allow flexibility within the high-density environment of the MD District while providing high quality, equitable, and thoughtfully planned bicycle parking and sustainable transportation amenities for all users, consistent with Section 6.108.2. Given the complexity of infrastructure requirements of the substation project, the bicycle parking provisions set forth in Section 6.100 is infeasible, and a comprehensive bicycle parking plan will be needed to help to balance space constraints and competing uses on or near the ground level. 14.52.6.2 Bike Parking Plan: The bicycle parking plan may utilize a combination of the following strategies, or other design provisions that meet the principles of Section 6.108.3: a) Public Bicycle Sharing Facilities: Where a new, standard-size Public Bicycle Sharing Station or larger is provided (i) on the lot, or (i) on a site within five hundred (500) feet of the lot, with written approval of the City if located on a public street or other City Property. or otherwise by legally enforceable mutual agreement with the owner of the land on which the station is to be located. If Public Bicycle Sharing Station(s) are provided, each bicycle dock within that station may count for up to two (2) required bicycle parking spaces.

Should it be deemed beneficial to the operation of a Public Bicycle Sharing system by the Community Development Department and the Public Bicycle Sharing system operator, a developer may meet additional bicycle parking requirements by providing a secure, accessible and geographically central location for the storage and/or maintenance of the publicly shared bicycles. If a Public Bicycle Sharing storage and/or maintenance facility is provided, each designated bicycle storage space shall count for up to one-half (0.5) of a required bicycle parking space b) Countercyclical Bicycle Parking Facility: As the District will contain residential and commercial uses having different peak parking demand times, multiple buildings may share parking facilities within three hundred (300) feet from each other. A shared bicycle parking space may count as a required bicycle parking space for both a residential use and a commercial use within separate buildings within a campus plan. C) Complementary Valet Bicycle Parking: Bicycle parking may be provided through a valet bicycle parking program that is offered free of charge to users. In order to utilize valet bicycle parking, a developer must submit for the Planning Board's approval a plan describing: 1. The design of the valet bicycle parking facilities (which shall not be required to conform with the dimensional regulations of Section 6.100). il. The proposed number of attendants, number of bicycle parking spaces provided, hours of valet service operations, and other pertinent information. When an approved valet bicycle parking program that was utilized to meet the requirements of Section 6.100 is discontinued, the property owner must either bring the bicycle parking spaces into full conformance with the bicycle parking requirements of Section 6.100 or seek approval from the Planning Board for an alternative approach. The combination of the strategies above, or other provisions accepted by the Planning Board, shall allow a project to adjust the minimum required number of bicycle parking spaces, as supported through analysis made available to the Planning Board.

MD Zoning Petition - Exhibit A 1977-2020 MXD Zoning & KSURP Gross Floor Area (GFA) Summary GFA GFA Amount Cumulative Status Requirements/Stipulations GFA Classification 1977 Original 2,773,000 SF Article 14.000 standards (770,000 Original plan 2,773,000 SF sf Industrial uses; 830,000 sf Office Plan GFA uses; 150,000 sf Retail and consumer service uses; 300,000 sf Residential uses; 250,000 st Hotel/Motel uses; 473,000 sf Entertainment, Recreation, Institutional (475,000 SF) | 2,773,000 SF Allowed biotech and pharmaceutical 1993 Biogen Twelve Cambridge GFA Reallocation | use reallocation use, 475,000 SF for Office/Biotech Center, Fifteen classification allowed north of only Cambridge Center, and Broadway (Parcel 2). Twelve Cambridge Center Expansion 1997 Marriott (190,000 SF) Residence Inn 190,000 SF for Hotel/Motel 2,773,000 SF GFA Reallocation use reallocation classification, up from 250,000 SF. only 2001 Residential 88 Ames Street, 200,000 SF for multifamily 2,973,000 SF 200,000 SF GFA residential use only; subject to completed in 2018 Planning Board review (Section 19.20) 2010 Ames 300,000 SF 3,273,000 SF Subject to 19.20 - Special Permit 75 Ames Street, Street GFA completed in 2014 60,000 SF 2015 Whitehead Subject to 19.20 - Special Permit 3,333,000 SF No special permit Institute GFA application thus far 2015 Infill GFA Min. 400,000 SF residential (20% 940,000 SF 4,273,000 SF 145 Broadway (commercial) completed affordable, 5% middle-income); innovation space; active ground 2019; 325 Main Street floors; IDCP Plan review/approval (commercial) in by Planning Board construction; 135 Broadway (residential) pending design review additional residential phase pending 800,000 SF 2020 Substation Completion of substation; 5,073,000 SF Zoning petition pending completion of Infill residential GFA Commercial GFA (above) in one phase; Continued (per current IDCP plan review/approval by proposal) Planning Board * Over the past 35 years, the MXD District has been modified in close coordination with amendments to the KSURP. The most significant of these changes provided for the inclusion of biotechnology uses, increases to the Aggregate GFA allowance, and corresponding revisions to the GFA caps for office and biotechnology, hotel and residential use limits. The recent amendments to the MXD District required that large scale projects within the District receive a Special Permit per Article 19 of the Zoning Ordinance, where previously development review and approval was conducted exclusively by the Cambridge Redevelopment Authority. ** In 2004, a variance provided an increase of 29,100 square feet of GFA.

MXD Zoning Petition - Exhibit B Comprehensive Blackline of the Proposed MD Zoning Petition

MIXED USE DEVELOPMENT DISTRICT: KENDALL CENTER ARTICLE 14.000 14.10 SCOPE AND INTENT 14.11 Scope. This Article regulates development within the Kendall Center Mixed Use Development (MXD) District, located within the Kendall Square Urban Renewal Project Area, as shown on the Zoning Map, as amended. 14.12 Intent. The purpose of the District is to allow a diversity of land uses in close proximity, within a limited area; to promote a balance of land uses; to facilitate development proposals responsive to current and future market conditions; to tacilitate integrated physical design; and to encourage interaction among activities located within the District. 14.13 Approach. This Article is designed to fulfill the above purposes of the Kendall Center MXD District by establishing controls which will facilitate development while protecting the public interest; by setting regulations which limit the aggregate amount of development within the District and set other district wide requirements while permitting flexible development scale and configuration on individual lots within the District; by allowing a broad set of land uses within the District; and by encouraging development of appropriate density for each class of land use. 14.20 USE REGULATIONS 14.21 Permitted Uses. The following uses, except as explicitly prohibited are permitted in the Kendall Center MD District. All uses not listed within one of the use groups in this section shall be prohibited. All uses within the District shall comply with the environmental protection standards of Section 14.23. 14.21.1 Light Industry (1) Manufacturing: fabrication, assembly, finishing work (including packaging and bottling, but only as an accessory use) without limit as to category or product. (2) Wholesale business, only if affiliated with and accessory to another use or located on the same lot as other non-wholesale uses. Development on any lot in the district shall not be devoted exclusively to wholesale uses. (3) Printing, binding, or related establishment. (4) Storage warehouse, cold storage building, as an accessory use only and not exceeding twenty thousand (20,000) square feet, but not including storage or bailing of junk scrap metal, rags, paper or other waste materials and not including outside storage of products or materials. 1

14.21.2 Office Uses and Biotechnology Manufacturing Uses (1) Business or professional offices. (2) Bank, trust company, or other financial institution (3) Research and development office. (4) Research, experimental and testing laboratory. (5) Radio or television studio. (6) Manufacturing of biotechnology and pharmaceutical products, including (a) Fabrication, assembly, finishing work (including packaging and bottling, but only as an accessory use). (b) Wholesale business, only if affiliated with and accessory to another use or located on the same lot as other non-wholesale uses. (c) Storage warehouse, cold storage building, as an accessory use only. 14.21.3 Retail and Consumer Service Establishments (1) Store for retail sale of merchandise, including grocery store, pharmacy, and market but not a sales place for automobiles or trucks. (2) Eating and/or drinking establishment, whether or not liquor is sold or consumed, including restaurant, bar, lunchroom, cafeteria and food commissary. (3) Fast order food establishment only if (i) it is not located in a separate structure, (ii) it does not exceed three thousand (3,000) square feet of gross floor area, (iii) there will be no more than fifteen (15) such establishments within the District (a maximum of eight (8) of which shall be located in the Ames Street District and a maximum of seven (7) of which shall be located in the portions of the District outside of the Ames Street District) and (iv) it is granted a Special Permit, as provided in Section 10.40 and 11.30. (4) Consumer service establishment, including but not limited to hairdresser, barber shop, laundry or dry cleaning pick up establishment, self-service laundry, shoe repair or tailoring shop, or photography studio. (5) Rental agency for autos or other products, but not including taxi companies. Such agencies shall be operated entirely within a building and no major automobile repairs shall be made on the premises. 2

(6) Automobile service station, provided that it is located within or attached to a parking garage or other structure as an accessory use, that no major repairs are made on the premises, and that all lubrication and repairs are carried out within the building. Residential Uses 14.21.4 (1) Multifamily dwelling (2) Hotel or Motel Entertainment and Recreational Uses 14.21.5 (1) Indoor commercial entertainment establishments including but not limited to cinema, theater, concert hall, cabaret and night club. (2) Recreation facilities including bowling alley, indoor or outdoor tennis courts, public recreation bullding, health club, or skating rink. Such recreation facilities shall be allowed only if they are located in or attached to structures containing other principal uses. (3) Hall, auditoriums and similar spaces used for public gatherings. (4) Park or playground 14.21.6 Institutional Uses (1) Religious purposes (2) Educational purposes exempt by statute (3) Library or museum as an accessory use only. (4) Governmental offices and facilities, including post office, fire station and police station. (5) Clinic licensed under Section 51, Ch. 111, General Laws but not a hospital licensed under said Chapter. 14.21.7 Transportation, Communication and Utility Uses. (1) Bus, subway or railroad passenger station. (2) Automobile parking lot or parking garage. 3

(3) Distribution center, parcel delivery center or delivery warehouse as accessory uses oniy. (4) Telephone exchange, as an accessory use. (5) Radio or television transmission station. (6) Transformer station, substation, gas regulator station, or pumping station and related utility uses designed primarily to serve Development within the District. 14.21.8 Other Uses. Any use not listed in subsections 14.21.1 through 14.21.7 may be allowed by the Planning Board in its approval of an Infill Development Concept Plan or subsequent Amendment, upon written determination by the Board that such use is consistent with the objectives of the District and with adopted City policies and guidelines applicable to Kendall Square. 14.22 Multiple Uses in the Same Structure. Within the District there shall be no restriction on combining different categories of use within the same building other than those imposed by the State Building Code or other federal, state or local regulations other than the Zoning Ordinance. 14.23 Environmental Protection Standards. No activity shall be permitted in the District unless it shall be in conformity with the following standards for environmental protection. 14.23.1 All dust, fumes, odors, smoke or vapor shall be effectively confined to the premises or so disposed of as to avoid air pollution. 14.23.2 Any noise, vibration or flashing shall not be normally perceptible without instruments at a distance of one hundred (100) feet from the premises. 14.23.3 All development proposals shall comply with Federal and State air pollution and water pollution control regulations, the City of Cambridge Ordinances, and other applicable environmental laws. 14.23.4 Except during construction activity on the lot all refuse and other waste materials shall be stored within buildings prior to collection and disposal. 14.30 INTENSITY OF DEVELOPMENT REQUIREMENTS 14.31 Applicability. The amount and density of development within the Kendall Center MXD District shall be governed by the provisions of this Section 14.30. 14.32 District Development Limitations. There shall be limitations on the overall amount of development within the District as specified below. 4

14.32.1 The Aggregate gross floor area (GFA) of development in the District shall not exceed the sum of (i) three million, six hundred seventy three thousand (3,673,000) four million, four hundred seventy three thousand (4,473,000) square feet, plus (ii) six hundred thousand (600,000) square feet that shall be limited to multi-family residential uses as permitted in Section 14.21.4(1), for a total Aggregate GFA not to exceed four million, two hundred seventy three thousand (4,273,000) five million, seventy three thousand (5,073,000) square feet. Up to sixty thousand (60,000) square feet of such Aggregate GFA of three million, six hundred seventy three thousand (3,673,000) four million, four hundred seventy three thousand (4,473,000) in clause (i) of the preceding sentence, shall be allowable only by special permit pursuant to Section 14.72. At least two hundred thousand (200,000) square feet of the GFA restricted to housing uses shall occur only within the area designated on the Zoning Map as the "Ames Street District" and has been approved by special permit dated March 27, 2015 (the "Ames Street Residential Project"). The commencement of construction for the Ames Street Residential Project, approved by special permit in 2015, shall precede the occupancy of any commercial GFA in excess of three million and seventy three thousand (3,073,000) square feet, other than the sixty thousand (60,000) of commercial space that may be permitted by special permit pursuant to Section 14.72.3. Additionally, the commencement of construction of a second residential project of at feast two hundred thousand (200,000) square feet shall precede the occupancy of any commercial GFA utilizing Infill GFA (as defined in Section 14.32.2 below) in excess of three hundred and seventy five thousand (375,000) square feet. Additionally, a building permit for construction of a residential project of at least four hundred thousand (400,000) square feet shall be issued prior to or concurrently with the issuance of a building permit for any project utilizing Substation Commercial GFA (as defined in Section 14.32.2 below). The design review process for a residential project of at least four hundred thousand (400,000) square feet shall also precede, or proceed concurrently with, the design review process for any project utilizing Substation Commercial GFA, in accordance with a special permit approving a Concept Plan as set forth in Section 14.32.2 below. Aggregate GFA of development in the District is at any time the sum of the GFA (as defined in Article 2.000 of this Ordinance) of all buildings (i) which are then located in the District, (i) which are being constructed or may be constructed in the District pursuant to then effective building permits, and (iii) which, pursuant to then outstanding contracts (including options) with Cambridge Redevelopment Authority and so stated in certificates from the Authority to the Superintendent of Buildings, may be constructed in the District in the future. Notwithstanding the definition in Article 2.000 for Gross Floor Area and the provisions of Section 5.25, parking garages and accessory parking facilities shall be exempt from the requirements as 5

to Floor Area Ratio and shall not be included in the calculation for Gross Floor Area on a lot. 14.32.2 The Cambridge Redevelopment Authority (CRA) shall cause an Infill Development Concept Plan ("Concept Plan") to be prepared providing for the distribution of additional GFA for new development within the District above and beyond 3,333,000 square feet ("Infill GFA") and meeting the requirements of Section 14.32.2.1. The Concept Plan shall be approved by CRA and by a special permit granted by the Planning Board in order to authorize the development of Infill GFA. The purpose of the Concept Plan is to provide a context and a conceptual governance structure for existing and potential future development that allows development to proceed in a flexible manner without requiring additional special permits for each building. The Concept Plan is expected to evolve over time, and with each subsequent development proposal updates to the Concept Plan shall be submitted. Amendments to the special permit may be granted as set forth below, but revisions to a Concept Plan shall not necessarily require amending the special permit so long as the revisions remain in conformance with the conditions of the special permit. Any additional Infill GFA for commercial uses that is not the subject of the existing Concept Plan approved by Special Permit PB #315 on March 20, 2017 (as amended by Amendment #1 (Major) dated January 31, 2019) (collectively, the "Existing Concept Plan") may only be utilized in conjunction with the development by NSTAR Electric Company d/b/a Eversource (or its successors and assigns) of a substation within the District ("the Substation Project") and only on property within the District owned by the entity (or an affiliate thereof) that provided the land on which the Substation Project is to be developed. For the purposes of this Article, the eight hundred thousand (800,000) square feet of Infill GFA for commercial uses that is not the subject of the Existing Concept Plan may sometimes be referred to as "Substation Commercial GFA". The issuance of a building permit for the Substation Project shall precede or be issued concurrently with the issuance of a building permit for any project utilizing Substation Commercial GFA. 14.32.2.1 Infill Development Concept Plan Requirements. 1) A current development program illustrating the size, location, and uses of existing buildings at the time of submission. 2) A site plan for all proposed new development within the District including locations of Innovation Space as described in Section 14.32.5 and Active Ground Floor Uses described in Section 14.36. 3) A table summarizing the current and proposed future uses on building sites in the District and indicating the potential size and use (or alternate uses) of future development. 6

4) A Phasing Plan describing the anticipated timing of commercial and housing development. 5) A Transportation Impact Study certified by the Traffic, Parking and Transportation Department in accordance with the requirements of Section 19.24, Paragraph (2) of this Zoning Ordinance, which shall also include a parking demand analysis and a projection of proposed reliance on transit and plans to address non-automobile use. 6) A housing program describing the distribution of new housing units, including affordable housing units, middle income housing units, and larger family units containing two (2), three (3) or more bedrooms. The housing program shall also describe the anticipated housing tenancy (rental/home ownership) and a description of efforts to provide a mixture of tenancy types. 7) An open space plan depicting the size, layout and configuration of all open space within the District. This open space plan shall illustrate the open space existing in the District and open space to be developed or modified within the District and / or outside of the District in accordance with Section 14.40. The plan shall provide a narrative discussion of public programming concepts for new and existing open space. The open space plan should also describe connections between the District and the neighboring PUD-KS District. 8) A plan describing street and public infrastructure, and utility improvements to be undertaken in coordination with the development program, including all proposed water, stormwater and sewage facilities, and (in conjunction with the Substation Project) the general location of the proposed substation, which shall also be submitted to the Department of Public Works for review. 9) A plan illustrating proposed building scale, height and massing, including a model and a study demonstrating the anticipated shadow and wind impacts of all proposed buildings taller than 100 feet, and a general description of proposed mitigation measures that will be employed. Additionally a set of urban design guidelines to be utilized in the design review process shall be included the plan will include a narrative describing the plan's compatibility, coordination and consistency with the urban design guidelines set forth in the Kendall Square Final Report of the K2C2 Planning Study ("K2 Guidelines") and the Volpe Working Group's Planning & Design Principles dated July 20, 2017 (the "Volpe Guidelines"). 10) Proposed modifications, if any, to the development plans then approved pursuant to the Massachusetts Environmental Policy Act (MEPA) and an update on implementation of required mitigations from MEPA. 11) A sustainability plan describing concepts for how additional development will meet the requirements set forth in Section 14.74 below, including but not limited 7

to district-wide approaches to energy, water and wastewater management, climate resiliency and waste management. 12) In order to effectuate the goals of promoting a vibrant retail environment and street-level activation, the Concept Plan shall include a Retail Plan to demonstrate how the project will improve and diversify the existing retail environment, create active street-level uses and attract and support the provision of local and independent businesses. Among other things, the Retail Plan shall: a) Set forth target uses and users (and shall particularly target local/independent retailers and grocery store/pharmacy operators), Designate an individual responsible for implementing the plan who shall serve as a point of contact with the CRA, c) Describe the types of economic incentives which may be offered to tenants such as rental and fit-up allowances, Provide a street activation plan for Main Street, Broadway and Ames Street, and e) Identify opportunities for "start-up" retail uses at an entrepreneurial or developmental stage of business, which opportunities may, for example, be located in indoor or outdoor temporary space (such as kiosks, markets, food trucks and the like) or in leased space, or in some combination thereof. The Concept Plan must include an annual reporting process to the CRA for the duration of the Kendall Square Urban Renewal Plan regarding the ongoing efforts on the part of the development to comply with the Retail Plan. 14.32.2.2 Findings and Approval. The Planning Board shall grant a special permit approving a Concept Plan upon finding that the new development identified within the plan meets the criteria for approval of a Planned Unit Development set forth in Section 12.35.3(3) of the Zoning Ordinance and the criteria for approval of a Project Review Special Permit set forth in Section 19.25 of the Zoning Ordinance. In making its findings, the Board shall consider the objectives set forth in the Kendall Square Final Report of the K2G2 Planning Study ("K2 Plan") K2 Guidelines and the Volpe Guidelines and the Kendall Square Design Guidelines. The approval of a Concept Plan shall serve to meet any applicable project review requirements of Article 19.000, and no additional Project Review Special Permit shall be required for new development that is identified within an approved Concept Plan. In addition, while the location of the Substation Project is to be shown on a Concept Plan, the actual development of the Substation Project shall not be included within the scope 8

of a special permit approving a Concept Plan (but shall remain subject to all applicable regulations governing the construction of such projects). 14.32.2.3 Conditions. The special permit shall include a summary of approved Infill GFA in the aggregate, a description of the sites on which the development of Infill GFA is permitted, and the allowed range of development and uses on each site. Alternatives and variations may be allowed as set forth in the conditions of the special permit. The special permit shall also include conditions for project mitigation applicable to each Infill GFA development site. Development on a particular site identified in the Concept Plan shall be authorized if the conditions applicable to that site are met. 14.32.2.4 • Ongoing Review. The conditions of the special permit shall set forth a process for future review and approval of the design of buildings, landscaping and other significant components of an approved Concept Plan. Such process shall include representation by the CRA, Planning Board and City staff, in compliance with the Kendall Square Urban Renewal Plan. The special permit may specify that such further review not be required for any building design that is determined to have been sufficiently advanced at the time of granting of the special permit as to meet the standards for project review as set forth in Section 14.73. 14.32.2.5 Amendments. Major or Minor Amendments to the Concept Plan may be approved as set forth in Section 12.37 of the Zoning Ordinance after review and approval by the CRA, with Major Amendments requiring the granting of a special permit by the Planning Board and Minor Amendments requiring a written determination by the Planning Board. The conditions of the special permit may specify what types of modifications would constitute Major or Minor Amendments. 14.32.2.6 Notwithstanding anything contained in this Section 14.32.2 to the contrary, (i) the GFA utilized for the Ames Street Residential Project and (ii) a maximum of 60,000 square feet of Aggregate GFA associated with a project seeking a special permit under Section 14.72.3, shall not be deemed to be Infill GFA for the purposes of this Article 14. 14.32.3 Any construction or change of use within the District, which would cause Aggregate GFA limitation of Section 14.32.1 to be exceeded, shall not be allowed. (1) Compliance with this Section 14.32.3 shall be determined by the Superintendent of Buildings at all times including at the time of issuance of a building permit and at the time of issuance of a Certificate of Occupancy under Section 9.20 of this Ordinance. (2) The CRA shall maintain a record of the Aggregate GFA within the District and shall provide an Aggregate GFA record to the Superintendent of Buildings and the Community Development Department (CDD) with any building permit or certificate of occupancy application utilizing Infill GFA. Such record shall 9

separately account for development within the Ames Street District. These records shall be adjusted as appropriate, from time to time, including upon issuance, revocation or expiration of a building permit or certificate of occupancy and upon receipt of a certificate from the CRA as to an outstanding contract (including option) for the construction of a building. The CRA shall also maintain a record of cumulative GFA by land use for the purpose of determining and tracking open space requirements for existing and future development. (3) Each applicant for a Special Permit, building permit or a certificate of occupancy shall submit to the Superintendent of Buildings information, including the following, as appropriate to the application, in order to determine compliance with this Section 14.32 and to demonstrate that the proposed construction and/or occupancy will not violate or be inconsistent with any outstanding contract or deed: (a) measurement of total gross floor area of the building or building additions; (b) measurement of future development commitments or limitations on the lot specified in deed restrictions, covenants or comparable legal instruments. 14.32.4 Applicability of Section 19.20. Notwithstanding the provisions of Section 19.22 (1), a structure, any portion of which contains residential uses as set forth in Section 14.21.4 (1) above, shall be subject to the provisions of Section 19.20 - Project Review Special Permit. In addition, notwithstanding the provisions of Section 19.22(1), any development within the area designated on the Zoning Map as the "Ames Street District" utilizing the 2010 Additional GFA under Section 14.32.3(2) above shall be subject to the provisions of Section 19.20-Project Review Special Permit, with the exception of Section 19.21.1. It is understood and agreed that the provisions of this Section 14.32.4 shall apply only to development proposals that are not included within the Infill Development Concept Plan process described in Section 14.32.2 above. 14.32.5 Innovation Space: A Concept Plan proposing more than 100,000 square feet of GFA for Office and Biotechnology Manufacturing Uses shall include a plan for Innovation Space meeting the requirements below. Innovation Space within the District must occupy GFA equal to, or in excess of, ten percent (10%) of the Infill GFA used for Office and Biotechnology Manufacturing Uses. Existing GFA within the District may be converted to meet this requirement. The Innovation Space requirement shall be met through the provision of office spaces of at least 10,000 square feet (or ten percent (10%) of the newly-constructed GFA for Office and Biotechnology Manufacturing Uses, if less) within a single building and may be satisfied by means of a lease to a single user who will operate and manage a facility meeting the requirements hereof: a) Combined Spaces. Developers of properties within the District may collaborate with other developers in adjacent zoning districts in the Kendall Square area (defined as zoning districts reviewed as part of the K2 Planning Study) to 10

develop a Joint Innovation Space Plan. In such a case, the total square footage of joint Innovation Space must be large enough to satisfy the sum of the requirements, if any, for such participating developers and zoning districts. b) Characteristics. For the purposes of this Section 14.32.5, Innovation Space shall have the following characteristics: i. Durations of lease agreements (or other similar occupancy agreements) with individual office tenants shall be for periods of approximately one (1) month. il. No single business entity may occupy more than 2,000 square feet or 10% of the entire Innovation Space provided in the District, whichever is greater. ili. The average size of separately contracted private office suites may not exceed 200 square feet of GFA. iv. Innovation Space shall include shared resources (i.e., co-working areas, conference space, classroom space, office equipment, showroom, shop or lab equipment, storage, circulation, supplies and kitchens) available to all tenants and must occupy at least 50% of the Innovation Space. v. Individual entities occupying Innovation Space may include small business incubators, small research laboratories, office space for investors and entrepreneurs, facilities for teaching and for theoretical, basic and applied research, product development and testing and prototype fabrication or production of experimental products. c) Variations. In approving a Concept Plan, Major or Minor Amendments to the Concept Plan, or through subsequent design review of individual building design per Section 14.32.2.4, the Planning Board may approve variations in the specific characteristics set forth above if the proposed Innovation Space is found to be consistent with the purposes of these characteristics. d) Inapplicability to Substation Commercial GFA. Notwithstanding the foregoing provisions of this Section 14.32.5. there shall be no Innovation Space requirement for any project utilizing Substation Commercial GFA (nor shall any such project utilizing Substation Commercial GFA be entitled to utilize Innovation space in order to obtain a GrA Exemption under Section 14.32.6(3) below). 14.32.6 GFA Exemptions. The following items shall be excluded from the calculation of Aggregate GFA within the District for the purposes of determining compliance with the intensity of development requirements of Article 14: 11

1) Variances: Any GFA within the District authorized by a variance issued by the Board of Zoning Appeal. 2) Residentiat Outdoor Area Exemptions: Private outdoor decks or balconies for multi-family residential or commercial development, up to eight percent (8%) of the building floor area. 3) Innovation Space: Innovation Space GFA up to the lesser of either twenty percent (20%) of the Infill GFA dedicated to Office and Biotechnology Manufacturing Uses or one hundred five thousand (105,000) square feet. In order for the Innovation Space GFA to be exempt from the Aggregate GFA limitations, at least twenty five percent (25%) of the Innovation Space utilization (measured by square footage or shared space membership) must be set aside as below market rate space to be offered by the CRA or the City to qualifying tenants for short-term leases consistent with Section 14.32.5(b). 4) Retail: The GFA occupied by retail and consumer service uses listed in Section 14.21.3, if the following conditions are met: a) the excluded GFA is not located above the ground level of a building (provided, however, that the Planning Board may waive this limitation in specific instances where it finds that the proposed use would be uniquely beneficial to area residents, such as a grocery store or pharmacy); b) the excluded GFA has frontage and direct pedestrian entrances onto Main Street, Binney Street, Broadway, Ames Street, Galileo Way, Pioneer Way, internal service drives or onto open space that is directly accessible and not more than one hundred (100) feet distant from at least one of the aforementioned streets or services drives; c) the excluded GFA is occupied by separate retail establishments, each occupying no more than five thousand (5,000) square feet of floor area (provided, however, that the Planning Board may waive this limitation in specific instances where it finds that the proposed use would be uniquely beneficial to area residents, such as a grocery store, pharmacy, or an innovative retail format where multiple small vendors occupy a larger market space); d) the ground level façade is designed with entrances and glazing materials such that at least 60% of the façade area is transparent providing visibility between the retail use and the public sidewalk or open space; and e) A minimum of 25% of the retail space, exclusive of retail space used for grocery stores and/or pharmacies, consists of Independent and Local Retailers. "Independent and Local Retailers" shall include any retail operator, which does not own or operate more than ten (10) retail locations 12

in the Commonwealth of Massachusetts with the same name and retail concept. 5) Middle Income Housing Units: The square footage of any middle income housing units as defined in Section 14.35 (c). 6) Transfer of Development Rights: Any GFA acquired through the transfer of development rights provisions of the Zoning Ordinance. 7) Electrical Substation: The Substation Project shall be exempt from Aggregate GFA calculation as well as the requirements as to Floor Area Ratio. Further, substation construction shall not constitute Infill GFA (or Substation Commercial GFA). 8) Educational Lab, Classroom or Training Facility: Up to twenty thousand (20,000) square feet of educational, health or workforce training facilities operated to provide services to the general public (as opposed to private Tacilities that are solely accessible by tenants or occupants of commercial buildings within the District), which such services are either permitted as of right within the District in accordance with the provisions of this Article 14 or may otherwise be permitted by special permit. 14.33 Lot Density Limitation. In addition to the Aggregate GFA limitation established in Section 14.32, there shall also be a density limitation for each lot within the District. The following floor area ratios (as defined in Article 2.000) for each lot shall not be exceeded, except as provided in Sections 14.32.6 and 14.33.6. The area of the lot to be counted in determining FAR shall include land dedicated by the owner or former owner of the lot as public open space under Section 14.42. Notwithstanding the provisions of the immediately preceding paragraph, there shall be no maximum floor area ratio for any project utilizing Infill GFA (including Substation Commercial GA). However, the District Development Limitations in Section 14.32 shall continue to apply. Industrial and Wholesale uses: FAR 4.0 14.33.1 14.33.2 Office Uses and Biotechnology Manufacturing Uses: FAR 8.0 Retail and Consumer Services uses: FAR 5.0 14.33.3 Residential uses: 14.33.4 (1) Multifamily housing: FAR 8.0 (2) Hotel/Motel: FAR 6.0 13

Other uses: FAR 4.0 14.33.5 14.33.6 If development on a lot is to include activities in more than one of the use groups above, the maximum FAR for the lot shall be the FAR for the use group containing the largest proportion of space on the lot. 14.34 Building Height Limitation. The maximum building height in the District shall be two hundred and fifty (250) feet, except for the area of the District more than four hundred and tifty (450) feet north of the centerline of Broadway, where the maximum building height for any portion of a building in such area shall be two hundred (200) feet. Up to two (2) mixed use buildings may reach three hundred and fifty (350) feet provided, however, that the occupied floors above two hundred and fifty (250) feet may only contain residential and associated amenity space. Additionally, the floorplate of any portion of a building above two hundred and fifty (250) feet shall not exceed twelve thousand (12,000) square feet. The maximum building height in the District shall be two hundred and fifty (250) feet. Notwithstanding the foregoing, one building within the District may reach four hundred (400) feet provided, however, that the occupied floors above two hundred and fifty (250) feet may only contain residential and associated amenity space. Additionally, the floorplate of any portion of a building above two hundred fifty (250) feet shall not exceed twelve thousand five hundred (12.500) square feet. This requirement shall not apply to chimneys, water towers, air conditioning equipment, elevator bulkheads, skylights, ventilators, solar or wind energy systems, and other necessary features appurtenant to buildings, which are usually carried above roofs and are not used for human occupancy. These requirements shall also not apply to (i) domes, towers or spires above buildings if such features are not used for human occupancy and occupy less than ten percent (10%) of the lot area, (i) wireless or broadcasting towers and other like unenclosed structures which occupy less than ten percent (10%) to the lot area or (iii) rooftop terraces and enclosed structures ancillary thereto (provided that such structures occupy less than ten percent (10%) of the lot area. 14.35 Middle Income Housing Requirement. For any project utilizing Infill GFA for multi-family residential use, the following requirements for Middle Income Housing Units shall apply in addition to the Inclusionary Housing requirements set forth below: 1) Middle Income Units (as defined below) shall occupy floor area equal to at least five percent (5%) of the total floor area devoted to multi-family residential use. Such Middle Income Units shall be distributed throughout the residential building in a manner approved by the Planning Board, in consultation with City and CRA staff, in order to ensure that the Middle Income Units are of an appropriate location, size, configuration and quality for households intended to occupy. such units. The floor area of Middle Income Units provided per this 14

Section 14.35 shall not be counted against the Aggregate GFA limitation in the District. 2) For the purposes of this Section 14.35, Middle Income Units shall be defined as residential dwelling units for which: i. the occupancy is restricted to households whose total income does not exceed 120% of the median income of households in the Boston Standard Metropolitan Statistical Area adjusted for family size, or such other equivalent income standard as may be determined by the Board of Trustees of the Affordable Housing Trust Fund; ii. the rent (including utilities) does not exceed thirty percent (30%) of the income of the renting household or, in the instance of home ownership units, the monthly mortgage payment (including insurance, utilities and real estate taxes) does not exceed thirty percent (30%) of the income of the purchasing household, or such other equivalent standard as may be determined by the Board of Trustees of the Affordable Housing Trust Fund; and ili. the Middle-Income Units are not also designated as Affordable Units for the purpose of meeting the Inclusionary Housing requirements in Section 11.200. 14.36 Affordable Housing Requirement. For any project utilizing the Infill GFA for multi-tamily residential uses, the following requirements shall apply in place of the Inclusionary Housing requirements set forth in Section 11.200 of this Zoning Ordinance, including but not limited to the requirements regarding the number of Affordable Units: a. No less than twenty percent (20%) of the total floor area devoted to multi-family residential use shall be devoted to Affordable Units in accordance with the definitions and procedures set forth in Section 11.200 of the Zoning Ordinance. No increase in GFA beyond the limitations set forth in Section 14.32.1 shall be provided for a project or the District subject to the requirements of this Section 14.36. b. The Planning Board may approve a Special Permit providing Affordable Units that are, on average, larger in area than the other dwelling units in the building. Where such units are larger in size and provide a greater number of bedrooms, they may be accordingly, fewer in number within the project, provided that the requirements set forth in 14.36(a) are satisfied. c. If the Inclusionary Housing requirements of Section 11.200 are amended subsequent to September 1, 2015 such that more than twenty percent (20%) of the total number of dwelling units must be devoted to Affordable Units, then the 15

twenty percent (20%) total floor area requirement set forth in this Section 14.35 shall be increased to the same percentage to which the requirements have been increased under said Section 11.200. 14.37 Dwelling Units. New multi-family residential development utilizing Infill GFA shall include a range of dwelling unit types and sizes. At a minimum, five percent (5%) of the residential GFA utilizing Infill GFA shall be devoted to dwelling units with three (3) bedrooms or more, which shall be designed to accommodate families with children. To the extent legally permissible under Section 11.200 of the Zoning Ordinance and other applicable legal requirements, these three-bedroom units will all be Middle Income Units and Affordable Units; provided, however, that if three-bedroom units comprise more than five percent (5%) of the total floor area devoted to multi-family residential units, any such units in excess of five percent (5%) of the total floor area may be market-rate units. 14.38 Active Ground Floors: The ground floor of newly constructed buildings utilizing 50,000 square feet or more of Infill GFA, where that ground floor fronts onto Main Street, Broadway or Ames Street, must be occupied by (i) Retail and Consumer Service uses, as listed in Section 14.21.3, or (il) active public gathering space (whether enclosed or open), along a minimum length of seventy-five percent (75%) of the building façade along this frontage; provided, however, that the requirement shall be forty percent (40%) for any building with a facade length of one hundred (100) feet or less along such frontage onto Main Street, Broadway or Ames Street. Dimensional variations and alternate uses may be approved by the Planning Board upon determining that the specific uses and designs proposed are consistent with the purpose and intent of this Section 14.3638. Alternatively, if a Concept Plan provides for the redevelopment of existing buildings to include new Retail and Consumer Service uses along the ground floor of any of the identified street frontages, then the Planning Board may permit a reduction in the required length of active street frontage for new buildings for up to fifty percent (50%) of the length of new active street frontage provided in existing buildings and only if the Board finds that it results in a better outcome for the District as a whole. Banks and financial institutions shall not be considered active ground floor uses for the purposes of meeting this requirement. 14.39 Letter of Commitment. The Letter of Gommitment dated December 21, 2015 by Boston Properties Limited Partnership is incorporated herein by reference and shall be binding on Boston Properties Limited Partnership and its successers and assigns. It is acknowledged and agreed that the Letter of Commitment dated December 21, 2015 by Boston Properties Limited Partnership is hereby declared null and void and 16

of no further force and effect, and shall no longer be binding upon Boston Properties Limited Partnership or its successors and assigns. 14.40 OPEN SPACE REQUIREMENTS 14.41 Definition of Open Space. For purposes of this Section 14.40, open space shall mean a portion of a lot or other area of land associated with and adjacent to a building or group of buildings in relation to which it serves to provide light and air, or scenic, recreational or similar purposes. Such space shall, in general, be available for entry and use by the occupants of the building(s) with which it is associated, and at times to the general public, but may include a limited proportion of space so located and treated as to enhance the amenity of development by providing landscaping features, screening or buffering for the occupants or neighbors or a general appearance of openness. Open space shall include parks, plazas, lawns, landscaped areas, decorative plantings, roof decks, balconies, pedestrian ways listed in Section 14.45, active and passive recreational areas, including playgrounds and swimming pools. Streets, parking lots, driveways, service roads, loading areas, and areas normally inaccessible to pedestrian circulation beneath pedestrian bridges, decks or shopping bridges shall not be counted in determining required open space. 14.42 District Public Open Space Requirement. A minimum of one hundred thousand (100,000) square feet within the District shall be reserved or designated as public open space. No development shall be allowed which would reduce public open space in the District below one hundred thousand (100,000) square feet. 14.2142.1 Public Open Space shall be open space reserved for public use and enjoyment as guaranteed through one or more of the following: a) Retention by the Cambridge Redevelopment Authority; b) Dedication to and acceptance by the City of Cambridge or other public entity; c) Easements or deed restrictions over such land sufficient to ensure its perpetual reservation for public open space purposes. d) Dedication, by covenant or comparable legal instrument, to the community use of the residents, lessees and visitors to the District for reasonable amounts of time on a regular basis; e) Lease agreements of ninety-nine (99) years or longer from the private developer or owner to the City or other public entity. 14.42.2 In addition to the Public Open Space provisions above, development in the District shall provide that a combination of public open spaces and private but publicly accessible spaces such that the total open space areas in the District are 17

equivalent to at least fifteen percent (15%) of the land area (excluding road rights- of-way) within the District. The open spaces within the District shall contribute to an interconnected network of public spaces in the broader Kendall Square neighborhood, accommodating a variety of activities for employees, residents and visitors, consistent with the place-making goals of the 2013 K2 Final Report. 14.43 Project Based Minimum Open Space Requirement. Each development project shall be required to contribute to the open space network of the District and/or the surrounding neighborhood, consistent, in the case of Infill GFA, with an open space plan approved through the Special Permit application as described in Section14.32.2 and consistent with the Open Space Requirements of Section 403 of the Kendall Square Urban Renewal Plan. 14.44 [Intentionally Omitted] 14.45 Pedestrian Ways. 14.45.1 Pedestrian ways listed and defined below may be counted toward the open space requirement determined in Section 14.43. 14.45.2 Pedestrian ways shall be designed to provide for public access and shall have the following meanings: (1) An open pedestrian bridge is a continuous open bridge having a minimum width of six (6) feet and spanning a street, pedestrian way, access or service road or open space within a lot or between two adjacent lots. (2) A raised pedestrian deck is a continuous, open platform at least twenty (20) feet in width which is at least eight (8) feet above the mean elevation of the lot and which extends over a street, pedestrian way, access or service road or open space within a lot or between two adjacent lots. It shall have direct pedestrian access from abutting buildings, shall provide seating facilities and shall be landscaped including one tree, of at least three and a half (3 1/2) inch caliper, per five hundred (500) square feet of pedestrian deck. (3) An enclosed pedestrian bridge is a continuous, enclosed space having a minimum width of eight (8) feet which spans a street, pedestrian way, access or service road or open space, making connections within a lot or between two adjacent lots. At least fifty (50%) percent of the surface area along its facades shall consist of transparent materials. (4) An elevated shopping bridge is a continuous, enclosed space which spans a street, pedestrian way, access or service road or open space, making connection within a lot or between two adjacent lots. Such a shopping bridge shall have a minimum width of thirty-six (36) feet and a maximum width of forty- eight (48) feet, with retail uses as allowed in Section 14.21.3 along one or both 18

sides of a pedestrian circulation route with a minimum width of twelve (12) feet. Such shopping bridge shall connect, at a minimum, at both ends to other internal or external pedestrian ways. (5) A shopping arcade is a continuous, covered, but not necessarily enclosed, space which extends along the front facade of a building facing a street or pedestrian way within the District, and having retail uses as permitted in Section 14.21.3 accessible from it. It shall have a minimum continuous width, unobstructed, except for building columns, of at least twelve (12) feet, and also have a minimum continuous height of twelve (12) feet. Such shopping arcades shall have access from the abutting street or pedestrian way, having its floor at the same level and continuous with the sidewalk or other abutting pedestrian way. It shall be open to the public at all hours. (6) An elevated shopping way is a continuous, enclosed space which extends along the front facade of a building facing a street or a pedestrian way and which has a minimum width of twelve (12) feet. It shall be located on the second level of the building and have a minimum continuous height of twelve (12) feet. It shall be open to the public for a minimum of twelve (12) hours daily, on weekdays, and shall have fronting retail uses as permitted in Section 14.21.3. (7) A through block arcade is a covered space which provides a connection through a building and connects streets, open spaces, pedestrian ways, or any combination of the above, and is directly accessible to the public. A through block arcade shall have a minimum area of at least two thousand (2,000) square feet and a minimum width at any point of twenty (20) feet. A through block arcade shall have openings at the face of the building for entrance at least twelve (12) feet in width and ten (10) feet high. At least fifty (50%) percent of its aggregate interior frontage shall be retail use as permitted in Section 14.21.3. Vertical circulation elements, columns, pedestrian bridges and balconies are permitted obstructions provided they do not cover in the aggregate more than fifteen (15%) percent of the floor area of the arcade. 14.45.3 The minimum height of any pedestrian way above the surface of a public way over which it is constructed shall be fourteen feet (14'-0"). 14.50 VEHICULAR ACCESS, PARKING AND LOADING 14.51 Access. Buildings erected in the Kendall Center MD District need not be located on lots which have frontage on a street. However, provisions for access to all buildings by emergency and service vehicles in lieu of public street access shall be made possible by the layout and design of driveways, interior service roads, or pedestrian and bicycle circulation corridors not normally open to vehicular traffic to the reasonable satisfaction of the City of Cambridge Fire Department, and the Cambridge Traffic Department. 19

14.52 Parking Requirements. Off-street parking regulations for the Kendall Center MXD District shall be as follows: 14.52.1 No on-grade, open parking areas shall be allowed in the District except as provided for in Section 14.52.4. 14.52.2 With the exception of multi-family residential development, there are no minimum parking requirements for new development in the District. Residential development shall provide at a minimum 0.4 0.25 automobile parking spaces per dwelling unit. All proposed development shall be restricted from constructing parking spaces, either on or off the lot within the District, beyond the maximum allowances of Table 1. If a development includes more than one category of use, then the number of spaces allowed for the development shall be the sum of the allowance for each category of use. Where the computation of required spaces results in a fractional number, only a fraction of one half or more shall be counted as one. The Planning Board may approve arrangements for shared parking of such residential parking spaces with commercial spaces or otherwise adjust the minimum parking requirements based on review and analysis of anticipated parking demand within the Transportation Impact Study. At least ten (10) additional parking spaces reserved for car-sharing vehicles shall be provided by the first development project utilizing at least 100,000 square feet of Infill GFA. These spaces are not counted toward maximum parking space ratios. In the event that no car sharing or site-based car rental organization is prepared to offer services, the designated car share spaces may be rented on a monthly basis unless and until an organization agrees to provide the services, if there is clear documentation that such parking spaces are continuously offered to car sharing organizations. Table 1 MD District Parking Requirements | Maximum number of Use spaces Light Industrial uses allowed by Section 14.21.1 .8/1000 sq. ft. ' Office uses and Biotechnology Manufacturing Uses allowed by .9/1000 sq. ft. Section 14.21.2 Retail and consumer establishment allowed by Section 14.21.3 .5/1000 sq. ft. Residential uses allowed by Section 14.21.4 Multifamily residences .75 dwelling unit Hotels or Motels 1/4 sleeping rooms 1/15 seats Public assembly uses allowed by Sections 14.21.3(2), 20

14.21.3(3), and Section 14.21.5 Other uses allowed by Section 14.21.6 and 14.21.7 .9/1000 sq. ft. 2 'All space measurements are in terms of square feet of gross floor area. 2 For assembly spaces having no fixed seating. 14.52.3 The parking allowances specified in Table 1 may be satisfied in total or in part by a lease agreement between the developer and the City, other public entity, or thousand (2,000) teet of the residential building for which the parking is being provided, measured from property edge to property edge). The total number of parking spaces leased and constructed within the district for development on a lot shall not exceed the maximum allowances provided for in Table 2. 14.52.4 Off-street, on-grade parking lots, not enclosed in a structure, may be constructed in the District only on an interim basis in anticipation of later construction of structured parking provided that there is compliance with each of the following: (a) the future parking structure will be constructed within the District but it may be located either on or off the lot; (b) construction of the future parking structure will commence within three years of the date of permit application for development on the lot; (c) such future parking structure may be constructed and/or operated by the applicant or by a public or private entity; (d) the future parking structure will contain sufficient spaces reserved for users of the lot to meet the parking requirements of the lot specified in Table 3; and (e) binding commitments shall exist to guarantee, to the reasonable satisfaction of the Superintendent of Buildings, that requirements (a) through (d) above shall be satisfied. Such commitments shall be made by negotiated lease agreement, deed restriction, covenant, performance bond, or comparable legal instrument. 14.52.5 Regulations governing the layout and design of parking facilities in Article 6.000 of this Ordinance shall not be applicable in the MD District. This Article 14.000 sets no such regulations for the MD District. 14.52.6 Bicycle Parking: Bicycle parking shall be provided as set forth in Section 6.100 of this Zoning Ordinance; provided that in issuing a special permit approving a Concept Plan, the Planning Board may determine that the bicycle parking 21

requirements for individual buildings shown on the Concept Plan may be met utilizing a campus planning approach toward bicycle parking. 14.52.6.1 Intent: To allow flexibility within the high-density environment of the MXD District while providing high quality, equitable, and thoughtfully planned bicycle parking and sustainable transportation amenities for all users, consistent with Section 6.108.2. Given the complexity of infrastructure requirements of the substation project, the bicycle parking provisions set forth in Section 6.100 is infeasible, and a comprehensive bicycle parking plan will be needed to help to balance space constraints and competing uses on or near the ground level. 14.52.6.2 Bike Parking Plan: The bicycle parking plan may utilize a combination of the following strategies, or other design provisions that meet the principles of Section 6.108.3: (a) Public Bicycle Sharing Facilities: Where a new, standard-size Public Bicycle Sharing Station or larger is provided (i) on the lot, or (ii) on a site within five hundred (500) feet of the lot, with written approval of the City if located on a public street or other City Property, or otherwise by legally enforceable mutual agreement with the owner of the land on which the station is to be located. If Public Bicycle Sharing Station(s) are provided, each bicycle dock within that station may count for up to two (2) required bicycle parking spaces. Should it be deemed beneficial to the operation of a Public Bicycle Sharing system by the Community Development Department and the Public Bicycle Sharing system operator, a developer may meet additional bicycle parking requirements by providing a secure, accessible and geographically central location for the storage and/or maintenance of the publicly shared bicycles. If a Public Bicycle Sharing storage and/or maintenance facility is provided, each designated bicycle storage space shall count for up to one-half (0.5) of a required bicycle parking space (b) Countercyclical Bicycle Parking Facility: As the District will contain residential and commercial uses having different peak parking demand times, multiple buildings may share parking facilities within three hundred (300) feet from each other. A shared bicycle parking space may count as a required bicycle parking space for both a residential use and a commercial use within separate buildings within a campus plan. (c) Complementary Valet Bicycle Parking: Bicycle parking may be provided through a valet bicycle parking program that is offered free of charge to users. In order to utilize valet bicycle parking, a developer must submit for the Planning Board's approval a plan describing: i. The design of the valet bicycle parking facilities (which shall not be required to conform with the dimensional regulations of Section 6.100). 22°

ii. The proposed number of attendants, number of bicycle parking spaces provided, hours of valet service operations, and other pertinent information. When an approved valet bicycle parking program that was utilized to meet the requirements of Section 6.100 is discontinued, the property owner must either bring the bicycle parking spaces into full conformance with the bicycle parking requirements of Section 6.100 or seek approval from the Planning Board for an alternative approach. The combination of the strategies above, or other provisions accepted by the Planning Board, shall allow a project to adjust the minimum required number of bicycle parking spaces, as supported through analysis made available to the Planning Board. 14.53 Loading Requirements. It is the intent of this Section that sufficient off-street loading facilities be constructed within the District to meet the needs of users located there. The requirements of Article 6.000 shall not apply in the MD District. 14.53.1 All buildings in the MD District shall provide the number of bays required in Table 3 unless they qualify for one or more of the exemptions below: (1) In buildings with uses in more than one use group under Section 14.21, the loading bay requirements for that use consuming the most gross floor area shall be first computed and required. Only fifty (50%) percent of the floor area of the other uses shall be counted in determining the additional loading requirements. (2) Where there are contractual arrangements for sharing loading and service facilities with other users in the District for a period of ten (10) years of more, a fifty (50%) percent reduction in the loading bay requirements computed in Subsection 14.53.1 or 14.53.1(1) shall be allowed. Such contractual agreement shall be guaranteed to the satisfaction of the Superintendent of Buildings by covenant, deed restriction, or comparable legal instrument. Table 2 MD Off-Street Loading Requirements (Number of bays required by gross floor area or use) GROSS FLOOR AREA BY USE Over 1(1) Up to 200,000 40,001- 100,001- 25,001- 25,000 sq. ft. 40,000 sq. 100,000 sq. 200,00 sq. Use for each ft. sq. ft. additional 23

150,000 sq. ft. Light Industrial Uses 1 1 3 allowed by 2 Section 14.21.1 Office Uses and Biotechnology 1 0 1 1 2 Manufacturing Uses allowed by Section 14.21.2 Retail and consumer service 1 1 establishments allowed 4 1 2 by Section 14.21.3 Residential uses allowed by Section 14.21.4 1 1 1 2 Multifamily residences 1 1 1 1 Hotels and motels 2 Public assembly uses allowed by Sections 14.21.3(2), 1 2 1 1 0 14.21.3(3), 14.21.5 (restaurants, entertainment and recreational facilities) Other uses allowed by 1 2 0 1 Section 14.21.6 and 14.21.7 14.53.2 Regulations governing the location, layout and design of loading facilities, specified in Section 6.90 of this Ordinance shall not be applicable in the MXD District. This Article 14.000 establishes no such regulations for the MD District. 14.60 SIGNS During the life of the Kendall Square Urban Renewal Plan as amended, the sign regulations of Section 7.10 shall not be applicable in the MXD District. 14.70 SPECIAL PROVISIONS

14./1.7 Special Provisions Applicable within the Ames Street District 14./1.1 Applicability. The provisions set forth in this Section 14.71 shall apply solely within the Ames Street District. Where this Section 14.71 specifies some standards or makes some other requirement contrary to the standards or requirements set forth elsewhere in this Article 14.00 or in the Ordinance, the provisions of this Section 14.71 shall control. 14.71.2 Lot Density Limitation. Notwithstanding the Lot Density Limitations in Section 14.33, there shall be no maximum floor area ratio for Multifamily dwelling uses. However, the District Development Limitations in Section 14.32 shall continue to apply. 14.71.3 Lot Minimum Open Space Requirement. So long as the District Public Open Space Requirement in Section 14.42 is met, and there exists within the Ames Street District a minimum of fifty-three thousand (53,000) square feet of public open space (as defined in Section 14.42), there shall be no open space requirement for any individual lots within the Ames Street District. 14.71.4 Parking. The minimum number of spaces for multifamily residential uses shall be 0.50 per dwelling unit. 14.71.5 Loading Requirements. Where there are contractual arrangements for sharing loading and service facilities with other users in the Ames Street District for a period of ten (10) years or more, a sixty percent (60%) reduction in the loading bay requirements computed in Subsection 14.53.1 or 14.53.1(1) shall be allowed. Such contractual agreement shall be guaranteed to the satisfaction of the Superintendent of Buildings by covenant, deed restriction, easement or comparable legal instrument. 14.72 Special Provisions Applicable Outside the Ames Street District 14.72.1 Applicability. The provisions set forth in this Section 14.72 shall apply solely within the portion of the MD District consisting of lots fronting on Main Street that are not within the Ames Street District as such District is constituted as of October 1, 2014. Where this Section 14.72 specifies some standards or makes some other requirement contrary to the standards or requirements set forth elsewhere in this Article 14.00 or in the Ordinance, the provisions of this Section 14.72 shall control. 14.72.2 Purpose and Intent. In furtherance of the intent provided in Section 14.72, and in response to the Kendall Square planning process, the purpose and intent of this Section 14.72 is to provide an incentive for improvements that will remedy a gap in the urban street edge, propose retail and other ground floor activity to increase public engagement, reduce parking utilization levels and enhance sustainability, and upgrade design to current standards, in keeping with Kendall Square's identity as a world-renowned research center and a vibrant neighborhood. 25

14.72.3 Special Permit. Where improvements are proposed to be constructed on any lot within the portion of the MD District fronting on Main Street that is not within the Ames Street District as such District is constituted as of October 1, 2014, and release of an open space covenant by the City will be necessary to accommodate such improvements, the Planning Board may grant a special permit allowing improvements containing incremental square footage of not more than 60,000 square feet of GFA within the limits of Section 14.32 in excess of the square footage of improvements located on such lot as of October 1, 2014. In granting such special permit, the Planning Board shall find the following: (1) The lot upon which such improvements are proposed contained, as of October 1, 2014, no portion of a building located so as to create a street edge along any part of the Main Street frontage of such lot; and the proposed improvements will remedy that condition by including the establishment of a street edge in keeping with the urban nature of the area, on at least a portion of the Main Street building façade. (2) The ground level of the proposed improvements fronting on Main Street will be designed to enhance public access and interaction. 14.72.4 Retail and Consumer Services Uses. If retail or consumer services uses are a part of any improvements authorized by special permit under this Section 14.72, the Gross Floor Area of any first floor or areas situated no more than one (1) floor below grade of such improvements devoted to such retail or consumer service uses shall be excluded from calculations of Gross Floor Area and FAR for all purposes of this Article 14.00 and the Ordinance, provided that the portion of any individual retail or consumer service use exceeding 5,000 square feet (or 10,000 square feet for a grocery, market or pharmacy retail use) shall be counted as Gross Floor Area for the purposes of calculating allowable FAR. 14.72.5 Parking and Loading. The improvements authorized by special permit under this Section 14.72 shall not require vehicle parking or loading facilities by reason of the incremental development authorized, and no additional parking spaces shall be provided by reason of improvements located on such lot beyond the number of parking spaces provided as of October 1, 2014. 14.72.6 Bicycle Parking. Additional bicycle parking shall be provided as required in Section 6.100 to the extent of the incremental development authorized by special permit under this Section 14.72, provided that any such spaces may be located anywhere on the lot or in such other location as the Planning Board may in its discretion approve. 14.72.7 Open Space. The Lot Open Space Requirements in Section 14.43 shall be inapplicable on any lot on which improvements are authorized by special permit under this Section 14.72, and the Planning Board may in its discretion waive any 26

other open space requirement applicable to such lot under this Ordinance. Any ground floor publicly accessible feature, if so determined by the Planning Board, shall be excluded from calculations of Gross Floor Area and FAR for the purposes of this Article 14.00 and the Ordinance. The Planning Board may grant a special permit for improvements to be located within the area of the open space covenant that would need to be released by the City notwithstanding that such open space covenant may not have been released prior to issuance of such special permit. 14.72.8 Sustainable Design and Development. The incremental development authorized by special permit under this Section 14.72 shall comply with the green building requirements of Section 22.20, provided that the Planning Board may in its discretion vary or waive any such requirements. 14.72.9 Project Review. Incremental development authorized by special permit under this Section 14.72 shall be subject to project review by the Planning Board under the provisions of Section 19.20. 14.72.10 Incentive for Housing Development. The incremental development authorized by special permit under this Section 14.72 shall be considered an Incentive Project pursuant to Section 11.200. 14.72.11 Contribution to Community Fund. Upon issuance of a Final Certificate of Occupancy for the incremental development authorized by special permit under this Section 14.72, the permittee shall contribute to a Community Fund, established by the City Manager, an amount equal to $10.00 multiplied by the number of square feet of new gross floor area for office and biotechnology manufacturing uses identified in Section 14.21.2 contained in such incremental development. 14.72.12 Public Benefits. The public benefits to be provided by a development for which a special permit may be granted under this Section 14.72, including those provided in Sections 14.72.10 and 14.72.11, shall be deemed to satisfy any future requirements for public benefits that may be adopted with respect to the MD District or any portion thereof that may include any lot eligible for such special permit, including without limitation any other funding requirement or exaction, any requirements to provide innovation or other space or services, or any limitations relating to the progress or sequence of development of residential or other space, none of which shall apply thereto. 14.72.13 Letter of Commitment. The Letter dated March 26, 2015, by Richard McKinnon on behalf of the Whitehead Institute and received by the City Council as Communication #5 of March 30, 2015, and attached "Design Narrative/Zoning Guidelines" Memorandum prepared by Andy Pecora of Tsoi / Kobus & Associates, shall be binding upon the Whitehead Institute and its successors and assigns. The issuance of any building permit or certificate of occupancy authorized by a special permit issued pursuant to this Section 14.72 shall be conditioned upon certification by the Community Development Department and all other relevant City departments 27

to the Inspectional Services Department that all portions of the aforementioned Letter are continuing to be met. 14.73 INTER-AGENCY DESIGN REVIEW Review and approval of the Infill Development Concept Plan, as described in Section 14.32.2, and subsequent building design review under Section 14.32.2.4 shall be conducted jointly by the Planning Board and the CRA, as described in Section 506 of the Kendall Square Urban Renewal Plan, "Inter-Agency Design Review." The Planning Board and CRA, shall hold at least one joint public meeting to consider the Infill Development Concept Plan. In order to insure high quality architectural design and thoughtful adherence to the Concept Plan, evaluation of subsequent building proposes shall include the review of: a) A site plan illustrating the new building proposal in context with existing and proposed new development within the District. b) A proposed development program illustrating the size and location of uses within the building. c) Building plans, sections, elevations, and rendering sufficient to describe the urban design setting and architectural character of the proposed building(s). A materials board shall be provided along with annotated building elevations. d) A digital or physical model of the building within the context of neighboring buildings. e) A project specific open space plan depicting the design of open space provided on site by the project and any Public Open Space contributions to the area to be executed by the Project. Additionally streetscape designs for building frontages. f) A sustainability narrative describing how the development proposal will meet the requirements set forth in Section 14.74 below. g) A plan and description of how the development proposal's automobile and bicycle parking is to be accommodated. As set forth in Section 14.32.2.4, the procedures for ongoing design review of subsequent building proposals shall be further defined per the Concept Plan Special Permit. 14.74 Sustainability. New buildings constructed within the District shall comply with the provisions of Section 22.20 of the Ordinance. For those construction projects utilizing Infill GFA subject to Section 22.23, LEED certification at the Gold level or 28

better is required and must enlist a Commissioning Authority to perform Enhanced Commissioning of the building's performance. In connection with the submission requirements of Section 22.24.2.a., the Developer of such buildings shall submit a Statement of Energy Design Intent produced through the EnergyStar Target Finder tool, or comparable method. New buildings in the District utilizing Infill GFA must incorporate an integrated design approach and incorporate best practices for meeting sustainability in the following five (5) areas: a) Energy and Emissions. Each new building must conserve building energy and, to the extent applicable, reduce greenhouse gas emissions. The project proponent must evaluate the potential for on-site energy generation or the construction or expansion of co-generation or district energy facilities within the District. All new construction shall be developed to be Solar-Ready, allowing for the immediate installation of solar voltaic units or provisions of building systems to allow future solar installation. Building proposals shall include a study considering the feasibility of connecting to the existing district steam system or other energy co-generation facility in the area. b) Water Management. The Developer, for each new building, must explore opportunities for: i. potable water use reductions, il. storm water management using open spaces, Ili. the incorporation of indigenous vegetation and, iv. storm water for irrigation purposes. c) Cool Roofs. All new buildings approved in the District must employ Functional Green Roots (as such term is defined in Article 22.000 of this Zoning Ordinance), high-albedo "white" roofs or a functionally equivalent roofing system. d) Monitoring. All new buildings approved in the District shall be required to conform to the requirements of the Cambridge Building Energy Use Disclosure Ordinance, Chapter 8.67 of the Municipal Code. e) Rooftop Mechanical Equipment Noise Mitigation. Sound emanating from rooftop rechanical equipment on all new or substantially altered structures shall be ninimized by the adoption of best available and feasible practices regardina th location and sizing of equipment, the selection of equipment and sound attenuation measures. 14.80 INAPPLICABILITY OF CERTAIN OTHER REGULATIONS 29

Where this Article 14.000 specifies some standard or makes some other requirement contrary to a requirements elsewhere in this Ordinance, the provisions of this Article 14.000 shall control. 30

Enclosure 3 Conceptual Site Design Images

CHARLES RIVER Cambridge, Massachusetts Neighborhood Influences Main Street MITIMCO NoMa Third Street NEIGHBORHOOD EAST CAMBRIDGE Broadway - Binney Street VOLPE MITIMCO SoMa DEVELOPMENT INSTITUTE OF TECHNOLOGY 19 August 2020 BLUE GARAGE - MASTER PLAN VISION MASSACHUSETTS NORTH PARCEL Broadway Vassar Street PICKARD CHILTON Main Street bxpis THE PORT WELLINGTON HARRINGTON NEIGHBORHOOD NEIGHBORHOOD 70272

CHARLES RIVER Cambridge, Massachusetts Neighborhood Influences Main Street Binney Street BLUE GARAGE - MASTER PLAN VISION 19 August 2020% Ames Street Balileo Galilei Way. Street PICKARD CHILTON Main Street 701725

Cambridge, Massachusetts Binney Street Planning & Massing Concepts BLUE GARAGE - MASTER PLAN VISION LOW GRADE TO BEL SHUT TO BET 19 August 2020 Broadway Ames Street PICKARD CHILTON Galileo Galilei Way Main Street bxp Properties

3rd Street Cambridge, Massachusetts Planning & Massing Concepts COMMERCIAL BUILDING EAST PARCEL sil Stet Conctor COMMERCIAL BUILDING WEST PARCEL 19 August 2020, BLUE GARAGE - MASTER PLAN VISION RESIDENTIAL BUILDING Ames Street PICKARD CHILTON Galileo Galilei Way™ bxp Properties

Cambridge, Massachusetts Massing Possibilities BLUE GARAGE - MASTER PLAN VISION 19 August 2020 PICKARD CHILTON CAMGRIDGSCT

Cambridge, Massachusetts Massing Possibilities BLUE GARAGE - MASTER PLAN VISION 19 August 2020 PICKARD CHILTON

Cambridge, Massachusetts Massing Possibilities 19 August 2020 BLUE GARAGE - MASTER PLAN VISION PICKARD CHILTON Bester Properties bxp