EMBARGOED UNTIL 4PM, JULY 31, 2018

Plan Development Agreement, July 31, 2018

Waterfront Toronto and Sidewalk Labs
Frequently Asked Questions

1. Who is Waterfront Toronto?

● We are the public advocates and guardians of Toronto's waterfront revitalization. Created by
the Governments of Canada and Ontario and the City of Toronto, our mandate is to transform
our city's waterfront by creating a vibrant and connected waterfront that belongs to everyone.
● At the heart of everything we do is an unwavering commitment to the public good. We want
every Torontonian to play a part in shaping the future of this incredible city.
● Since 2001 we have developed 2.5 million square feet of completed or planned area and
catalyzed approximately $10 billion in private investment.

2. What is your mandate with respect to “revitalizing” the waterfront?

● The Toronto Waterfront Revitalization Corporation Act of 2002 sets out the first objective of the
Corporation as:
o To implement a plan that enhances the economic, social and cultural value of the land in
the designated waterfront area and create an accessible and active waterfront for living,
working and recreation, and to do so in a fiscally and environmentally responsible
manner.

3. What is Quayside?
● Quayside is 12-acre area of land situated along Toronto’s waterfront at the intersection of Lake
Shore Boulevard East and Parliament Street, within walking distance of the vibrant central
business district.

4. Who owns the property in Quayside?

● Waterfront Toronto owns the majority of the lands, the City of Toronto (or City-owned agency)
owns a small portion and two small parcels are privately-owned.

5. What are Waterfront Toronto’s objectives for Quayside?

● Our aim is to establish Quayside as a model for 21st century city-building — setting a new
standard for delivering sustainable, inclusive, complete community development.
● Through this project Waterfront Toronto also aims to support the local and national technology
sectors and creative industries, generating prosperity by growing the emerging industry hubs on
the waterfront.
● Create a globally-significant demonstration project that pilots leading sustainability practices
while providing a test bed for Canada’s cleantech, building materials and technology sectors so
that they can compete in global markets.

6. Who is Sidewalk Labs?

● Sidewalk Labs is an urban innovation organization formed in 2015, as a subsidiary of Alphabet
Inc.
● It has a mission of reimagining cities and accelerating innovation to address urban challenges
and achieve new standards of sustainability, affordability, mobility and economic opportunity.
● Sidewalk unites urban planners, developers, and experienced engineers and designers to bridge
the urbanist/technologist divide to enable more integrated and thoughtful placemaking.

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Plan Development Agreement, July 31, 2018
Waterfront Toronto and Sidewalk Labs
Frequently Asked Questions

7. How did the relationship between Waterfront Toronto and Sidewalk Labs come together?
● Waterfront Toronto issued a competitive Request For Proposal (RFP) process to find an
Innovation and Funding Partner to help create the plan for Quayside. Ultimately Sidewalk Labs
was selected, as it brought an integrated approach to urban innovation as well as a commitment
to fund up to USD$50 million in the joint creation of a plan for Quayside.

8. What is a Plan Development Agreement (PDA) and why is it important?

● The Plan Development Agreement (PDA) is the legal agreement between the Waterfront
Toronto and Sidewalk Labs that establishes the scope, budget, principles and governing
structures for the creation of the Master Innovation and Development Plan (MIDP or plan). It is
not a “development plan” in the traditional sense.
● With the PDA’s signing, it becomes the sole governing agreement between Sidewalk Labs and
Waterfront Toronto. It replaces the preliminary Framework Agreement, which was signed in
October 2017.
● The only commitment at this time is to a process to create a plan for Quayside that will meet the
objectives set out in the RFP.

9. Who are the Parties to the PDA?

● Waterfront Toronto and Sidewalk Labs, LLC, a wholly-owned subsidiary of Alphabet Inc.

10. What’s in the PDA?

● The agreement makes clear and highlights key areas of interest to the public, including:
o Clear roles and responsibilities, with Waterfront Toronto in its traditional role as
revitalization lead and Sidewalk Labs providing urban innovation and digital technology
expertise
o Clarity that there is no sale or transfer of land provided for in the agreement
o A September 30, 2019 timeline within which the completed MIDP must be approved by
the Board of Directors of both Waterfront Toronto and Sidewalk Labs
o Project objectives and the scope of the MIDP
o Budget and process for spending the US $50 million funding commitment by Sidewalk
Labs to support the MIDP
o Termination rights
o Digital Governance Framework Principles to ensure critical issues including privacy, data
security and ethical use of technology are addressed and informed by experts
o Ability for Canadian companies to compete for procurement opportunities
o A commitment to ongoing public consultation and engagement led by Waterfront
Toronto
o Multiple points of approval by Waterfront Toronto’s Board of Directors and
accountability to its government stakeholders.

11. What is a Master Innovation and Development Plan (MIDP or the plan), and what does it do?
● The MIDP will be the roadmap for the design and development of Quayside.
● The MIDP will present the most promising ideas for sustainable development, infrastructure,
public realm, and technology platforms, that support the future development of an inclusive
mixed-use community, and meet the shared objectives set out in the PDA.

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Waterfront Toronto and Sidewalk Labs
Frequently Asked Questions

● The MIDP will also describe how the ideas will be implemented and the financial model that
supports implementation.
● The MIDP will include plans for Quayside and may also bring forward proposals that work best
at scale. For this purpose, the context area for scale explorations during the planning process is
the Designated Waterfront Area, as set out in the Toronto Waterfront Revitalization Corporation
Act. Any ideas proposed more broadly than Quayside must be in service of achieving the shared
goals of the project and be supported by a business case demonstrating the need for scale to
achieve the objectives.
● The plan will be subject to the approval of the Board of Directors of both Waterfront Toronto
and Sidewalk Labs.
● The results of the plan will be presented to City Council and our government shareholders.

12. What will the community engagement process look like during the MIDP?
● Community engagement and consultation is essential to the success of this project and will be
led by Waterfront Toronto with support from Sidewalk Labs.
● Waterfront Toronto has a proven track record of community engagement and will continue our
commitment to consult as the MIDP evolves.
● We have a comprehensive engagement plan that includes a range of opportunities for the
community to participate, ranging from large format roundtables to smaller scale community
engagements.
● We’ve extended the planning process and the consultation timelines into next spring (2019),
allowing more time for creating the MIDP and providing more opportunities for public input.

13. Does the ownership of any land transfer as a part of this agreement?
● No. No land is being sold to Sidewalk Labs or any other entity or person under the PDA.

14. How will the public benefit from this project?

● Combined with the flood protection measures now underway, Quayside will raise the value of
the City’s land and create the inclusive, sustainable community that will meet the needs of
future generations, deliver affordable housing, local employment and economic growth
together with the public space amenities that will make this part of Toronto a showcase for the
world and a place where people want to be.
● The innovations created there can hopefully be used in neighbourhoods and cities across
Canada and around the world. It will also serve as a testbed for our local cleantech and urban
innovation sectors, generating local economic benefits and jobs by growing the existing hubs on
the waterfront and helping companies grow globally.

15. How will you know this project has been successful?
● Success to us would mean meeting the goals that both Waterfront Toronto and Sidewalk Labs
share:
o Creating a neighbourhood that truly reflects the incredible diversity of Toronto, not a
place that feels exclusive, like a high-tech dorm for tech workers, but a mixed
community that is open to all.
o Making the waterfront a global hub of urban innovation that makes Toronto and Canada
a world leader in this new sector, and that inspires cities around the world to apply the
lessons we learn here and the ideas that are generated.

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Waterfront Toronto and Sidewalk Labs
Frequently Asked Questions

o Earning the support of the community, government stakeholders and our Board of
Directors.
o Building excitement for the waterfront.

16. How is this project going to meet the climate positive objectives set out in the RFP?
● Waterfront Toronto has a long-standing commitment to making the city’s waterfront an
international leader in sustainable development, first through our Minimum Green Building
Requirements supported by our Sustainability Framework, then further advanced through the
Resilience and Innovation Framework for Sustainability.
● The aim of our work with Sidewalk Labs is to make Quayside a place that encourages innovation
around mobility, energy use, water management and conservation, building materials, pollution,
waste, recycling, and other environmental challenges.
● Our aspiration for the waterfront is to create vibrant, connected, climate positive, resilient and
prosperous communities that will inspire cities around the world.

17. What is the benefit to the public from an affordable housing perspective?
● We believe new technology, building materials and methods can help lower the cost of living in
cities like Toronto by building more affordably, optimizing operations and maintenance, and
using space more efficiently.
● We are also exploring innovative financing options, and how to incentivize the creation of new
affordable units and encourage collaboration between the public, private, and non-profit
sectors to produce more affordable housing.

18. When will construction begin?

● At the present time, Waterfront Toronto and Sidewalk Labs are focused on the creation of the
MIDP, as outlined in the PDA.
● There is currently no set timeline for construction to begin. Any timeline for construction must
necessarily follow the completion and approval of the MIDP, as well as any other necessary
governmental approvals.

19. What are the key differences between the PDA and the Framework Agreement?

• Geography: The PDA clearly differentiates between the type of planning that can be considered
for Quayside and planning opportunities that can be considered at a larger scale in the MIDP.
For this purpose, the context area for scale explorations during the planning process is defined
by the Designated Waterfront Area, as set out in the Toronto Waterfront Revitalization
Corporation Act.
• Governance and Approvals: The PDA makes it clear that Waterfront Toronto is the steward of
the public interest and the revitalization lead for the Designated Waterfront Area. Waterfront
Toronto must approve the MIDP and Implementation Agreements before any implementation
can occur. The role of Sidewalk Toronto as “Master Developer” – effectively a project and
development lead with some governance input from Waterfront Toronto – as originally
conceptualized in the Framework Agreement is no longer included. The PDA also now includes
the Project Management Committee which has a clear role in jointly overseeing the work and
key issues and budget.

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Waterfront Toronto and Sidewalk Labs
Frequently Asked Questions

• No Sale of Land: The PDA makes clear that there is no sale or transfer of land contemplated in
the agreement. The PDA clearly defines the opportunity for Waterfront Toronto to participate in
the development or co-creation of Intellectual Property, the ability to benefit from the potential
for value with infrastructure, and should there be in the future any transaction regarding land, it
is to be based on fair market value - with appropriate adjustments. These valuation
considerations are only valid should Waterfront Toronto enter into Implementation
Agreements, at Waterfront Toronto’s sole discretion.
• Data and Privacy: The PDA provides a set of Digital Governance Framework Principles outlining
the values that will underpin the design and development of the MIDP. These principles speak to
how digital innovations will protect personal privacy and civil liberties while providing shared
benefits. The PDA also references Waterfront Toronto’s Digital Strategy Advisory Panel, a group
of subject-matter experts to help advise on the ethical use of new technologies. The Framework
Agreement was less clear on issues of privacy and data-sharing.
• Community Consultation / Engagement: The PDA acknowledges the instrumental nature of
public engagement and consultation. It outlines the specific ways in which Waterfront Toronto
will, alongside Sidewalk Labs, engage and consult with stakeholder and the community to inform
the creation of the MIDP. The Framework Agreement provided no specifics on how the
community was to be engaged in the development of the MIDP or any other aspect of Quayside.
• Procurement: The PDA outlines principles for procurement conducted by Sidewalk Labs
throughout the MIDP planning process, ensuring that these are accountable, fair and
competitive (where practical). Procurement rules during Implementation will be set out in the
MIDP. The Framework Agreement did not define these matters or accountabilities.
• Intellectual Property: The PDA defines how rights and responsibilities related to the creation of
intellectual property as a result of this project will be handled, with the potential for public
benefit through WT clearly established. The FA provided only general comments on intellectual
property.

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