Loading...
HomeMy WebLinkAbout75A - PH - EIR THE HERITAGE 2001 E DYERREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: FEBRUARY 2, 201E TITLE: PUBLIC HEARING e FINAL ENVIRONMENTAL IMPACT REPORT NO. 20116-011, AMENDMENT APPLICATION NO. 2014-04, GENERAL PLAN AMENDMENT NO. 201"3, DEVELOPMENT AGREEMENT NO. 2015-03 AND VESTING TENTATIVE TRACT MAP NO, 2015.03 FOR THE HERITAGE MIXED -USE DEVELOPMENT PROJECT PROPOSED AT 2001 EAST DYER ROAD — DYER 18 LLC, APPLICANT (STRATEGIC PLAN NO. 3, 2) CITY MANAGE CLERK OF COUNCIL USE ONLY: a• .+� .: Q As Recommended M As Amended M Ordinance an let Reeding ® Ordinance on 2"d Reading Implementing Resolution ® set Public Hearing For CONTINUED TO FILE NUMBER RECOMMENCIED ACTION 1. Adopt a resolution certifying Final Environmental Impact Report No. 2015 -01 and approve the Mitigation Monitoring Program and Statement of Overriding Considerations. 2. Adopt an ordinance approving Amendment Application No. 2014 -04 for Specific Development No. 55 3. Adopt a resolution approving General Plan Amendment No, 2015 -03. 4. Adopt an ordinance approving the Development Agreement No, 2015 -03 as amended, 6. Adopt a resolution approving Vesting Tentative Tract Map No. 2015 -03 as conditioned, 6. Adopt a resolution finding the project to be consistent with the purposes of the State Aeronautics Act. i. Option to consider modifying proposed Development Agreement to direct the in -lieu housing fees as recommended by the Planning Commission. PLANNING COMMISSION ACTION At its regular meeting on October 12, 2015 by a vote of 5 :0 (Nalle & Verino absent), the Planning Commission recommended that the City Council approve The Heritage project, a mixed -use development on an existing industrial site at 2001 East Dyer Road located in the Light Industrial (M -1) zoning district. The Planning Commission added a recommendation to direct the in -lieu housing fees to a project proposed by AMCAL on East First Street as permitted by Section 41T 1004(c)(3) of the recently amended Housing Opportunity Ordinance. This recommendation was not included In the Development Agreement currently before the City Council, Should the City Council decide to approve this recommendation, Council may direct staff to modify the proposed 75A -1 EIH No, 2015 -01, AA No, 2014 -04, OPA No. 2015.03, DA No, 2015 -03 & VTTM No. 2015 -03 -- The Heritage Mixed -Use Development Project February 2, 2016 Page 2 Development Agreement to reflect this language. Additionally the Planning Commission recommended that the public Improvements exhibit presented to the Commission at the hearing be added to the Development Agreement (Exhibit A). The entitlements are being requested for The Heritage, a three- phased, mixed -use residential and commercial development proposed on the 18.8 -acre subject site. The applicant is proposing a development that would include 1,221 apartment homes, 12,675 square feet of retail commercial space and 5,415 square feet of restaurant space. In addition, the existing 366,000 - square -foot industrial building would be partially demolished, with 56,000 square feet of the building to remain and serve as office space for an existing tenant as well as future office uses. A total of 2,333 surface and structure parking spaces are proposed for the entire development. The sizes of the units will vary from 600 square feet for the studio unit to 1,441 square feet for the largest three bedroom unit, The architectural style proposed for this project is contemporary In nature, with the overall design Intended to Integrate the buildings, public spacers, and green spaces of the project Into a cohesive development. A wide menu of recreational amenities Is planned for the overall development, including a 1,26 -core central park with an outdoor theatre, public art/sculptures, a playground and walking paths that would connect to the open spaces along the northern and eastern boundaries of the project site. Courtyards, roof terraces, and plazas are also open space elements to be located within each phase, Half -sized colored plans are available for public viewing In the Clerk of the Council {office. DISCUSSION On October 12, 2015, the Planning Commission held a public hearing on The Heritage and recommended that the Council approve the project, which is a request by Dyer 18 LLC to construct a mixed -use residential, commercial and office project. Since the Planning Commission's action, minor amendments have been made to the development agreement. These include; changing the name of the owner to Heritage Village OC; modifying the Term of the agreement from 5 years with a 5 -year extension at the discretion of the Executive Director to 6 years with an automatic 3 year extension provided the first two phases have been deemed complete; requiring staff level design review during the 3 -year extension period and requiring the recordation of an avigation easement on the property, The evigation easement Is. intended to prevent claims, actions or lawsuits for nuisance or interference with the use of the property such as noise, sound, vibration, dust or other environmental effects related to aircraft operations. Staff is recommending that the City Council approve these modifications as part of the action on the development agreement, 6_irport Land Woo Commission The Heritage development was required to be reviewed by the Airport fund Use Commission (ALUC) for a determination of consistency with the Airport Environs Land Use Plan (AELUP) per Section 21676(b) of the California Public Utilities Code due to the applicant's request to rezone the property and amend the general plan land use designation of the site. in late September, staff 75A -2 EIR No. 2015 -01, AA No, 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015-03 — The Heritage Mixed -Use Development Project February 2, 2016 Page 3 formally requested that the item be placed on the October ALUC agenda, On October 15, 2015, the ALUC held a public hearing on the project. At the conclusion of the hearing, which included public testimony and commission discussion, the ALUC found the project to be inconsistent with the AELUP (Exhibit B). In response, staff requested approval from the City Council to prepare findings of overruie and to forward the findings to the ALUC upon their completion, which the Council granted on November 3, 2015. Public Utilities Code Section 21676 permits the City Council, by a 213 vote, to overrule the ALUC's determination if it finds that the proposed project is consistent with the purposes of the State Aeronautics Act, The Act states; "It is In the public interest to provide for the orderly development of each public use airport in this state and the area surrounding these airports so as to promote the overall goals and objectives of the California airport noise standards... and to prevent the creation of new noise and safety problems." To assist in the preparation of the overrule findings, the City secured the expertise of Barbara E. Lichman, Ph.D., Chair of the Aviation, Airports and Transportation Practice Group of the firm Buchalter Nemer. Dr. Lichman, in cooperation with staff from the City Attorney's Office and Planning Division, have prepared findings of overrule for the project. As required by Public Utilities Code Section 21676, the City sent the proposed findings to the ALUC and to the Caltrans Division of Aeronautics on December 16, 2015, 45 days before City Council action. The ALUC then had 30 days to respond to the City findings. On January 15, 2016, the City received a comment letter from the ALUC on the overrule findings (Exhibit C). The letter affirmed earlier comments from the ALUC and their staff stating that residential uses under an aircraft approach centerline for the airport would not coexist with the overflight of aircraft and that noise complaints would be generated from affected residents, As of late January, no comments have been received from Caltrans. The Federal Aviation Administration (FAA) has also reviewed the project for consistency with their requirements and standards, The FAA has confirmed that the project would have no substantial adverse effect on the safe and efficient utilization of the navigable airspace by aircraft or on the operation of air navigation facilities (Exhibit D). Based on staffs review, the Heritage development project will not adversely impact the operations of the airport, the future development plans that exist for the airport, the approaches to airport runways, create noise concerns, or create public health, safety or welfare concerns. Additionally, the project falls within a level of acceptable risk considered to be a community norm. As part of the modifications to the development agreement, the applicant has agreed to record an avigation easement on the development. As mentioned earlier In the report, the easement is intended to prevent claims, actions or lawsuits for nuisance or interference with the use of the property such as noise, mound, vibration, dust or other environmental effects related to aircraft. The City will be the benefitted party in the avigation easement, which can be assigned by the City to a third party, 75A -3 EIR No, 2015-01, AA No. 2014.04, OPA No, 2015 -03, DA No. 2015 -03 & VTTM No, 2015-03 — The Heritage Mlxed -Use Development Project February 2, 2010 Page 4 STRATE9IC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). FISCAL IMPACT There is no fiscal impact associated with this action. VF;rb vttreportWhe Heritage \The Heritage PIR, M. DAB QPA,T7M. ®e Exhibit; A. Planning Commission Staff Report Q. Airport Land Use Commission (ALUC) Determination C. Airport Land Use Commission Response Letter D, Federal Aviation Administration Determination E. Resolution addressing Recommended Action 1, 3, and F. Resolution addressing Recommended Action 6 G. Ordinance addressing Recommended Action 2 H. Ordinance addressing Recommended Action 4 75A -4 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: OCTOBER 12, 2015 TITLE: PUBLIC HEARING — FINAL ENVIRONMENTAL IMPACT REPORT NO. 2015 -01, AMENDMENT APPLICATION NO. 2014-04, DEVELOPMENT AGREEMENT NO. 2015 -03, GENERAL PLAN AMENDMENT NO. 2015-03 AND VESTING TENTATIVE TRACT MAP NO. 2015-03 FOR THE HERITAGE MIXED -USE DEVELOPMENT PROJECT PROPOSED AT 2001 EAST DYER ROAD (STRATEGIC PLAN NO. 3, 2) Prepared by Vince Freg080 _ E cutiv irector PLANNING COMMISSION SECRETARY APPROVED • As Recommended • As Amended ❑ Set Public Hearing For DENIED Applicant's Request ❑ Staff Recommendation CONTINUED TO -- Acting Planni g Mays ger Planning Commission Direction. As proposed, the project would alter the existing General Plan and zoning policies for the site. While this change in direction is quite substantial, it may be consistent with the new direction the Planning Division is taking during the upcoming General Plan and Zoning Code amendments. Request of Applicant Pam Sapetto, on behalf of Dyer 18 LLC, is requesting approval of several entitlements for The Heritage, a proposed mixed -use development at 2001 East Dyer Road. Specifically, the applicant is requesting the certification of an environmental impact report, an amendment application (zone change) to change the current zoning of the site from Light Industrial (M -1) to the Specific Development No. 88 (SD -88) zoning designation, a General Plan amendment to the Land Use Element to change the land use designation from Industrial (IND) to District Center (DC), a development agreement and a vesting tentative tract map. Proiect Location and Site Description The subject site is an 18.84 -acre, irregular shaped parcel of land located adjacent to the northwest corner of Dyer Road and Redhill Avenue. The property contains a single industrial building that is approximately 355,000 square feet in size that was constructed in 1972. Access to the site is provided from both Redhill Avenue and Dyer Road. Regional access would be provided from the Newport -Costa Mesa (SR -55) Freeway via the Dyer Road interchange. The building is currently occupied by a variety of uses, including a data center that is leasing approximately 10,000 square feet, and various temporary uses utilizing a small portion of the existing warehouse space. Approximately 430 parking spaces are currently located on -site. EXHIBIT A 75A -5 EIR No, 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 2 The site is surrounded by a variety of industrial and office development to the north, south and west that are located in the City of Santa Ana, and both the Tustin Legacy development in the City of Tustin and industrial development in the City of Irvine to the east (Exhibits 1, 2 and 3). Proiect Description The applicant is requesting entitlements for The Heritage, a mixed -use residential and commercial development on the subject site. Specifically, the applicant is proposing a development that would include 1,221 apartment homes, 12,675 square feet of retail commercial space and 5,415 square feet of restaurant space, In addition, the existing building would be partially demolished, with 56,000 square feet of the building to remain as office space for an existing tenant as well as future office uses. A total of 2,333 parking spaces are proposed for the entire development. As proposed, the project is intended to be built in three phases (Exhibit 4). A total of 17 different floor plans are proposed for this development. The floor plans will range from studio units, live /work lofts, and one, two and three bedroom units. The sizes of the units will vary from 600 square feet for the studio unit to 1,441 square feet for the largest three bedroom unit. The unit mix is predominantly smaller units, with 68 percent of the unit's one bedroom or less, with only 32 percent of the project consisting of larger two and three bedroom units (Exhibit 5). The architectural style proposed for this project is contemporary in nature. The architectural design is intended to integrating the buildings, public spaces, and green spaces of the multi- phased project into a cohesive development. Each building would include a unique, but related, contemporary and modern architectural expression. The ground floor retail uses and common areas would be developed with pedestrian - oriented frontages. Building materials include a combination of plaster, stone veneer and composite wood siding on the exterior elevations. The proposed colors are earth tones, including off - white, beige, brown, grey color shades. Staggered rooflines and building articulation would be used to provide visual relief from Dyer Road and Redhill Avenue. Finally, the project will be designed to be sustainable and environmentally responsible and will, at a minimum, meet the LEED Silver certified designation (Exhibit 6). A wide menu of recreational amenities is planned for the overall development. A 1.26 -acre public central park would be developed at the northwestern portion of the project site. The central park area would include an outdoor theatre, public art /sculpture, a playground and walking paths that would connect to the open spaces along the northern and eastern boundaries of the project site. The open space along the northern and eastern boundaries of the project site would include a putting green, a walking /running trail with seating, and a dog run. In addition, the site would also include pedestrian /bicycle paths to provide for non - vehicular onsite circulation. These amenities are in addition to the courtyards, roof terraces, and plazas proposed within each phase. 75A -6 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No, 2015 -03 October 12, 2015 Page 3 Phase I The first phase of the project would consist of 335 apartment homes within two five -story apartment buildings wrapping a parking structure. This phase would be built on the south side of the parcel facing Dyer Road. Five different unit types and nine different floor plans are proposed for the project, with the units ranging from studio to three bedroom units. This phase also includes approximately 9,700 square feet of commercial and restaurant space. The units would be wrapped around a 6Y2-level garage that will contain 646 parking spaces, with another 18 spaces on the private drive. Parking is provided at a rate of approximately 1.9 parking stalls per unit, which includes guest and commercial parking (Exhibit 7). Also to be built within this phase is a two -story, 56,000 square foot office building that will house the current data center tenant as well as other future office uses. A total of 102 parking spaces have been allocated to this component of the project. This phase also includes an extensive menu of project amenities. Exterior amenities would include five courtyards, a fitness center and clubhouse on the ground floor, a lounge on the Fourth Floor, and a rooftop lounge facing Dyer Road. The courtyards would include a combination of enhanced landscaping, water features, seating and public art. Seating would also be provided within the public plaza areas that are adjacent to the commercial and restaurant uses to be located at the northwest corner of the project. Phase II The second phase of the project would consist of 403 apartment units situated within two five -story buildings wrapping a parking garage. This phase would be built on the west side of the parcel with the southern elevation facing Dyer Road. Six different unit types and nine different floor plans are proposed for the project, with units ranging from studio to three bedroom units. In addition, approximately 4,100 square feet of commercial and restaurant space would be incorporated into this phase of the project. The units would be wrapped around a 6 -level garage containing 722 parking spaces, with another 15 spaces to be located on the private drive. Parking for this phase has been provided at a rate of approximately 1.83 parking stalls per unit, which includes guest parking (Exhibit 8). This phase also includes an extensive menu of project amenities. Exterior amenities include three courtyards, a fitness center, two lounges and a clubhouse on the ground floor, and a rooftop lounge facing Dyer Road. The courtyards would include a combination of enhanced landscaping, water features, seating and public art. Courtyard One would also include a pool and spa as well as enhanced amenities. An outdoor seating area will also be provided within the public plaza area that is adjacent to the commercial and restaurant uses. 75A -7 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 4 Phase III The third and final phase of the project would consist of 483 apartment homes within three five - story apartment buildings wrapping a parking garage. This phase would be built at the northern area of the parcel, with the eastern elevation facing Redhill Avenue. Six different unit types and nine different floor plans are proposed for the project. The project units would consist of studio, live /work, and one to three bedroom units. The units would be wrapped around a 6%2 -level garage that would contain 809 parking spaces, with another 21 spaces to be located on the private drive. Parking for this phase has been provided at a rate of approximately 1.72 parking stalls per unit, which includes guest parking (Exhibit 9). An extensive menu of project amenities is planned for this phase. Exterior amenities include six courtyards, a fitness center and a clubhouse on the ground floor, three lounges on the Fourth Floor, and a rooftop lounge. The courtyards would include a combination of enhanced landscaping, water features, seating and public art. Courtyard One would also include a pool and spa as well as enhanced amenities. An outdoor seating area would also be provided within the public plaza area that is adjacent to the commercial and restaurant uses. Table 1 below provides a summary of the residential component of the proposed project. Table 1 Project Summary Plan Units Proposed Percent of building Square Footage Studio 327 27% 600 Live/Work 9 1 % 1,095 One bedroom 376 31% 722 -786 One bedroom w /den 116 9% 884 Two bedroom 1 359 29% 1,365 -1,441 Three bedroom 34 3% 1,014 -1,201 Total 1,221 100% 4 n/a Various interior amenities would be required for all residential units. Typical amenities within each unit include granite, composite stone or corian counter tops; hardwood floors or equivalent in the living, dining and kitchen areas; stainless steel appliances; tiled bathtub and shower walls with corian counters; utility closets with individual laundry hook -ups and private decks for the units. Development amenities include an entry lobby with concierge services, a resident lounge with high -end furniture, a fitness center with top -of- the -line exercise equipment, secured resident covered parking, contemporary storefront glazing in the public areas, granite counter tops in all common areas and a building security system. 75A -8 El No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 5 The landscaping concept for The Heritage has been designed to complement the proposed structures. The concepts will assist in unifying the structures through a consistent landscape program. In addition to the 1.26 -acre central park, a system of bicycle and pedestrian trails would be incorporated into the project site. Elements such as water fountains, special hardscape and landscape features such as outdoor seating, lighting, and special pavement treatments will highlight the retail area and sidewalks. A diverse and drought tolerant landscape palette will also be provided throughout the project to accent and enhance the various architectural elements of the project (Exhibit 10). Protect Backaround In 1972, the City Council approved Minor Exception No. 1972 -22, which allowed the construction of a 356,000 square foot industrial building on the site with less than required parking. Since its completion, the building has been occupied by a variety of large -scale warehouse and furniture manufacturing uses, with a bicycle manufacturing facility the prior long -term use that vacated the site in the early 2000's. More recently, the office component of the building has been occupied by a data center, which utilizes approximately 10,000 square feet, with various short term uses occupying the warehouse section of the building. General Plan and Zoning Analysis The General Plan land use designation for the site is Professional and Administrative Office (PAO), which allows predominantly office uses along with support commercial and retail uses. The proposed project is not consistent with this General Plan land use designation. The applicant is requesting a General Plan Amendment for this project that would change the current land use designation to District Center (DC) with a maximum Floor Area Ratio (FAR) of 1.70, which would make the project consistent with the General Plan. The subject site is located in the Light Industrial (M -1) zoning district. The M -1 zoning designation allows uses such as warehouses, wholesale operations and manufacturing uses as well as support commercial businesses. The project site is not consistent with the zoning designation. An amendment application (zone change) to change the zoning designation to a Specific Development (SD) is proposed for this project, which would make the project consistent with the new SD zoning designation. It must be noted that while the project is inconsistent with the current General Plan and Zoning designations, this area of the City is currently being considered for rezoning by staff to a high density mixed -use zone. 75A -9 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTl'M No. 2015 -03 October 12, 2015 Page 6 AnalvsIs of the Issues Dyer 18 LLC is requesting entitlements to construct The Heritage, a mixed -use development proposed on an 18.84 -acre parcel of land in southeast Santa Ana. The applicant is proposing a project that is inconsistent with the development pattern and land uses in this area of the City. The following subsections of this staff report provided analyses for each of the proposed action items, Environmental Impact Report The California Environmental Quality Act (CEQA) requires the preparation and approval of an environmental impact report (EIR) for this project. The environmental issues analyzed in the EIR include Aesthetics; Air Quality; Cultural Resources; Geology, Soils and Seismicity; Greenhouse Gas Emissions; Hazards and Hazardous Materials; Hydrology and Water Quality; Land Use and Planning; Noise; Population and Housing; Public Services; Parks and Recreation; Transportation and Traffic; and Utilities and Service Systems. In accordance with CEQA, a draft EIR was first circulated for review and comment to public, local, regional and state agencies, and interested parties on July 17, 2015 for a 45 -day review period. On August 24, 2015, a public hearing was held on the document to obtain input from interested members of the public. By the close of the 45 -day review period on August 31, 2015, a total of eight written comment letters on the document were received. The City has evaluated the comments received from persons or agencies that reviewed the EIR. In accordance with CEQA, each public agency and interested party that commented on the draft EIR was provided with a response to its comments at least 10 days prior to the Planning Commission public hearing. The Responses to Comments document, the Mitigation Monitoring Program and the Draft EIR constitute the Final EIR for The Heritage (Exhibit 11). Given there are some unavoidable and adverse impacts generated from the proposed project, which are discussed in greater detail below, Findings of Fact and a Statement of Overriding Considerations have been prepared for the project. The EIR identified two significant unavoidable impacts associated with this project. These impacts pertain to air quality and traffic and transportation. Unavoidable air quality impacts consist of long- term emissions of reactive organic gases (ROG) and nitrogen dioxide (Nox) that would result from the vehicle trips generated from the project that would exceed the applicable thresholds established by the South Coast Air Quality Management District (SCAQMD). Traffic and transportation impacts include significant impacts to four intersections and four SR -55 freeway ramps. Although the developer will contribute its fair share amount of funds to mitigate traffic generated by the project, there is no specific funding program or construction time frame for these improvements. Further, the improvements are not under the approval and enforcement jurisdiction of the City as they involve coordination with the Cities of Tustin and Irvine as well as Caitrans. 75A -10 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2016 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 7 As a result of these impacts that cannot be mitigated to a less than significant level, adoption of a Statement of Overriding Considerations is required prior to approving the project. A Statement of Overriding Considerations is the process through which decision makers balance the economic, legal, social, and technological or other benefits of the proposed project against its unavoidable environmental impacts. General Plan Amendment To allow the construction of a mixed -use development on this parcel, a General Plan amendment is required. Currently, the land use designation for this site is Professional and Administrative Office (PAO), which allows office development and ancillary commercial uses. This project will require an amendment to the Land Use Element to amend the General Plan Land Use designation of the site to District Center (DC) with a General Plan floor area ratio of 1.70 (Exhibit 12). The floor area ratio was derived by calculating the square footage of the development (excluding parking structures) along with the square footage of the existing structure that will remain. Staff has identified a concern with the inconsistency of the project with the existing Land Use Element of the General Plan, The Professional and Administrative Office land use designation of the site, along with approximately 300 acres of land located on the east side of the Newport -Costa Mesa (SR -55) Freeway, are primarily intended to provide an environment for office and business park development in an area of the City where office, research and development, and industrial uses are the predominant land uses. Maintaining these uses in the City is key to promoting and encouraging major employment centers at locations which have a low vacancy rate, are located in a stable industrial area, and contain little to no heavy industrial businesses that adversely impact other nearby businesses, Additionally, areas such as this section of the City provide a rich employment base for many residents of the City and those in the region who work in the area. The City has recently initiated the process to update its General Plan, which is the blueprint for future development. A key component of the update process is the identification of sites for future development, including but not limited to mixed -use development. Staff has identified the southeast section of the City, including the project site, as a potential area for mixed -use ( residential /commercial /industrial) development, with residential development contemplated at a maximum of 100 units per acre. This area will be studied in greater depth as the update process continues, with a final determination on the eventual land use designation expected in the next one to two years. If approved, the project could support several goals and policies of the recently adopted Housing Element. First, the project would be consistent with Goal 2, which encourages diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels and age groups to foster an inclusive community. Second, the project would support Goal 4, to provide adequate rental and ownership housing 75A -11 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 8 opportunities and supportive services. Further, the project would be consistent with Policy HE -2.2 to create District Centers with high intensity, mixed -use urban villages and pedestrian oriented experiences and Policy HE -2.4 to facilitate diverse types, prices and sizes of housing. Amendment Application The subject site was zoned Light Industrial (M -1) when it was annexed by the City in the early 1960's. In the mid 1960'x, the property was rezoned to Limited Manufacturing (LM), a designation that allowed a combination of professional office and industrial related uses. In 1998, the City Council adopted Amendment Application No. 1998 -02, changing the zoning of the site back to Light Industrial (M -1). At that time, the Council was concerned with the number of industrial zoning designations in the Code, the range of uses permitted in the industrial zones, and had a desire to simplify the industrial regulations. Given the current zoning is M -1, a zone change to a specific development designation is proposed (Exhibit 13). Staff has identified concerns with the zoning inconsistency of the proposed project. The subject site has a zoning designation of Light Industrial (M -1). Light Industrial zoned areas of the City are characterized by uses that manufacture, process, assemble, package and /or warehouse products. Residential uses such as those proposed at the site are inconsistent with this zoning designation and are not a permitted use at this location. One of the primary foundations of zoning is to ensure compatibility with industrial uses and minimize their impacts to residential areas in order to protect residents from the effects of industrial uses. Approval of a residential project in an area of the City that is 100 percent office/ industrial will very likely lead to complaints associated with incompatibility of land uses, including noise and truck traffic. Further, recent land use decisions by Irvine for the Irvine Business Complex, for Tustin and Santa Ana have reaffirmed each jurisdiction's commitment to minimize the intrusion of new residential development sites into existing industrial clusters. Nonetheless, as mentioned earlier, the Planning Division is contemplating a new zoning designation for the area that is much more consistent with the proposed project. If the zone change is approved, a series of site- specific objectives, policies and development standards will be used to guide the development of the proposed project. Specifically, the SD -88 document will include a menu of development standards such as setbacks, parking, height and signage and allow the exclusive entitlement of the mixed -use project. The SD document has been framed to be consistent with the proposed project and prohibits future modifications to enlarge or reduce the size of the project (Exhibit 14). Approval of the proposal would allow for the construction of a mixed -use development in an "urban village" setting that would provide a variety of neighborhood services and amenities to the residents. If approved, the zone change would need to be approved in conjunction with the proposed General Plan amendment. This would result in a project that is consistent with the goals and objectives of City's General Plan land use designation of District Center. The project will promote an urban 75A -12 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 9 development where office, retail and residential activities would coexist in a mixed -use setting. The mixed -use project will contribute to the promotion of jobs housing balance in this area of the City. Also, the project will include a variety of land uses that will enhance the City's economic and fiscal viability. Further, the project will contribute towards the preservation and improvement of the character of the southeast section of the City. Finally, the development, through the construction of the proposed public improvements and site amenities, will contribute to the enhancement of a unique development site. Development Agreement The development agreement is a legal contract between the developer and the City that defines the terms and nature of development proposed for the project site. This agreement establishes development intensity, permitted uses and standards for the term of the agreement. In exchange for the City vesting approval of the proposed project, the development agreement requires certain improvements and public benefits (Exhibit 15). The primary deal points of the agreement include: The right to build the project as entitled for a period of five years, with an opportunity for one five -year extension. 2. Committing one -half of one percent for the installation on the site, at a prime location(s) visible to the public, of permanent work(s) of public art. The work(s) of art shall be in place no later than the first certificate of occupancy for the project and shall be maintained in perpetuity by the property owner. Further, the art may be phased to be installed at each phase of the project. 3. Allowing the project to be completed in three phases, with the private streets and park to be developed in the first phase of the development. 4. Executing an avigation easement, with the City and John Wayne Airport as benefited parties, to prohibit any and all claims, actions or lawsuits of any kind for nuisance or interference with use and enjoyment of the property, including but not limited to noise, sound, vibration or other environmental effects related to aircraft operations. 5. Requiring the project to comply with the current Housing Opportunity Ordinance requirements, including the option to pay an in -lieu fee of $9.35 per square foot of habitable space since this is considered to be a "pipeline project" As of Friday, October 2nd, 2015, the development agreement had not been signed by Dyer 18 I_LC. Staff and the applicant are working to finalize the agreement. 75A -13 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 10 Vestino Tentative Tract Ma The applicant is proposing to subdivide the 18.84 —acre parcel into six lots: Three residential parcels, one office parcel, and two common area parcels. Based on a review of the tentative map by the Planning Division and Public Works Agency, the project has been designed to be in compliance with the applicable development standards found in Chapters 34 (Subdivision) and 41 (Zoning) of the Santa Ana Municipal Code and with the proposed SD -88 zoning document. However, in order to ensure Lot 4 (office parcel) complies with the City's various ordinances and has street frontage, a condition of approval has been included that requires Lot A (private street) to be designed to the City's private street standards. Approval of the tract map will be consistent with the goals and policies identified in the City's General Plan. Policy No. 1.3 of the General Plan Land Use Element encourages high - density residential development within the City's District Centers. Further, Policy No. 1.4 promotes the maintenance and fostering of a variety of residential land uses in the City (Exhibit 16), Additional Information The proposed project would convert a mostly vacant industrial development into a new mixed -use site and additional revenue to the City. A fiscal analysis prepared by Stanley R. Hoffman and Associates noted that a project net annual surplus to the General Fund after build out of the project could be approximately $943,000 and annual sales tax revenue of almost $53,000. The study also noted that only 10 percent of the estimated retail taxable purchases would be captured in the City because the project is located near the City boundary, no city retail facilities are nearby, and several large shopping centers are located in the cities of Tustin and Irvine. Airport Land Use Commission In accordance with State law, the initiation of a General Plan amendment, along with the project's proximity to the John Wayne Airport, requires the project to be submitted to the Airport Land Use Commission (ALUC) for a determination of consistency with the Airport Environs Land Use Plan (AELUP) for John Wayne Airport. To comply with this mandate, the City referred the project to the ALUC in September 2015, with an expected hearing date in October. Staff does not anticipate any issues from the ALUC. However, in the event the ALUC determines that the project is inconsistent with the AELUP, the City Council would need to overrule the ALUC determination and approve the project. This would require a two- thirds vote in support of the project and the adoption certain findings of fact. In an effort to address any ALUC concerns, the project will install "Notices of Proximity to the Airport' throughout the property as well as incorporate a similar notice within each lease that is completed. 75A -14 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 11 Public Notification The project site is not located within the boundaries of an established Neighborhood Association. Staff has notified all parties that have expressed an interest in the project by mail a minimum of 10 days prior to the public hearing to ensure they were notified of the meeting and to see if there were any areas of concern. The project site itself was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners and occupants within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. CEQA Analysis As part of the City's permitting process, the proposed project is required to undergo an environmental review in accordance with the California Environmental Quality Act (CEQA). In accordance with CEQA, the recommended actions have been reviewed through an environmental impact report, EIR No. 2015 -01. Sections 15080 through 15097 of the State CEQA Guidelines (Article 7) guide the process for the preparation of an environmental impact report. The EIR, as required by CEQA, contains 1) an initial study; 2) a project description; 3) a description of the environmental setting, potential environmental impacts, mitigation measures for any significant effects, and consistency with plans and policies; and, 4) names of preparers. The mitigation measures included in this EIR are designed to reduce or eliminate the potentially significant environmental impacts described herein. The scope of the EIR evaluates the proposed project's effects on the following resource topics: aesthetics, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use and planning, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. The City prepared a draft EIR and published the Notice of Availability (NOA) in the Orange County Register as well as posted the NOA at the Orange County Clerk's office on July 16, 2015. The City circulated the draft EIR for a 45 -day public review between July 17, 2015 and August 31, 2015. The draft EIR was available for public review at the Santa Ana City Hall, the City of Santa Ana Main library, and on the City's website. This EIR is intended to provide a forum to air and address comments pertaining to the analysis contained in the draft EIR and to provide an opportunity for clarification, corrections, or minor revisions to the EIR as needed. Comments were received during the public review period. Pursuant to Section 15088 of the State CEQA Guidelines, the City, as the lead agency for the project, has reviewed all comments received on the document. 75A -15 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 12 As a result of the environmental analysis, two significant impacts were found from the construction of the proposed project that pertains to air quality and traffic. These items have been discussed in greater detail within the body of this report. Mitigation measures have been provided to address potential environmental impacts, with a list of these mitigation measures found within the attached Mitigation Monitoring and Reporting Program. Mitigation measures have been outlined to address potential impacts on air quality, noise, transportation and traffic, utilities and service systems, and climate change (Exhibit 17). Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objective No. 2 (create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies). Conclusion Based on the provided analysis, staff recommends that the Planning Commission provide direction on the following applications: Certification of Final Environmental Impact Report No. 2015 -01 and the mitigation monitoring program, findings and statement of overriding considerations; General Plan Amendment No. 2015 -03; Amendment Application No. 2014 -04 for Specific Development No. 88 (SD -88); Development Agreement No. 2015 -03; and, Vesting Tentative Tract Map No. 2015 -03 as conditioned. x- Vince Fregoso, Acting Planning Manager VF:jm Mraport$ \The HeritageSR2015- 01.101215.pa 75A -16 EIR No. 2015 -01, AA No. 2014 -04, GPA No. 2015 -03, DA No. 2015 -03 & VTTM No. 2015 -03 October 12, 2015 Page 13 Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Photo Exhibit 4 — Overall Site Plan Exhibit 5 — Floor Plan Exhibit 6 — Building Elevations Exhibit 7 — Building /Site A Site Plan Exhibit 8 - Building /Site B Site Plan Exhibit 9 - Building /Site C Site Plan Exhibit 10 - Landscape Plan Exhibit 11 — Final EIR Exhibit 12 — General Plan Amendment Exhibit 13 — Zoning Map Exhibit 14 — Specific Development No. 88 Exhibit 15 — Development Agreement Exhibit 16 — Vesting Tentative Tract Map Exhibit 17 — Mitigation Monitoring Program 75A -17 SO-69 Ml R1 R1 ; � R1 "� d M1 M1 r. m Mt 5D -69 Tl'ilI a M1 R1 R1 la Iti SD -69�� �` M/ M1 u u` Ri M1 M1 M7 R1 I21 M1 M1 k r M1 WARJUi AV � R7 I� ii +r cry or rums" 1 'uz i gl„ M1 M7 � _ j� SD-2 I! M1 Y� � 4 i 112 R2 �i 0 G RZ ruD" SD -12 _Ii h q� M1 `. R' P M1 SD -63 Mi M w� M1 r� M1 .� Y M1 PROJE 5D -12 511E I / J II III C5 � el MI � C5 I i mI MT LI M1 _ P i P n M1 P M1 Al GUJEIALAMMLTURALr CR MMMEMALFEIDENPAL M4000 SMALL L078NGLEFAMILY"DENM .D PANNGMOUSCATION G^ GOVEZtlMEN'I'ceY R2 WFAMILYI,MDENCE CAW 0 MEMAL9XPRMAIN M1 U(IWINDUSPdAL As MUDIPLE09i9TYMULNi.E C7. 0DMMUNTYCWIM93YAL M2 NFAVYINDUMAL FAMILY F®OEC'E C1-MD CCMM.IX)MMaUA1/MU,E lDISRU MO MIJ RWOF9 VONS FA 9JEUFBANAMRIMMT6 C2 GRIUMLCOMMEFOAL 0 GFEN 9ACE FE FMDENPALFRM 0 CJNTRALBJSNESS P RUPESCRAL m ,YfUJHCDRU -CH W C'J-A C04TPALBUFNESAUSMLLAGE Wf RANNWCGMMUNNYDEVELORMW 9' SSMRCRAN C4 RANNEDSCMMGCENI FHJ PLANNEMB30UaALDE619FMDP CS AREIALCOMMEIAL RI 9NGI.EFNMILY FL50UJPAA. FEIR 15- 1/AA14- 4/DA15 -3 GI'A 15- 3 /VTTM 15 -3 THE HERITAGE - ` =500 FEU 1 "= 1000FE7 2001 EAST DYER ROAD P L A N N I N G k N DU I.. L D I N G A G E N C Y POW- m 75A -18 FEIR 15- 1/AA14- 4/DA15 -3 GPA 15- 3 /VTTM 15 -3 THE HERITAGE 2001 EAST DYER ROAD P l A N N N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 75A -19 FEIR 2015 -01 /AA 2014 -04 /DA 2015- 03 /GPA 2015- 03 /VTTM 2015 -03 THE HERITAGE 2001 EAST DYER ROAD EXHIBIT 3 75A -20 \ a [ E!2 m! t fill � a @! ;\ \, `)E ;$ \ \) 75A-21 � ~ } z •r « >« \}) ((� ()) LH \!! /) ()) \\j EXHIBIT PagO a! 75A-22 \[ \}( &r ( }) ; �(( (!! \ m s: \/ %. \ �}{ , g9 / _ \( e! ® e. \ @; / ^ \ * t C; ® / R EXHIBIT PagO a! 75A-22 \[ \}( &r ( }) ; �(( (!! \ x i I ! |) r!! § \) ! §) j \} § |[ !\} \` %i ( §) Page 75A-23 > � % ..! y ƒ � m 9 \�) 4(! !i; (|} 6; \( \ U) 9! z CD 9% IL �; E `z� $ { §} / ) \(>^ °! /( \. §; �— 3! $i ) > � % ..! y ƒ � m 9 \�) 4(! !i; (|} 6; \( \ JI L �j L W 11 LL Fl, �J!' A I� MR rw WIN Bill 2E-2-Wil ■ 7 1 IZU - I O 0 0 EXHIBIT 6 Page I of 7 75A-24 U) r-, Z", LU j LU z ul 0 < c Lij R,t ¢ p Ul LT LD I Lc 0 RJ O 0 0 EXHIBIT 6 Page I of 7 75A-24 U) r-, Z", LU j LU z ul 0 < c Lij R,t ¢ p Ul LT uQ 1:61L r3i R, LD Ell O 0 0 EXHIBIT 6 Page I of 7 75A-24 U) r-, Z", LU j LU z ul 0 < c Lij R,t ¢ p I } \ ^7� U) R, J, \� \/ LLJ \ \\ H-1 GR f \ -j Rl F-A t--1 LU a914 iq z 0 uj a U) R, LLJ e (D z -j LU IZ 3:,j C) a w 8 4 O a a w p- z z ui O Page 3 of 7 75A -26 CO I-- LU OQ Q J W e § eo Z_uw ^_ W 4 r. w Oa i O F- g W S NN LL da ( ! ) ( �) ) ) \ \\ \EQ \! \ Page a7 75A-27 s . !. 2� KM-' 017m, \, � ) \ \ W @! \ \ � �. !u ! g \ \ y!a b! Q 2,a (! a $; @ 0 T T R htil m Page 6 of 7 75A-29 . \2 � \ \ /r ,! C/) �� < \ ,U JgCo i ")( uj E >^ \ , e!�` LIS u ! ±!� e, < \( \ / / \\ -... : 504 ` r« .._ . , ( \- �� § eA Page of 75A-30 C/) �� < \ ,U JgCo i ")( uj E >^ \ , e!�` LIS u ! ±!� e, < \( \ / / \\ EXHIBIT 7 75A -31 va CV 9 Q L U) d CL -& Q- C J_ a1 ggG b� �m 4� o� G b W G7 °rz 2 O �6 u i� a G4 25 �u �a ! ; ,iV J a#, \ [ a L : d t {^ ` \ \ E _ �\ \ n EXHIBIT 75A-32 LLJ !$| , \° / - - _ - - EL \! -/, g� \} ! ; ,iV J a#, \ [ a L : d t {^ ` \ \ E _ �\ \ n EXHIBIT 75A-32 r4 CL W LU 111�3 7 � CO z x a o m I 0� F �5 z� TI ds ❑ L J U _m I� m N S GPs m ..y�� Lr P Q f z_ 2 I 'I I t 3gg � I I I I bm�w I i� � I ♦ o a I N P¢ m 6 <A b I m LU W��ry q m N m � a _• VI C 4 I ♦.. ��` II3 z ?� C � y� N I 1 ip (dry 6 (� ✓ _ W „^c EXHIBIT 9 ha?•< 75A -33 EXHIBIT 10 Page a, 75A-34 CL� z cn b k z § � \ k \ znaN _111H ^ e�■ w + <� �� » ■�« �� �� �� ~� }� L ■ . a \ e [ ■ J wz ■e e■ e e a�a e■ « ■e e EXHIBIT 10 Page a, 75A-34 CL� z cn b k z § � \ k \ �2 l !!!! \i).! ��. W«« 2 / � v g « a, 75A-35 RS CL \) q � w � � \ \ S 2 . . \ \ � \ & Page 3 of 9 75A -36 a w Q W Q J h !L! LU W Vd J J n: T Pa e4ofg 79A-37 C-4 z LLI Z :5 CL LU cn Lij CL to in z m Page 5 of 9 75A -38 N R u R H 8 a a m z D m 0 b h d R1 C 9 '3 m (n M W r V J W LL O Q�/ w ®W Yd J J n r Ali �f'l Ili �Y 6 �i li ire t. ti �4 t. I < Page 6 of 9 75A -39 mU L F °o m m C '0 m r U U h U m e 4 m 7 U U 10 W 0 0 K U m c 7 C3 U) * W T" � J W F— LL 0 O/�/ \i W Y� U) J J n r r9 'I A J Page 7 of 9 75A-40 LO N Page 8 of 9 75A-41 (i) M T m 00 48 Page 9 of 9 75A-42 ro U) C" iA EXHIBIT 11 Final EIR —The Heritage Mixed Use Project is available for review at the following: http://www.santa-ana.orq/pba/planniiiq/TheHerita.ge.asp Planning and Building Agency Planning Counter, First Floor 20 Civic Center Plaza Santa Ana, CA 92701 Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 75A -43 City of Santa Ana General tan Land Use Element 1998 (City of Santa Aria Planning Division >r r fro* ' Adapted February 2, 1998 (Re(nrmcttled January 2010) 'Phv roilowiog is a chrrn dingy oP ttic approved general plan amendments that have been incorporate( km this docutnent since dye comprebcusive update ai the General plan Land Use Dement adopted by tire Santa Ana City Council February 2, 1998 (GlIA 1997 -05): GPA 2015 (pending) GPA 2014-02 (October 21, 2014) GPA 2014.01 (June 3, 2014) CPA 2011.03 (March 10 2012) GPA 201102 (June 6, 2011) CPA 2010-01 (June 7, 2010) GPA 200802 (July 20, 2009) GPA 2M7.03 (May 18, 2009) GPA 2M8.0I (Marl S. 2008) CPA 20040.7 (February 2, 2008) GPA 2M7 02 (June 18, 2007) GPA 2007,01 (March 19, 2007) GPA NOW (October 2. 2005) GPA 2005-DI 10s oember 5, 2005) GPA 2M"a02 (October 17, 2005) GPA 2004-01(Aprli 5, 2005 as passed by the voters of Santa Ana) GPA 200494 (July 19 2004) EXHIBIT 12 75A -44 CPA 2004.08 (July 8, 2004) GPA 200302 (June 16 2003) GPA 2003.01 (February 18, 2003) GPA 2002 -01(5optemhor 3, 20021 GPA 2002 03(Augtel 19, 2002) GPA 2001- 03(Febmmy l9, 2002) GPA 200102 (January 7, 20021 CPA 2000 -09(hlay 7.2801) CPA 200008 (February 5. 20011 GPA 209003 (Ooromber 4. 2000) CPA 200002 (November 24 2000) GPA 1999 -02 (October 18. 1999) GPA 1999-01 (August 18, 1999) CPA 1808.04 (0ctoon 5, 1998) GPA 199005 (Seplember 21, 1990) GPA 1998.01(May 4. 1998) LAND USE. ELEMENT Goal 6 Reduce residential overcrowding to promote public health and safety. Policy 61 Support legislative and regulatory changes to laws and codes concerning safe occupancy standards. Policy 6.2 Support reducing the number of units in multiple- family developments by allowing the property owner to combine two or more units into a larger unit. Policy 63 Prohibit new development and buildingalterations which can readily be converted to improper occupancy. Policy 6.4 Target educational programs concerning overcrowding to tenants, owners, and property managers. Policy 6.5 Promote health and safety programs which address the occupancy of housing units and overcrowding, LAND USE PLAN The Land Use Plan is comprised of three components that direct and regulate land use in Santa Ana. These include it Land Use Map, development intensity standards, and adopted Specific Plans. These trey components establish a framework for land use and development in the City. The Land Use Plan indicates the location, types, and extent ofdevelopment and land uses throughout Santa Ana. It consists of a map which designates land use categories and their relative location, as well as development intensity standards for each category. The Land Use Plan is further supported by Specific Plans which correlate to the Land Use Plan. DEVELOPMENT INTENSITY STANDARDS As required by State law, the Land Use Element also establishes standards for development intensity, These standards ensure that the types of development permitted under each land use designation are well understood by tlue property owner, decision - makers, developer, and the,, eneral Public. Development intensity refers to the size or degree of development possible within it particular hand use category. The development intensity standard used for nonresidential development is floor area ratio, which is the ratio ofthe building's floor area to the total area of the lot on which the building is located. The development intensity standard for residential develnptnents is "units per acrd' which is a measure of the number of units allowed for each acre of land - with the exception of Metro East District Center, Transit Village District Center, Downtown District Center, Harbor Corridor District C enter, Heritage District Center and Urban Neighborhood 75A -45 C11 , O SAHFA A: GENLRAi rtAE LAND USE ELEMENT areas. To encourage a dynamic mixture of residential, office and commercial uses, within these areas both building intensity and residential density is based on floor area ratio and zoning development standards. In calcutatingeither the allowable floor area or the allowable residential density, it is the City's policy to not allow upward rounding. The Land Use Plan is illustrated in Exhibit 2. Additional information concerning the Land Use Plan and the land use designations is provided in Table 1 (Land Use Development Intensity Standards), and in the Appendix. Table 1 Development Intensity Standards District Centerz(DC) Densilylintensity Standards Land Dse Designation (dulacre - FAR)' 1 U(i 1. '1aH -0,014 , Downtown District Center Low Density Residential (LR -7) 7 du /acre Low- Medium Density Residential (LMR -11) 11 dulacre Medium Density Residential W-1 5) 15 dulacre District Centerz(DC) 90 dulacre and FAR 1.0 Other District Center (Midtown, MacArthur Place, etc.) FAR 1.0 -2.0 . Heritage District Center FAR 1.7 Downtown District Center FAR 3.0 Metro East District Center FAR 3.0 Transit Village District Center FAR 5,0 Harbor Corridor District Center FAR 5.0 Urban Neighborhood Transit Zoning Code Area FAR 0.5 -1.5 Harbor Corridor FAR 3.0 Professional and Administrative Off lea (PAO) FAR 0.5.1.0 General Commercial (GC) FAR 0.5 -1.0 One Broadway Plaza District Center (OBPDC) ° FAR 2.9 Industrial FAR 0,45 Institutional (INS) FAR 0.5 Open Space (0) FAR 0.2 Notes The Intensity standards shown refer to the theoretical maximum amount of development permitted for each land use designation (du- dwelling units; FAR -floor area ratio), Development must also adhere to zoning regulations, and/or specific plan requirements. z The District Center and Urban Neighborhood land use designations permit both residential and non - residential development. a Commercial intensities may vary. Baseline FAR is 0.5. Specific areas allowing greater Intensities are Indicated In Exhibit A -3. ° One Broadway Plaza District Center land use designation permits office, restaurant and ancillary retail for a master planned development. *Refer to Appendix for description of Land Use designations. CITY OF SANTA ANA GENERAL PLAN! 15 75A -46 1 i H i c 0 a m a co n t w 75A -47 ry E C � N a m a C J MIKI e i 1 C O � t: � c rn @ $ 8 s E rc i o£ o m � nnnn ®nm��n� 75A -47 ry E C � N a m a C J MIKI e i 1 CANE USE ELF.NuEFir LAND USE PLAN IMPLEMENTATION 'Ib effectively achieve the broad range of goals outlined for the City's Future growth and development, a variety of plains, programs, and regulations must he relied upon. This section of the Element discusser these tools, and how they correlate with implementation of the City's land use goals. DEVELOPMENT INTENSITY STANDARDS 'Cable A -1 surarnarizes the development intensity standard (breach of the General Plan designations, and provides land use distribution by acreage for the land usc. The intensity standards for the categories permitting residential development are expressed in density, measured in "units per acre," or floor area ratio and zoning development standards in the case of certain Mixed Use land use designations. The intensity standards for non - residential development are expresser.) as "floor area ratio" or FAR. The FAR concept is illustrated in Exhibit A -3. The intensity standards in concert with the zoning and development standards regulate the massing, form and building size. Table A -'1 Development intensity Standards Land Use f Densityltntensity Standards Low Density 7 du /acre Low- lvledium Density 11 dulacre - -- Medium Density 15 dufacre q4, 1111rt.(i(;t. [IBM Open Space rioter: du- dwelling unit, FAR - floor area ratio * Residential development is not a permitted use. CnY OF SAPITA A14A GENERIAI. FLAO 90 dUlacre and FAR 1.0 -2.0 FAR 1.7 FAR 3A "Alf) FAR 5.0 FAR 5.0 FAR 0.5.1.5 FAR 16 FAR 0.5 -1.0 FAR 0,5 -1.0 FAR 2.0 FAR 0.45 FAR 0.5 FAR 0.2 75A -48 LAND LISE ELEMENT The City established development intensity standards in 1988, for nonresidential land use designations. The standards measure intensity through the use of floor area ratios. The floor area ratios proposed for the City's major commercial corridors are expected to remain in place over the life of the Land Use Element. Those areas of the City proposed for the most intensive levels of development include district centers, professional and administrative office districts, and several other commercial centers with a unique character, or special development concerns. Some of these areas correspond to those for which Specific Plans have been prepared. "The proposed floor area ratio(s) for most of the City's commercial corridors allows structures of two to three stories with surface parking. The major development areas -the District Centers and Professional /Administrative Office Districts along Tustin Avenue and East First Street -allow mid -rise and high -rise buildings with structured parking. These areas are expected to generate the highest level of development activity in the City as centers of commerce. These areas are listed in Table A -2 and are shown in Exhibit A -4. The floor area ratios indicated in TableA -2 are the maximum building intensity allowed for development. Table A -2 Key Area- Floor Area FAR 1 MalnPiace 2J 2 Place 2.54 3 _City _ - - -- ;North Main _ Streot � 1.5 4 North Broadway 5 Museum District 1,5_ 6 Hutton Development ._ 1.0 7 Civic Center Spec ifle Development Plan 110 8 Midtown � Plan 0,5 -1.0 9 Civic Center — — -- 1A 10 Downtown 3.0 11 Drange County Register 1.15 12 Xerox Center Development_ 3.29 13 First Street/Tustin Avenue 1.0 14 Bentall Center Development 1.5 15 2720 Hotel Terrace Drive 1.0 16 1951 East Carnegie Avenue 0.55 17 4040 West Carriage Avenue 0.47 18 Lake Center Development 0,72 19 South Coast Metro to 20 MacArthur Place North 2.0 21 — MacArthur Place South 1.0 22 PacTelOffice 1.5 23 Metro East 3.0 24 TransltVillage 5.0 25 Town & Country Manor 1.27 26 Harbor Mixed Use Transit Corridor 5.0 27 Heritage 1.7 A -17 CITY OF SANTA A14A GENERAL PLAN 75A -49 E 8 > U) LL S' §lj� 29ai Ilommull ......... 2 I V ell 75A-50 R LAND UfSF EL.EMFMT Commercial The Land Use Plan identifies three land usedesignations thatencourag'e a variety ofofhce, retail trnd commercial enterprises to serve the community. The Professional /Administrative Office (PAO) designation applies to those areas where professional and /or administrative offices are predominant, or where such development is being encouraged. Land included in this designation is found primarily near the Civic Center, and along the First Street and Tustin Avenue Corridors in close proximity to freeways. There are other smaller PAO areas in the City such as along North Broadway and along portions ofeast and west Seventeenth Street. A total of614.2 acres is included in this land use designation. T'he floor area ratio intensity stanclard applicable to this land use designation ranges from 0.5 to 1.0. The Professional and Administrative Office areas are intended to provide a unique environment for office development in those areas of the City where office uses are the predominant land use. The purpose for maintaining and supporting these areas exclusively for Office and office - related uses is to encourage major employment centers at locations which significantly lessen the impact to the City's local street system. The First Streetflustin Avenue office corridor between the Santa Ana (I -5) and Costa Mesa (SR -55) Freeways serves this purpose. In addition, the orderly, well - maintained quality of existing development supports u continuation of these areas as functional office /laliployr tent centers. The Professional and Administrative Office designation includes a range of floor area ratios to differentiate development intensity and character in relation to adjacent land uses. The areas with a FAR of 0.5 are not major, office centers, hot rather have an established character of lower intensity garden office and professional service uses. These areas are typically adjacent to tow density residential neighborhoods, or are converted residential office uses. Office development along- East Fourth Street, between Grand Avenue and the Santa Ana Freeway, is typical of this low -rise office character. `I'he PACT area located adjacent to the Civic Center contains a range Of office clevelOpment intensity which supports the City's functional role as the government center of the County. The types of uses typically located in the PAO district include the following Professional and administrative offices /office parks; Service activities such as copy centers, courier services, travel agencies, and rc^staurants when such uses are an integral component ofa plartncd office development; and Professional uses such as accountants, attorneys, doctors, engineers, and insurance brokers. 75A -51 CnY OF 'Al PA 4Hl� GHIF!RAt prltr [AND U8r ELENNEhn Mixed Use The Land Use Plan provides for two distinct mixed use land use designations. These designations allow 1br hash vertical and horizontal mixed use developments, with an emphasis on linkages to a range of transportation options: The District Center (DC) land use designation includes the major activity areas in the City. Seven areas of the City, tootling 665.5 acres, are designated as District Center. The intensity standard for the District Center designation ranges from a floor ratio of 1.0 to 5.0. District Centers are designed to serve as anchors to the City's commercial corridors, and to accommodate major development activity. District Centers are to be developed with an urban character that includes a mixture of high - rise office, commercial, and residential uses which provide shopping, business, cultural, education, recreation, entertainment, and housing opportunities. Residentiat developments within some District Centers are allowed at a density of up to 90 units per acre when developed as an integral component ofa master planned mixed use project. In Harbor Corridor, Metro East, Downtown, and Transit Village District Centers residential development intensity is based on a combination of floor area ratio and zoning overlay and /or development standards. Some District Centers serve as major retail and employment centers locally and regionally, and should include development which promotes the City as a regional activity center while creating an environment conducive to business on a regional scale. District Centers in Santa Ana include the hollowing: a The Main Place /City Place District Center includes a regional shopping center and office cornplex, as well as high intensity housing and mixed -use development. The Museum District located between the Downtown and klainPlace /C:ity Place District Centers is proposed as a major aftice /ctdttu-al ceruer which will be developed over the next 15 to 20 years. The area will focus upon the. expanded tRawerS Museum, the Discovery Science Center and the construction of additinmrl museums and cultural centers. The Downtown District serves as one of the CoungI "s major employment and governmental operations centers complemented with a mix of "residential, commercial, and services uses to enhance its urban vibrancy. Emphasis onserrets that accommodawallmodes oftransport.Lion, including mass transit, pedestrian and bicyclist is key in this urban setring. ,Arll. dt, 01ER1'tHtIH 75A -52 LAND USE ELEMENT The South Coast Metro District serves as it regional retail shopping area which includes a range of commercial services and office projects. • The MacArthur Place District Center contains an existing office /hotel complex and a prOpOSed major mixed use project which will include professional offices, supporting commercial, and mid and high -rise residential components. • The Metro East District is envisioned as a vibrant urban village with a balance of office, residential, and service uses. Pedestrian and transportation linkages are key in this urban setting. • The Transit Village District is envisionecl as a vibrant intense urban village with. a balance of employment centers, residential and service uses. Pedestrian and transit linkages to the Santa Ana Regional Transportation Center is key in this district. • The Harbor Corridor Mixed Use Transit Corridor creates a vision for a more livable, sustainable setting through higher intensity housing and mixed use development, convenient access to transit, complete streets, and amenities that promotes active lifestyles. • The Heritage District allows for mixed use development with higher density residential and supportive commercial and office uses within proximity to surrounding employment centers. District Centers are considered to be the City's "major development areas." The most intense development in the City is targeted to these areas. The Tustin Avenue corridor is it major development area even though it is not a designated District Center. Thus area has developed over the years as a prime office corridor and employment area. The PAO designation facilitates the continued development of this area with high intensity, high duality regional office projects. • The Urban Neighborhood (UN) land use designation applies to primarily residential areas with pedestrian oriented commercial uses, schools and small parks. The Urban Neighborhood allows for a mix of residential uses and housing types, such as mid to low rise multiple family, townhouses and single family dwellings; with some opportunities for live -work, neighborhood serving retail and service, public spaces and use, and other amenities. Either vertical or horizontal integration of uses is permitted based on zoning standards, with an emphasis on lying together the uses with pedestrian linkages and street frontages. Street connectivity is desirable, allowing for it high degree of walkablity, transit options, and other forms of transportation including pedestrian and bicycle travel. CItv OF Sad ,T+; AMA GEt ERAL t'Gli I 75A -53 x_73 Exhibit A -5 Major Development Areas 1,61IUE?VVr,Vk UL .J T STJ >iG, pp r o k F. I# t AND USE REmErl i LAM A, AMM AY G 0 L eIN I - mairiplace 7 Tustin Avenue Corridor City Limits 2- Museum Usti ict 8 -Metro East 3- Downtown 9 - Transit Village 4- One Broadyway Plaza 10- Harbor Mixed-Use Corridor 5 - SOLIth(.0,15t Matra 11 -The Heritage 6 - ivlar.Arthur Place I I ( OF S/il 11 A .ANA (�Fl IFRAL RAI I A I 75A-54 : � 7Irm A 1, 1 SAN IA rtARA AV z— ST 4' 9 7- - WAWN6111N AV .1 LIVU: OWL TOM .111A ANA al I 3 . I fNLSTI UT . . . . . . . . . MCFAMN AV T- MCFADDRI Alf. ii EDINGFR AV tP WARBEIR AY. tz It 0" S LTf20 5 AIJO. All Ys AMM AY G 0 L eIN I - mairiplace 7 Tustin Avenue Corridor City Limits 2- Museum Usti ict 8 -Metro East 3- Downtown 9 - Transit Village 4- One Broadyway Plaza 10- Harbor Mixed-Use Corridor 5 - SOLIth(.0,15t Matra 11 -The Heritage 6 - ivlar.Arthur Place I I ( OF S/il 11 A .ANA (�Fl IFRAL RAI I A I 75A-54 LAND USE ELEMENt interagency Development Review Committee (ITC) to ensure consistent and comprehensive application ofCity regulations and policies for all projects. Redevelopment Plans. The City will apply redevelopment tools associated with the implementation ofthe adopted redevelopment plans, as appropriate. The City will encourage the further development of industrial, commercial, and residential projects in suitable locutions to strengthen the City's tax and employment base. • Special Studies. In certain instances, it special study may be rcgLtired to address it particular issue. fn these cases, a specific eff-brt to identify staff resources needed to conduct the appropriate investigation and analysis will be identified. • Zoning Code Review. The zoning code serves as it primary tool used by the City to regulate development. The City will develop it program to revise the Zoning Ordinance to ensure that development regulations and standards are consistent with community needs and high quality development-. The City will initiate appropriate changes to the ordinance to ensure, where appropriate, conformity between the Land Use Element and "Zoning Map. LAND USE PLAN BUILDOUT As indicated previously, the City of Santa Ana has been almost completely developed for many years. As it resuh, any new development will necessarily consist of redevelopment and infill development on the remaining vacant and underutilized parcels. Many parcels with nonresidential land use designations will never be developed to the maximum intensity permitted under the General Plan. Table A -4 indicates the development possible under the build -out of the Land Use Plan. The build -out for residential land uses considered two scenarios. Effective build -out for residential development is calculated by addingthe 21,011 units possible in the areas designated as District Center and Urban Neihborhood to the existing 74,588 units presently Pound in the City per Census 2000. Theoretical build -oat for residential development considered the development possible ifall ofthe areas designated as residential were developer) according to the permitted Land Use plan intensities. Since the Land Use Element does not contemplate the elimination of existing housing in the City, the effective build -out figure represents a more realistic estimate of future residential development. As indicated in T.ableA -4, three ofthe non - residential laud use designations have a range in FAR intensities. For the non-residential land use designations, effective build -out considered the development possible under the lower range of FAI intensities while theoretical build -out considered the upper FARrange.'1'ypically, parking and landscaping requirements will result in significantly Tess floor arelu for commercial and industrial developments than thatwhich is permitted under the General plan. Crrr OF SANTA At 1A GENEVAt PLAN b, 3?. 75A -55 tAND USE ELEMF.P,n As indicated in TableA- 4,between 55,362 to 95,5991aottsing tirlltS are allowed by the Land Use Plan.The additional units which presently exist in the City beyond the maximum number permitted under the theoretical buitclout scenario are a reflection ofthe higherdensiey rindtiple- family developments constructed in the 1970's and 1980'x. However, the purpose ofthe Land Use Plan as it applies to the residential areas is to preserve and maintain the stability of existing neighborhoods, regardless of the character ofdeveloptnent. The intent of the Plan is not to create any displacement, nor decrease existing development densities. Rather, it is to ensure a safe, healthy, and livable environment for City residents. Existing residential development entitlements are protected through this Land Use Element, applicable Zoning regulations, and sections of the City code pertaining to legal nonconforming uses. The Land Use Element's implementation may result in an increase in the amount of commercial, office, and industrial development in the City. As indicated in Table A - =4, up to 33,267,199 square feet of commercial and office development, and X2,199,991 square feet of industrial development are possible under the effective capacity parameters of Land Use Plan A� "ia lU� �J $:��d ti �, grhiCiW. PL ^fl 75A -56 LAND USE F.I.EMEW Table A-4 Land Use Plan Build-out Capacities Intensity/ Effective Bullefoull Theoretical Land Use Acres Density Buildout Low Density Residential LR,7 6,4160.1 7 dollop 45,221 do Low Medium Density Residential LMR-11 420.6 11 Woe 4,627 do Medium Density Residential MR-15 367.6 15 du /ac 5,514 do Subtotal 7,248.3 96,599 do 55,362 du District Center Down-town DC 62.5 FAR 3.0 2,057,824 at 1,661 do 2,057,824 at 1,661 do Metro East 00 98.3 FAR 3.0 3,245,185 at 5,551 do 3245,185 at 5,551 do Transit Wing 6 DC 51.4 FAR 5,0 402,864 at 2,761 do 402,864 all 2,761 do Harbor Corridor OC 125,0 FAR 5,0 1,46,155 St. 2,029 do 1,836.155 si 2,029 on Heritage OG 18.8 FAR 1.7 54,090 sf. 1,221 do 54,000 sf 1,221 sf Others 00 309.5 90 du /ac 11,955,583 at 3,017 do FAR 1.0-2.0 23,764,534 sf : 3,017 do Urban Neighborhood UN 271.1 FAR 0.5-1.5 If sf 4,771 do 856,076 a( 4,771 do Subtotal 936.6 20,407,950 sf, 21,011 lof 32,216,901 at 21,011 sf Professional & Admin. Office PAD 614.2 FAR 0.5-1.0 13,376.406 sf, 26,752,809 at General Commercial GG 888.3 FAR 0.5-1.0 19,347,607 sf 38,695,202 at One Broadway Plaza District Ctrl OBI)DO 4.3 FAR 2,9 543,193 at 543,193 sf Subtotal 1,506.8 33,267,199 ru 66,534,397 sl Industrial IND 2,162.8: FAR 0.45 42,199,991 sf 42,199,991 at InstilutuntaI5 INS 796.3 FAR 0.2-0.5 6,937,758 sf 17,344,394 at Open Space 05 1 01 7.8 FAR 02 8,867,509 at 13,1167,509 at Subtotal 1,814.2 15,805,267 at 25,211,903 af FAR =floor iiil rLu'--dweltring Imit; S.1=8chare (Eist Colt four -area-).' Acreage s-hown In table o'ces hot include made in right at -way. I Effective capacity for non -residential development assumes development possible order the Iowa( range of FAR Intensity standards with (tie exception of the i East District Center, Transit Village Dishict Centel, Downtown District Cantor, Heritage Disloict Center, and Urban Neighborhood areas. The Harthareoredor District Center, Metro East Dishict Center, Transit Village District Center, Downtown District Center, and Urban Nonglanumood areas allow a range of intensity for mixture of residential and non - residential development brand on the zoning development, standards- Residential effective capacity was calculated by adding the 21,01 t units possible in the District Center and Urban Neighborhood with the existing 741,588 (Cancer; 2000) housing units. 'Land use designation permits both residential and non - residential deVelopullea. Build-oust assumes 90% of land area will be developed as commercial and 10% will be developed as residential; ivitli the exception of Town and Country Minor project moviciod for continuum of core and housing seniors 'Land use designation permits high intensity office development with ancillary retail use. IMS table has been leveled 10 Correspond with the CIS Land Use Mar, illustrated in Exhibit 2. CITY Ql­ SAi,11A 4NA k,AJIERAI PlArl 75A-57 z R1 ERI R1 '. M1 e. n' RI R1 RT R1 M1 R1 RI R1 M1 R1 MINE mi SD -69 M1 M1 M1 SD -69 11311 R M1 SD -6911 `� 1� c` 3 o-rr 7M1 M1 FmlN Mt Mi` _ ji SD -8 II 11 r� it Mi M1 M1 c,tY or n,.m r,n a M1 5643 i / C"s' i Mi M1 M Mi rypm�1 y PROJE S D -12 T- 1111 Srm CS - ITat ffi M1 �r `-- P5 bone 011 ;n9e'. -; : II Ml tgSR -88 r M MT. M1 \ F �w R , AMMry 1 Al cmutALACddG1LNRALT CR CCMMWALi DF9PIlAL M-4000 EMALLLOTBNClEFAMILYf�E.. JI -8 PAWNGMMIIRCATION CC GCV6dJMEMCSmn m MOFAMII 057 CCMMSUALMUTHMAIN M1 UGHrINDUSRML m MUL'IINEDINSTYMUL7IAE C7 COMMUNII OWMERLAL M2 HEAWINDUS(AAL FAMILY R23DE1'CE C1 -MD LOMM.COMMUCAUMUMM 0151IdGT MO MIUTAVOPEPATIONS PA ETIEU�NAFAMMENTS C2 GKALGOMMFJUAL 0 OF 1&AGE FE FSOMALERATE C3 UNTFALFUSNn P IAa rMCNAL 9 S=MFlCDWEL., ENT C A C6YlAAl@75PI@aSARIISTMLLAGE FTA R NMCDMMUMTYDFh OFMBJT S' EPMFICi7Al C4 R.ANNFD'31CPa, NGC9dlPit RU PLANNED II DeAL FMM C5 ARIB1ALfX7MMEFOAL RI 81`IMMMILYF£30 NTIAL FOR 15- 1/AA14- 4/DA15 -3 ��1FN GPA 15- 3 /VTTM 15 -3 pr ' THE HERITAGE - - =500 FET-7 1 1000FEEP 2001 EAST DYER ROAD P L A N N I N G A N D B U I L D 1 N G.. A G E IN C_ Y____ EXHIBIT 13 75A -58 SPECIFIC DEVELOPMENT PLAN NO. 88 The Heritage SECTION I — APPLICABILITY OF ORDINANCE The Specific Development zoning district No. 88 (SD -88) for The Heritage project site is authorized by Chapter 41, Division 26 Section 41 -593 et seq. of the Santa. Ana Municipal Code. SD No. 88 contains the specific standards and regulations contained in the residential . and commercial districts, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless superseded by regulations contained in this ordinance. SECTION 2 — PURPOSE The Specific Development Plan. No. 88 for The Heritage mixed -use development consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. The Heritage Mixed Use Specific Development Plan No. 88 (SD -88) sets forth the development and design criteria for a development consisting of approximately 18.84 acres. The purpose of this specific development plan is to permit flexibility in site planning and design to respond to market conditions while assuring high quality development. Specific Development Plan No. SD -88 specifically establishes for the property the following: Permitted uses. Development standards, including building height limits, required setbacks, panting requirements, landscaping provisions and enforcement policies. - Public Park requirements Maximum development in &msity. Objectives The objectives of The Heritage mixed -use specific development ,plan include provision of the following: 1. Development of a mixed -use project within a major freeway corridor. 2. Promotion of the City's image as a regional activity center. 3. Pedestrian access between commercial uses and residential neighborhoods which are in close proximity. EXHIBIT 14 Page 1 of fi 75A -59 4. A clean and safe environment for the City's residents, workers and visitors. 5. Pedestrian fhendly and walkable streets between the residential, commercial and office uses, thereby reducing the use of vehicles. 6. A visually harmonious development as viewed both internally and externally. 7. Flexibility in development in response to market conditions while achieving overall City and community goals. SECTION 3 — Uses permitted in Specific Development No. 88 The following uses are pennittedn1 the SD -88 district: (a.) Multiple- family dwellings (b) Live /work lofts (c) Retail and service uses (d) Restaurants, cafes and eating establishments (e) Office uses (f) Other uses as deemed compatible by the Planning Manager or designee SECTION 4 —1lses subiect to a conditional use permit in Specifie Development No. 88 (a) Establishments open at any time between the hours of t2:00 a.nx. and 7:00 a.m. (b) Establislunents selling alcoholic beverages (c) Laamdrornats SECTION 5 — Maxianaun permitted buildine iutensi The maximum authorized building intensity for The Heritage is 2,209,227 gross square feet (including the parking garages) or 1,495,301 square feet (exclusive of the parking garages) for the mixture of uses in the project, The maximum number of residential units for the project is 1,221. The maximum allowable office area is 56,000 gross square feet. The maximum square footage for the retail and restaurant components is limited to 18,090 gross square feet. SECTION 6 — Minimum lot area in Specific Development No, 88 Developable lots for the project shall have a minimurn lot area of 1.66 acres. Page 2 of 6 75A -60 SECTION 7 — Minimum street frontage in Specific Develoument No. 88 Developable lots shall have a minimum street frontage of at least 200 feet. SECTION 8 — Building height in Specific Development No. 88 No structure shall exceed 100 feet in height, as measured from the lowest adjacent grade of a. structure to the top of the structure, SECTION 9 — Lot coverage in Specific Development No. 88 No more than 60 percent of the lot shall be covered by structures. SECTION 10 — Development standards in Specific Development No. 88 The Heritage development shall be built as shown on the approved project plans included as attachments to the SD. The plans shall govern in the event there is a conflict between the SD with the project plans. In addition, the following standards are applicable to the project: (a) Setbacks. (1) A minimum setback. of 20 feet shall be provided between the property line and buildings on Redhill Avenue (2) A minimum setback of 12 feet shall be provided between the property line and buildings on Dyer Road. (3) A minimum setback of 10 feet shall be provided along the northern and western internal property lines (4) A mininuim 10 foot setback shall be provided tlhc property line and buildings fronting an interior street (b) Parking and Circulation. The minimum off street parking requirements fc r the project are as follows: 1) A total of 1.71 parking spaces per unit 2) One guest space for every 10 unit 3) One space per 200 square feet for retail and restaurant uses 4) One space per 550 square feet for office uses (c) Pedestrian. Walkways and Open Space. The project will provide a public park, trails and similar open spaces at a minimum of six acres. The Pedestrian paseos and walkways shall be provided as shown on approved plan. Page 3 of 6 75A -61 (d) Walls /Fences. A solid block wall with a minimum height of eight feet shall be constructed along the north and west property lines. (e) Landsegin> Detailed landscaping plans shall be submitted to and be approved by the City of Santa Ana Planning Division prior to issuance of a building permit and installed as required in the approved phasing plan. The landscape plan shall include approximately 3 t percent (315,456 square feet) of open space (courtyards, common area amenities, roof terraces and perimeter plazas and open space) within the project site including the Central Park with an outdoor theatre and putting green and Par Course/Walking Trail located along the northerly end of the site, Private open space recreation and amenities for residents shall include a resort style saltwater pool and spa, private cabanas, fire pits, dog park with washing stations, outdoor barbeque and lounges, fitness area, community center with billiards, shuffleboard, table tennis, kitchen demonstration area for cooking classes and a screening room, tennis and basketball courts and children's play area, Each building shall have a common area rooftop deck with outdoor kitchen and seating areas. (f) Architectural and Design FeatuiLm (1) Exterior materials. Exterior materials and finishes for the project shall comply with the approved materials board submitted for the project. All trash enclosures and similar ancillary structures shall match the texture, material and color of the building. (2) Hacdscaane materials. Enhanced paving materials shall be installed at the driveway entrances, the project main entrance and the public park area. The actual paving materials shall be approved by the Placating Division. (3) Lighting standards /fixtures. The light fixtures are to integrate design elements of the building and landscape architecture. Lighting is to be designed to confine the direct rays of the artificial lighting within the boundaries of the development. Specifications of light standards /fixtures and photom.etrics plan shall be submitted to Planning Division for approval. (4) Gateway element. A monument or similar design feature identifying an entry point or gateway into Santa Ana shall be installed. Page 4 of 6 75A -62 SECTION 11 — Signage standards in Specific Development No. 88 Lots in the SD No. 88 zoning district shall comply with the following standards: (a) Signage shall comply with the standards set forth in sections 41 -850 through 41 -1000 of the SAMC, with the exception of the standards identified below. (b) A comprehensive sign program shall be submitted for review and approval by the Planning Division. The sign program may include creative signage where the sign proposal is not consistent with existing Code provided it is designed to complement the form and finnction of the building and contributes to the aesthetics of the project. SECTION 12 — Landscape standards for Specific Development No. 88 In the SD No. 88 zoning district, all yards shall be landscaped. The site shall comply with the landscape plans included as an exhibit to the SD. In addition, the landscape plans shall comply with the following minimum requirements: (a) Front /side yard facing a street: (1) Two 24 -inch box canopy trees. (2) All trees shall be double - staked. (3) Six five- gallon size shrubs and 10 one - gallon size herbaceous perennials /shrubs as a foundation planting. (4) Turf or acceptable dry climate ground cover: i. Turf shall be drought tolerant variety and planted as sod or hydroseed. ii. Ground cover shall be well- rooted cuttings fronn fiats and planted at appropriate spacing for that particular plant material. (b) Irrigation systems: (1) A pop-up sprinkler type irrigation system shall be provided for all yards (2) The use of "xeriphytic" or dry climate type plant materials is encouraged. Irrigation systems may require special fittings to properly water dry climate plantings. Page 5 of 6 75A -63 (e) Screening: (1) All meters shall be appropriately screened from public view with trellis work and vines or a hedge type shrub or they shall be incorporated into the structure. (2) Any enclosed structure for utilities must not encroach into any required setback. (d) Maintenance: (1) All plant material shall be maintained per section 41 -609 of the Santa Ana Municipal Code. Page 6 of 6 75A -64 EXEMPT FROM RECORDER'S FEES Pm-suant to Government Code §§ 6103 and 27383 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza M -30 P.O. Box 1988 Santa Ana, California 92702 DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and Dated: 2015 I *I.II -]kml 1 75A -65 DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND DYER 18, LLC, a California limited liability company This DEVELOPMENT AGREEMENT is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California ( "City ") and Dyer 18, LLC, a California limited liability company ( "Owner "). The City and Owner are referred to jointly within this Development Agreement as the "Parties" and individually as a "Party." 1. RECITALS. The Development Agreement is entered into with reference to the following facts: 1.1 The Property. The real property which is the subject of this Development Agreement is located at 2001 East Dyer Road in Santa Ana, California ( "Property "), The Property is more particularly described in Exhibits A and B to this Development Agreement. The Property is an 18.84 acre parcel that is located at the northwesterly corner of East Dyer Road and Red Hill Avenue. The property contains a single building approximately 355,000 square feet in size that was constructed in 1972. The building is currently occupied by a variety of uses, including a data center that is occupying approximately 10,000 square feet, and various temporary uses utilizing a small portion of the existing warehouse space. Approximately 430 parking spaces are currently on -site. Regional access to the project site is generally provided via State Route 55 at the Dyer Road exit. Access to the project site is provided by Red Hill Avenue and Dyer Road, the latter of which becomes Barranca Parkway in the City of Irvine. The project site is located within the City of Santa Ana limits; however it is adjacent to the Cities of Irvine and Tustin. Areas across from Red Hill Avenue (to the east) are within the City of Tustin and are part of the former Tustin Marine Corps Air Station, now known as the Tustin Legacy. Areas across from Dyer Road (to the south) are in the City of Irvine within the Irvine Business Complex. 1.2 Purpose of this Development Agreement. (a) The purpose of this Development Agreement is to facilitate the redevelopment of the Property. (b) Owner's proposed project would redevelop the project site to provide three mixed used buildings that would provide 1,221 multi- family apartments, 12,675 square feet of retail commercial space and 5,415 square feet of restaurant space. The existing 366,000 square foot officelwarehouse building would be reduced in size by 75A' -66 removing the warehouse portion of the structure to provide a two - story 56,000 square foot office building and a 108 space surface parking lot. The exterior of the office building would be renovated to be consistent with the proposed architectural design of the new mixed -use buildings. The existing office portion of the structure provides 36,000 square feet of employee generating space and 20,000 square feet of data center use that contains only computer equipment. (c) The residential units would range in size from 512 square foot studios to 1,290 square foot one - bedroom and two - bedroom units. Three parking structures would also be developed, one structure for each mixed -use building. The proposed project includes both public and private (for residents) open space and recreational facilities on the project site. A 1.26 acre public central park, including various amenities, would be developed and would connect to open space areas along the northern and eastern boundaries. In addition, approximately 327,302 square feet of private open space, as well as private recreation amenities would be provided for residents. 1.3 Code Authorization. City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into Development Agreements with persons having legal or equitable interests in real property for the purpose of establishing development certainty for both the City and Owner in the development process. City enters into this Development Agreement pursuant to the provisions of the Government Code and applicable City policies. The Parties acknowledge: (a) 'This Development Agreement is intended to assure adequate public facilities at the time of development. (b) This Development Agreement is intended to assure development in accordance with City's General Plan, and any applicable Specific Plans. (c) This Development Agreement will permit achievement of goals and objectives as reflected in the City's General Plan, and any and all applicable Specific Plans. (d) Owner is required by existing City regulations to provide mitigation for certain identified impacts and pay certain regulatory fees as conditions of approvals through the regulatory process. (e) This Development Agreement will allow City to realize extraordinary and significant public infrastructure facilities and other supplemental 75A -67 benefits in addition to those available through the existing regulatory process. (f) Many of the extraordinary and significant benefits identified as consideration to City for entering into this Development Agreement are of regional significance, relate to existing deficiencies in public facilities, require Owner to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. 1.4 Owner. Owner represents and warrants that it has a legal or equitable interest in the Property. 1.5 Interest of Owner. Owner represents that it has approved this Development Agreement and is authorized to enter into this Development Agreement. 1.6 Public Hearings. The Development Agreement was the subject of the following public hearings: (a) Planning Commission. On October 12, 2015, the Planning Commission, after giving notice pursuant to Government Code Sections 65090 and 65051, held a public hearing to consider the Owner's application for this Development Agreement and the environmental documentation evaluating the potential impacts of the proposed project. (b) City Council. On November 3, 2015, the City Council, after providing notice as required by law, held a public hearing to consider Owner's application for this Development Agreement and the proposed project. (c) Environmental Analysis. Before approving this Development Agreement, the Planning Commission and the City Council reviewed the Environmental Impact Report, and the City Council certified Final Environmental Impact Report No. 2015 -01. 1.7 City Council Findings, The City Council finds that this Development Agreement is consistent with the General Plan, as amended by General Plan Amendment No. 2015 -03, applicable specific plan(s), applicable zoning regulations, and all other applicable ordinances, plans, policies and regulations of the City. 1.8 City Ordinance. On November 3, 2015, the City Council adopted Ordinance No. NS- approving this Development Agreement. That ordinance becomes effective thirty (30) days after the date of adoption. 75A =68 2. DEFINITIONS. In this Development Agreement, unless the context otherwise requires: 21 "Applicable Rules" means all rules, regulations, ordinances and official plans and policies of the City in force as of the Effective Date, as included within the Santa Ana Municipal Code ( "SAMC "), Specific Development Plan No. 88 as adopted by Amendment Application No, 2014 -04, this Development Agreement and the Entitlements, as defined below. 2.2 "Effective Date" means November 3, 2015, the date upon which the ordinance approving the Development Agreement became effective. 2.3 "Entitlements" means this Development Agreement No. 2015 -03, Final Environmental Impact Report No. 2015 -01, General Plan Amendment No. 2015 -03, Vesting Tentative Tract Map No. 2015 -03, Amendment Application No. 2014 -04, and any changes to these to which Owner has consented in writing. 2.4 "Owner" means Dyer 18, LLC, a California limited liability company 2.5 "Project" is the development on the Property of a 1,221 -unit multiple family residential apartment development, 12,675 square feet of retail commercial space, and 5,415 square feet of restaurant space, as generally set forth in the Entitlements. 2.6 "Property" means the real property described in Exhibit A and referred to in Exhibit B. 2.7 "Public Art" is defined in Section 5.1.7, 2.8 "Public Art Fee" is defined in Section 5.1.7. 2.9 "Public Art Plan" is set forth in Exhibit C to this Development Agreement. 2.10 "Reserved Powers" means the rights and authority excepted from this Development Agreement's restrictions on the City's police powers and which are instead reserved to the City. The Reserved Powers include the power to enact and implement rules, regulations, ordinances and policies after the Effective Date that are not in conflict with the Applicable Rules or that may be in conflict with the Applicable Rules, but: (a) prevent or remedy conditions which the City has found to be injurious or detrimental to the public health and /or safety; (b) are Uniform Codes; (c) are required to comply with mandates under state and federal laws, rules and regulations (whether enacted previous or subsequent to the Effective Date) or to comply with a court order or judgment of a state or federal court; or (d) relate to increases in development impact fees occurring after the Effective Date. 75A -69 2.11 "Uniform Codes" means those building, electrical, mechanical, fire and other similar regulations which are based on recommendations of a multi- state professional organization and become applicable throughout the City, such as, but not limited to, the California Building Code, the California Electrical Code, the California Mechanical Code, or the California Fire Code (including those amendments to the promulgated Uniform Codes which reflect local modification to implement the published recommendations of the multi -state organization and which are applicable City - wide). 2.12 "Utility Release" means the formal approval of the City Building Department, following its inspection, that residential unit(s) may be released for initial connection to the electrical power system, water service system, gas service system, and sanitary sewer system. Utility Release(s) do not include temporary utility service provided to any structure during construction. 3. EXHIBITS. The following documents referred to in this Development Agreement are attached to this Development Agreement and are identified as follows: Exhibit Designation Description Referred to in Section A Property Legal Description 1.1, 2,6 B Property Graphical Description 1.1 C Public Art Plan 2.9, 5.1.7 C��]�tT1�:7e \A�:Z�3�I�ICi7 tF'� 4.1 Term of Development Agreement ( "Term "). This Development Agreement shall have a five -year term starting on the Effective Date of November 3, 2015, and ending on November 2, 2020. Upon request from the Owner, the Executive Director of the Planning and Building Agency may extend the Term for up to five (5) additional years upon his or her sole discretion. The Executive Director shall also have the authority to approve any necessary minor modifications to the project requested at the time of the Term extension. Any dispute pertaining to any extension shall be brought before the Planning Commission for review and City Council for final determination. 42 Assignment. Owner shall have the right to transfer or assign the Property, in whole or in part, to any person, entity (public or private), partnership, joint venture, firm or corporation at any time during the term of this Development Agreement; provided, however, the rights of Owner under this Development Agreement may not be transferred or assigned 75A =70 unless the written consent of the City Council is first obtained, and any transfer or assignment of the rights under this Development Agreement shall include in writing the assumption of the duties, obligations, and liabilities arising from this Development Agreement, if the City grants written consent to transfer the rights. Nor shall the rights of the Owner hereunder be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, and any such assignment or transfer of the rights under this Development Agreement shall be wholly void and of no force and effect unless such written consent thereto be obtained from the City Council. A transfer or assignment of the rights under this Development Agreement without the consent of the City Council shall not relieve Owner of any accrued duty, obligation or liability to City, No consent shall be required for sale of units to condominium unit buyers.. During the term of this Development Agreement, any approved assignee or transferee of the rights under this Development Agreement shall observe and perform all of the duties and obligations of Owner contained In this Development Agreement as such duties and obligations pertain to the portion of the Property transferred or assigned. Any and all approved successors and assignees of Owner shall have all of the same rights, benefits, duties, obligations, and liabilities of Owner under this Development Agreement. If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Upon assignment or transfer of the rights of Owner under this Development Agreement, the obligations of Owner and the transferee or assignee shall be joint and several. Should the Project be developed as or later converted to condominiums, individual condominium unit buyers shall not have any liability or obligation pursuant to this Development Agreement. 4.3 Amendment or Cancellation of Development Agreement. This Development Agreement may be amended from time to time or cancelled by the mutual consent of the Parties, but only in the manner required by Government Code Section 65868.. 4.4 Enforcement. Notwithstanding Government Code Section 65865.4, this Development Agreement is enforceable by either Party in any manner provided by law. The remedies provided in Section 7.4 shall not include, and City shall not be liable for, any action in damages or any costs or attorney's fees resulting from any dispute, controversy, action or inaction, or any legal proceeding arising out of this Development Agreement. 4.5 indemnification by Owner. Owner agrees to and shall indemnify, defend (through its own counsel) and hold City, its officers, agents, employees, consultants, and representatives harmless from liability for damages, 75A -71 attorney's fees, restitution, judicial or (to the extent legally possible) equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from construction activities with respect to the Project by the Owner or their contractors, subcontractors, agents, employees, or other persons acting on their behalf. Owner further agrees to indemnify, defend (through its own counsel) and hold City, its officers, agents, employees, consultants, and representatives harmless from any Litigation, as hereinafter defined. For purposes of this paragraph, "Litigation" shall mean any lawsuit, action or cross - action, challenging the validity of this transaction, the Project as defined in Section 2.5, or any portion thereof or the rights of either party hereunder and /or the rights of either party to engage in the acts and transactions contemplated by this Development Agreement. Notwithstanding any other provision of this Development Agreement, this indemnity and duty to defend shall be limited as follows: (a) In the event of any Litigation the parties agree to affirmatively cooperate in defending said action. (b) Owner shall have approval of any settlement if, (1) it will affect Owner's project, or (ii) Owner will be required to pay (or reimburse) any amounts (regardless of type) in connection with the settlement (including attorney's fees and costs). (i) If City determines to settle over Owner's objections, then Owner may upon thirty (30) days written notice terminate defense of the action. (ii) If City rejects a settlement offer that Owner deems reasonable, then Owner may upon thirty (30) days written notice terminate defense of the action. (c) Owner shall be allowed to terminate its defense if it determines to abandon defense of its project application; provided, however, that in such circumstance Owner shall be solely liable for award, if any, of costs or attorney's fees to plaintiff /petitioner incurred prior to the effective date of termination. 4.6 Binding Effect of Development Agreement. To the extent not otherwise provided in Section 4.2 of this Development Agreement, the burdens of this Development Agreement bind, and the benefits of the Development Agreement Inure, to the parties' successors in interest. 4.7 Relationship of the Parties. The contractual relationship between City and Owner arising out of this Development Agreement is one of independent contractor and not agency. This Development Agreement does not create any third party beneficiary rights. 75A =72 4.8 Notices. Any notice, tender, demand, delivery, or other communication pursuant to this Development Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, California 92702 And City Attorney, City of Santa Ana 20 Civic Center Plaza M -29 P.O. Box 1988 Santa Ana, California 92702 Owner: Dyer 18, LLC 1945 Port Chelsea Place Newport Beach, CA 92660 Attention: General Counsel A Party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duty registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty - four (24) hours after the time set forth on the transmission report issued by the transmitting telefacsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County, or city holidays shall be excluded. 5.1 City Obligations. In consideration for Owner entering into this Development Agreement and performing its obligations hereunder, and in order to effectuate the purposes and intentions set forth in this Development Agreement and the Development Agreement Act, the City hereby agrees during the Term as follows: 5.1,1 Vested Right to Develop. Owner is hereby granted the vested right to develop the Project subject to the terms and 75A -73 conditions of the Applicable Rules and the Reserved Powers. 5.1.2 Non - Application of Changes in Applicable Rules. Any change in, or addition to, the Applicable Rules, including, without limitation, any change in the General Plan, zoning ordinance, subdivision ordinance, or building regulation adopted or becoming effective after the Effective Date, including, without limitation, any such change by means of ordinance, initiative, referendum, resolution, motion, policy, order or moratorium, initiated or instituted for any reason whatsoever, however denominated, and adopted by the City Council, Planning Commission or any City Agency, or by the electorate, as the case may be, which would, absent this Development Agreement, otherwise be applicable to the Project and which would conflict with the Applicable Rules, shall not be applied to the Project unless such changes represent an exercise of the City's Reserved Powers or are otherwise expressly allowed by this Development Agreement. In the event that state or federal laws or regulations enacted after this Development Agreement has been entered into, prevent or preclude compliance with one or more provisions of this Development Agreement, such provisions of this Development Agreement shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations. 5.1.3 Agreed Changes and Other Reserved Powers. This Development Agreement shall not preclude application to the Project of rules, regulations, ordinances and officially adopted plans and policies in conflict with the Applicable Rules where such additional rules, regulations, ordinances and officially adopted plans and policies: (a) are mutually agreed to in writing by Owner and the City, or (b) result from the Reserved Powers. 5.1.4 Subsequent Development Approvals. The City shall require Owner to obtain only those Subsequent Development Approvals that are required by the Applicable Rules or the Reserved Powers. City agrees that it shall condition any Subsequent Development Approvals based only on the Applicable Rules and /or Reserved Powers. 5.1.5 Moratoria. In the event an ordinance, resolution or other measure is enacted, whether by action of the City, by initiative, or otherwise, which relates to the rate, amount, 75A =74 timing, sequencing, or phasing of the development or construction of the Project on all or any part of the Property, City agrees that, unless required by applicable state or federal law, such ordinance, resolution or other measure shall not apply to the Project, Property or this Development Agreement, unless such changes are adopted pursuant to the City's exercise of its Reserved Powers or other applicable provision of this Development Agreement. 5.1.6 Timing of Development. The parties acknowledge that Owner cannot at this time predict when or if the Property will be developed. Such decisions depend upon numerous factors which are not within the control of Owner, such as market orientation and demand, interest rates, absorption, completion and other similar factors. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal. 3d 465 that the failure of the parties therein to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over such parties' agreement, it is the parties' intent to cure that deficiency by acknowledging and providing that, except as provided in and subject to Section 5.8, Owner shall have the right to develop the Property at such rate and at such time as Owner deems appropriate within the exercise of its subjective business judgment, 5.1.7 Development, Construction, and Completion of Public Art. Owner shall include within the Project a single or grouped permanent work of public art consistent with the Public Art Plan (collectively, "Public Art "), attached herewith and incorporated herein as Exhibit C, at a cost of not less than one half of 1% of the total construction costs ( Thousand Dollars ($ ,000) (the "Public Art Fee "). 5.2 Exclusion from Existing Rules, Regulations and Policies. (a) Pursuant to Government Code Section 65866 and Pardee Construction Co. v. Citv of Camarillo (1984) 37 CaL3d 465, City retains the right to enact police power regulations on matters not covered by Section 5.1 of this Development Agreement, including without limitation: (i) Municipal laws and regulations which do not interfere with Owner's vested rights to develop and use the Property in 75A► -75 accordance with Section 5.1 of this Development Agreement. Owner and its successors and assigns and all persons and entities in occupation of any portion of the Property shall comply with such non - conflicting laws and regulations as may from time to time be enacted or amended hereafter. Specifically, but without limitation on the foregoing, such non - conflicting laws and regulations include the following: • Taxes, assessments, fees and charges, except as otherwise specifically provided in this Development Agreement; • Building, electrical, mechanical, fire and similar codes based upon uniform codes incorporated by reference into the Santa Ana Municipal Code; • Laws, including zoning code provisions, which regulate the manner in which business activities may be conducted or which prohibit any particular type of business activity on a city -wide basis; and • Procedural rules of general City -wide application. 5.3 Construction Standards and Specifications, The construction standards (e.g., the Uniform Codes) and specifications for all Project construction shall be subject to applicable construction standards and guidelines in effect at the time that any development approval shall be sought for the Project or any unit or structure contained within the Project. 5.4 FAA and ALUC Approval. Owner shall obtain and maintain, during the term of this Development Agreement, any and all necessary approvals from the Federal Aviation Administration (FAA) and the Airport Land Use Commission (ALUC) for the Project. Should such approvals lapse and not be reinstated or reapproved prior to the issuance of the first building permit, the City shall have the right to terminate this Development Agreement. 5.5 Processing Fees. All fees and charges intended to cover City costs associated with processing development of the Property, including, but not limited to, fees and charges for applications, processing, inspections, plan review, plan processing, and /or environmental review, which are existing or may be revised or adopted during the term of this Development Agreement, shall apply to the development of the Property. 5.6 Amendments or Additions to Citywide Fee Programs. This Development Agreement shall not preclude the inclusion of and changes to fee programs, taxes whether special or general, or assessments (hereafter collectively referred to as 'fees ") adopted by the City after the effective date of this Development Agreement, which shall be applicable to 7 5A "76 the Project or the Property provided that they (1) are standard fees applicable to all development in the City (although actual fee rates may vary within the City where bona fide Citywide fee zones have been established), (2) are not applicable primarily or only to this Project, or (3) are not imposed to either (a) mitigate, offset or compensate for Project impacts which were analyzed in the environmental impact report prepared for the Project, or (b) duplicate any project design features conditions of approval, agreements, or mitigation measures contained in this Development Agreement, 5.7 Open Space. All common area open space on Lots A and B of Vesting Tentative Tract Map No. 17962 must be built in the first phase. 5.8 Phasing of Project. The parties agree and acknowledge that the Project may be built in three (3) phases, but that, except as otherwise expressly stated herein, all conditions and mitigation measures shall be implemented as part of the initial phase; provided, however that Owner may propose to delay to the second phase on -site conditions (e.g., sidewalks) that could be damaged by future construction. Additionally, Owner shall build all private streets and the central park in the first phase. Prior to issuance of the first building permit for the Project, Owner shall submit a proposed Phasing Plan to the City, for review and approval by the Executive Director of the Planning and Building Agency. The proposed Phasing Plan shall contain those items Owner deems necessary, but shall include the timing for first and second phase construction and interim site improvements (i.e., landscaping, internal circulation) between the phases. The approved Phasing Plan must be implemented within six (6) months after completion of the first phase (i.e., issuance of first Utility Release), Generally, the phases shall proceed as follows: Phase I The first phase of the project would consist of 335 apartment homes within two five -story apartment buildings wrapping a parking structure. This phase would be built on the south side of the parcel facing Dyer Road. Five different unit types and nine different floor plans are proposed for the project, with the units ranging from studio to three bedroom units. This phase also includes approximately 9,700 square feet of commercial and restaurant space. The units would be wrapped around a 6'/2 -level garage that will contain 646 parking spaces, with another 18 spaces on the private drive. Parking is provided at a rate of approximately 1.9 parking stalls per unit, which includes guest and commercial parking. Also to be built within this phase is a two - story, 56,000 square foot office building that will house the current data center tenant as well as other 75A -77 future office uses. A total of 102 parking spaces have been allocated to this component of the project. Phase 11 The second phase of the project would consist of 403 apartment units situated within two five -story buildings wrapping a parking garage. This phase would be built on the west side of the parcel with the southern elevation facing Dyer Road. Six different unit types and nine different floor plans are proposed for the project, with units ranging from studio to three bedroom units. In addition, approximately 4,100 square feet of commercial and restaurant space would be incorporated into this phase of the project. The units would be wrapped around a 6 -level garage containing 722 parking spaces, with another '15 spaces to be located on the private drive. Parking for this phase has been provided at a rate of approximately 1.83 parking stalls per unit, which includes guest parking. Phase III The third and final phase of the project would consist of 483 apartment homes within three five -story apartment buildings wrapping a parking garage. This phase would be built at the northern area of the parcel, with the eastern elevation facing Redhill Avenue. Six different unit types and nine different floor plans are proposed for the project. The project units would consist of studio, live /work, and one to three bedroom units. The units would be wrapped around a 6 "/a -level garage that would contain 809 parking spaces, with another 21 spaces to be located on the private drive. Parking for this phase has been provided at a rate of approximately 1.72 parking stalls per unit, which includes guest parking. 5.9 inclusionary Housing. Owner's project qualifies as a "pipeline project" under the amended Housing Opportunity Ordinance (Article XVIII.I of Chapter 41 of the Santa Ana Municipal Code) and shall pay the City an in- lieu fee of $9.35 per square foot of habitable space in order to fulfill the inclusionary housing requirement. Owner may express a preference for how these funds may be used, but the final decision regarding use of the inclusionary housing funds lies solely with the Executive Director of the Community Development Agency_ 510 Covenants, Conditions, and Restrictions. Prior to the issuance of the first building permit for the Project, Owner shall provide to the City the proposed Covenants, Conditions, and Restrictions ( "CC &R's ") to be recorded against the Property. Those CC &R's must be approved by the Executive Director of the Planning and Building Agency. The City's review and approval of the CC &R's shall be limited to determining inclusion of the following restrictions within the CC &R's: 75A!78 (a) Allocation of responsibility for repair of perimeter walls and common areas, including landscaping, will be specified in the CC &R's in the event of damage. (b) Notice of the urban character of the City and this area, including but not limited to: (i) the permitted uses of the property and buildings in the immediate area of the development; and (ii) the flight path for the airport. (c) The release of the City from all claims which may arise from or relate to the urban character of the City and this area. (d) The need for the approval of the City to any proposed modifications to the provisions of the CC &R's identified in this Section 5.10. 5.11 Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City's existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Development Agreement (although such conditions must comply with the Applicable Rules), 5.12 Compliance with Governmental Requirements. Owner shall carry out the design, construction, and operation of the Project in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, Owner or the Property, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical and electrical codes, as they apply to the Property and the Project, and all other provisions of the City and its Municipal Code (as they apply to the Property and the Project), and all applicable disabled and handicapped access requirements, including, without limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code§ 4450 et seq., and the Unruh Civil Rights Act, Civil Code§ 51 et seq. (collectively, "Governmental Requirements "). 6. ANNUAL REVIEW. 6.1 City and Owner Responsibilities. City shall, at least every twelve (12) months during the term of this Development Agreement, review the extent 75A -79 7 of good faith substantial compliance by Owner with the terms of this Development Agreement. Pursuant to Government Code Section 65865.1, as amended, Owner shall have the duty to demonstrate by substantial evidence its good faith compliance with the terms of this Development Agreement at the periodic review. 6.2 Review Letter. If Owner is found to be in compliance with this Development Agreement after annual review, City shall, upon written request by Owner, issue a Review Letter to Owner (the "Letter ") stating that based upon information known or made known to the City Council, the City Planning Commission and /or the Executive Director of the Planning and Building Agency, this Development Agreement remains in effect and Owner is not in default. Owner may record the Letter in the Official Records of the County of Orange_ 6.3 Failure to Conduct Annual Review. City's failure to review at least annually Owner's compliance with the terms and conditions of this Development Agreement shall not constitute or be asserted by any Party as a breach of this Development Agreement by Owner or City. 7.1 Events of Default. Owner is in default under this Development Agreement upon the happening of one or more of the following events or conditions: (a) If a warranty, representation, or statement made or furnished by Owner to the City is false or proves to have been false in any material respect when it was made; (b) A finding and determination made by the City Council following a periodic review under the procedure provided for in Government Code Section 65865.1 that upon the basis of substantial evidence the Owner has not complied in good faith with one or more of the terms or conditions of this Development Agreement; (c) Failure to comply with Governmental Requirements; (d) Any other event, condition, act, or omission which materially interferes with the intent and objectives of this Development Agreement. 7.2 Procedure upon Default. The following principles and procedures shall be applied in the determination of any Default: (a) Upon the occurrence of default, City shall give Owner (the "defaulting party ") thirty (30) days written notice specifying the nature of the alleged default and, when appropriate, the manner in 75A=80 which said default may be satisfactorily cured. After proper notice and expiration of said thirty (30) day cure period without cure, City may terminate or amend this Development Agreement in accordance with the procedure adopted by the City as to all defaults that may be cured within said thirty (30) day cure period. For defaults that cannot be cured within said thirty (30) day cure period, City may terminate or amend this Development Agreement In accordance with the procedure adopted by the City should at any time Owner fail to diligently proceed in curing the default. Failure or delay in giving notice of default shall not constitute a waiver of any default, nor shall it change the time of default. (b) City does not waive any claim of defect in performance by Owner, if on periodic review the City does not propose to modify or terminate this Development Agreement. (c) Non- performance shall not be excused because of failure of a third person. (d) An express repudiation, refusal, or renunciation of the contract, if the same is In writing and signed by the Owner, shall be sufficient to terminate this Development Agreement and a hearing on the matter shall not be required. (e) Adoption of a law or other governmental activity making performance by the Owner unprofitable or more difficult or more expensive does not excuse the performance of the obligation by the Owner. (f) All other remedies at law or in equity which are not inconsistent with the provisions of this Development Agreement are available to the parties to pursue in the event there is a breach. 7.3 Damages upon Termination. In no event shall Owner be entitled to any damages against City upon termination of this Development Agreement. 7.4 Institution of Legal Action. in addition to any other rights or remedies, either party may institute legal action to cure, correct, or remedy any default or breach, to specifically enforce any covenants or agreements set forth in this Development Agreement, or to enjoin any threatened or attempted violation of this Development Agreement; or to obtain any remedies consistent with the purpose of this Development Agreement. Legal actions shall be instituted in the Superior Court of the County of Orange, State of California, or in the Federal District Court in the Central District of California, Southern Division, 8. MORTGAGEE PROTECTIONS 75A -81 8.1 Right to Owner /Notice /Multiple Mortgagees. Owner shall have the absolute right to encumber Owner's right, title and interest in, to and under this Development Agreement and the Property pursuant to one or more Mortgages. Because certain portions of the Project may be developed by one or more assignees, the Parties acknowledge and agree that different Mortgages may encumber the Property and that there may be a separate Mortgage in effect with respect to separate parcels within the Property. It is the intention of the Parties that the rights and protections granted in this Section 8 to each Mortgagee shall only apply to the parcels upon which such Mortgagee's Mortgage is a lien (each a "Mortgage Parcel "), and to the rights, privileges and obligations under this Development Agreement relating to such Mortgage Parcel, 8.2 Notice of Breach to Mortgagee or Deed of Trust Holders; Right to Cure. With respect to any mortgage or deed of trust granted by Owner as provided herein, whenever the City delivers any Notice or demand to Owner with respect to any Breach by Owner under this Development Agreement, and if Owner fails to cure the Breach within the time set forth herein, the City shall deliver to each Mortgagee a copy of such notice or demand accompanied by a writing to the effect that Owner has failed to cure a Breach ( "Mortgagee Notice "); provided that Owner or Mortgagee has provided City with addresses for such purpose. Each such Mortgagee shall (insofar as the rights granted by the City are concerned) have the right, at Its option, within thirty (30) days after the receipt of the Mortgagee Notice, to cure or remedy or commence to cure or remedy and thereafter to pursue with due diligence the cure or remedy of any such Breach and to add the cost thereof to the mortgage debt and the lien of its mortgage; provided, however if the Mortgagee is legally prevented from curing such Breach because of a bankruptcy by the Owner then the thirty (30) day period shall be tolled until such bankruptcy is confirmed or rejected. Nothing contained in this Development Agreement shall be deemed to permit or authorize such Mortgagee to take advantage of Owner's rights hereunder, or any portion thereof, without first having expressly assumed Owner's obligations to the City by written agreement reasonably satisfactory to the City. It is understood that a Mortgagee shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy Owner default which requires title and /or possession of the Property (or portion thereof) if and to the extent any such Mortgagee has within such thirty (30) day period commenced proceedings to obtain title and /or possession and thereafter the Mortgagee diligently pursues such proceedings to completion and cures or remedies the Breach, provided that, in such event, all noncurable Defaults shall be waived. 8.3 Mortgagee Not Obligated tinder this Development Agreement. Unless a Mortgagee expressly assumes Owner's Obligations to the City in accordance with Section 8.2, no Mortgagee shall in any way be obligated by the provisions of this Development Agreement, nor shall any covenant 75 A "82 or any other provision in this Development Agreement be construed to obligate such Mortgagee, Nothing in this Development Agreement shall be deemed to construe, permit or authorize any such Mortgagee to devote the Mortgage Parcel to any uses or to construct any improvements on the Mortgagee Parcel, other than those uses or improvements provided for or authorized by this Development Agreement. 8.4 No Liability. No Mortgagee shall have any liability beyond its interest in the Mortgage Parcel acquired through enforcement of its Mortgage for the performance or payment of any covenant, liability, warranty or obligation under this Development Agreement. City agrees that it shall look solely to the interests of such Mortgagee in such Mortgage Parcel for payment or discharge of any such covenant, liability, warranty or obligation. 8.5 No Amendment or Termination. This Development Agreement shall not, without the prior written consent of all Mortgagees holding Mortgages on any portion of the Property, be amended to (a) terminate this Development Agreement prior to the expiration of the Term (except as expressly provided above) or (b) change any provision of this Development Agreement which, by its terms, is specifically for the benefit of Mortgagees. No amendment to this Development Agreement affecting the Property or any part thereof, made without the consent of any Mortgagee holding a Mortgage on such Property, or any part thereof, shall be binding upon such Mortgagee or its successors in interest should it become a party hereto. 8.6 Condemnation or insurance Proceeds. Nothing in this Development Agreement shall impair the rights of any Mortgagee, pursuant to its Mortgage, to receive insurance and /or condemnation proceeds which are otherwise payable to Owner granting such Mortgage. 8,7 Title by Foreclosure. Except as otherwise set forth herein, all of the provisions contained in this Development Agreement applicable to any of the Mortgage Parcel shall be binding on and for the benefit of any person who acquires title to the property, or any part thereof, by foreclosure under a Mortgage or transfer by deed in lieu. 8.8 Delegation to Mortgagee, Owner may delegate and /or assign irrevocably to any Mortgagee the non - exclusive authority to exercise any or all of Owner's obligations and /or rights hereunder with respect to the Mortgage Parcel, but no such delegation shall be binding upon the City unless and until either Owner or such Mortgagee shall give to the City a true and correct copy of a written instrument effecting such delegation. Such delegation of authority may be effected by the terms of the Mortgage itself, in which case service upon the other Party of an executed counterpart or conformed copy of said Mortgage, together with written notice specifying the provisions therein which delegates such authority to 75A -83 said Mortgagee, shall be sufficient to give such other Party notice of such delegation. No such delegation or assignment shall relieve the Owner of that Mortgage Parcel of any of its obligations hereunder with respect to such Mortgage Parcel. 8,9 No Obligation to Cure. Nothing herein contained shall require any Mortgagee to cure any default of Owner referred to above. 8.10 Separate Agreement. The City shall, upon request, execute, acknowledge and deliver to each Mortgagee requesting same, an agreement prepared at the sole cost and expense of Owner, in form satisfactory to such Mortgagee and the City, between the City and the Mortgagoes, agreeing to all of the provisions hereof, provided Owner pays for all legal and other consulting costs incurred by City in reviewing same. 8,11 Estoppel Certificate. Within thirty (30) days after written request therefore, the City shall execute and deliver to any proposed Mortgagee in connection with its new Mortgage and to such Mortgagee thereafter from time to time an estoppel certificate in form and substance satisfactory to Owner and such Mortgagee ( "Estoppel Certificate "). The City hereby agrees to reasonably cooperate in including in any such Estoppel Certificate from time to time any provision which may reasonably be requested by any proposed Mortgagee for the purpose of implementing the Mortgagee protection provisions contained in this Section 8 and allowing such Mortgagee reasonable means to protect or preserve the lien and security interest of its Mortgage hereunder, clarifying the non - applicability of the provisions of this Development Agreement to such Mortgagee as it relates to parcels other than the Mortgage Parcel, and /or such other terms and provisions as are Customarily required by Mortgagees (taking into account the customary requirements of their participants, syndication partners or ratings agencies) in connection with any such financing; provided, however, that no such Estoppel Certificate shall in any way materially adversely affect any rights of the City or increase any obligations of City under this Development Agreement. 8.12 Conflicts. If there is any conflict between this Section 8 and any other provision contained in this Development Agreement, this Section 8 shall control. 9.1 Rules of Construction. The singular includes the plural; the masculine gender includes the feminine; "shall' is mandatory; "may" is permissive. If there is more than one signer of this Development Agreement, their obligations are joint and several. 75A 84 9.2 Entire Agreement, Waivers and Amendments. This Development Agreement constitutes the entire understanding and agreement of the Parties with respect to the matters set forth in this Development Agreement. This Development Agreement supersedes all negotiation or previous agreements between the Parties respecting this Development Agreement. All waivers of any provision of this Development Agreement must be in writing and signed by the appropriate authorities of City or of Owner. All amendments to this Development Agreement must be in writing signed by the appropriate authorities of City and Owner, in a form suitable for recording in the Official Records of Orange County, California. Upon the completion of performance of this Development Agreement or its revocation or termination, an appropriate Certificate of Completion acknowledging such occurrence signed by the appropriate agents of Owner and City shall be recorded in the Official Records of Orange County, California. 9.3 Project as a Private Undertaking. It is specifically understood by the parties that: (a) the Project is a private development for purposes of Government Code Section 65864 at seq.; (b) City has no interest in or responsibilities for or duty to third parties concerning any improvements to the Property or in connection with the Project; and (c) Owner shall have the full power and exclusive control of the Property subject to the obligations of Owner set forth in this Development Agreement. 9.4 Incorporation of Recitals. The Recitals set forth in Section 1 of this Development Agreement are part of this Development Agreement, 9.5 Captions. The captions of this Development Agreement are for convenience and reference only, and shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, construction, or meaning of any of the provisions of this Development Agreement. 9.6 Consent. Where the consent or approval of a Party is required by or necessary under this Development Agreement, the consent or approval shall not be unreasonably withheld. 9.7 Covenant of Cooperation. The Parties shall cooperate with and deal with each other in good faith. They will assist each other to the extent needed In the performance of the provisions of this Development Agreement. 9.8 Time of Essence. Time is of the essence for each provision of this Development Agreement of which time is an element. 9.9 Force Majeure. Neither Party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, 75A -85 wars, riots or similar hostilities, government regulations, court actions (such as restraining orders or injunctions), or other causes beyond the Party's control. if any such events shall occur, the Term of this Agreement and the time for performance by either Party of any of its obligations hereunder may be extended by the written agreement of the Parties for the period of time that such events prevented such performance, provided that the Term of this Agreement shall not be extended under any circumstances for more than five (5) years. 9.10 Conflicts of Law. in the event that state or federal laws or regulations enacted after this Development Agreement has been entered into or the action or inaction of any other affected governmental jurisdiction prevent or preclude compliance with one or more provisions of this Development Agreement or require changes in plans, maps, or permits approved by the City, the parties shall provide the other party with written notice of such state or federal restriction, provide a copy of such regulation or policy, and a statement of conflict with the provisions of this Development Agreement. The Parties shall, within thirty (30) days, meet and confer in good faith in a reasonable attempt to modify this Development Agreement to comply with such federal or state law or regulation. Thereafter, regardless of whether the parties reach an agreement on the effect of such federal or state law or regulation upon this Development Agreement, the matter shall be scheduled for hearing before the City Council. Public notice of such hearing shall be given pursuant to Government Code Section 65854.5. The City Council, at such hearing, shall determine the exact modification or suspension which shall be necessitated by such federal or state law or regulation pursuant to Government Code Section 65869.5. At the hearing Owner shall have the right to offer oral and written testimony. 9.11 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Development Agreement. 9.12 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this Development Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof. 75A''86 9.13 Jurisdiction and Venue. Any action at law or in equity arising under this Development Agreement or brought by a Party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Orange, State of California, and the Parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court. 9.14 Counterparts. This Agreement may be executed by the Parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the Parties had executed the same instrument. 9.15 Recording. The City Clerk shall cause a copy of this Development Agreement to be recorded with the Office of the County Recorder of Orange County, California, within ten (10) days following the effective date of this Development Agreement. 75A -87 IN WITNESS WHEREOF, this Development Agreement has been executed by the City of Santa Ana and by Owner. Dated this day of 2015. ATTEST: THE CITY OF SANTA ANA Maria Huizar, Clerk of the Council ♦ w r i _ i A . w Lisa Storck, Assistant City Attorney David Cavazos, City Manager DYER 18, LLC a California limited liability company Title: 75A" 88 STATE OF CALIFORNIA ) ss: COUNTY OF ORANGE ) On , 2015 before me, _ a Notary Public in for said state, personally appeared , who proved to me on the basis of satisfactory evidence to be the City Manager of THE CITY OF SANTA ANA, the charter city that executed the within instrument, known to me to be the person who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its City Council. WITNESS my hand and official seal. Signature of Notary Public STATE OF CALIFORNIA ) ss: COUNTY OF ORANGE ) On , 2015 before me, a Notary Public in for said state, personally appeared , who proved to me on the basis of satisfactory evidence to be the City Manager of THE CITY OF SANTA ANA, the charter city that executed the within instrument, known to me to be the person who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its City Council. WITNESS my hand and official seal. Signature of Notary Public 75A -89 W: 4:1 Ic7�I�:1 Property Legal Description Grange County Assessor's Parcel Number 75A -90 �m Property Site Plan 75A -91 EXHIBIT C The Public Art shall be designed, constructed, and installed by Owner. A Final Design Plan for the Public Art shall be submitted to the Executive Director of the Planning and Building Agency within thirty (30) days prior to the issuance of a Final Certificate of Occupancy for the first unit of the Project. The Executive Director of the Planning and Building Agency (or his designee) shall have sole discretion to approve or deny said Final Design Plan for the Public Art. The Final Design Plan shall (i) identify one (1) or more specific items of Public Art for one (1) or more specific locations and /or application, and (ii) specify the timing of the installation of the Public Art. The installation shall occur no later than 180 days after the first utility release for the Project. Owner shall expend not less than Thousand Dollars ($. ) in total in connection with the Public Art. 3. The Public Art should invite participation and interaction, inspire, add local meaning, interpret the community by revealing its culture or history, and /or capture or reinforce the unique character of the new place. 4. The Public Art should be constructed using durable materials and finishes, including, but not limited to, stone or metal. 5. The Public Art should be comprised of a single or grouped permanent work(s) at a prime location visible to the public and sited to complement features such as plaza or architectural components so that the Public Art is an integral part of the development site. 6. No Public Art shall include advertising of any type, including, but not limited to, products, services, or businesses. All Public Art shall be properly maintained at all times, be free of any graffiti, and shall not incorporate any flashing or distracting form of illumination. 8. The Owner may assign ownership, maintenance and /or repair responsibilities of the Public Art to one or more Owners` Association(s). 9. All Public Art shall remain on the Property and may not be removed without the prior approval of the Executive Director of the Planning and Building Agency. 10. Expenses not included in the Public Art Fee: a. Expenses to locate the artist(s) (e.g., alrfare for artist Interviews, etc.) 75A =92 b. Architect and Landscape Architect fees incurred in connection with the Public Work(s) of Art. C. Landscaping around Public Work(s) of Art that is not included as part of the artist's sculpture furnishings, including, but not limited to, functional structures, prefabricated water or electrical features not created by the artist, and ornamental enhancements. d. Utility fees associated with activating electronic or water generated artwork. e. Lighting elements not integral to the illumination of the Public Art. Publicity, public relations, photographs, educational materials, business letterhead or logos bearing artwork image. g. Dedication ceremonies, including sculpture unveilings or grand openings. 75A -93 J I I / EXHIBIT 16 ry 04 iii iL UJ I I / EXHIBIT 16 ry CHAPTER 4 Mitigation Monitoring and Reporting Program Pursuant to Section 21081.6 of the Public Resources Code and the CEQA Guidelines Section 15097, a lead agency is required to adopt a monitoring and reporting program for assessing and ensuring compliance with the required mitigation measures applied to a proposed project for which an EIR has been prepared. As stated in the Public Resources Code (Section 21.081.6(a)): ".., the public agency shall adopt a reporting or rnonitoringprograni for the changes node to the protect or conditions oJ'prg1ect approval, adopted in order to mitigare or avoid significant effects on the enidronnaetit. " Section 21081.6 provides general guidelines for implementing mitigation monitoring programs and indicates that specific reporting and /or monitoring requirements, to be enforced during project implementation, shall be defined prior to final certification of the EIR. The lead agency may delegate reporting or monitoring responsibilities to another public agency or a private entity, which accept such delegation. The lead agency, however, remains responsible for ensuring that implementation or the mitigation measures occur in accordance with the program. The mitigation monitoring and reporting program table below lists mitigation measures that arc required to reduce the significant effects of the proposed project. To ensure that the mitigation measures are properly implementer(, the mitigation monitoring and reporting program provide the following information: • Mitigation Measure(s): The action(s) that will be taken to reduce the impact to a less - than-significant level. • Implementation, Monitoring, and Reporting Action: The appropriate steps to implement and document compliance with the mitigation measures. • Responsibility: The agency or private entity responsible for ensuring implementation of the mitigation measure. However; until the mitigation measures arc completed, the City of Santa Aria, as the CEQA Lead Agency, remains responsible for ensuring that implementation of the mitigation measures occur in accordance with the mitigation monitoring and reportingprogram (CEQA Guidelines, Section 15097(a)). • Monitoring Phase: The general timing for conducting each monitoring task. _ EXHIBIT 17 The Heritage Mixed Use Pmjeel 4 -1 T ESA 1140780 Final EnWm.wtal impact Repert Soptember 2015 75A -95 y � U � C B E a v V m o a c Na U N � N U a C cC R x 9 4 Q C /) m n� u �g4 +R+ 8 e •� F e N E � rn e °C � a e[Rp O ga b a E 75A -96 o c pcR. m��� i7 �•_ °NU °1 E m° 0 m E «° •5 m a HC U C ° a ° [Ctl V C O= S'O 1n 22075 ,g N O a C p tl C O 1�N� a y yry N Y, ,O �. O no 2 n Cao WE 2 a 0. 0 Sc N'b O —hr'SS N E N ro t O ?NN em � �•C C° >' N N G C U N C c N i R w E G C v_� C C [b @ O 92 O a C'M O° 'C t.3g «�ma b.-ffi _c s. RmC Cif' C p� C? "E o. CI g °6 N N OI EL N E° Ugrn C7 �pIO 0, Qa V N rov > R ro""`a,croE�-s 0 O U = 0 7 0 CI V a a f LVR L y R 6 N O N.2g C w mca.�ai +n °i el o2i tEdaE "cW M iq U N> R Eta; CY C Ia m d pl3OO N N T_Rtli N��N � °cxoNn� c mt0a �N c a lei aa'mn°iR am N C C p C E C aY.0 aE N W N [V d u � E m c 3 ; i w U a `• �R U U1 N COIN [� iy 2 R N mw y J C O = N C 4 N m(16 3 C O °�mUro IIEUR 'a —EUR NV 0 2a��JOpm 4rym. cw.wac N d R N m y `aw 9mvg mmvg �. m ffiE— OE.N �Utv m f�Qm©� G U�Cy Um v C a E N1 N C 6 i5 6 2 ZS (p O U LY R 'LJ O y c MCC '>° NC O O UV moo 6VV d b O KUV c o C a c o d4:: EQ O CI email C C nY D O CJ O ❑ O 0 ao o�> 75A -96 o c pcR. m��� i7 �•_ °NU °1 E m° 0 m E «° •5 m a HC U C ° a ° [Ctl V C O= S'O 1n 22075 ,g N O a C p tl C O 1�N� a y yry N Y, ,O �. O no 2 n Cao WE 2 a 0. 0 Sc N'b O —hr'SS N E N ro t O ?NN em � �•C C° >' N N G C U N C c N i R w E G C v_� C C [b @ O 92 O a C'M O° 'C t.3g «�ma b.-ffi _c s. RmC Cif' C p� C? "E o. CI g °6 N N OI EL N E° Ugrn C7 �pIO 0, Qa V N rov > R ro""`a,croE�-s 0 O U = 0 7 0 CI V a a f LVR L y R 6 N O N.2g C w mca.�ai +n °i el o2i tEdaE "cW M iq U N> R Eta; CY C Ia m d pl3OO N N T_Rtli N��N � °cxoNn� c mt0a �N c a lei aa'mn°iR am N C C p C E C aY.0 aE N W N [V d u � E m c 3 ; i w ca m El •'C•• b y U5 N R N N B C W raj} .8 ro G ttil .O 0 —woo aR NV 0 2a��JOpm 4rym. cw.wac c`02 c"N'coRm ��aa `aw m5 «viv mC °n W C �. m ffiE— OE.N �Utv m aC,�dw � C G U�Cy C a E N1 N C 6 a'eiirv= Y ycx93c °,°,I..teE,'6u uJl C N V a II N f11 Q' CO C a O d4:: EQ c uZ1-rn °R'm° C }?+. .c°�RCaw U N a a C `w 'tl N Rl C 2 C— h m 0 Q N C r, 8 y N L R D ..N d o�'6a `a GOI JuIO 0 d F-ma q IIaE RCpa a Em vEro >II cA E'rn °q a.' a> rQ= .CC N E a 53 9 > C. - R QR$ Ni R tlmCE ,A pIRN C G Q3II Q._T C JRUL� m o ymr R Q Z q 2WmN N 75A -96 o c pcR. m��� i7 �•_ °NU °1 E m° 0 m E «° •5 m a HC U C ° a ° [Ctl V C O= S'O 1n 22075 ,g N O a C p tl C O 1�N� a y yry N Y, ,O �. O no 2 n Cao WE 2 a 0. 0 Sc N'b O —hr'SS N E N ro t O ?NN em � �•C C° >' N N G C U N C c N i R w E G C v_� C C [b @ O 92 O a C'M O° 'C t.3g «�ma b.-ffi _c s. RmC Cif' C p� C? "E o. CI g °6 N N OI EL N E° Ugrn C7 �pIO 0, Qa V N rov > R ro""`a,croE�-s 0 O U = 0 7 0 CI V a a f LVR L y R 6 N O N.2g C w mca.�ai +n °i el o2i tEdaE "cW M iq U N> R Eta; CY C Ia m d pl3OO N N T_Rtli N��N � °cxoNn� c mt0a �N c a lei aa'mn°iR am N C C p C E C aY.0 aE N W N [V d u � E m c 3 ; i w 75A -97 v N U [n C @ U � o c a V N C @ o o 0 0 U tp c U 6(n �p N c U U 6@ oua. >wro2• >mb� 4 c�j v_MU' y,c IL Q mcU' c @ @ D @ U N Y`wpe C N @ U U¢mOU1 C Ta. d a o ry 'c E .c has U a d v 2 L E E y 3q� c c c M � c c L• °N U b' U 4 U d C5 'a •�.w yN c mS on L� avN :�w Now £ ij 'eYw vv 8�•a:m `m °,n al �5 m a °Om d d NNO D N ON's b N C T3 N N LYi Jr U e L'O �O N �Y 3LUC fl pis U b 0 N jN bN3 aU O C.tl 'O m'a 6 N3 'C ON `yam' Y S C CL d 'aNAS Cj} N s+n�$ O. a-. GC! i R ¢L1 .. b O O N N Y1 Q @° C O cCc C N C p •G 3. �' .pNJ. N (EQf C 'Q E :d s O1 6 C Q Q S. C L N E itt OdiUfY] N! E`m•X Nom@ ON Q9D.a d. 'fib N �YQ jI ON-a<== b p 0y N A ."O O N 5 L7E ii y '?, vcr V N C N P o N d C � `-OY M N c Y. @ ' 'd�. ai 'rib OD E d s W N °N' c r °'s� dU N N' -iia �oEv `° a'-} m• C ro c 'u, w 6r 'a. d N o .. tl L 4. S@ .in- @ U N(/l j� tNj N L t a° 9 'p d- VNO� °cos Yt U o @ a °Nn' N N '� 7C 7 o N L) D .., y E m o N a m c4��t 5 N v_ t� N ? m N C .... �K T R G. 3 b C .., N b j1 N e t f _. Q +n vi 'DC 'O N b t = U .... N y@ N b N C v- N# (D S .sC R .0 a Or 9 N N@ N '.`. .N. 0 'B vi «� D.v dC rya CCO UN*�' N O'f2t t6 u d0. RNU.CN N p> U '�y'$NN `e(i LONOOCI O U 2 .N @ w a d '� E !0 d y .a T b@ K °' C I' E d' UJ N tfY ¢ U OI NTN C.�b NU mm SO.Q •� ati O�] MN L U N �YUI.N O "$., N >NN'O N a 02 n O } .T'..i N <a QUY�_�LL. Ga YU3gry .F d.OE iOi� OW 'aNN CN@ SvN.N N `e w`N' 2NNO1 «U W O.mw~ C°i.obE �U� @ry VENN .0 NOpj O� Lv a dN �Yv R m ' o �N,U 609 ¢ � _ ` � M m M Qy d 3 tE N ro 6 s@ @N O Q O W N @ E d 0 O ` N EQ C g dLE ab N O a 4N 2 0 d N£ CL� C1C d W Oil @i O mE E v gE.°im mn 2 75A -97 m u 6 a E 0 U D c 0 q u } of v c ° E 3cU m C O Sn u Q•c a O aka c c � R mA E o m O. E� rn c m o �0. A E a `o = a�� ac nN m'� m' U N'tl N y N a� N u act Y °U iLm mLdr �C7 ¢d0o 'E Nm Y4� � a .c p+ :m N GVI C7 C�vv tmp N CV/ cN m NCB c._ NC ttVV U! Cc._ mp7 cn mrn2 Na'rnc `° c n tncmc c a NN�mrG a u c o cn.50 o w° o w +5' a w 'lC J� .C.'G>'S 5 S m, CN .r"N G.CGU U do m0 GO.L 'v 1 M �¢'amo IC r�¢m ° a o_ ; U N V° Wi t «° -6 u a Q C C O C C O O G C O tl O b vv O dd4°)cj c%o civ ddc°y ry dao. N 2 ca; Y. a .aro a cc'arY, R =w Y. a C c > G� n ao s w C Z g c C c N tiaN w -"° °mu mwcro NwW N 42 Oy2 oavun t°mc��$a oyoN0 oy n v° t!±+C° ono ` NO `o_o,o m0 aC3 a ro20 `o aod9U0 CC'p fl.m o. `a U '!{ N N Ut U pW1 N L UvL 'L-j S O1 C b N iTj N C m F w N C m 0° Y 0u Ko 5'o mF'O� n EciG 5 -S bw_o•[oC o� _NC "GOCY _ Na'JC '5 Oz NN'G -Db OS NNNm t�Ea m92�`r3Ev.= �N mocGN�m am 0 T=0 omv v °v �ce''i��C7O d =2 «0 C'YJN NN C.0 N9h CNd�fp :i iisBN GL� CUC O)A =C __ C ° C N .N.. E u G N °+ a E o 0 0 •° '- a 'o E ro m c E ni c �,_, a "m E uvvov € N no U' m `o «n Uw-.E m:` C7 v=-0 c= No;c c� C9 n d- 'S 3 MW c�u�w�2'Cj cOU °r °c caa1�9 c 0s _oo ro_aE ° >c v �o a N a -.°+ m_ErnevuaS `o mr= uy o' A ... .° obN n a +@U Y .^J C ro «v m 0 Y V y c EN�y mv "O Aa °rn "C V a OI N C N 3 L yr > t qYy C py o� C G O ,Y � 6 C G N to`- m Mma Niav uE N N,g ma m mN mN :E'er OrN w,_`m og55 mf'o. o:5 Syw °2 tE ism E aao °.Pea's U mo c ma CNNaP° c wt�NJ `^ Tw L «.Oa@ w NN m`c N°+ MOOC�� cNNY{ }CW Cy«N.m� °wG°CU L1, S hNwNn 6.N NUND 0.m �N— dNOSIr O1N 0. c CL 1qC m'O nN 4! N °. C-0 N C •O N O .0 N 01 a N N N Cf w E° 0.5 n N N L Y J.5 m p a °r a'° OOmi Qv a N au 2 °.° Qv o 4o le 5 � °p 5a ° ',. m U cN .r N 3 m V elf N Ci C .'a m U N h 01- N ; m om G '�J 'J �° N Lm,�YUw w Nm y!C .�E:pN (IrNhU�yC�r/1¢ l�ry N �awpo�.�N .oa.ar s'o °.�a.�Nrno,o «0.'2 c m m J w ai c w "b c w n c m mo ro Yj C''- aq N'D O NCNE NE Ny Ty� U N� N N m C O O M M m N m N tY m ¢! N U rh 5+ N ow o e- E-o �m ;G 'orc NO,r m.���ro'b .O hawmcb '�uQ3Uvm uSNmocr cmc:4N c!o$nw mit`. cN "c N` mra g0 fi�uN. giiia Nw*��S fwd wN a°vi rw'a 4D.�7 o._a 75A -98 s� �c 6 � J FMF yW m N � U C N ti t0 O � e e UN b y :C � e � C .« m n u�Q Q�U U .p O1 •y c C A as v e A� g N E e N a E C •c s� 0 �a tY. E ZJ in v1 m m >gm N amm °aU0 6O4m.(JO a ry a IlY N CT o OI � N .L �p c «C c ro._tn 46 N,a mMO 13 :m` m .s 'S v fdma Uam �¢c� c:Iar.m'o i5d� Q 2 �u5 �b cQ c�`° c icS'm Uo%Y YiEo 'a ar acc a acid aaa aaa aacici as C N C al N mmw m mm�r_m micro a Laa � mwC' V} r��= �a3 C7 c f'i CD o d.2m0 oM m0 °m yy `o_ c a E amQd° dmQa$ a "oa ,- ° a° r q rn ° Y pm 2 E .S2 -Z C O To im m 'O La 'C m m 'O N •vl Q. w N $. p S da 9 E c c .R E'm`-�� m a - nm a °dEm N E-6.6 o r pe n o m a 9.� v a m a c.m. y n c E v M O u tCa d `° N ie c c E �- L= m c C �' .°J 1- o rnFy E ro c N m o 'O rn m E N mmn C CN`J 'C ro N C m G w m c m 0. w G a .ICa "N Q' O. C Ll L G d _ � eomE,,.S mN m La° -° .E '-° °c a. ro a m...`o (7� m�mmcn c E,S. -- m lm c m m. 1c a N=m m$d nm miu:�4_.�`n 7 c (do mn -�m w°,a "Em c a m dm im: �c Q5'a EN v w vmP.wm N °�vEcy aw"cs a. c a4'r`F cb+-'-n cmQ'nud.$=vmw " n am fQi v mY°auc ', u' m ° c U g ac cm Ow u ,F 01"a N moE 'c d c r � ro e pmO t] CO ° m C " u W E d ]$ N a N m N N C O Vl -= N d V mrn 00-0 o m Croy `u' fi n a (�6 - �i O-. a °� C O a O 6. m Oi'.m.� C'Q ro 40 O N o= NaON.5� NomU NC°-�N v2 O .Nr O'CNv J+C'ENa el Nnucm ,R iEN+ �roa @L aaEi a ` -°mc`d pL° maOE�u 0.-0 c oa �a ..m4Q N mane r°. a Q.a ._rom m E N � a t7+/� L !J @ N V J rn N C"- N Q' C N N U J QI - ..Nmmm CJ N'° CS s.`�«- oc ..,m �cmmomy- 3a7 �e �N aNNC .Z �"a ar Q.dc cam' g' mac Sm d'f/e mN a5 i'v v 3 °gym dyL WNx'e'.J S `� A �' Ts c E' v 'g N «L° _, m m Ya $'.. `5 .Y`- rn.a a r m IdI1 w YC 6 3 n III u N O' 0`mY Y L a d N O V C'=y !} O 4 C y'�-' I'"oI Too a;Ow0 m'a -''c a' B .s, n� Sm O m,a °LfiY Ewo om'ac N" Sa c:S a,8N-EN0 N,N -I-I m amN v�crn a cE'E v'C V U maniac 2c O m N a Q.Oe- a, 0 td6 N O1b dmN= pICN Q. Mc KN K .O OYC m!C: 8 a.dmCa me %�.- wS�am�'..� -•n ENE6smm vvymm 1^m o.a rn �mvdimm coU �Q a.0 �Km . V Mu2av E?Ew m. mm � m �w 75A -99 o m w N a o K m� � E S c w` i` N m E v m � u c @ E o m V m O D C O p@j N 7 c d Oy V C c m a c w m u�°o cap v yry C •C 'h "G 4) aC tl c N C N 'm s Kg4 8W c 6 Z@ O ro 6 70 9w IUo c° ° c2 E 0 ar tY 2 M75 E oemcm =mac b c_'E °`roY3E� >E�c.c Ey�m L@U° o'�. cNCmayt v. S.G a °dam c w.0 oq %n b V tr a W E ,rn 4 m C C n o N �1°� aij «'w' omin Es•°Ea "L'.c m= UmwN�NLwNOt@i tl.�O r7+y ° E@ 6.2 U. a16U r_$I -cw °mod oU .JV. `� m NNa� vVE5in mo Nor".. c svam4V 7is >y- °' @NErn C o, v - E N T 'N N J O E 00-- @ 6 N L O yppJpppy'`oEw cmaE JJ ,OZ m N s Ci s C N 4_ L A 'Otm L US ° Vg UOja -w• c -w'c w 2Em_po @ -vE c c 'O s 1Y .150 w Ntl7 .c tR EL E vw!_°c.a n._a_ of °yccO1a mUS c L b Dw ° N.'� O L [� b CD �'o a Ec v.,c°°r�i 0 iv.2anc a5°c °Fd. `WE- of >:Z'`o N 6 ", s ` J w W 3 d a N 0. 0@`) N V .. L s e v e _ 75A -100 WE 6'T G vb vo C C N U @av-� �U'm? C C @ �!7 �U)C Ud`ma ` O C 'j5 O C JLI 0 o c c a`aG°�c°� m c ma aa.aJC°i a ocmE woa � rn� «� o.m `° `, or�c° c� a o O.r? aam aNi m CJ m$w o '3 « c wEFv 0 o c v.'-' t oQstr= as @ = r °•� cwcr @ —w�+ cJitl 75,15 mryy m 'cc cno Vo `o a $ mO L@°- W ay.29am c mLo @ °1c5�iw �•r@ o @�c� o @w G io sum N'i-� cc w°may m`o-'W C mi °mom m��GpPCC4EN m q ads �mngrt °ro Cw w�wc °2'�'�°wo� "=m CO Ntl�= =N wNU @w =OJ @y ,O- 0, @ V N N T= W 051 :J 6NSO yi C C '1 C 2YO wW' wa �wC°g'o.°O1- °`�cnc Nc @aca.o tl N N gE°,�rncNfoa iw °m c,II V9g a mu.o o•iaM noC c-5°,u o.�cu 'o ,� "Svc.° -'�y'm v @2cJ @� ai @m'c vin w-d @c'°)•_ G minvm mN 'Cam- y'-^@°02� vmc -a 2 w mo'6@.-a a9E mm. aYl8 .m,K wo tl �, N IL u f7 v a q�� £ e E a GuG .L a E tg w a c 0 a: 'C a } a �u c m m E ubo �cU a a a m .W O N C d K�Q c oya �G y 'N E° n a. aN E� rn c a v "e m a �a E. E N ° aU a @L E4_ Qd00 yycm�nm m�cn ry�rn N m L3 N C c O S .y C .� �-2° O W= N ° W V N U dc�W Mcl UQ N=CI U NC0 'O 6 C C 'O q c c "O P C C a`aQu a`aC ou a`ati m c c d m o vbc 5`r$c � O1"6a o° c 2 o .cc oM`oa0 n aU c6a'a� a`aEL c cc „°„°' m o.00 aac � ocro m « W s NV� a@._._U_(6 b.�C mC a.,A_m a�C @O UW Ot ma CcLa atl>N [TNQ ..C„b Nhm L.- n. CiC N NVi� p�m Qrn «ym.m�!E v'm- y' °Nrb 3Evcr Ev= N ,c @ E n m a-o.'c aiwom Qunm,rv„Uw a« -.aoE �i, cE m gild o._ i° E c.°c�rno y,2o �m,mc 'oro N mrov 66 �..N >�� :g.2 >, « Ev «.. '�Es .a@ E .0 m�= cLmM §� °ma�mU °m orm��' 'am �C° o�c v.on M oR 4°-.Q 41-mv gof °EOQ fL'J€ E`EIS C988Ou -�io cr3' mM_"wuEwLUmw °a oa ma «N�3 ms�vv» -C E.•`4, s° c o E'5 c m" v EW }«utr o'c m'WUaco °r� =cg's ° y a O a E a W '0 Cc C� 25 O N C VI O C .CC a pNwp. a'S r`CS O1,CW D) m 4 a'P tl l0 U 5. N O b.0 N m N y r N a M v U C C N C @ gm N m u�+- C=1 C N N 'c a U o rnM$v amrno.5 @�cn mm aoE `-' rou.o�om 'mm .a v ;" E E cap.. ` vo vgC'miv sL.a4 o_ E�_U m" 'y is `m o o .10 �aNi 'rn m-mi'i Et"E° mm tic 0 c v m00 crow U r'm CC.lc - wdOOm oUC V OC 6. (n tlNsCm a @gq.r�` �m V C-a E v' "tlmr -a:c, 'L .i'' aP.'.cv ti .u�''n.uo� eo N' U`S "°'Eaac !? Lu v 6,E v.°h -.390 csu`°�i °' 6a do'h a-f°� L vt (7mv °so spjba °u �s,E °Qrn 48 'inn -�v, Q n8rycrf6 a vEoZ a °0���UCV y 5c x m'Sa °>, °a vo''U`.S me;'a ac c a.n 'c _u_, H �E °o `�uv m:N '4'acab a am �wmoc'c am `cgm �'h rn - @° a mN � rna.'c3« v «u�E cm mr`uUtivicmc`o. .a a d p. g W 5 a x a t a m a o v .� v c ='S o v a s .o s: .CE w w£v'`". vv S°5w o mm Em s c rta �c:oi m mac =m c M acs E0 M!m 6i a n°c' s a e mv2 sE °- $ m' u= o1 oM c m ry acE �+mEusu c a- p py._ .._ C E v m N O. N N w. N _ C N nt p =� YJ bl �.. r� C (1. >. a O D o a C a L a N C N rCm..� sm�mi i+ CY N Q V 'U sc mcrQ N`o `�sr N2 uU `o.n m arha U' �Wd vv�a 3 Wa E'."v Ea 0G) 75A -101 6 N r2 o O N C� u m w o� -d^ E E 5 S� C N �a E o v p m o ° c 0 v N 4_ b U C C C Q e U a a� K�Cm c 6 Lg^ E n ;! a a � E� C O y gd t E « N N N N N [n rn fn f/1 (n m N .F d 4 °yy�� O °.b ell G G O ° ti pfd U m m e N > vv N 9 N N N O 16 C rn N2m m.�[7 � °OC rn gO m3© nna 2a0 G!L N U 6 ro N U ¢ n.pO ¢ a ao ¢aU0 ¢apO « c c c N C U C N IIC U C ° (n m N .F d mm° ro mo e ro28 o ° °u. Qa rn N2m m.�[7 rnNCmc °OC rn gO m3© nna 2a0 a`. o.a au.a UQW U¢OmD (JQm pQCImO porn w C N C O 'r'• N 6 a N L ij�� m�,m IS t ��o ca . ._ p m •c U N g" a w v v c C N m ° N m.� N m d Ct N N p C E� r s � rome' -Fca o°m v� ANN °ccto.cwc °ca.i-E� E Nc N{ry N`a 'a [c[pp ntO b �ro° m cm . E ' UvS'c 2 : E55 .� C °N -Ocry ® Q f•C C c ° t'm H's E m E N am O C c Co nc m� d a Q ¢5@ N m m '.E M y -6 °c w N ,6 m oa c E%6o -5 :� roo ° E°d cm HZ >> L O aN i roc ='N N MM Ho 'o a�W ro Np�«j ��r CS CN C'6NC a(]o°',�m 0NsU pNL� d N J ~ 12 U� �E N m R N 2 f>'q N 9% al N O U m p _v 9i •� 9 r, °O ro N T% m roc p>.}a :.om d>fiNa•E�i' l7'>'mf Qac E v lJ ° ° d n N C C a N m N 73 N Na mo Nn m.n 0 =m vL m c a N o j ='E c m,o cs nN•.cs F=-cci c@ ow�� cs v cam ac -s 00) �v o'er ao,E �waE gd n� }c5m �mNa b:S NU m o.m �¢`m TWO 02 N c E c roE .v N �v ga c c ro o 0$ N O � N v C a m o N N E N ¢ N E `m po oac a N c w o N 1U N d oa °� NL n E N c «gym N N m a } Y Q m 6 CL. N � L� m'9m c._ ° v a_ � N a N N N v 5 2 N N N N N 2 p v a � c s z° q E W n °e P.c n v E E �F t� N C f%Y G N C U C N IIC U C ° (n m N .F d U U) � N � a. ✓J � (N+1 e ro28 o ° °u. Qa ELoo ELL °Loa °OC E°E a apo nna 2a0 a`. o.a au.a w C N C O 'r'• N 6 a N L ij�� m�,m IS t ��o ca . ._ p m •c U N g" a w v v c C N m ° N m.� N m d Ct N N p C E� r s � rome' -Fca o°m v� ANN °ccto.cwc °ca.i-E� E Nc N{ry N`a 'a [c[pp ntO b �ro° m cm . E ' UvS'c 2 : E55 .� C °N -Ocry ® Q f•C C c ° t'm H's E m E N am O C c Co nc m� d a Q ¢5@ N m m '.E M y -6 °c w N ,6 m oa c E%6o -5 :� roo ° E°d cm HZ >> L O aN i roc ='N N MM Ho 'o a�W ro Np�«j ��r CS CN C'6NC a(]o°',�m 0NsU pNL� d N J ~ 12 U� �E N m R N 2 f>'q N 9% al N O U m p _v 9i •� 9 r, °O ro N T% m roc p>.}a :.om d>fiNa•E�i' l7'>'mf Qac E v lJ ° ° d n N C C a N m N 73 N Na mo Nn m.n 0 =m vL m c a N o j ='E c m,o cs nN•.cs F=-cci c@ ow�� cs v cam ac -s 00) �v o'er ao,E �waE gd n� }c5m �mNa b:S NU m o.m �¢`m TWO 02 N c E c roE .v N �v ga c c ro o 0$ N O � N v C a m o N N E N ¢ N E `m po oac a N c w o N 1U N d oa °� NL n E N c «gym N N m a } Y Q m 6 CL. N � L� m'9m c._ ° v a_ � N a N N N v 5 2 N N N N N 2 p v a � c s z° q E W n °e P.c n v E E �F t� N C f%Y G PE C C C U C N IIC U C ° (n m N .F d U U) � N � a. ✓J � (N+1 e 'UO aa.00 o ° °u. Qa `o mv 12' 8 'c n'c �,� 'c a•s ,�. ._ 's c o-,... .0 'c o.s . -,.., 'c ..w w C N C O 'r'• N 6 a N L ij�� m�,m IS t ��o ca . ._ p m •c U N g" a w v v c C N m ° N m.� N m d Ct N N p C E� r s � rome' -Fca o°m v� ANN °ccto.cwc °ca.i-E� E Nc N{ry N`a 'a [c[pp ntO b �ro° m cm . E ' UvS'c 2 : E55 .� C °N -Ocry ® Q f•C C c ° t'm H's E m E N am O C c Co nc m� d a Q ¢5@ N m m '.E M y -6 °c w N ,6 m oa c E%6o -5 :� roo ° E°d cm HZ >> L O aN i roc ='N N MM Ho 'o a�W ro Np�«j ��r CS CN C'6NC a(]o°',�m 0NsU pNL� d N J ~ 12 U� �E N m R N 2 f>'q N 9% al N O U m p _v 9i •� 9 r, °O ro N T% m roc p>.}a :.om d>fiNa•E�i' l7'>'mf Qac E v lJ ° ° d n N C C a N m N 73 N Na mo Nn m.n 0 =m vL m c a N o j ='E c m,o cs nN•.cs F=-cci c@ ow�� cs v cam ac -s 00) �v o'er ao,E �waE gd n� }c5m �mNa b:S NU m o.m �¢`m TWO 02 N c E c roE .v N �v ga c c ro o 0$ N O � N v C a m o N N E N ¢ N E `m po oac a N c w o N 1U N d oa °� NL n E N c «gym N N m a } Y Q m 6 CL. N � L� m'9m c._ ° v a_ � N a N N N v 5 2 N N N N N 2 p v a � c s z° q E W n °e P.c n v E E �F t� R� �o u c _m 6 E U m o � c 0 m v :E E 0 0 0 $ w u w.�, u c ° E rn16 myco nu Emi g ° d w9 aN" 12 u'po mam rn� nm oZ `N O0 KSU QI]QS Qa ZE If mws�r`Qc 02 V N w 0 6 m w 0 0 N m C 6 w fa- w c Ec O 'OP a N vas w°�� w o'o c0 EA' firma 0.1E1A UV c m Q v p .e Em EN in— gm �a ao¢ n.a¢ a4mU m w v N o .• wr p� 76 L , w E C ` o � � C w r .OG N yN 8 2E w � M CO S _ cs mi P =- ° am 00 m C N w'S T= Qc c s ."" O a w LIE v. N C c m` G .� N n C N p ro C c al F 9 4 O N 9Cl j O =m O y d > N ro p ywj M_ N N N w w d C'E E p N N w N 4aaNL m w. rnv u Z w E p m Nw 3 C N � U M t `i o-N co m1 6'roV N C C p a ' J 6 . a 0C 'SS� c Nj w ' iw � °w m E a m' m�n w w c � N'E m 8 ° u N p .c 1, M E'o a, -= = c° ''c E p. v w > N y . - m m U W v al Np p G a E p 0 ow p SC 0 " o m w g'ru o o on= w .« m W w y t L N` O N w p o N N O A 6 p}r 0 TM a N o 0' c 'c E c o o E a 0 t-c 5 n -a ~�� QE- E' SN m 12 'o d'-N ¢ ry GC i N 2l tCp N N b p 3 K c w. W p w .G y h "'. _ "p o � E N Lcm° C'm Q. =pN mNpQ� _:o z p m E �omw ¢ wt ©wipe%i Yi Wpt Q w uc a��m "c N m c �E s N e v !t c N G c o:s c Nm c �Nc �N 'u N $'NN p cN` > C u w �q 'p 0 9N Z C O- LO cC iR: � w yo moo = o Q c g +`' 75A -103 M m E 0 U b e 0 .q U w 7 N m L C c o_ d � ac c c @ v e'g'o 5 o c d5U "u. v � c ° a u N e � tL�d 6 a Z� N a �i E� e 'c 9 v o m �a ro a. E �mic �cy �orc U � fLl O 4 2 a o UU c oL =caN to s o O_aaaU t °o.. Foci c C m m � n @ a vuv'AC 7viE v'a �+�;oE ao.o vv m7 y' "roE ° Z L C. 0.5w 0 m u gxc O L 2$ = a p . N % y L C C' @ *a cc 'o �L N a C [.@ a E y .05- 5a m VcE vr1 OW i m r c2pv°cmLm' TaV c o ° 3 o C Lj'Ty 'a o E cm w c'$ HUc mom ° m °t O E r y. 50 c N C@ C @ .- N a� O N L N q �E ° m n N m m .Cvqi < 9 U- % n cbO e `Nr aW .E n c va m o vin u c 2 'c ` c ai m q m�° w N Lu n o 12 no I p b n R m m � N 'U ea O `c �G - t ono>> `E o %o a v L y o,=- =o 2 `ov� ° `cw"�- o o r by ° .L.. N @ U `% N `G rO L *V' @ 6. L 0Q N C N Cv N ,`dcPm 2av j °cam° -'v�2i y.m 3o iboco gc7m c.� No+• m C7� cc`o' my o"02j 2ma�1� Nm N O C V .N V aI m O C g y e N .°"�' E QY Sa 23 m <..CC y�x U@ 2 0 C % x M % car - m %amid y c'am o.yUw °n aLm vocb 4p Ca C'a om <q °cm yom o m« qa ° aaRa� Sr i "�` U ov t;n voor m ayi `tc wo t5 aom< -n �.mc °ov'c cc° mv� CSvno v m%mvE cc 3 <.. m oLm pair `nw @°tea "o o%iro Yann-oq s;Z'�mmn .aims °tL -.L °o a^E'. -o -On m. o U N 2`.a O m y ° v "° '- y Z E m a 2% ci m< 2 ��.� a?vC"'�' @mm ma:c2`w °vac�caLm o_ as o�°-`c `" 2L Nm�cJ 2@ e cw cnE' a,c C ayvEc E o Sums c c'o^ -' �aaEi 'mo .iv", q� c m,m,N co, cum c'er mme m m a a o,� -ooy oc o�o o` S coc cmmm'p a cas o �u•E U E E R.a cr c`r -a.L$u c a n2oL c �n c�mnm° dc U- a%:: OF m 75A -104 IN I- y C5 tl a $ a E m� � g A E N N CU N a E 0 v `a c 0 'a R U �C N a N U c m our Uro0 4 ° V U C a, N C d c a� N E E� C •u N 'E m i A a m � mm C N R d R9 �m O c 00 N E a O N 0 0. a c R v C R M N R N J« R d E Ua `oa ur � �C�c�uw � n N C r pr ro 5� w m o w E M Our, �2 d N N N Q N L L R c c N E C p N{ N U d m w d 3� N h rN. pO U j ro U R N O .roC- O O c 6 m'a r°n L°ccmro �°s ma c'm cNi m R C R O C L N C C C R�� C G cm�0 W 4U-- 'C d C dm 'C R Orr N 4 N N Ncco L- LL lL R R A Q pR, f� m'�u° L � 05 u'o OW co `S W;d .y mR Oig b.N NN U NO NN a 16 od�ma Hama iia6 �¢ D•� r- g Q a C V O @ U cE c"c a c�E `oa UCJ UU QU0 Vdo v 41 c N r 3 0 £c W-Lu C raj c�RE.2 2 2@.•CuC J m N =- U 7 •4_4 b C9 CND O c W O •� y UCf aoaao a'S aav ISM R_ m ma p Ua `oa ur � �C�c�uw � n N C r pr ro 5� w m o w E M Our, �2 d N N N Q N L L R c c N E C p N{ N U d m w d 3� N h rN. pO U j ro U R N O .roC- O O c 6 m'a r°n L°ccmro �°s ma c'm cNi m R C R O C L N C C C R�� C G 75A -105 �N �d W� N 0 m � e� a � � E t w C N OI U E .Q d U'S c 0 ctoaroi "oaroi m'�u° L � RE.�L„•N NN U NO NN a 16 D•� r- m �caNmou��,? ��wEa� Eb �� N pUj i L M NNqYr R O D C N L > 4) yV G M C o. miva m5m a� £c raj c�RE.2 m N =- U 7 •4_4 � C .7 a t t dJ y S N N w0 •d R C S ON .y R'c ocd R_N(y.NR r. g•.avaL R�..�o o-''OE `mE ° air vy v °c 0 o a@ OrC'dONyN3KN maP�CP O N� N Y V' 61c N M Z d z }_ Q 75A -105 �N �d W� N 0 m � e� a � � E t w Y E c .9 c ov U w c ° c 0 a u +� c a y 'E w OI � C m 9 E Q�U v `a rn •N 0 a•� c Kam¢ c ®y. C N EG d a E Eg 61 C 3a •E n 0 'E 2 m E LL LL LL LL LL LL O C� ALL �LL CU IL �tL tl�LL EE' E E EE EP y.m �m y,m y;m rm s,ro m.c mt mr. mt me m.c am am am am am am - :d ••- c m _ m m � ro m via EI'- u7a E ma E ma mow �F ma E m� adNp`o `od .o4 o C) a 00 u¢ U<' n 0 ¢ nC) 0 a¢c vo o iid�o c m m 2 m N U C C U C C O G c U E F- ma E me E E m; P 6 w m 0 U k ¢ ° v¢3a N 0 0 N 0 0 N N N N N N c c c c c c c c c c c c C 4l .CNOI w {a c m S o a m y in 'c .y vy m a w ro ro'ay v c E_ owo w, � .5 C 2' N €¢y'c euiv a'QN ccc:o EE D m C vim-'- m ro M1N PJ 3 y' a'O N m LV — N FF N err cc,'Y m o SEE£ w e Na E£ ear m„U.. NN n a °mom mE m'S'cm £$ c w'R ti`o.£oc`o o g,u o P ucc'w %no a,= �o cm a,:. -o c0 m Kin E .�o Ua w� cwr rncc c c.ca cm.c'am > a y.E c Uq NN'O Oa.�_Cy O_G UN a� OO�d.N.�P O(`[N y,�m EP= acN °>. °c'fi�m_ -m`g V- "m�m a ayF'ct oui a` � ❑aw m E oyp E m ._ o+- N E 2 w N y v n a o rn m ` �• u m4 °�'mRCV v °��c' wcb m/7co 0maro - v c'r� o,m wroS wi .£ cat gg.� ctE «�a% «n va Q.o « E0 vcro 'aNO moron ,'� amyy: .wc «o `'c roH a, p �E %S a£ o- cower c^- corn c �` c�ww -w. vo.�w' inwc 2:, Ei£2c E S u'�m Ea °.c E m o c Ew' °-s y£a Etc m U.. aE c c« i z `n E N � U C @ o ° e 0 A Y � a � E C N 0 u a o Q�U N 'A C C 6Ce a�a C 6 yam. � t] d �N o a as �a c C � d Q m E LL Il W 11 IL �j (L �LL �LL m v �LL a �LL m �LL NLL F CL 00." O U<(�r OCS UQ �S� C ° UQ �'o C e uJ� E croon F F 16 w 46 4} N N ro n N oL�Lp @ UQ'SD od,�N (.SQ 'S❑ CL 00." O U<(�r OCS UQ �S� C ° UQ �'o C e uJ� E croon F F V1� E c �� o a@ C C e ro d @ n 0 N N m N m N m m N N C C C C C e _ry 6 = C E C C ego, 4aoiL-sa CL cLC .°cn dr S�CCCc xwv ImU'o� ImN ismoa L`oa I��3mhe fw,°n 'EOo CAC <UC@ ' +a L E >W 0 .W E �Z .o .' _ oE g.C.@� ..C`y .. LoU m -PjO 8 4@ 9 � O m N NY6' .O 6T A @ , @>`N+ .wv �C 9UcI U '@ m ryo;?L v 3N o z1N Z E.2 a °` wm 1 F E LU o iN C n a .@yEo. vC°n`'gyib ,w m jO@ W 6 E C- 'q C t5 C Z N m 3 5. w�b °.v . obo° °° yo Q �C p ° Q ` 9.0 .4 m N d �C@ CaO.UO '9 -C. C'yEu CwOyN641N yNy@ CC�GSNV E�QCt N.�S �En ' � sp9 ' 6 ? "C Of N .'] c ° N E O .YW J 'rti °w f1 �QUO w y CL ti1 •g NN E a 9 C . !$� � EI . ^ I n'l' ,€a 0 . v°a N . a H dN '° N - > � L @ 0 2� ?0 C J mn'@V w a E° L�ov° Em° a �oogo c�MC, a, m No °o v q o E.d - ; u w° "O EE E i ° N Q v E > °Oa c °.O -- o o n C'S w .N A a N E N E E=u'Si E0OCa�s ErENa Esn�o�.� °'So E@ @@ oL o L._. �N N 6 of �E -3Sow c�`c_aa ..r >-5 a.c E�mw a�NaEE t�Q[aC Mq�yCWUi @NC wN=Nr "'CncomaCaCC OO'c E'ON3 @7 �p @_roON� �N @NQiL �aa NnCC > >C I,.,NaO F•F-.p 6]a Oa- o WAN_, mac ome Ld NC °u`y .� �d @EU :a nEvscN�N E MO a ' 7. tN, '•N° mn`e�oiNErn O�.O.c 7�'C��'CO N'°5 @ >CVm xi da� c sNC a '^ 7«. ..• Tna 5 mEbEoum �a Nnc cv �`mv 4m�syA,c N c o }Scaa'gNms3@oo 3 m rnw'Coo �Us,.ac row n r°cb c 'vcSgNa a C nr§@N.a a C wo v°aN�'�dwovo o �ow dm p mc�ce= pw RcEc� @mm 'n6cqL>.Co� @ � rnba cnc °c —os oic �5 2a° C`o °oc '5 of E¢N .a7_ .'L my m 5 m ocac 0'0E +o.05 «aanNrm �Ka?� gQAq�d'@�i �Q�sS gva�SsNa @a3 �cZ y'�EmS :1a 75A -107 N w� m v xs d�v v e m� iw m� F LL N E v a a u e m °o. E o a V m o L] C O "J y N �C ,tom v me G �p a�a dSU v Q Ctl N o Q u y C m Kid c 0 'a 14 ;a c a o, E v fL c iC E v C q C4 U E N LL N L N LL @ LL vLLL vLL NLL F$(L aw aus am am 6� om' o.o fntl 7, m.` c� NC oa NLa "od 45 �asn� Ua3a �¢3acmi c��i¢`�ncmi w N n ltS N Vl lro b v 0 0 N N N N C C C C '�a c nn'�>yDmc @wp oc m'o`o «�' Imo: vEm «h5 !�LniLLy.Ta omto'�i m Zorn0cm . c' 0�9 N E m cl rom@CL a�'1.oc.iyN U rco�ami v m 8v aN w DEjimom Z z=I Z cm°, O T C y y n E C a ° y C D oc n W 1 5 7 N E w U No o - N `5 E2 O c °LO jE 0La cE u "o m N E ' .aC O :n`9- oN " a V m E pry .EQ N c Sw Oo m N tl F Y ° b a„1 N � O � w �O } L E m? tl E Q c E V N UCN w aC�NU@ m s .O E .0 Z5 E a S=0 <1 E E votE E 0'o n °�~ °CanN.0 a°wv m m oWm -C 4.1 .-.m n N. .. Eaa EEC n° �d)- , EDP EEo n)�c° �u"iaO1ib °co Zr dF oo g'°s>2cai C,uw� m=' y� o.o D w v c a o DC' C) m N N O K@@ �' mo w •O N'O ? Z 1- ° N SY i� C na N J Q'O w C n 1- 'a >am o CO n °roc- pn(LI�N =w a'yL as d @ �t'SOCmNC tea° cmtlL N(nDNOINN N�DOD btCN ).g .= v o c cw pia w i N ami ¢v c acv) �.2 E uEi OW�Ea s �'�a� 2 cm 03; °rodcad ct°c_° 0 -- o0EEm'°°' o`o EE'iCV✓m.20c ILl 3'.Oi. ro .0 OYpoao> NmN NNaNNUN W(nD 6•ynd.Y ;acu mc.�wa....n v.00 mda olm_aoo._ m'w- LENCE1a m, a L 5 - 'r'wn ".�LONN. -o.. :K Q'o �¢�I -OOw �i 3ro ENE �eFmEa @o �O yr nn nVaVo 75A -108 N m y u a L rn � D C 3 m w N C= � Z I° o e � N w a e! V 0 ea v E c r.a a LL GRANGE COUNTY October 16, 2015 AIRPORT LAND USE COMMISSION 3160 Airway Avenue • Costa Mesa, California 92626 - 949.252.5170 fax: 949.252.6012 Vince Fregoso, Acting Planning Manager City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 Subject: Heritage Mixed Use Development at 2001 )Gast Dyer -Road Dear Mr, Fregoso; During the meeting held on October 15, 2015 the Airport Land Use Commission (ALUC) for Orange County considered the subject project. The matter was duly discussed and with a vote of 5 to 1 the Commission found the proposed Heritage Mixed Use Development located at 2001 East Dyer Road to be Inconsistent with the QOmmission's,Airporl Enuirons Land Use Plan (AEL UP) far John Wayne Airport (JWA) per AEL UP Sections 1.2 and 2.1.4, and PUC Section 21674 which state that the commission is charged by.PUC Section 21674(a) "to assist local agencies in ensuring compatible land uses in the vicinity of ...existing airports to the extent that the land in the vicinity of those airports is not already devoted to incompatible uses," and PLC Section 21674(b) `to coordinate planning at °the state, regional and local levels so as to provide for the orderly development of air transportation, while at the same time protecting the public health, safety and welfare.' Please contact Lea Choum, at (949) 252 -5123 or via email at lehoum ocair.com if you require additional information or have questions regarding this proceeding. Sincerely, Kati A. Rigoni Executive Officer EXHIBIT B 75A -109 75A -110 AIRPORT LAND USE COMMISSION MANGE COUNTY FOR ORANGE COUNTY 3160 Airway Avenue, Costa Mesa, California 92626.949.252.5170 Fax: 949,252.6012 January 15, 2016 Ms. Sonia Carvalho, City Attorney City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 SUBJECT: City of Santa Ana — Proposed Overrule Action on'the,proposed Heritage Project Dear Ms. Carvalho: The Airport Land Use Commission for Orange County (ALUC) is in receipt of your letter dated December 16, 2015 and City Council Resolution No. 2015 -XXX containing proposed oven-ule findings for the above - referenced project located at 2001 East Dyer Road. Regarding the subject Proposed City Overrule Action,` the.ALUC,provides the following comments. Please be advised that California Public Utilities Code Section 21678 states, "With;respect to a publicly owned airport that a public agency does not operate, if the public agency pursuant to Section 21676, 21676.5 or 21677 overrules a commission's action or recommendation, the operator of the airport shall be immune from liability for damages to property or personal injury caused by or resulting directly or indirectly from the public agency's decision to overrule the commission's action or recommendation." On October 15, 2015, the ALUC found the proposed Heritage Project to be inconsistent with the Airport Environs Lam? Use Plan (AELUP) for Jahn Wayne_ Airport (JWA) with a vote of 5 to 1 in accordance with AELUP Sections 1.2 and 2.1.4, and PUC Section 21674 which state that the commission is charged by PUC Section 21674(a) "to assist local agencies in ensuring compatible land uses in the vicinity of ...existing airports to the extent that the land in the vicinity of those airports is not already devoted to incompatible uses," and PUC Section 21674(b) "to coordinate planning at the state, regional and local levels so as to provide for the orderly development of air transportation, while at the same time protecting the public health, safety and welfare," The findings Section (A) of the City's resolution on page 3 states that the City Council of the City of Santa Ana hereby finds and detennines that the proposed project does not create new noise and safety issues and, thus, meets the purposes of Public Utilities Code Section 21670 (a), It is important to note that by changing the site's General Plan designation from Professional and Administrative Office (PAO) to District Center (DC), new residential uses would now be EXHIBIT C 75A -111 ALUC Heritage Overrule Response January 15, 2016 Page 2 allowed in an area that has historically been only office and industrial uses. The proposed Heritage project would now be placing residential uses directly under the aircraft approach corridor for JWA, subjecting residents to overflight of both commercial and general aviation aircraft (See Attachment 1). The Findings Section (D) of the City's resolution on page 4 discusses that the proposed Heritage Project is not located within the John Wayne Airport ( "JWA ") 60 or 65 dBA Cumulative (Please note this should be Community not Cumulative) Noise Equivalent Level ( "CNEL ") noise contours indicating areas of significant noise impact as set forth in the JWA Master Plan. The City's resolution Findings Section (E) goes on to state that the proposed Heritage Project is not within the safety zone areas for JWA within which limitations on development and occupancy apply to protect surrounding occupants from adverse airport impacts. Although the proposed project is not within the 60 and 65 CNEL noise contours and is located outside the safety zones for JWA, the proposed Heritage Project is located under the aircraft approach centerline for JWA, and residential uses in this area would not coexist well with constant overflight of aircraft. On October 8, 2015 JWA provided the City of Santa Ana Planning Commission with flight track exhibits showing flight tracks over the proposed project site (see Attachments 2 and 3). ALUC staff also presented the same flight track information at the October 15, 2015 ALUC meeting. Attachment 2 shows a day's worth of normal aircraft arrival operations and has a corresponding table listing each flight, the time of day and elevation above the proposed project site. The table shows that the majority of flights over the property are in range of 500 to 700 feet above ground level and arrive in very close intervals. (This is also graphically depicted in Attachment 4 which is an exhibit from County of Orange /JWA Final EIR 617.) As an example, the table shows aircraft arrivals from 9:00 a.m. to 10:00 a.m. when aircraft flew over the property, on average, every 3.7 minutes with the longest interval being 8 minutes between flights and the shortest being I minute. In the 8:00 p.m. to 10:30 p.m. timeframe on the same day, planes flew over the property, on average, every 5.2 minutes, with the longest interval between flights being 22 minutes and the shortest interval being I minute, Attachment 3 has also been included for your information and shows a day's worth of reverse flow departure flight tracks. The reverse departure flow occurs approximately 5% of the time, primarily due to weather factors. During reverse flow circumstances, departing aircraft may be higher in altitude, but louder over the project area. Based upon these aircraft arrival, departure and altitude statistics, future residents of the proposed Heritage Project arill experience significant aircraft overflight and single event noise. It has been the ALUC's experience that residential uses located under aircraft approach and departure corridors generate a significant number of noise complaints from the affected residents. The City should give consideration as to how these noise complaints will be addressed should the City Council overrule the ALUC and approve the proposed project. Because of the frequency of the overflights, the ALUC does not agree with Finding Section (F) of the City's draft resolution stating that the aircraft overflights will be mitigated by the existing curfew at J WA. 75A -112 ALUC Heritage Overrule Response January 15, 2016 Page 3 Also, please be advised that California Business & Professions Code Section 11010 requires the following statement to be included on sale /lease disclosure documents for developments within an ALUC's "Airport Influence Area:" "NOTICE OF AIRPORT IN VICINITY This property is presently located in the vicinity of an airport, within what is known as an airport influence area. For that reason, the property may be subject to some of the annoyances or inconveniences associated with proximity to airport operations (For example: noise, vibration, or odors). Individual sensitivities to those annoyances can vary from person to person. You may wish to consider what airport annoyances, if any, are associated with the property before you complete your purchase and determine whether they are acceptable to you." Regarding the proposed residential component of the project, please refer to Attachment 5, which shows existing residential land uses in the project area. Note that the land uses on both sides of Red Hill Avenue from the JWA area northward to beyond the project site are comprised of non - residential uses. Such non - residential uses are clearly more compatible than residential uses under the JWA aircraft approach corridor. As stated in the JWA AEL UP, the ALUC has the responsibility to consider the broader perspective in matters affecting the public's well being and the viability of public aviation facilities. The ALUC accomplishes these overall goals by applying its discretion to evaluate individual projects based upon a wide range of facts and factors gathered through public testimony and Commissioners' knowledge, in addition to informative analysis provided by staff. By virtue of being clearly stated in JWA AELUP Sections 12 "Purpose and Scope" and 2.0 "Planning Guidelines, " every Commissioner understands the complex legal charge to protect the public airport environs from encroachment by incompatible land use development, while simultaneously protecting the health, safety and welfare of citizens who work and live in the airport's environs. To this end, and as also statutorily required, our ALUC proceedings are benefited by several members "having expertise in aviation." Based upon our careful consideration of all information provided, and input from our members with expertise in aviation, a majority of the ALUC found the proposed Heritage Project to be inconsistent with the JWA AEL UP. We urge the City Council of the City of Santa Ana to take all these matters into consideration in their deliberations prior to deciding whether to overrule the ALUC. Thank you for the opportunity to provide these comments. Sincerely, (. C� Ydl h've OM er Gerald A. Bresnahan Chairman 75A -113 ALUC Heritage Overrule Response January 15, 2016 Page a cc: Members of the Airport Land Use Commission for Orange County Members of City of Santa Ana City Council Gary Cathey, Chief /Division of Aeronautics 75A -114 Tuesday, September 15, 2015 Date/Time 9/15/2015 1:48 Gate EDYER Flight ID vV­RG710 Altitude 8-151 9/15/2015 7:22 EDYER 'FVWC60 735 EDYER �ZN2888 —629 9/15/2015 7:36 — EDYER �N N2939 607 9/15/2015 7:49 EDYER WN2916 584 �/15/201S 7-53 EDYER WN2669 628 9/15/2015 8:08 EDYER WN2656 650 9115/2015 8:12 EDYER WN2404 640 9/15/2015 8:17 EDYER \��NE286=�S 1�6�36 636 9/15/2015 8:28 TOYER —TV23SP '235P 9/15/2015 8:31 EDYER SKS612 631 �715/2015 8:36 EDYER PVE1600 605, 9/15/20115 8:40 EDYER AS-516 591 9/15(20158:4$ JEDYER PV708GP 710 9/15/2015 8:55 EDYER WN4599 615 9/15/2015 8:58 IEDYER AW410 635 9/15/2015 9:00 EDYER AS540 E2 9/15/20159:07 EDYER WN2020 651 9/15/20159:15 EDYER PV26S60 693 9/15/20159:16 -EDYER FV61FF 620 9'/15/20159:18 EDYER UA1155 600 9/15/20159:2Q EDYER PVMDB 567 9/15/20159:23 EDYER PVIIIY 611 9/15(20159:25 EDYER � WN2918 616 — 9/15/20159:32 ­ EDYER -- TC4797 619 9/15/20159:37 EDYER PV358PS 692 9/15/2015 9:40 EDYER WN-3094 —573 9/15/20159:42 9(15/20159:43 EDYER EDYER �WN2433 AA114 602 600 9/15/20159:49 9/-15/20159 52 9(-15120159:56 EDYER [DYER —EDYER WN1677 Pvn —iAj AA250-6 610 —667 593 9/15/2015 10:03 EDYER WN411 635 9/1512015 10:09 9/15/2015 10:14 EDYER EDYER PV2298E WN1717 625, 622 9/15/2015 10:16 EDYER A—SS06 582 9/15/2015 10:22 9/15/2015 10:27 - 9/15/20151029 9/15/2015 10:32 9/1512015 TO 40 9/15/2015 10:43 T/15/2015 M52 9/151201510:57 9/15/201511:03 EDYER EDYER --------------- EDYER EDYER EDYER EDYER EDYER EDYER EDYER P'VMAC WN1553 4 - ISK5628 WN2625 PV741E iV1275 FV1484B PV208CV PV6160D 549 625 — 637 6 9 51 A6069 555 599 75A -117 John Wayne Airport Normal Operation Arrivals Tuesday, September 15, 2015 9/15/2015 11:09 EDYER PV3596C 652 9/15/2015 11:13 EDYER �Wi-N2923 -610 9/151201511:18 EDYER UA214 597 9/15/2015 11:26 EDYER 6-L-2109 652 9/-15/201511 28 T6Y-ER'W-N525 -572 9/-15/201511 30 EDYER AW621 596 9/15/2015 11:31 EDYER A5502 649 9/15/201�11 3-3 EVER PV-7495S -648 9/15/201511:35 TOYER PV43R 552 9/15 .015 , 015 11' 9 12 -T-I-�L-)YER /15/2 - 37 --��-N2509 595 9/15/2015 11:43 9/1 /2 -5 01511 EDYER P9261 671 T/15/2015 Ili..47 9/1 /2 7 EDYER PV3331-IS 617 /1 S 201SIl 5 r) '�/15/2OT5 ESO EDYER PV788WF 604 9/15/2015 11:52 EDYER PVlVG 1 4-- 641 9/15/201511:54 EDYER AA1278 590 9/15/201511:57 EDYER W N515 642 9/15/201511:59 EDYER UNKNOWN 642 9/15 015 /15/2015 12:02 02 EDYER N�N614 611 9il5 015 1 �71 12 5/2015 12:21 EDYER L2257 632 �9115/2015 12M YER 'UA265 608 9/15/2015 12:20 JEDYER PV717GK 548 9/15/2015 12:30 EDYER PV136 R 667 9/15/201512:43 EDYER UA206 596 9/15/2015 12:46 EDYER UA1633 563 9/15/2015 12:57 EDYER WN2130 646 9/15/2015 12:59 - EDYER DL2089 599 9/15/2015 13:02 EDYER 5K6216 627 9/15/2015 13'.0;5 EDYER PVTM855 623 9/15/201513:10 EDYER PV 448CJ 561 9*/15/2015 13:14 EDYER AAISGO 573 9/15/201513:22 EDYER PVMSD 5771 9/15/2015 13:24 EDYER PV667H5 5531 9/15/201513:25 EDYER WN497 637 9115/2015 13:29 EDYER W N2852 575 9/15/2015 13:36 EDYER P7V5492U 769 9/15/2015 13:40 9/15/201513:42 EDYER EDYER PVIT602 WN2103 624 619 9115/2015 13:48 EDYER - ' FV 93GK 618 9/15/2015 13:54 EVER PV999DM 543 - 0- 5- /2- 01- 5 - 14- '04 �ED7- 9/15/201.5 14'06 9/15/201514:10 YER EDYER JEDYER WS 17 5 4 AS58 0 WN2719 606 63� 617 9/15/2015 14:14 JEDYER PV728PG 895 9/15/201514:15 9/15/2015 14:22 EDYER - EDYER ' TV NS426 PV366MH 583 673 9/15/201514:24 EDYER WN2653 621 9/15/201514:30 EDYER 7WN193 614 75A -118 9/15/201514;33 7FDYER PVWPE 5921 9/15/2015 14:35 EDYER PV248BT 631 9/15/2015 1437 EDYER WN301 616 9J15/2015 14A5 [DYER TA909 607 9/15/2015 14:52 EDYER )WN625 656 9/15/2015 14;54 FOYER �W667 603 9/15/2015 14:56 EDYER PVEJ696 628 9/15/2,0.15 14:57 JEDYER AA1599 603, 9/15/2015 15:00 DYER RVRS416 676 9/15/2015 15:05 EDYER PV1484B 635 9/15/2015 15:14 EDYER PV124PS —608 EDYER )TVN2376 658 9/15/2015 15:32 EVER WN2435 596 9/15/2015 15:37 EVER PV65710 587 �7i-5/201515: 39 EDYER UAS29 584, 9/15/20115 15:42 EDYER AA227 606 1/15/2015 16,,00 JEDYER �WN2338 682 9/15/2015 16:02 EDYER DL2563 612 9/15/201516A4 EDYER PT715WE 667 9/15/201516:09 EDYER PV2106L 600 7/15/2015 76-13 EDYER �WNISIO 642 9/15/201516:16 EDYER UNKNOWN— 589 9/15/201516:17 EDYER FM389 609 9/15/201516.35 EDYER PVTM995 638 9/15/2015 16:37 lEDYER WN2558 6251 9/15/201516:40 EDYER PVLX542 595 9/15/2015 16,41 EDYER TA2389 616 9/15/2015 16.43 EDYER PV87vm 659 9/15/2015 16:45 9/15/2015 16A7 9/15/201516:50 EDYER EDYER EDYER AS512 PV308CD PV527PS 644 570 545 9/15/201516:52 9/15/2015 16:54 EDYER EDYER PV90HG TN3145 633 609 9/15/2015 16:56 9/15/201516:59 EDYER EDYER SK6417 TV277PC 682 697 9/15/2015 17:01 9/15/201517:03 EDYER EDYER FV673HA W�N412 539 590 9/15/2015 17V 9/15/2015 17:16 9/15/2015 17:19W EDYER EDYER EDYER TV535C 5X2920 9: 'o �VI2386 L2386 696 623 2,S58 I 9/15/2015 17'20 9/15/2015 17:22 �R F�DYF EDYFR EDYER jqt3 UA19A3 WN1933 577 610 9/15/201517:31 9/15/2015 17:43 17:47 7/15/2015 1T49 9/15/2015 17:52 EDYER EDYER EDYER FDYER EDYER PVMRA T9265 SS92 TVCN735 WN164 595 649 632 637 559 75A -119 9/15/2015 17:54 EDYER IPV806LW 1,245 9/15J2015 17:59 EDYER T N1103 597 9/15/2015 18:02 9/15/2015 18:07 EDYFR IPV67ODD EDYER PVPFB98 694 638 9115/2015 18.09 9/15/2015 18,12 EDYER F)YER VVN1B4 WN440 617 606 9/15/2015 18:14 EDYER WN1387 615 9/15/2015 18:17 —1 EDYER TA1288 599 9/15/2015 18:23 EDYER WN2644 623 9/15/2015 18:25 FOYER PV463GR 708 9/15/201518:28 EDYER PVX0552 623 9/15/201518:33 TOYER WN1067 597 5/15/2015 18.35 — EDYER -'UA345 613 9/15/201518;40 F)YER SK5591 602 9/15/2015 18;46 EDYER AS528 611 9/15/2015 I8A7 EDYER AW660 609 1 9/15/2015 18:50 9/15/2015 18:53 EDYER F)YER PVDZ341 PVWCSO 649 5241 9/15/2015 18:56 EDYER PV586ED 522 5 01519,( 9 9/1 /2 /15/2015 19!01 EVER PV 15008 69 569 —::462 � 9/1 /15/20,s 19:11 EDYER ��N2041 9 .9 9/15/2015 19:15 EDYER UA420 619 9/15/201519:22 EVER PV485DS 627 9/15/2015 19:24 EDYER �WN3071 615 0 911-1/2015 19:26 EDYER PVEJ377 644 9/15/201519:31 EDYER PV236MA— 615 9/15/2015 19:33 9115/ C)1519 3 EDYER WN868 655 �/15/2015 1935 20 9/1 E/ 15 lg_ -35 EDYER DL2097 591 9/15/2015 19:37 9/15/ 15 jq� FOYER DL1251 597 9/15/2015 19:44 EDYER PV96808 693 9/15/2015 19-47 EDYER �WN2655 620 9/15/2015 19:49 EDYER AA2338 571 EDYER PV-86058 557 9/15/201519:55 EDYER AA2502 617 9/15/201519:58 F)YER WN208 625 9/1.5/201520:02 EDYER PVWC17 563 9/15/201520:04 EVER WN105 626. 9/15/201520:08 TOYER PV348M[ 542 9/15J2015 20:15 EDYER SK6407 722 9/15/201520:16 ER FRYER - PVMLS 623 - 9/15(201520'18 9/15/201520:21 9/1512015 20.26 EDYER EDYER EVER -E] TA1659 PVEJ352 WN122 51824 646 578 9/15/2015 20:37 EVER WN3033 728 9/15/2015 20:40 F)YFR TV805KK 645 9/15/201520:52 EDYER SC4651 586 T/15/2015 20:54 TOYER — �� N339 606 75A -120 75A -121 Wednesday, February 11, 2015 -Date /Time Gate----F�jghtlD -'Altitude 2/-11/2015 6:30 PVRG710 2,127 2/-11/20157.00 EDYER TW5 -93 2,171 2/11/2015 7.01 EDYER T9268 2,812 T/-11/20157 02 EDYER -K-860 -2,330 2/11/20157:03 EDYER WNFY)58 jt)d 21261 2 ' 261 2/11/2015 7:04 EDYER UA333 JE�2 27 2,277 2/-11/20157.07 EDYER -�WN-1634 5 E34 &7 2,533 , 5 33 2/11/2015 7M EDYER DL2441 2,516 T/11/2015 7--11 EDYER ' )WN1367 2,349 2/11/2015 7:13 EDYER TA1300 1,793 T/-11/20157.,16 EDYER SK-6502 -2,364 2/11/20157:17 EDYER WN2702 1,962 2/11/20157:19 EDYER U 1448 1,921 T/-11/20157.20 EDYER UA120-6 -2,039, i/-11/20157.21 EDYER TS-5 1-9 - 2,565 2/11/2015 7�,23 EDYER SC4742 2,507 2/11/2015 7:36 EDYER �WN3859 2,451 2/11/2015 7:49 EDYER WN454 2,256 2/11/2015 7:56 EVER PV445MD 2,599 2/11/2015 8:03 EDYER AAM6 1,851 i/-11/2015&07 EDYER U-A 14 2-0 2,223 2/11/2015 8:10 EDYER ��-NIOE-- 2,024 2/-11/20158:13 EDYER TS-S27 -2,077 2/11(20158 :17 2/11/2075 8:18 EDYER EDYER WN1366 AA 11-0 2,245 1,9S4 2/11/20158:22 EDYER -EDYER - PV-828DR WN37-64 2,181 2,059 T/-11/20158:27 T/1-1/20158-34 EDYER EDYER TA102-3 ";�-NC66 1,691 2,162 2/11/2015 8:36 2/11/20158:5-5E1-)YER EDYER DL1918 jA-1010 2,569 1,521 2/11/2015 8:56 T/-11/20159.02 2/11/20159:13 2/11/20159:20 2/11/2015 9:40 ----'YIR 2/11/2015 945 T/-11/20159'.47 2/11/2015 9:54 2/11/20151.0:03 2/1I/2015 10:15 2/-11/201510 16 1618 2/11/2015 107i2­FDY-F-E-9262 2/-11/201510,29 - EDYER -EDYER EDYER -7N-2-50-1,843 EDYER EVER EDYER EDYER --��-N3214 EDYER EDYER E-DYER--- EDYER - FOYER EDYER -S-K5195-'-' - EL- 2388 -AA244-1,767 �N4403 ASS87 T\ 78,986) -W-N522 AW507 AA1090 -ASSOI WN4641 -- -2,498 2,301 2,07 2,742 2 2101 2,306 1,902 2,18-2, 2,51.4 2,015 2,388 75A -123 John Wayne Airport Reverse Flow DepartLII*CS Wednesdm), February 2015 1 2/11/2015 1.0:31 EDYER PV845FP 2/11/2015 10:33 TOYER SC4797 1,586 2/11/201510:41 TOYER WN3236 X2,160 2/11/201510;51 TOYER TV299JM 2,305 71711/20175 10:54 2/11/201510:59 EDYER EDYER SK6343 WN4173 2,023 2,164 2/11/2015 111 EDYER YER ZA1176 1,849 2111/201511 ;16 -EDYER -UA331--2,248 2/11/20151118 EDYER PVEJ819 2,820 T/11/201571A 9 EDYER '� V N486 2,427 2/11/201511;27 EDYER -UAJ�4�3 1,909 2111(2015 11:37 EDYER TA376 2,286 2/11/2015 11:47 EDYER 7N1070 2,506 2/11/201512:12 EDYER PV40OKP 1,425 2/11/201512:16 TOYER )N624 2,042 2/11/2015 12:22 EVER AA1271 1,716 2/11/2015 12:28 TOYER WN23'26 2,543 2/11/201512:30 EVER A5513 2,243 2/11/201512:35 TOYER WN345 1,963 2111/2015 12:37 EDYER PV8587H 1,8751 2/11/201512:42 EDYER WN534 2,5561 2/11/201512:51 EDYER AW1712 1,645 2/11/2015 12:58 JEDYER SK6296 1,957 2111/2015 13.02 EDYER �WN4069 2,240 2/11/2015 13:04 EDYER QL1757 2,429 2/11/201513:09 EDYER DL820 2,225 2/11/201513:17 EDYER PV7506R 1,024 2/11/2015 13:18 EDYER DL2257 2,213 2/11/201513;20 EDYER WN4835 1,721 2/11/201513:22 EVER WN143 2,376 2/11/2015 13:24 EDYER PVCY540 1,753 13:33 2/11/201513:33 EDYER - UA1738 1,605 2/11/2015 13:36 EDYER WN2853 2,038 2/11/2015 13:42 EDYER �A1554 1,847 2/11/2015 1 00 /11/2015 14:00 EDYER N410 2,321 T2/11/2015 14:07 EDYER TVOP440 2,507 2/11/2015 14:11 EDYER �N4525 1,829 /11/2015 14:29 2/11/201514:29 S FDYER PV9015C 1,755 2/11/201514:30 EDYER PV24GF 2,024 2/11/2015 14:38 2/11/201514'42 2/11/201514:50 EDYER EDYER EDYER ASS83_ Pv6701D PV688D6 2,008 1 647 2,343 ---' 2/11/2015 14-52 EDYER WN1120 2,270 2/11/2015 14:55 2/11/2015 -- ��-57 EDYER - EDYER WiS1755 "�j N1064 2,051 2,145 2/11/2015 14:59 EDYER AA-1596 -1,857 2/11/2015,1539 EDYER WN392 2,397 75A -124 2/11/201521;15 EDYER WN640 F 2,88 6 2/11/201521:23 E OYER wN2o64 2,648 21111261 2P.25 =EDY RWFIT89 2"165 '4 ' IMMIM Average Altitude 2,174 4 75A -125 (ISW BAO(IR 4001) Opnjjj(14 75A.126 LU _, ,;� 9IDi1tGnL6.�76U i i3 W j v Q Sensitive Receptor Locations i 03 - Robert Heideman Elementary School m� i Oa • unfair, Academy of Tusim �$ O6- Tru0n Finally And Youth Center 00 O7- Century High School 10 • Jeans License Elementary School 4 3 12- Crin401 Barred Church of Coast, Caner, ® 2013 Existing No Contours - 3 13 • Cafdomla Yciory Church (n� Proposed Project Phase 3 Noise Contours id • Our lady of Guadalupe Curb Church Residential Land Uses .. r 19 - Monroe Elalnsnmty a j iB-Cnilaren's UOagn 6� 19•MOnixssnd lnientailcoal ACUdemy :.Q 20 • Ciscipte Church �(�{ d 21 • Now Life Church 1 a s ,n 23- La Puerto Astada Church a � 29- ASSOmbty of God Chuch N i iL"•S'e if -af i r -- _, ,;� 9IDi1tGnL6.�76U i i3 W j �Atauny anu rtvpuseu rruiect, rna5e 3 RpproaCn Noise Contours with Sensitive Land Uses _ John Wayne Airport Settlement Agreement Amendment t ' 2 oaa 1 000 0 2 she Feet 75A -127 Exhibit 4,5-4b Attachment 5 Yrt.. ✓.: vw< v P m� �$ } lm t3 Y 4 3 ® 2013 Existing No Contours (n� Proposed Project Phase 3 Noise Contours Residential Land Uses .. r �Atauny anu rtvpuseu rruiect, rna5e 3 RpproaCn Noise Contours with Sensitive Land Uses _ John Wayne Airport Settlement Agreement Amendment t ' 2 oaa 1 000 0 2 she Feet 75A -127 Exhibit 4,5-4b Attachment 5 Yrt.. ✓.: vw< 75A -128 Mail Processing Center Federal Aviation Administration Southwest Regional Office Obstruction Evaluation Group 2601 Meacham Boulevard Fort Worth, TX 76193 Issued Date: 04114/2015 Rachel Ogulnick Dyer 18 Holding LLC 8391 Beverly Blvd., Suite 587 Los Angeles, CA 90048 Aeronautical Study No. 2015 -AWP- 1655 -OE ** DETERMINATION OF NO HAZARD TO AIR NAVIGATION ** The Federal Aviation Administration has conducted an aeronautical study under the provisions of 49 U.S.C., Section 44718 and if applicable Title 14 of the Code of Federal Regulations, part 77, concerning: Stricture: Building The heritage Location: Santa Ana, CA Latitude: 33- 42- 28.56N NAD 83 Longitude: 117- 50- 39.88W Heights: 56 feet site elevation (SE) 68 feet above ground level (AGL) 124 feet above mean sea level (AMSL) This aeronautical study revealed that the structure does not exceed obstruction standards and would not be a hazard to air navigation provided the following condition(s), if any, is(are) met: It is required that FAA Form 7460 -2, Notice of Actual Construction or Alteration, be e -filed any time the project is abandoned or: _ At least 10 days prior to start of construction (7460 -2, Part I) —X-- Within 5 days after the construction reaches its greatest height (7460 -2, Part 2) Based on this evaluation, marking and lighting are not necessary for aviation safety. However, if marking/ lighting are accomplished on a voluntary basis, we recommend it be installed and maintained in accordance with FAA Advisory circular 70/7460 -1 K Change 2. This determination expires on 10/14/2016 unless: (a) the construction is started (not necessarily completed) and FAA Form 7460 -2, Notice of Actual Construction or Alteration, is received by this office. (b) extended, revised, or terminated by the issuing office. (c) the constriction is subject to the licensing authority of the Federal Communications Commission (FCC) and an application for a construction permit has been filed, as required by the FCC, within 6 months of the date of this determination. In such case, the determination expires on the date prescribed by the FCC for completion of construction, or the date the FCC denies the application. EXHIBIT D Page 1 of 5 75A -129 NOTE: REQUEST FOR EXTENSION OF THE EFFECTIVE PERIOD OF THIS DETERMINATION MUST BE E -FILED AT LEAST 15 DAYS PRIOR TO THE EXPIRATION DATE. AFTER RE- EVALUATION OF CURRENT OPERATIONS IN THE AREA OF THE STRUCTURE TO DETERMINE THAT NO SIGNIFICANT AERONAUTICAL CHANGES HAVE OCCURRED, YOUR DETERMINATION MAY BE ELIGIBLE FOR ONE EXTENSION OF THE EFFECTIVE PERIOD. This determination is based, in part, on the foregoing description which includes specific coordinates, heights, frequency(ies) and power. Any changes in coordinates , heights, and frequencies or use of greater power will void this determination. Any future construction or alteration , including increase to heights, power, or the addition of other transmitters, requires separate nonce to the FAA. This determination does include temporary construction equipment such as cranes, derricks, etc., which may be used during actual construction of the structure, However, this equipment shall not exceed the overall heights as indicated above. Equipment which has a height greater than the studied structure requires separate notice to the FAA. This determination concerns the effect of this structure on the safe and efficient use of navigable airspace by aircraft and does not relieve the sponsor of compliance responsibilities relating to any law, ordinance, or regulation of any Federal, State, or local government body. Any failure or malfimction that lasts more than thirty (30) minutes and affects a top light or flashing obstruction light, regardless of its position, should be reported immediately to (877) 487 -6867 so a Notice to Airmen (NOTAM) can be issued. As soon as the normal operation is restored, notify the same number. If we can be of further assistance, please contact our office at (425) 227 -2625. On any future correspondence concerning this matter, please refer to Aeronautical Study Number 2015 -AWP- 1655 -0E. Signature Control No: 243291373 - 248991200 Paul Holmquist Technician Attachment(s) Case Description Map(s) Page 2 of 5 75A -130 (DNE) Case Description for ASN 2015 -AWP- 1655 -OE The proposed mixed -use project would include multi - family rental units surrounding three 5 story parking garages, in addition to retail, commercial and office uses. There currently exists an existing 366,000sf warehouse that will he demolished to accommodate the new development. Page 3 of 5 75A -131 TOPO Map for ASN 2015 -AWP- 1655 -OE Page 4 of 5 75A -132 Sectional Map for ASN 2015 -AWP- 1655 -OE Page 5 of 5 75A -133 75A -134 The attached resolution addresses Recommended Actions 1, 3, and 5 from the Request for Council staff report: 1. Adopt a resolution certifying Final Environmental Impact Report No. 2015 -01 and approve the Mitigation Monitoring Program and Statement of Overriding Considerations. 3. Adopt a resolution approving General Plan Amendment No. 2015 -03. 5. Adopt a resolution approving Vesting Tentative Tract Map No. 2015 -03 as conditioned. EXHIBIT E 75A -135 75A -136 LS 1.25.16 RESOLUTION NO. 2016- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING FINDINGS AND A STATEMENT OF OVERRIDING CONSIDERATIONS PURSUANT TO THE CALIFORNIA ENVIRONMENTAL QUALITY ACT; CERTIFYING FINAL ENVIRONMENTAL IMPACT REPORT NO. 2015 -01; ADOPTING THE MITIGATION MONITORING PROGRAM; APPROVING GENERAL PLAN AMENDMENT NO. 2015 -03; AND, APPROVING VESTING TENTATIVE TRACT MAP NO. 2015 -03 AS CONDITIONED FOR THE PROPERTY LOCATED AT 2001 EAST DYER ROAD BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting the certification of Environmental Impact Report (EIR) No. 2015 -01, the approval of General Plan Amendment No. 2015 -03 to amend the General Plan to change the land use designation from Industrial (IND) to District Center (DC), and the approval of Vesting Tentative Tract Map No. 2015 -03 to allow construction of The Heritage mixed -use development project that would include 1,221 apartment homes, 12,675 square feet of retail commercial space, and 5,415 square feet of restaurant space on an 18.84 acre parcel of land at 2001 East Dyer Road. B. On October 12, 2015, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council: (1) adopt a resolution certifying Final Environmental Impact Report No. 2015 -01 and approving the Mitigation Monitoring Program, Findings of Fact and Statement of Overriding Considerations; (2) adopt a resolution approving General Plan Amendment No. 2015 -03; and, (3) adopt a resolution approving Vesting Tentative Tract Map No. 2015 -03 as conditioned, for the proposed project. C. On February 2, 2016, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to Final Environmental Impact Report No. 2015 -01, General Plan Amendment No. 2015 -03, and Vesting Tentative Tract Map No. 2015 -03, at which time all persons wishing to testify were heard, the project was fully Resolution No. 2016 -XXX Page 1 of 16 75A -137 considered, and all other legal prerequisites to the adoption of this Resolution occurred. D. Pursuant to the California Environmental Quality Act (Pub. Res. Code, § 21000 et seq., "CEQA"), and the State CEQA Guidelines the City has determined that an Environmental Impact Report ( "EIR ") should be prepared pursuant to CEQA in order to analyze all potential adverse environmental impacts of the proposed Project. Pursuant to Public Resources Code section 21067 and the State CEQA Guidelines (Cal. Code Reg., tit. 14, § 15000 et seq.) section 15051, the City is the lead agency for the proposed Project. 2. In accordance with CEQA, the recommended actions have been reviewed through an environmental impact report, EIR No. 2015- 01. Sections 15080 through 15097 of the State CEQA Guidelines (Article 7) guide the process for the preparation of an environmental impact report. 3. The EIR, as required by CEQA, contains: 1) an initial study; 2) a project description; 3) a description of the environmental setting, potential environmental impacts, mitigation measures for any significant effects, and consistency with plans and policies; and 4) names of preparers. The mitigation measures included in this EIR are designed to reduce or eliminate the potentially significant environmental impacts described herein. The scope of the EIR evaluates the proposed project's effects on the following resource topics: aesthetics, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use and planning, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. 4. The City prepared a draft EIR and published the Notice of Availability (NOA) in the Orange County Register as well as posted the NOA at the Orange County Clerk's office on July 16, 2015, The City circulated the draft EIR for a 45 -day public review between July 17, 2015 and August 31, 2015. The draft EIR was available for public review at the Santa Ana City Hall, the City of Santa Ana Main Library, and on the City's website. 5. During the 45 -day public review period, the City held a regularly scheduled public hearing with the Planning Commission on August 24, 2015, to receive comments regarding the Draft EIR. Resolution No, 2015 -XXX Page 2 of 16 75A -138 6. The City received a total of eight written comment letters during the public review period and evaluated all comments received from the persons or agencies that reviewed the Draft EIR. Pursuant to Section 15088 of the State CEQA Guidelines, the City, as the lead agency for the project, has reviewed all comments received on the document. The City provided written responses to all agencies and members of the public commenting on the Draft EIR at least 10 days prior to the Planning Commission hearing and 30 days prior to certification of the EIR. 7. The City has prepared a Final EIR, consisting of comments and recommendations received during the 45 -day public review and comment period on the Draft EIR, written responses to those comments, and revisions and clarifications to the Draft EIR in response to those comments. For the purposes of this Resolution, the "EIR" shall refer to the Draft EIR, including all of the technical studies and appendices to the Draft EIR, as revised by the Final EIR's revisions, together with the other sections of the Final EIR, including all of the technical studies, attachments and appendices to the Final EIR. 8. Findings of Fact with respect to environmental impacts, including environmental impacts identified in the Final EIR as potentially significant, but which the City finds can be substantially lessened through the imposition of feasible mitigation measures identified in the Final EIR, are described in Exhibit A attached hereto and incorporated herein by this reference. 9. As a result of the environmental analysis, two significant impacts were found from the construction of the proposed project that pertains to air quality and traffic, Accordingly, the City has also prepared a Statement of Overriding Considerations in compliance with Public Resources Code Sections 21081 and CEQA Guidelines Section 15093, which finds that specific economic, legal, social, technological or other benefits of the proposed project outweigh the significant and unavoidable impacts identified in the EIR, as described in Exhibit 6 attached hereto and incorporated herein by this reference, 10. Mitigation measures have also been provided to address potential environmental impacts, with a list of these mitigation measures found within the Mitigation Monitoring and Reporting Program attached hereto as Exhibit C and incorporated herein by this reference. Mitigation measures have been outlined to address potential impacts on air quality, noise, transportation and traffic, utilities and service systems, and climate change, Resolution No. 2016 -XXX Page 3 of 16 75A -139 11. All the requirements of CEQA and the State CEQA Guidelines have been satisfied by the City in the Final EIR, which is sufficiently detailed so that all of the potentially significant environmental effects of the proposed project have been adequately evaluated. 12. The Final EIR prepared in connection with the proposed project sufficiently analyzes both the feasible Mitigation Measures necessary to avoid or substantially lessen the proposed project's potential environmental impacts and a range of feasible alternatives capable of eliminating or reducing these effects in accordance with CEQA and the State CEQA Guidelines, 13. All of the findings and conclusions made by the City Council pursuant to this Resolution are based upon the oral and written evidence presented to the City Council as a whole and not based solely on the information provided in this Resolution. 14. Prior to taking action, the City Council has heard, been presented with, reviewed and considered all of the information and data in the administrative record, including the Final EIR, and all oral and written evidence presented to it during all meetings and hearings, all of which is incorporated herein by this reference. 15. The City has not received any comments or additional information that produced substantial new information requiring recirculation or additional environmental review under Public Resources Code sections 21166 and 21092.1 and State CEQA Guidelines section 15088.5. E. General Plan Amendment No. 2015 -03 has been filed to amend the General Plan to change the land use designation from Professional and Administrative Office (PAO) to District Center (DC). 1. Currently, the land use designation for this site is Professional and Administrative Office (PAO), which allows office development and ancillary commercial uses, This project will require amendments to the Land Use Element, including amending the General Plan Land Use designation to District Center (DC) with a General Plan floor area ratio of 1.70. The floor area ratio was derived from the size of the proposed buildings as well as the square footage of the existing structures on the site. 2. The proposed project will be consistent with several goals and policies of the recently adopted Housing Element. First, the project is consistent with Goal 2, which encourages diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all Resolution No. 2015 -XXX Page 4 of 16 75A -140 household types, income levels and age groups to foster an inclusive community. Second, the project supports Goal 4, to provide adequate rental and ownership housing opportunities and supportive services. Further, the project is consistent with Policy HE -2.2 to create District Centers with high intensity, mixed -use urban villages and pedestrian oriented experiences; and Policy HE- 2.4 to facilitate diverse types, prices and sizes of housing. 3. The City Council has weighed and balanced the General Plan's policies, both new and old, and has determined that based upon this balancing that General Plan Amendment No. 2015 -03 is consistent with the purpose of the general plan. Vesting Tentative Tract Map No. 2015 -03 has been filed seeking approval of a vesting tentative tract map to subdivide the site into six parcels. To adopt a Vesting Tentative Tract Map, California Government Code Section 66474 requires the following findings: The proposed project, as conditioned, and its design and improvements are consistent with the District Center designation on the General Plan and are otherwise consistent with all other elements of the General Plan. The proposed subdivision, Vesting Tentative Tract Map No. 2013 -04, will be consistent with the proposed District Center land use designation. and density prescribed and all other elements of the General Plan. Policy No. 1.3 of the General Plan Land Use Element encourages high- density residential development within the City's District Centers. Further, Policy No. 1.4 promotes the maintenance and fostering of a variety of residential land uses in the City, H. The proposed project, as conditioned, conforms to all applicable requirements of the zoning and subdivision codes as well as other applicable City ordinances. The proposed subdivision conforms to the requirements and intent of the provisions of the State of California Subdivision Map Act. Further, the map is in keeping with the Site Plan Review (Development Project No. 2014 -20) and Chapter 34 and 41 of the Santa Ana Municipal Code. Covenants, Conditions and Restrictions (CC &Rs) are required for the project, Resolution No. 2016 -XXX Page 5 of 16 75A -141 which need to be approved by the City prior to City Council approval of the final map. iii. The project site is physically suitable for the type and density of the proposed project. There are no physical constraints on the site that would preclude development. The proposed site consists of approximately 18.84 -acres of land and is physically suitable for the development as proposed. Access to the site will occur on both Dyer Road and Redhill Avenue. V. The design and improvements of the proposed project will not cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat. An Environmental Impact Report was prepared pursuant to the California Environment Quality Act for the project. The project site is located in an urbanized area, and there are no known fish or wildlife populations existing on the project site. Therefore, the proposed subdivision will not cause any substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat. V. The design or improvements of the proposed project will not cause serious public health problems. The proposed subdivision is not going to have any detrimental effects upon the general public. The short -term and long -term impacts identified in Environmental Impact Report No. 2015 -01 as it pertains to air quality and traffic and transportation, can be addressed by a Statement of Overriding Considerations by the City Council. Any other negative or adverse impacts will be mitigated through mitigation measures identified in the environmental impact report. vi. The design or improvements of the proposed project will not conflict with the easements acquired by the public at large for access through or use of property within the proposed project. There is no easement for public access currently existing on this property. Therefore, the proposed Resolution No. 2015 -XXX Page 6 of 16 75A -142 project will not conflict with easements necessary for public access through or use of the property. However, the applicant will be granting an easement for pedestrian and vehicular purposes over the southern portion of the site to the adjacent hotel use. Public access will be provided from Dyer Road and Redhill Avenue. Section 2. Certification. The City hereby finds that (1) the EIR has been prepared, processed, and noticed in accordance with CEQA and the State CEQA Guidelines; (2) the EIR was presented to the City Council and the City Council has reviewed and considered the information contained in the EIR prior to considering adoption of the project, and (3) the EIR reflects the independent judgment and analysis of the City Council and is deemed adequate for the purposes of making decisions on the merits of the Project. Based on all of the above findings, the City hereby certifies the EIR. Section 3. CEQA Findings. The City hereby adopts the CEQA Findings, which were prepared in accordance with Public Resources Code section 15091 and which are attached hereto as Exhibit A and incorporated herein by this reference as if fully set forth herein. Section 4. Statement of Overriding Considerations, The City hereby adopts the Statement of Overriding Considerations made in connection with the approval of the project pursuant to CEQA Guidelines Section 15091, which is attached hereto as Exhibit B and incorporated herein by this reference as if fully set forth herein. Section 5. Mitigation Monitoring Program. Pursuant to Public Resources Code section 21081.6, the City Council hereby adopts the Mitigation Monitoring Program attached hereto as Exhibit C and incorporated herein by this reference as a condition of approval of the project. The City finds that Mitigation Monitoring Program is designed to ensure that, during the implementation of the Project, the City and any other responsible parties implement the components of the Project and comply with the mitigation measures identified in the Mitigation Monitoring Program. Section 6. Wildlife Resources. Pursuant to Title XIV, California Code of Regulations (CCR) § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed Project will have the potential for any adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed Project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife, Resolution No. 2016 -XXX Page 7 of 16 75A -143 Section 7. Approvals. Based on the entire record before the City Council, all written and oral evidence presented, the CEQA Findings, the Statement of Overriding Considerations, and the Mitigation Monitoring Program, all attached and incorporated herein as Exhibit A, Exhibit B, and Exhibit C to this Resolution, the City Council of the City of Santa Ana hereby; A. Adopts the CEQA findings, adopts the Statement of Overriding Considerations, and certifies Final Environmental Impact Report No. 2015 -01, and approves the mitigation monitoring program for The Heritage project; B. Approves General Plan Amendment No. 2015 -03; and, C. Approves Vesting Tentative Tract Map No. 2015 -03 as conditioned in Exhibit b attached hereto and incorporated herein. These decisions are based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated February 2, 2016, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 8. Indemnification. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any CEQA review or approval, except to the extent caused by the negligence of the City of Santa Ana. Section 9. Ordinances, This Resolution shall not be effective unless and until Ordinance No. NS- (AA No. 201.4 -04) and Ordinance No. NS- (development Agreement No. 2015 -03) become effective. If said ordinances are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 10. Judicial Review. These decisions rendered by the City Council of the City of Santa Ana are final and are subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the applicant of the City Council's decisions and these findings. Section 11. Location of Documents and Custodian of Records. The documents and materials that constitute the record of proceedings on which the CEQA Findings in Exhibit A of this Resolution have been based are located at 20 Civic Center Plaza, Santa Ana. The custodian for these records is the Santa Ana Clerk of the Council. This information is provided in compliance with Public Resources Code section 21081.6. Resolution No. 2015 -XXX Page 8 of 16 75A -144 Section 12. Notice of Determination. The City Council hereby directs staff to file a Notice of Determination with the County of Orange within five (5) working days of final Project approval. ADOPTED this _ day of 2016. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By:.... C <i- _ c Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2016 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on 2016. Date: Clerk of the Council City of Santa Ana 75A -145 Resolution No. 2016 -XXX Page 9 of 16 Resolution No. 2015 -XXX Page 10 of 16 Exhibit A California Environmental Quality Act Findings 75A -146 Statement of Facts and Findings 1.0 Introduction The California Environmental Quality Act (CEQA) requires that a Lead Agency issue findings prior to approvhng a project that will generate a significant impact on the environment. The Statement of Facts and Findings identifies the significant impacts and presents facts supporting the conclusions reached in the analysis, makes one or more findings for each impact, and explains the reasoning behind the agency's findings. As described by CEQA Guidelines Section 15091 (a) "No public agency shall approve or carry out a projectfor which an EIR has been certified which identifies one or more significant environmental effects of the project unless the public agency makes one or more written findings,for each of those significant effects, accompanied by a brief explanation of the rationalefor each finding. " There are three possible finding categories available for the Statement of Facts and Findings pursuant to Section 15091 (a) of the CEQA Guidelines. (1) Changes or alterations have been required in, or incorporated into, the project which avoid or substantially lessen the significant environmental effect as identified in the final EIR. (2) Stich changes or alterations are within the responsibility and jurlsdletion of another public agency and not the agency malting the finding. Stich changes have been adopted by such other agency or can and should be adopted by such other agency. (3) Specific economic, legal, social, technological, or other considerations, including ,provision of employment opportunities for highly trained workers, make infeasible the mitigation measures or project alternatives identified in the final EIR. A Statement of Overriding Considerations is also required when a project will cause unavoidable significant impacts, and the Lead Agency may still approve it project where its benefits outweigh the adverse impacts. Further, as provided in the Statement of Overriding Considerations, the Lead Agency sets forth specific reasoning by which benefits are balanced against effects, and approves the proj ect. Pursuant to California Code of Regulations (CCR), Title 14, Section 15090, the City of Santa Ana, the CEQA Lead Agency, finds and declares that the Eeitage Mixed Use Proj cot Environmental Impact Report (EIR) has been completed in compliance with CEQA and the CEQA Guidelines. The City of Santa Ana finds and certifies that the EIR was reviewed and information contained in the EIR was considered prior to approving the IIeritage Mixed Use project, herein referred to as the "project ". 75A -147 Statement of Facts and Findings Based upon its review of the EIR, the Lead Agency finds that the EIR is an adequate assessment of the potentially significant environmental impacts of the project, represents the independent judgment of the City, and sets forth an adequate range of alternatives to this project. 2.0 Project Description The proposed project would redevelop the project site to provide a mixed -use development consisting of a total of 1,221 multi- family apartments in the upper three floors of three five -story buildings; commercial retail space on the bottom two floors; retainment of the existing office uses, and provision of park and recreation open space and facilities. The proposed land uses would require a General flan Amendment from the existing land use designation from PAO (Professional and Administrative Office) to District Center. In addition, a zone change from M -1 (Light Industrial) to a Specific Development designation would be required. The tallest point on the proposed five -story ruixed -use buildings world be 67 -feet 6- inches from ground level. Areas of the first and second floors of these three buildings would be developed to provide commercial retail space totaling 12,675 square feet and restaurant space totaling 5,415 square feet. The multi - family units would be for rental purposes and would be developed at a density of 65 dwelling units per acre (etu/ac) (1,221 total units on 18.84 acres). The residential units would range in size from 512 square foot studios to 1,290 square foot one, two, and three- bedroom Emits, and would have between 41 square feet and 71 square feet of outdoor terrace area. The existing 366,000 square foot office /warehouse building would be reduced in size by removing the warehouse space. The two -story 56,000 square foot office building and associated surface parking that provides 102 spaces would be reconfigured. hi addition, the exterior of the office building would be remodeled and the existing emergency generator for the data center would be relocated from its existing location to another location o:nsite. Architecture and Design The proposed architectural design of the project would provide a complete community by integrating the buildings, public spaces, and green spaces. Each building would provide a unique, but similar to one another, contemporary and modern architectural expression. The proposed design colors are earth tones, including off- white, beige, brown, grey color shades. The ground floor retail uses and common areas would be developed as pedestrian - oriented frontages. In addition, the site design would also include pedestrian/bicycle paths to provide for non - vehicular onsite circulation. Open Space / Recreation The proposed proj ect includes both public and private (for residents) open space and recreational facilities on the proj ect site. A 1.01 -acre public central park would be developed in the northern portion of the project site. The central park area would include an outdoor theatre, public art/sculpture, playground, and walking paths that would comiect to the open space along the northern and eastern boundaries of the project site. The open space along the northern and eastern boundaries of the project site would provide a putting green, a par The Heritage Mixed W. PmJ..1 2 ESA) 140730 Statement of Facts and Findings September 2010 75A -148 Statement of Foots and Findings course/walking/running trail with seating, and a dog run. In addition, courtyards, roof terraces, and perimeter plazas would provide recreation amenities for residents that would include three pool and spa areas, fire pits, outdoor barbeque areas, a fitness area, a community center, tennis and basketball courts, and a children's play area. Each building would have a common area rooftop deck with outdoor kitchen and seating areas. Parking Facilities The project would provide a variety of parking facilities to serve each onsite use. Each residential building would have an above grade parking structure that provides 1,71 spaces per unit. In addition, the office building would utilize a 102 -space surface parking lot that is located at the office building entrance. The project would provide a total of 2,334 parking spaces, which includes 1,907 parking spaces for residents, 102 parking spaces for the office building, and 325 guest and commercial parking spaces. City Sewer Line Improvement As described in Section 3.14, Utilities and Service Systems, approximately 1,000 feet of the existing 10 -inch sewer line (from the proj ect driveway on Dyer Road to the intersection of Red Hill Avenue) would be replaced with a 12 -inch line to provide additional capacity between the proposed sewer connection at the project site and the existing 39 -inch trunk sewer in Red Hill Avenue. The 39 -inoh trunk sewer in Red Hill Avenue has sufficient capacity, and no improvements would be required. Construction Construction activities are anticipated to begin in June 2016 and end in July 2020. The proposed project would be developed in three phases and would include development of one building per phase. In addition, construction of the central park area and exterior improvements to the office structure would be completed during the first phase. Over excavation is anticipated to extend to a depth of eight feet below existing site grades. Grading for the project would be balanced onsitc, meaning that no unport or export of excavated soil would be required. Approximately, 25 truck trips per day would occur during demolition and construction activities to transport building materials and construction equipment to the site, and to dispose of demolition and construction debris. 3.0 Project Objectives The following objectives have been identified by the applicant and the City for the proposed project: Redevelop existing underutilized parcels to implement a mixed -use development that will provide a balance of land uses, public open space, and neighborhood serving retail that will promote the "co-benefits" of community livability, pedestrian walkability, mobility, prosperity and sustainability. The Heritage Mixed Use Project 3 ESA 1140730 Statement or Facts and Findings September 2016 75A -149 Statement of • Redevelop existing land uses that would utilize existing infrastructure, including: water, sewer, arterial roadways, transit, and freeways; and provide non - vehicular (pedestrian and bicycle) circulation. • &nplement rehabilitation of underutilized properties to encourage increased levels of capital investment and enhance the City's economic and fiscal viability pursuant to the City of Santa Ana Strategic Plan. • Provide a business environment that is safe and attractive and mects the needs of employment centers by providing new housirng opportunities close to jobs with onsite retail and public open space. • Implement Southern California Association of Government's Regional Comprehensive Plan by providing additional housing near existing employment centers. • Promote the City's image within the regional activity center by creating an improved gateway image to the City. 4.0 Effects Determined to have No.lmpact in the Initial Study /Notice of Preparation The City of Santa Ana prepared an Initial Study/Notice of Preparation for the proposed proj cot to determine potentially significant effects of the project. In the course of this evaluation, it was determined that the project would not result in impacts to several environmental resource areas. The Initial Study/Notice of Preparation was circulated for public review from Wednesday, January 21, 2015 through Friday, February 20, 2015. The following effects were determined not to be significant in the Initial Study/Notice of Preparation, and were not analyzed in the Draft EIR; refer to Appendix A of the Draft EIR. Aesthetics • Have a substantial adverse effect on a scenic vista. • Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway. Agricultural and Forest Resources • Convert Prime Farmland, Unique Famitand, or Fa stand of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Progran of the California Resources Agency, to non - agricultural use. • Conflict with existing zoning for agricultural use, or a Williamson Act contract. Conflict with existing zoning for, or cause rezoning of, forest land (as defined in Public Resources Code section 12220(8)), timberland (as defined by Public Resources Code section The aedtage Mixed Use PmJeot Statamenf of Feafs and Findings 75A -150 ESA 1140730 September 2016 4526), or timberland zoned Timberland Production (as defined by Government Code section 51104(g)). • Result in the loss of forest land or conversion of forest land to non4orest use. Involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland, to non - agricultural use or conversion of forest land to non - forest use. Air Quality • Create objectionable odors affecting a substantial number of people. Biological Resources • Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special- status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Wildlife or U.S. Fish and Wildlife Service. • I -lave a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, regulations or by the California Department of Fish and Wildlife or U,S. Fish and Wildlife Service. • Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means. • Interfere substantially with the movement of any native resident or m gratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites. • Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance. • Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or skate habitat conservation plan. Cultural Resources Cause a substantial adverse change in the significance of a historical resource as defined in Sectionl5064.5. • Disturb any human remains, including those interred outside of formal cemeteries. The I xltsgo WOO Usa PPGJuct Slefement Of Fects and Findings 75A -151 ESA/1h0730 September 2015 Statement of Facts and Rndings Geology and Soils Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death, involving; Rupture of a known earthquake fault, as delineated on the most recent Alquist- Priolo Earthquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault, or o Landslides. + Have soils incapable of adequately supporting the use of septic tanks or alternative wastewater disposal systems in areas where sewers are not available for the disposal of wastewater. Hazards and Hazardous Materials + Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials. • Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one - quarter mile of an existing or proposed school. • For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area. + Expose people or structures to a significant risk of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands. Hydrology and Water Quality • Place housing within a 100 -year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map. Place strictures within a 100 -year flood hazard area, floodway, or floodplain which would impede or redirect flood flows. 4 Expose people or structures to a significant risk of loss, injury or death involving flooding, including flooding as a result of the failure of a levee or dam; or Inundation by seiche, tsunami, or mudflow. Land Use and Planning • Conflict with any applicable habitat conservation plan or natural community conservation plan. Physically divide an established community. The Harltage Mixed Use Project Statement of facts end Findings 75A -152 ESA 1140730 September 2015 Mineral Resources • Result in the loss of availability of a known mineral resource that would be of value to the region and the residents of the state. • Result in the loss of availability of a locally important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan. Noise • Expose people residing or working in the project area to excessive noise levels related to a private airstrip. Population and Housing • Displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere. • Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere. Transportation and Traffic • Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks. • Substantially increase hazards due to incompatible uses (e.g., farm equipment). • Result in inadequate emergency access. • Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or safety of such facilities. 5.0 Effects Determined to be Less than Significant in the EIR The Heritage Mixed Use Project Draft EIR found that the project would result in less than significant impacts and no mitigation is required for a number of enviromnental topic areas. Therefore, a less than significant environmental impact determination was made for each of the topical impact areas listed below: • Aesthetics (character, light and glare, cumulative) • Air Quality (consistency with regional plans and localized air quality) • Geology and Soils (erosion and cumulative) • Greenhouse Gases (constriction and policy consistency) The hledlage Mixed Use Project 7 ESA/ 140730 Statement of Facts and Fllndings Septernter 2010 75A -153 Statement of recta and Flndings Hazards and Hazardous Materials • Hydrology and Water Quality • Land Use and Planning (plan slid policy consistency) Noise ('short -tern construction noise impacts, construction - related vibration impacts, and short -tern cumulativeinjpacts) . • Population and Housing Public Services • Parks and Recreation f Traffic (Congestion Management Program) Utilities and Service Systems The less than significant environmental impacts are described below. The City of Santa Ana finds that the project would not result in significant impacts related to the following environmental topics; A. Facts The project would not substantially degrade the existing visual character or quality of the site and its surrolmdings. Implementation of the project would result in a strong visual contrast from existing conditions. The character of the site would change from an industrial/warehouse/office nature to a residential, urban mixed -use village that would have a unifying modem architectural theme. However, a substantial degradation of the visual character or quality would not occur. The project site currently has very limited (if any) visual character or interest. The project would enhance and reinforce the existing urban, mixed -rise character of the project site and surrounding area, by providing a mixed use that would integrate buildings, public spaces, slid green spaces. Furthermore, the project would be designed in accordance with applicable City of Santa Ana design guidelines and requirements. As a result, the project would not substantially degrade the existing visual character of the site or surrounding area, and impacts would be less than significant. 2. The project would not create a substantial new source of substantial light or glare which would adversely affect day or nighttime views in the area. All outdoor lighting installed for the project are required to be hooded, appropriately angled away from adjacent land uses, and would comply with the City's Municipal Code regulations related to lighting (Municipal Code Division 3, Building Security Regulations), which includes specifications for shielding and intensity of security lighting. The lighting used for the project would not introduce a significant new source of additional lighting to area as existing developed land uses currently contribute to existing moderate to high levels of nighttime lighting. Therefore, less- than - significant impacts related to lighting would occur, The Hedtage Mlxed Use Project 8 ESA � 140730 Statement of Facts and Flndings September 2016 75A -154 Statement of Facts and Findings The project would not use highly reflective surfaces, does not include large areas of glass on the buildings, and a majority of vehicle parking would be located within parking structures. Therefore, the project would not generate substantial sources of glare, and impacts would be less than significant. The character and quality of the project would be similar to and consistent with the existing viewshed and related proj ects within the viewshed that are proposed, including those within the Tustin Legacy and Irvine IBC areas. Therefore, implementation of the project, when combined with the past, present, and reasonably foreseeable cumulative projects, would not result in a cumulatively considerable degradation to the existing visual character or quality of the environment. As a result, cumulative impacts related to visual character and site quality would be less than significant. 4. With compliance with the existing Cities of Santa Ana and Irvine Municipal Codes, City of Tustin Zoning Code, and Marine Corps Air Station (MCAS) Tustin Specific Plan regulations, the proposed project would not combine with the related projects to result in a cumulatively adverse impact related to lighting or glare. Therefore, implementation of the proj cot, when combined with the past, present, and reasonably foreseeable cumulative projects would not be cumulatively considerable. As a result, cumulative impacts related to light and glare would be less than significant. B. Findings The City finds that: 1. The Heritage Mixed Use project would not create permanent adverse impacts related to degradation of the existing visual character or quality of the site and its surroundings, and would not create a new source of substantial light or glare which would adversely affect day or nighttime views in the area. In addition, the project would not result in a cumulatively considerable impact when, combined with the past, present, and reasonably foreseeable cumulative proj ects. Thus, these impacts would be less than significant, and no mitigation measures are necessary. Air Quality A. Facts 1. The project would not conflict with or obstruct implementation of the applicable air quality plan. The project would develop residential in proximity to employment and transit services, which would reduce vehicular emissions and is consistent with the Air Quality Management Plan (AQMP), Although the project would require a. General Plan Land Use designation change, the increase in population and housing units generated by the project would be within the projected growth hi the combined three City local area and the County, and the project would reduce the jobs - housing ratio, which is consistent with the AQMP. Therefore, the project would result in less than significant impacts related to conflict with or obstruction of implementation of the AQMP. 2. The project would not expose sensitive receptors to substantial pollutant concentrations. The peak hour traffic at all of the intersections would be less than the applicable thresholds related to CO The Heritago Mixed Use Project Slatomorf of Facts and Findings 75A -155 ESA 1140730 Seplember 2015 hotspots; therefore, CO emissions would be less than significant. Additionally, the emissions generated by the project would not exceed the applicable SCAQMD localized construction or operational air quality thresholds. Therefore, localized impacts related to localized construction and operational impacts would be less than significant, In addition, emissions of toxic air contaminants (TACs) related to diesel particulate matter from construction equipment, the onsite emergency generator, and adjacent active rail line would not exceed the thresholds of significance. Therefore, the project would result in less than significant impacts related to exposure of sensitive receptors to substantial pollutant concentrations. B. Findings The City finds that: 1. The Heritage Mixed Use project would not create permanent adverse impacts related to conflict with or obstruction of implementation of the AQMP, and would riot expose sensitive receptors to substantial pollutant concentrations. Thus, these air quality related impacts would be less than significant, and no mitigation measures are necessary. Geology and Soils A. Facts 1. The project would not result in substantial soil erosion or the loss of topsoil. The project would be required to be implemented in compliance with the Construction General Permit and a SWPPP prepared by a Qualified SWPPP Developer (QSD) and implemented by a Qualified SWPPP Practitioner (QSP), which would ensure that construction - related impacts from erosion and siltation from the project would be less than significant. 2. The project would not result in a significant cumulative impact related to geology and soils, The project would be required to be i nplomented in compliance with (California Building Codes) building codes, which reduces impacts to a less than significant level. All other projects within the County are subject to similar seismic hazards and are subject to CBC building codes to reduce potential effects related to seismic events. Therefore, the project would not result in impacts that could combine with other existing, future, or foreseeable projects; and the project would result in less than significant cumulative impacts related to geology and soils. Implementation of a site - specific SWPPP and BMPs as required by Construction General Permit would minimize the potential for soil erosion from project construction. All planned projects in the vicinity of the project are subject to conformance with the same Construction General Pennit and the local grading and building code requirements, which reduce potential impacts related to erosion and seismic hazards to less than sigm fucant levels. With implementation of existing regulatory requirements, the project when combined with the past, present, and reasonably foreseeable cumulative projects would result in less than significant cumulative impacts related to erosion. The Hedlege Mixed Use Project 10 Sietamonl of Facts and Flndln9s 75A -156 ESA 1140730 September 2015 Facts and B, Findings The City finds that: The Heritage Mixed Use project would not result in substantial soil erosion or the loss of topsoil, significant cumulative impacts related to geology and soils, or significant cumulative impacts related to soil erosion. Thus, these geology and soils related impacts would be less than significant, and no mitigation measures arc necessary, Greenhouse Gas Emissions A. Facts I. The project would not result in substantial greenhouse gas (GHG) emissions during construction. The project's total estimated GHG emissions from construction would be much less than the emissions threshold. As a result, GHG emissions related to construction activities would be less than significant. 2. The project would not result in conflict with a California Air Resources Board (CARB) Scoping Plan policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases. Out of the Recommended Actions contained in CARB's Seeping Plan, the actions that are most applicable to the project would be related to energy efficiency, green buildings, and water use efficiency, The project would be designed to comply with the CalGreen Code to ensure that resources (energy, water, etc.) would be used efficiently. Therefore, the proj ect would result in less than significant impacts related to CARB's Scoping Plan. 3. The proj ect would not result in conflict with a Southern California Association of Governments (SCAG) 2012 -2035 Regional Transportation Plan/Susta suable Communities Strategy (RTP /SCS) policy or regulation adopted for the purpose of reducing the emissions of GHG. The project would be consistent with the applicable RTP /SCS goals, which includes goals related to the protection of the environment and health of residents by improving air quality and encouraging active transportation (non - motorized transportation, such as bicycling and walking). The project is consistent with this goal because it would include bicycle and pedestrian connectivity between the onsite residential, retail, restaurant, park, recreation, and office uses. In addition, applicable RTP /SCS goals include encouraging land use and growth patterns that facilitate transit and non- motorized transportation, The project is consistent with this goal because it is located adjacent to existing public transportation that provides connectivity to nearby regional Metrolink transit, B. Findings The City finds that: The heritage Mixed Use project would not result in substantial greenhouse gas emissions during construction. In addition, the project would not result in a conflict with any applicable CARD Seeping Plan or SCAG 2012- -203.5 RTP /SCS policy or regulation adopted for the purpose of reducing the The Hodtgo Mixed Use Project t l ESAI 140730 Statement of Fecls and FlncIngs September 2015 75A -157 Statement of Facts and Findings emissions of greenhouse gases, Thus, these GHGs related impacts would be less than significant, and no mitigation measures are necessary. Hazards and Hazardous Materials A. Facts The project would not create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment. Construction activities would be implemented in compliance with the existing South Coast Air Quality Management District (SCAQMD), CaVOSHA, and the California Health and Safety Code requirements. These requirements were developed to protect human health and the environment from the hazards. Hence, compliance applicable regulations would reduce impacts related to the release of hazardous materials into the environment to a less- than — significant level. In addition, operation of the project would utilize common types of hazardous materials; normal routine use of these products pursuant to existing regulations would not result in a significant hazard to the public or to the environment. Impacts would be less than significant. 2. The project would not be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment. As described above, a perchlorate- impacted groundwater plume extends under the project site within a well - defined, relatively narrow area within the western portion of the site. Excavation activities for the project would not extend to the depth of the plume; thus, project activities would not encounter hazardous contamination that could present a potential health or safety risk, and impacts related to the existing groundwater contamination wound be less than significant. In addition, onsite soils have not been identified to contain any contaminants above the California Human Health Screening Levels developed by the Califori- a Environmental Protection Agency. Should contaminants be identified on site during construction, adherence to applicable regulatory DTSC, County of Orange Environmental Health Division, and the Orange County Fire Authority guidelines would ensure that impacts are less than significant. I The project would not create a significant safety hazard related to John Wayne Airport (JWA) operations to the people residing or worldng on the project site. JWA is located approximately 1.8 miles southwest of the project site; however, is not within JWA's Airport Safety Zone, the Ali-port Impact Zone, Runway Protection Zone, Obstruction of Imaginary Surfaces area, or the 65 CNEL Noise Contours. In addition, the proj ect would not result in 1k2zards related to excessive glare, light, steam, smoke, dust, or electronic interference. Thus, the project would not introduce a safety hazard associated with airport operations for people residing, working, and visiting the project site. Project - related impacts associated with JWA operations would be less than significant. 4. The project would not impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan. Direct access to the project site is provided from East Dyer Road and Red Hill Avenue, which are adjacent to the project site. Construction activities would not restrict access of emergency vehicles to the project site or adjacent areas from the The Heritage Mixed Use protect 12 J� USA 1140730 statement of Fscts and Findings September 2015 75A -158 statement of Facts and Findings existing project driveways. In addition, the project is required to design and construct internal access in conformance with Orange County Fire Authority standards and the California Fire Code regulations. As such, the project would not impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan, and impacts would be less than significant. The project would not result in cumulatively considerable impacts related to hazards and hazardous materials. Each past, present, and foreseeable future project must comply with all existing hazardous material regulations, which are in place to reduce the potential effects of accidental releases of hazardous materials. In addition, the project in combination with the cumulative development in the vicinity of JWA would not result in cumulatively considerable impact related to the safety of people residing or working in the proj cot area. The project would not introduce a safety hazard associated with airport operations, and would not contribute to cumulative impacts related to JWA hazards. Cumulative impacts would be less than significant, B. Findings The City finds that: The Heritage Mixed Use project would not result in a significant impact involving the release of hazardous materials into the environment. The project is also not located on a site that would create a significant hazard to the public or the environment. The project would not create a significant safety hazard related to JWA operations. The project would not impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan; and the project would not result in cumulatively considerable impacts related to hazards and hazardous materials. Thus, these hazards and hazardous materials related irnpacts would be less than significant, and no mitigation measures are necessary. Hydrology and Water Quality A. Facts 1. The project would not violate any water quality standards or waste discharge requirements during construction activities. Construction of the project would adhere to the Construction General Permit, which requires the development and implementation of a SWPPP by a. QSD to address site - specific conditions related to construction, and describe erosion and sediment control best management practices 03MPs) to reduce or eliminate sediment, pollutants adhering to sediment, and other non - sediment pollutants in storm water, as well as non -storm water discharges during construction. Adherence to the Construction General Permit would ensure that potential water quality degradation associated with construction activities would be minimized, and impacts would be less than significant. 2, Operation of the project would not violate any water quality standards or waste discharge requirements because the project would be required to comply with the Santa Ana RWQCB MS4 Permit that involves implementation of s, project- specific WQMP based on the County's model The Heritage Mixed Use Protect '13 ESA/ 140730 Slatement of Farts end Findings September 2015 75A -159 Statement of Facts and WQMP that would detail the appropriate non - structural, structural, and source control and treatment control BMPs implemented onsite and designed to protect surface water quality. Implementation of BMPs per the WQMP would reduce potential impacts to surface and ground water quality du ing project operation to a less than significant level. 3. The project would not substantially deplete groundwater supplies or interfexe substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level. Groundwater use and infiltration in the project area and vicinity is prohibited due to the existence of a subsurface plume identified by OCWD and above a natural pollutant source area (e.g., selenium). As such, the proj cot would not use groundwater resources or infiltrate water into the existing groundwater basin. In addition, constriction water uses, such as those associated with dust control and sanitation, are anticipated to be minimal; and the Water Supply Assessment (WS A) prepared for the project concluded that the project would result in a less than significant impact on water supplies. As such, the project would not substantially deplete groundwater supplies, and impacts would be less than significant. 4. The project would not substantially alter the existing drainage pattern of the site or area, including through the alteration of the coarse of a stream or river, in a manner which would result in substantial erosion or siltation on- or off site. The project would be required to be implemented in compliance with the Construction General Permit and a SWPPP prepared by a QSD and implemented by a Qualified SWPPP Practitioner (QSP), which would ensure that construction- related impacts from erosion and siltation from the project would be less than significant. After completion of construction, the runoff conditions (flow rates and durations) would be less than pre - development runoff conditions. Thus, the project would not result in erosion or siltation onsite or offsite. Impacts would be less than significant. 5. The project would not substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a mamier which would result in flooding onsite or offsite. There are no streams or rivers in the vicinity of the project site; thus, alteration of the course of a stream or river would not occur. In addition, the SWPPP would ensure that construction - related impacts related to increases to surface runoff would be less than significant. After completion of construction, the runoff conditions (flow rates and durations) would be toss than pre - development runoff conditions. Thus, the project would not result in runoff that could substantially alter the existing drainage pattern of the site or area. Impacts would be less than significant. The project would not create or contribute runoff water which would exceed the capacity of existing or planned stormwater drainage systems or provide substantial additional sources of polluted runoff. The SWPPP would ensure that construction - related impacts related to sources of polluted runoff would be less than significant. Auer completion of construction, the runoff conditions (flow rates and durations) would be less than pre - development runoff conditions due to the increase in pervious surfaces that would be generated from the project. In addition, runoff would be filtered through structural BMPs, which would slow drainage and remove pollutants, prior to discharge from the project site. Thus, the project would not result in runoff that would exceed the capacity of existing The Iderkage Mixad Use Preect 14 Statement rf Facts and Findings 75A -160 ESA 1140734 September 2015 Statement of or planned storuawater drainage systems or provide substantial additional sources of polluted runoff. Impacts would be less than significant. The project would not substantially degrade water quality. The proj act would be required to comply with the Construction General Pernnit and implement a QSD prepared and QSP implemented SWPPP that identifies which BMPs would be implemented during construction in order to protect water quality. In addition, structural and non - structural BMPS would be implemented as part of the project, which would both reduce runoff and remove pollutants from drainage prior to discharge from the project site. As a result, impacts related to the degradation of water quality would be less than significant, 8. The project and all reasonably foreseeable future projects in the subwatershed would be required to implement measures that are similar as the project to implement compliance with the MS4 Permit and Model WQMP requirements, These requirements were developed to reduce the cumulative impacts to water quality, and to ensure that the incremental effects of individual projects do not cause a substantial cumulative impact related to water quality, erosion, flooding, and drainage. The project would result in increased pervious surfaces and would filter drainage prior to discharge. This would have a positive impact on water quality and hydrology compared to existing conditions. Thus, the project would not result in impacts that could combine to be adversely cumulatively considerable, and cumulative hnpacts are less than significant. B. Findings The City finds that; The Heritage Mixed Use project would not result in a significant impact involving violation of water quality standards or waste discharge requirements, The proj cot would not substantially deplete groundwater supplies or interfere substantially with groundwater recharge, nor substantially alter the existing drainage pattern of the site or area. Additionally, the proj cot would not create or contribute runoff water which would exceed the capacity of existing or planned stormwater drainage systems or provide substantial additional sources of polluted runoff that would degrade water quality. Furthermore, the project would not result in impacts that could combine to be adversely cumulatively considerable. Thus, these hydrology and water quality related impacts would be less than significant, and no mitigation measures are necessary. Land Use and Planning A. Facts 1. The project would not conflict with any City of Santa Ana General Plan policies, Zoning Ordinance regulations, SCAG 2012r -2035 RTP /SCS goals, and the SLAG Compass Blueprint principles that were adopted for the purpose of avoiding or mitigating an environmental effect. 2. The project would not result in cumulatively considerable impacts related to regulations related to mitigating an environmental effect, In addition, the related projects generally provide mixed uses, which are similar and consistent to those provided by the project. Asa result, adverse interactive The Heritage Mixed Use Project 15 ESA/ 140730 Statement of Facts and Findings September 2015 75A -161 Statement of Facts and Findings effects from cumulative land uses would not occur. Cumulative impacts related to land use and planning would be less than significant. B. Findings The City finds that: The Heritage Mixed Use project would not result in a significant impact involving conflict with any applicable policy or regulation adopted for the purpose of avoiding or mitigating an environmental effect. Thus, these land use and planning related impacts would be less than significant, and no mitigation measures are necessary. Noise A. Facts 1. The project would not result in exposure of persons to, or generation of, noise levels in excess of standards established in the City's General Plan or noise ordinance. Construction related noise levels would fluctuate depending on the particular type, number, and duration of uses of various pieces of construction equipment. Project constriction would require the use of heavy construction equipment and small power tools, generators, slid other sources of noise, Noise levels at sensitive receptors during construction would vary based on the amount of equipment in operation and the location of the activity. The City's Municipal Code exempts construction noise from the City's established noise standards as long as they do not take place between the hours of 8:00 pm and 7:00 am on weekdays, including Saturday, or any time on Sunday or a federal holiday. As the project's construction activities would only occur during the allowable constntction hours, the project would be in compliance with the City's applicable standards and impacts would be less than significant. 2. The project includes development and use of exterior parking facilities, which would generate noise from engines accelerating, doors slamming, car alarms, and people talking. Noise from tine parking facilities would fluctuate throughout the day, with the highest in the peak morning and evening hours when the largest volume of people would enter and exit the parking facilities. The parking noise is typical of residential uses and would not exceed the City's noise standards, and noise impacts would be less than significant. 3. The project would provide open space and recreational facilities onsite. The operational noise levels associated with the project's outdoor gathering areas would not cause a substantial increase in the existing exterior noise levels and would not exceed the City's noise standards. Therefore, the operational noise generated by the proj ect at outdoor gathering areas would be less than significant. d. To ensure the City's standards related to noise volumes at residential, park, and open space areas, are met, the proj act would shield residential open space and recreation uses from the traffic noise generated on Dyer Road and Red Hill Avenue by the location and design of the mixed -use The Heritage Mixed Use Project 16 Slatement of Facts and Findings 75A -162 ESA 1140730 September 2015 buildings and parking structures. The project design would provide that noise levels at common areas would not exceed the City's 65 dBA CNEL noise standard, and impacts would be less than significant. The project site is adj acent to a rail line that is used by switchers. This distance between the rail line and the sensitive onsite uses is 57 feet and would result in noise at the onsite sensitive uses that is less than the City's 65 dBA noise standard. Additionally, the existing noise level in the project area exceeds the noise generated by the switcher train movements, and impacts would be less than significant. 6. Construction of the project would not result in exposure of persons to, or generation of, excessive ground -borne vibration or ground- borrnc noise levels. Construction activities would generate PPV groundborne vibration levels that are less than the threshold for building damage; and impacts would be less than significant. Additionally, based on Caltrans criteria for human annoyance the vibration levels experienced at adjacent uses would be distinctly perceptible. However, the project's construction activities would be temporary and only occur in accordance with the City's municipal code. Thus, vibration impacts associated with human annoyance would be less than significant. 7. Operation of the proj cot would not result in exposure of persons to, or generation of, excessive ground -borne vibration or ground -borne noise levels. The proposed types of land uses (i.e., residential, commercial, office, open space /par ks) would not involve activities or operation of stationary or mobile equipment that would result in high vibration levels. In addition, the existing BNSP rail line located 57 feet to the west of the site. However, the vibration levels resulting from use of the rail line are less than the vibration criteria for building damage and human annoyance. Therefore, operational impacts related to vibration would be less than significant. 8. The project would not result in a substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project. The vehicular noise generated from the project would result in a minimal increase local noise levels that would not be perceptible and would not exceed the threshold of significance. Therefore, impacts would be less than significant. The project would not result in exposure of people residing or working in the area to excessive noise levels from operation of J WA, which is located approximately 1.8 miles southwest of the proj cot site. The western portion of the proj cot site is located within the airport's 60 dBA CNEL noise contour while the remainder of the site is located outside the 60 dBA CNEL noise contour. The City's residential noise standards state that residential uses have an exterior noise standard of 65 dBA CNEL; thus, because the entire proj cot site is located outside of the 65 dB CNEL noise contour, the proj cot would not expose people to excessive noise from JWA 10. The project would not result in cumulatively considerable impacts related to construction noise and vibration. Construction noise and vibration is localized in nature and decreases substantially with distance, Due to this distance and intervening structures located between the project site and nearby foreseeable projects, a substantial increase in combined construction noise and vibration levels would not occur should construction of this related proj cot occur at the same time as the Th. I her logo Wed Use Project 17 E3AI 140730 statement of Fects and Pindtngs September 2015 75A -163 Statement of f=acts and project. Therefore, cumulative noise and vibration impacts associated with construction activities would be less than significant. 1.1. Cumulative traffic- generated noise from the proj act would be minimal and would not exceed the significant thresholds; therefore, cumulative impacts from traffic noise would be less than significant, B. Findings The City finds that: The Heritage Mixed Use project would not result in exposure of persons to, or generation of noise levels in excess of standards established in the City's General Plan or noise ordinance. Vibration impacts from construction and operation of the proj cot would not exceed criteria for building damage or human annoyance, and impacts would be less than significant. The project would also not result in a substantial permanent increase in ambient noise levels. In addition, the project would not result in exposure of people residing or working in the area to excessive noise levels from operation of JWA. Furthermore, cumulative noise impacts related to construction and operation of the project would be less than significant and no mitigation measures are necessary. Population and Dousing A. Pacts 1, The project would not induce substantial population growth in an area, either directly or indirectly. Construction of the project would not generate a need for construction workers to relocate to work on the project and result in a population increase. As a result, temporary impacts related to construction employment would be less than significant. The increase in population and housing units generated by the project would be well within the projected growth in the combined three City area and the County. In addition, the project is consistent with nearby land use trends that have redeveloped nonresidential uses to high - density, urban -style residential/mixed-use development sites. The project is in response to, and similar to, land use trends in the project vicinity and would not induce substantial population growth in the area. Impacts would be, less than significant. 2, The existing jobs- housing ratio in Santa Ana, Tustin., and Irvine area show that there are more jobs than housing units. The project would provide housing units that result in a slight reduction of the jobs - housing ratio. This would be a beneficial impact of providing housing units on the project site, where employees can easily travel to employment opportunities within Santa Ana, Tustin and Irvine. 3. Water and wastewater services would be provided by connections to the existing infrastructure within Dyer Road and Red Hill Avenue. Infrastructure would not be extended to serve areas beyond the project site, and the project would not result in the provision new service or an increase in the capacity of service to areas beyond the project site, The project would not result in indirect inducement of population growth that would have the potential to create a significant physical The Heriage Mixed W. Project 18 ESA/ 7907n Statement of Facts snd Findings 8oplember 2013 75A -164 Statement of Facts and Findings change to the environment. As a result, impacts related to population growth are less than significant. 4. The cumulative growth within the Santa Ana, Tustin, and Irvine area would not combine to result in a cumulatively considerable adverse impact. Conversely, the cumulative addition of residential units within the project vicinity would result in a cumulative benefit to the j obs- housing balance for this region of Orange County, and could reduce physical impacts related to the jobs - housing balance, such as regional traffic, air quality emissions, and greenhouse gasses; as a result impacts are less than significant. Additionally, infrastructure upgrades and extensions that may be included in related projects would not affect or be related to the project. Therefore, the project and other projects in the area, when considered cumulatively, would not directly or indirectly induce substantial growth. Impacts are less than cumulatively considerable, and less than significant. B. Findings The City finds that: The Heritage Mixed Use proj cot would not result in a in a significant impact involving population growth in an area, either directly or indirectly. The project would provide housing units that result in a slight reduction of the jobs - housing ratio, which would be a beneficial impact of the project. In addition, cumulative addition of residential units within the project vicinity would result in a cumulative benefit to the jobs- housing balance for this region of Orange County, and could reduce physical impacts related to the jobs - housing balance. Thus, these population and housing related impacts would be less than significant, and no mitigation measures are necessary. Public Services A. Facts 1, The project would not result in substantial adverse physical impacts associated with the provision of, or the need for, new or physically altered governmental facilities, the constriction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response tunes, or other performance objectives for: Fire protection: There are four existing Orange County Fire Authority (OCFA) stations within three miles of the project site, and the existing response time to emergency calls to the project site is less than five minutes. The existing fire protection facilities and staffing would be sufficient to provide fire protection and emergency medical services to the project, and project development would not require the OCFA to construct new or expanded facilities. Thus, impacts would be less than significant, • Police protection: The Santa Ana Police Department would experience an incremental increase in demands on law enforcement services from the project, but the increase would not be significant when compared to the ciurent demand levels. Law enforcement personnel would be able to respond in a timely manner to emergency calls hr the project area; the project is not anticipated to result in an increase to response times to service calls; and the The Herltage Mixed Use Project 19 ESA MOM $tatemenl of Facts and Findings September 2015 75A -165 project would not result in the need fox, new or physically altered police protection facilities. Thus, impacts are less than significant. • Schools: The project would develop residential units, which would house school children. The need for additional school facilities is addressed through compliance with school impact fee assessment. Pursuant to Government Code Section 65995 applicants shall pay developer fees, which provides full and complete mitigation of school impacts. As a result impacts related to school facilities would be less than significant. • Libraries: Due to the increase in residential population that would result from the project, the Santa Ana library would need approximately 3,665 book volumes and 488.6 square feet of library space. This limited increase would not require the City to construct new or expanded library facilities. Thus, impacts would be less than significant. 2. The project would not result in cumulatively considerable impacts related to public services. Consistent with the requirements of the project, the related projects would be reviewed by OCFA staff prior to permit approval and would be required to implement fire protection design features per OCFA regulations that would reduce potential fire hazards to a less than significant level. In regards to police protection services, the project would not combine with other related projects to result in a need to expand or provide new police facilities, which could result in a significant environmental effect. Therefore, cumulative impacts associated with police services would be less than significant. In regards to school services, payment of development impact fees to school districts constitutes full mitigation for the impacts generated by new development, per the Government Code Section, which would reduce potential impacts related to the projects cumulative school service impacts to a less than significant level. Furthermore, development of the project in combination with other residential developments would increase the demand for library services. However, based on the limited increased need to book volumes and library square footage, the project is not anticipated to combine with other projects in the City to result in the need to physically expand facilities. Thus, no significant cumulative impacts on library services are anticipated. B. Findings The City finds that: The Heritage Mixed Use project would not result in a in a significant impact involving the need for new or physically altered fire, police, school, or library facilities; the constriction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times, or other performance objectives. Thus, public service related impacts would be less than significant, and no mitigation measures are necessary. Parks and Recreation A. Facts 1. The project would not result in substantial adverse physical impacts associated with the provision of, or the need for, new or physically altered park facilities. The project would provide The Heritage Mixed Use project 20 Sletement of Faola and Flndings 75A -166 ESA J 14073 September 2015 approximately 173,907 square feet of public open space and recreation, and approximately 138,849 square feet of private open space for residents use, which when combined with the public open space would provide 315,756 square feet (7.25 acres) of open space and recreation amenities that would meet the City's requirements related to park and recreation standards and is anticipated to meet the needs of the project's onsite population. The project would meet the City's requirements related to park and recreation standards, which would offset increased usage of other park and recreation facilities in the region. Therefore, the project would not result in a substantial need for new or physically altered park facilities, and impacts would be less than significant. 2. The project would not increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facilities would occur or be accelerated. The facilities that would be provided as part of the project exceed the requirements of the City's Municipal Code and would serve both the public and onsite residents. 'This would offset increased usage of other park and recreation facilities in the region, such that a limited increased usage at other park and recreation facilities in the region is antioipated to occur. Thus, impacts would be less than significant. 3. The project would meet the City's requirements related to park and recreation standards, which would help to offset increased usage of other park and recreation facilities in the region, and the project would not contribute to a cumulatively considerable effect. Thus, impacts cumulative impacts related to parks and recreation would be less than significant. B. Findings The City finds that: The Heritage Mixed Use project would not result in a in a significant impact involving the need for new or physically altered park facilities or physical deterioration of existing neighborhood and regional parks and recreation facilities. The proj eat would exceed the City's requirements related to park and recreation standards, which would offset increased usage of other park and recreation facilities in the region, and the project would not contribute to a cumulatively considerable effect. Thus, park and recreationrelated impacts would be less than significant, and no mitigation measures are necessary. Transportation and Traffic A. Facts The project would not result in conflict with an applicable Congestion Management Program (CMP), including, but not limited to, level of service standards and travel demand measures, or other standards established by the county congestion management agency for designated roads or highways. Implementation of the project would not result in a significant impact at CMP intersections. The CMP intersections would operate at an acceptable LOS in through year 2035 cumulative plus proj act conditions, Therefore, the project would result in less than significant impacts related to conflict with an applicable CMR The Heritage Wxed Use Project 21 ESA 1140730 Statement of Facle and rindingn September 2015 75A -167 Statement of Facts and Findings 2. The project would not result in in increase in hazards due to a design feature, Vehicular access to the project site would be provided by two right -turn in / right -turn out only driveways on Dyer Road and via one right -turn in / right - turn out only driveway on Red Hill Avenue. All three project driveways would not exceed the safety criteria and thresholds of significance, and motorists entering and exiting the project site would be able to do so comfortably, safely, and without undue congestion. In addition, the project's on -site circulation layout provides adequate vehicle and truck accessibility throughout the project site. Impacts related to hazards related to design features would be less than significant. B. Findings The City finds that: The Heritage Mixed Use project would not result in a in a significant impact involving the CMP or hazards related to design features. The CMP intersections world operate at an acceptable LOS in through year 2035 cnunulative plus project conditions; and the project design does not result in hazardous conditions. Therefore, the project would result in less than significant impacts related to conflict with an applicable CMP and hazards related to a design feature and no mitigation measures are necessary. Utilities and Service Systems A. Facts 1. The project would not result in conflict with wastewater treatment requirements of the applicable RWQCB. The residential and commercial land uses proposed by the project would not discharge wastewater that contains harmful levels of toxins that are regulated by the RWQCB (such as large quantities of pesticides, herbicides, oil, grease, and other chemicals that are more typical in industrial uses) and all effluent would comply with the wastewater treatment standards of the RWQCB. Therefore, the project would result in less than significant impacts related to the wastewater treatment requirements of the RWQCB. 1 The proj ect includes construction of the onsite public water main and distribution lines to support the new development; however, no extensions or expansions to the water pipelines supplying the project site would be required. Therefore, the project would not result in the construction of new water facilities or expansion of existing facilities, other than those included as part of the project, that could result in significant environmental effects. 3. The project would install new onsite sewer pipelines that would collect and convey wastewater to the existing sewer main in Dyer Road. In addition, the project would replace the existing 10 -inch sewer with a 12 -inch sewer within 1,000 feet of the Dyer Road right -of -way, however, no extensions or expansions to the wastewater infrastructure would result or be required. Therefore, the project would not result in the construction of new wastewater facilities or expansion of existing facilities, other than those included as part of the project, which could result in significant environmental effects. 4. The project would not require or result in the construction of new storm water drainage facilities, or expansion of existing facilities, the constructions of which could cause significant environmental effects. The herlfega Mixed Use Protect 22 ESA! 140730 Statement of Feats and Flndings September 2015 75A -168 Statement of Facts and Findings Operation of the project would result in runoff conditions (flow rates and durations) that would be less than pre - development nmoff conditions due to the increase in pervious surfaces. In addition, runoff would be filtered through structural BMPs, which would slow drainage, prior to discharge from the project site. Thus, the prof cot would not result in rLmoff that would exceed the capacity of the stormwater drainage systems. Impacts would be less than significant. 5. The project would have sufficient water supplies available to serve the project from existing entitlements and resources. The Water Supply Assessment (WSA) prepared for the project concluded that the proj cot would result in a less than significant impact on water supplies. As such, the project would have sufficient water supplies, and impacts would be less than significant. 6. The wastewater treatment provider that would serve the project has adequate capacity to serve the proj ect's projected demand in addition to the provider's existing commitments. OCSD has stated that the existing 39 -inch trunk sewer in Red Hill Avenue that serves the proj cot site has sufficient capacity for the project effluent, and no upgrades downstream of the project site would be required. In addition, the project would be accommodated within the existing capacity of the treatment plant. Therefore, the project would not result in capacity impacts to OCSD, and impacts related to the provision of wastewater treatment in addition to OCSD's existing commitments would be less than significant, 7. The project would be served by a landfill with sufficient permitted capacity to accommodate the project's solid waste disposal needs. The solid waste needs of the project would be met with permitted disposal facilities that are provided by Orange County Waste and Recycling (OCWR). Thus, impacts related to solid waste facility capacity would be less than significant. 8. In regards to the cumulative utility and service impacts that would occur from the proj cat in combination with other existing, proposed, and foreseeable projects, the WSA determined that the City would have sufficient water supply to serve the project and the anticipated growth in the City's service area through the year 2035. As a result, the prof ect would not result in a cumulatively considerable impact related to water supplies or services. Shnilarly, the cumulative increase in the need for wastewater service would be less than cumulatively considerable in relation to the existing remaining capacity of 50 million gallons per day at treatment plant that would serve the project site. In regards to drainage, the project would result in increased pervious surfaces and would filter drainage prior to discharge that would reduce offsite flows to drainage facilities; thus, the project world not cumulatively contribute to stormwater drainage needs. In addition, OCWR prepares long -range strategic planning to ensure that solid waste is safely disposed of and that future disposal needs are met. Thus, impacts related to landfills would not be cumulative considerable, and cumulative impacts related to landfills would be less than significant. B. Findings The City finds that: The Heritage Mixed Use project would not result in a significant impaol: to the environment involving conflict with wastewater treatment requirements of the RWQCB, water supplies, stormwater drainage The Heritage Mixed Use Project 23 ESA/ 140730 Statement of Faots and Findings September 2015 75A -169 Statement of infrastructure, water and wastewater, and landfill facility and service capacity. Utility and service system related impacts would be less than significant, and no mitigation measures are necessary. 6.0 Effects Determined to be Mitigated to Less than Significant in the EIR The City of Santa Ana, having reviewed and considered the information contained in the Final EIR, the Technical Appendices, and the administrative record, finds, pursuant to California Public Resources Code 21081 (a)(1) and CEQA Guidelines 15091 (a)(1) that changes or alterations have been required in, or incorporated into, the project, which would avoid or substantially lessen to below a level of significance the following potentially significant environmental cffects identified in the Final EIR in the following categories: • Air Quality (short -term [construction] air emissions) • Cultural Resources (archaeological and paleontological resources, cumulative) • Geology and Soils (seismic ground shaking, liquefaction, ground settlement, corrosive soils, expansive soils) • Greenhouse Gases (operations) • Land Use and Plarr ing (airport consistency) • Noise (project machinery noise and short -term construction noise) The potentially significant adverse environmental impacts that can be mitigated are described below. The City of Santa Ana finds that these potentially significant adverse impacts can be mitigated to a level that is less than significant after implementation of mitigation measures. e O . H A. Facts The project has the potential to violate any air quality standard or contribute substantially to an existing or projected air quality violation during construction activities. Construction related emissions would have the potential to result in substantial contributions concentrations of ROG and NOx. NOx would be generated from the onsite equipment exhaust, and ROGs would be generated from the application of architectural coatings. Implementation of Mitigation Measures AQ -1 through AQ -6 would reduce the emissions through regulating equipment exhaust, extending the timing of the architectural coating phases, and reducing the ROG content of the architectural coatings used for non - residential buildings to those required for residential buildings. The total mitigated ROG and NOx emissions that would result from the implementation of mitigation would be reduced to less than significant levels. Therefore, emissions from construction activities would be less than significant with implementation of the mitigation measures listed below. The Harltage Mlxed flee Projort 24 Statement of Facts and Findings 75A -170 ESA /140730 September 2016 B. Findings The City finds that: The mitigation measures listed below have been required for, and incorporated into the project, to ensure that the project's potential construction related air quality impacts remain less than significant. Mitigation Measures Mitigation Measure AQ -1: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Grading Plan, Building Plans, and specifications stipulate that, the construction contractor shall implement a minimum of one of the following: 1. All off-road equipment with a horsepower greater than SO shall be required to have USEPA certified Tier 4 interim engines or engines that are certified to meet or exceed the NOx emission ratings for USEPA Tier 4 engines. Any emissions control device used by the contractor shall achieve emissions reductions that are no less than what could be achieved by a Level 4 diesel emissions control strategy for a similarly sized engine, as defined by CARB regulations. 2. Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the construction plans and specifications stipulate that Building and Construction Phases shall not overlap with Grading Phases. These activities shall be verified by the Building Safety Division thuing constriction. Mitigation Measure AQ -2: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Grading Plan, Building Plans, and specifications stipulate that, in compliance with SCAQMD Rule 403, 03 precursor emissions from construction equipment vehicles shall be controlled by maintaining equipment engines in good condition and in proper tune per manufacturer's specifications, to the satisfaction of the City Engineer. Maintenance records shall be provided to the City by the construction contractor on a monthly basis. Construction contractors shall also ensure that all nonessential idling of construction equipment is restricted to five minutes or less in compliance with California Air Resources Board's Rule 2449. The City Inspector shall be responsible for ensuring that contractors comply with these measures during construction. Mitigation Measure AQ -3: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Grading Plan, Building Plans, and specifications stipulate that, in compliance with SCAQMD Rule 403, excessive fugitive dust emissions shall be controlled by regular watering or other dust prevention measures, as specified in the SCAQMD's Rules and Regulations. In addition, SCAQMD Rule 402 requires implementation of dust suppression techniques to prevent fugitive dust from creating a nuisance off -site. Implementation of the following measures would reduce short-tenn fugitive dust impacts on nearby sensitive receptors: • All active portions of the constriction site shall be watered every three hours during daily construction activities and when dust is observed migrating from the proj Oct site to prevent excessive amounts of dust. The Uadlege Mixed Use praJect 25 [SA/ 140730 Statement of Facts end Findings September 2015 75A -171 Statement of Facts and • Pave or apply water every three hours during daily construction activities or apply non -toxic soil stabilizers on all unpaved access roads, parking areas, and staging areas. More frequent watering shall occur if dust is observed migrating from the site during site disturbance. • Any on -site stockpiles of debris, dirt, or other dusty material shall be enclosed, covered, or watered twice daily, or nontoxic soil binders shall be applied. • All grading and excavation operations shall be suspended when wind speeds exceed 25 miles per hour. • Disturbed areas shall be replaced with ground cover or paved immediately after construction is completed in the affected area. • Track-out devices such as gravel bed track -out aprons (3 inches deep, 25 feet long, 12 feet wide per lane and edged by rock berm or row of stakes) shall be installed to reduce mud /dirt track -out from unpaved truck exit routes. Alternatively a wheel washer shall be used at tnick exit routes. • On -site vehicle speed shall be limited to 15 miles per hour. • All material transported off-site shall be either sufficiently watered or securely covered to prevent excessive amounts of dust prior to departing the job site. • Reroute construction trucks away from congested streets or sensitive receptor areas. Mitigation Measure AQ -4: All trucks that are to haul excavated or graded material on -site shall comply with State Vehicle Code Section 23114 (Spilling Loads on Highways), with special attention to Sections 23114(b)(F), (e)(4) as amended, regarding the prevention of such naterial spilling onto public streets and roads. Prior to the issuance of grading permits, the Applicant shall demonstrate to the City Engineer how the project operations subject to that specification during hauling activities shall comply with the provisions set forth in Sections 23114(b)(F)(e)(4). Mitigation Measure AQ -5: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that. the construction plans and specifications stipulate that the architectural coatings activities required for project construction be extended to a minimum of 100 days. The duration of architectural coatings activities shall be verified by the Building Safety Division during construction. Mitigation Measure AQ -6: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the construction plans and specifications stipulate that All architectural coatings for non - residential as well as residential buildings shall meet a volatile organic compound (VOC) content of 50 grams per liter (g/L) or less for interior coating and 100 g/L or less for exterior coatings; or a content consistent with Rule 1113 (i.e., super compliant paints), Use of low -VOC paints shall be verified by the Building Safety Division during construction. Cultural Resources A. Facts 1. The project has the potential to cause a substumtial adverse change in the significance of a historical or archaeological resource, as defined in CEQA aildelines Section 15064.5. Excavation for the proj ect'is anticipated to extend to a depth below the level of the previous soil disturbance activities. The Heritage Mixed Use Project 26 Stetemant of Facts and Flndinge 75A -172 ESA/14073D September 2015 Statement of Facts and Findings In addition, there are a number of prehistoric and historic -period archaeological resources recorded in the project vicinity. Hence, it is possible that subsurface earthwork activities could encounter previously undiscovered archaeological resources. Mitigation Measures CUL -1 and CUL -2 are provided to protect archaeological materials if any are encountered during the course of grading or construction of the project. Implementation of cultural resource Mitigation Measures CUL -1 and CUL -2 would reduce potential impacts to archaeological resources to a less than significant level. 2. The project has the potential to directly or indirectly destroy a unique paleontological resource or site or unique geologic feature. The project site may be underlain by areas of alder Quaternary Alluvium deposits that are known to contain vertebrate fossils, and fossils in older Quaternary Alluvium deposits have been found five miles southwest of the site project site and elsewhere on the Tustin Plain. Thus, the Los Angeles County Natural History Museum considers the project area to have a moderate paleontological sensitivity. Excavations exceeding a depth of ten feet into older Quaternary Alluvium sediments may uncover fossils and result in impacts to paleontological resources. Therefore, Mitigation Measures CUL -2 and CUL -3 have been included to reduce this potential impact to a less than significant level, 3. Due to identified resources in the proj cot vicinity, previously unknown and unrecorded resources could exist within the project site and could be unearthed during excavation activities of both the proposed project and cumulative projects in the area. As a result, Mitigation Measures CUL -I through CUL -3 have been included to ensure that potential resources would not be impacted. With implementation of the mitigation, the project would not result in impacts that could combine with other existing, future, or foreseeable projects. B. Findings The City finds that: The mitigation measures listed below have been required for, and incorporated into the proj act, to ensure that the project's potential construction related air quality impacts remain less than significant. Mitigation Measures Mitigation Measure CUL -1; Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that the project operator shall retain a qualified archaeologist and paleontologist, defined as an archaeologist meeting the Secretary of the Lnterior's Standards for professional archaeology (US, Department of the Interior, 2015) and defined as a paleontologist meeting the Society of Vertebrate Paleontology standards (SVP, 2015), who shall conduct a Cultural Resources Sensitivity Training for all construction personnel prior to the start of any ground disturbing activities. The training shall include an overview of potential cultural resources that could be encountered during ground disturbing activities to facilitate worker recognition, avoidance, and subsequent immediate notification to the qualified archaeologist for further evaluation and action, The Heritage Mixed Use Project 27 ESA 1140730 statement of rams end Findings September 2015 75A -173 as appropriate; and penalties for unauthorized artifact collecting or intentional disturbance of archaeological resources. Mitigation Measure CUT, -2: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shah confirm that the Building Plans and specifications stipulate that in the event archaeological and /or paleontological materials are encountered dining the course of grading or constriction, the project contractor shall cease any ground disturbing activities within 50 feet of the find, The qualified archaeologist and/or paleontologist shall be immediately notified to evaluate the significance of the resources and recommend appropriate treatment measures. Per California Environmental Quality Act Guidelines Section 15126.4(b)(3), project redesign and preservation in place shall be the preferred means to avoid impacts to significant historical resources. Consistent with California Environmental Quality Act Guidelines Section 15126,4(b)(3)(C), if it is demonstrated that resources cannot be avoided, the qualified archaeologist shall develop additional treatment measures in consultation with the City, which may include data recovery or other appropriate measures. The City shall consult with appropriate Native American representatives in determining appropriate treatment for unearthed cultural resources if the resources are prehistoric or Native American in nature, Archaeological and/or paleontological materials recovered during any investigation shall be curated at an accredited curational facility, The qualified archaeologist and/or paleontologist (depending on the type of resource identified) shall prepare a report documenting evaluation and/or additional treatment of the resource. A copy of the report shall be provided to the City and to the South Central Coastal Information Center and /or Natural History Museum of Los Angeles County depending on the type of resource identified. Mitigation Measure CUL -3: If excavations in excess of ten feet below ground surface are required, written evidence shall be provided to the City's Planning and Building Agency prior to receipt of any grading /excavation permits that a qualified paleontologist pursuant to the standards of the Society of Vertebrate Paleontology (S VP) has been retained to review all geotechnical investigations and City approved construction design plans for the proposed proj ect, Based on geotechnical findings and the constriction design plans, the qualified paleontologist shall determine an appropriate monitoring plan for excavation of areas in excess of ten feet below ground surface. The monitoring plan shall include procedures for paleontological resources surveillance, and procedures for temporarily halting or redirecting work to permit the sampling, identification, and evaluation of the fossils as appropriate. If evidence of subsurface paleontological resources is found during excavation, all construction activity in the area shall cease and the construction contractor shall immediately contact the qualified monitoring paleontologist and the City of Santa Ana Executive Director of the Plamrnig and Building Agency. The qualified paleontologist shall evaluate the find; and if warranted, shall prepare and complete a standard Paleontological Resources Mitigation Program for the salvage and curation of identified resources. The Heritage Mixed Use Nojacl 28 5tatament of Facts and Findings 75A -174 ESA 1140130 September 2015 Statement of Facts and Findings Geology and Soils A. Facts The project has the potential to result in exposure people or structure to potential substantial adverse effects, including the risk of loss, injury or death involving strong seismic ground shaking because the prej ect would add residents, employees, and development to the project site. Southern California is a seismically active region, with numerous faults capable of producing significant ground motions. As a result, development, including the project, is required to adhere to the provisions of the CBC, which are reviewed by the City for appropriate inclusion, as part of the building plan check and development review process. Compliance with the requirements of the CBC for structural safety reduces hazards from strong seismic ground shaking. In addition, Mitigation Measure GEO -1 is provided to reduce potential seismic impacts by requiring preparation of a design level geotechnical report to provide specific construction and design requirements and requiring that all grading and foundation construction activities be monitored by the geotechnical engineer of record. Implementation of Mitigation Measure GEO -1 would reduce potential impacts related to seismic ground shaking to a less than significant level. The project has the potential to result in exposure people or structure to potential substantial adverse effects, including the risk of loss, injury or death involving seismic - related ground failure, including liquefaction. Potentially liquefiable soils have been identified at depths of 8 to 12 feet which have a total dynamic liquefaction induced settlement of 1.1 inches, which is considered to be within the structural tolerances of typical buildings. In addition, the alluvium soils onsite are compressible and would settle due to the anticipated loads of the proposed structures. Mitigation Measure GEO -1 requires a design level geoteclmical report to provide specific construction and design requirements related to the potential of seismic - related ground failure. Implementation of Mitigation Measure GEO -1 would reduce potential impacts related to seismic ground shaking to a less than significant level. The onsite soils possess severe concentrations of soluble sulfates as defined by the American Concrete Institute Publication 318 -05 Building Code Requirements for Structural Concrete and Commentary. Therefore, the Geotechnical Feasibility Study recommends specialized sulfate resistant concrete mix designs that would be requires as part of Mitigation Measure GEO -1, which would reduce potential impacts related to corrosivity of soils to a less than significant level. 4. The near - surface soils on the project site possess a low to medium expansion potential. As a result, Mitigation Measure GEO -1 requires site - specific design level subsurface exploration, laboratory testing, and engineering analysis to provide specific design and construction requirements pursuant to the CBC, which would reduce the potential related to the potential expansion of onsite soils to a less than significant level. The Harhage Wad Use ProJect 29 CSA / 140730 Sfalomenl of Facts and Findings Soplember 20'15 75A -175 B. Findings The City finds that: The mitigation measure listed below has been required for, and incorporated into the project, to ensure that the project's potential impacts related to geology and soils remain less than significant. Mitigation Measure Mitigation Measure GEO -1: Prior to the issuance of grading permits, the applicant shall submit a design level geotechnical report prepared by a qualified geotechnical engineer to the City of Santa Ana Planning and Building Agency and Public Works Division for review and approval. The recommendations provided in the Geotechnical Feasibility Study (Appendix C of the Draft EIR), would be incorporated into the design level geotechnical report as requirements. The design level geotechnical report shall be prepared by a qualified geotechnical engineer. The document shall include the subsurface exploration, laboratory testing and engineering analysis necessary to provide specific foundation, floor slab, and grading recommendations fully compliant with the California Building Code and City of Santa Ana Municipal Code. All grading and construction onsite shall adhere to the specifications, procedures, and site conditions contained in the final design plans, which shall be fully compliant with the California Building Code. Additionally, the grading and foundation construction activities shall be monitored by the qualified geotechnical engineer of record. Construction of the final structural design shall be monitored through follow -up inspection by the City of Santa Ana Plannning and Building Agency. Greenhouse Gas Emissions A. Facts 1. Operation of the project has the potential to result in greenhouse gas emissions that may have a significant impact on the environment. The new residential and non - residential uses at the project site would generate mobile source emissions vehicle trips generated by residents, employees, and patrons. In addition, greenhouse gas emissions result from electricity and natural gas consumption, water transport (the energy used to pump water to and from the project site), and solid waste disposal. Implementation of Mitigation Measures AQ -7 through AQ -13 would reduce the project's operational GHG emissions by increasing the energy efficiency of the proposed buildings to five percent beyond that required by 2013 Title 24 standards, equipping three percent of parking spaces with charging stations, not including fireplaces within residential units, requiring the use of low VOC products, provision of outlets for landscaping equipment and requiring 10 percent of landscaping be completed with electric equipment, and provision of information regarding nearby transit services. The net increase in GHG emissions resulting from operation of the project would be less than significant with implementation of Mitigation Measures AQ -7 through AQ -13. 2, The project has the potential to conflict with the City's adopted emission reduction target for 2020 that is 15 percent below 2008 levels, which is consistent with the AB 32 reduction goals. Implementation of Mitigation Measures AQ -7 through AQ -13 would reduce greenhouse gas The harltaye Mixed Use Prefect 30 Slaternent of Facts and FIndings 75A -176 ESA 1140730 September 2015 and emissions from the project and would meet the SCAQMD's emission thresholds, and be consistent with both AB 32 and the City's adopted reduction target. B. Findings The City fords that: The mitigation measures listed below have been required for, and incorporated into the project, to ensure that the project's potential impacts related to greenhouse gas emissions remain less than significant. Mitigation Measures Mitigation Measure AQ -7: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that all onsite buildings shall increase energy efficiencies to five percent (5 %) beyond that required by 2013 Title 24 standards. This may be achieved through, but is not limited to, building shell design and building components such as windows, roof systems, wateThrrigation, and electrical systems. Mitigation Measure AQ -8: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that three percent (3 %) (or the amount required by the CalGreen Code, whichever is greater) of all off- street parking spaces shall be equipped with charging stations to encourage the use of electric vehicles. The charging stations shall be installed within each residential parking structure, and may also be provided in the commercial and office parking facilities. The location of the electrical outlets shall be specified on building plans and proper installation shall be verified by the Building Safety Division prior to issuance of a Certificate of Occupancy. Mitigation Measure AQ -9: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that no fireplaces shall be included in the residential units. Mitigation Measure AQ-10: The City of Santa. Ana Planning and Building Agency shall require by contract specifications that maintenance of the proposed project facilities and lease agreements for all non - residential units require the use of low VOC cleaning supplies in all buildings,, and use of low VOC architectural coatings applied as part of building maintenance and upkeep. The architectural coatings shall be 50 grams per liter or less for interior anti 100 g11 or less for exterior coatings, or a content consistent with Rule 1113. Mitigation Measure AQ -11: Prior to issuance of any Grading Permit, the Building and Safety Division shall confirm that the Building Plans and specifications stipulate that project buildings and parking structures shall be equipped with exterior electrical outlets such that a minimum of 10 percent of landscape equipment used onsite can be electrically operated. The location of the electrical outlets shall be, specified on building plans and proper installation shall be verified by the Building Safety Division prior to issuance of a Certificate of Occupancy, The Heritage Mixed Use Projecf 31 ESA 1140730 Stalernenl of Facts and Flnd'mga Sontombor 2015 75A -177 Statement of Facts and Flndings Mitigation Measure AQ -12: The City of Santa Ana Planning and Building Agency shall require by contract specifications that landscape contracts for the project site shall include a mandatory minimum of 10 percent of all landscape equipment used onsite be electrically operated. Mitigation Measure AQ -13: The City of Santa Ana Planning and Building Agency shall require by contract specifications that the lease agreements for all multi - family residential and non - residential units: Require provision of information about OCTA and Metrolink transit services in the vicinity of the project site to all residents and employees. Require that transit routes be posted in common areas of multi - family residential buildings and employee /patron areas for non - residential buildings. Land Use and Planning A. Facts The project is subject to the Airport Environs Land Use Plan (AELUP) for .TWA, which includes policies that were adopted for the purpose of avoiding or mitigating an environmental effect. The project would be consistent with airport land use plan policies with implementation of Mitigation Measures LU -1 and LU -2, which requires resident notification and outdoor signage in open space and recreation areas describing the potential annoyances from airport operations. With implementation of Mitigation Measures LU -1 and LU -2, which are AELUP policies, the project would not conflict with the 7WA AELUP. B. Findings The City finds that: The mitigation measures listed below has been required for, and incorporated into the project, to ensure that the project's potential impacts related to land use and planning remain less than significant. Mitigation Measures Mitigation Measure LU -1: The Development Agreement that is required for implementation of the proposed project shall include a clause requiring that all prospective residents of the proj ect site shall be notified of airport related noise, Notification shall be included in lease /rental agreements and shall state the following: "Notice of Airport in Vicinity. This property is presently located in the vicinity of an airport, within what is known as an airport influence area. For that reason, the property may be subject to some of the amnoyances or inconveniences associated with proximity to airport operations related to noise. Individual sensitivities to those annoyances can vary from person to person. You may wish to consider what airport annoyances, if any, are associated with the property and determine whether they are acceptable to you," The Heritage Mixed Use Prnject 32 Statement of Fects and Findings 75A -178 ESA 1140730 September 2015 Statement of Facts and Findings Mitigation Measure LU -2: The Development Agreement that is required for implementation of the proposed project shall require outdoor signage consistent with AELUP Policy 3.2.4 to be posted within outdoor common or recreational areas on the proj ect site. The signage shall state the following: "Notice of Airport in Vicinity. This property is presently located in the vicinity of an airport, within what is known as an airport influence area. For that reason, the outdoor areas on the property may be subject to some of the annoyances or inconveniences associated with proximity to airport operations related to noise." Noise A. Facts Operation of the project has the potential to expose persons to noise levels in excess of standards established in the City's General Plan or noise ordinance. The project would install new stationary mechanical equipment such as HVAC units and exhaust fans for the new buildings, and the emergency generator for the onsite data center would be relocated and would be equipped with a sound enclosure specifically designed to muffle the noise of the generator, which would reduce noise volumes below the City's standards. To ensure appropriate location and /or noise reduction methods for HVAC equipment, the emergency generator, and any other machinery- related noise, Mitigation Measure NOI -1 would be implemented to adequately shielded or muffle noise from onsite equipment pursuant to City standards. Mitigation Measure NOI -1 would ensure that impacts related to mechanical equipment would be less than significant. 2. Constriction of the project has the potential to result in a substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project. The project's estimated construction noise levels could exceed the existing daytime ambient noise levels at this noise - sensitive receptor by as much as 15 dBA. Therefore, Mitigation Measures NOI -2 through NOI- 6 are included, wlvch require the use of noise reduction devices and techniques during project construction, which include the use of noise barriers. The temporary noise impacts during project construction would be reduced to a less - than - significant level with implementation of Mitigation Measures NO'I -2 through N0I -6. B. Findings The City finds that: The mitigation measures listed below have been required for, and incorporated into the project, to ensure that the project's potential impacts related to noise remain less than significant, Mitigation Measures Mitigation Measure NOI -1: The Building and Safety Division shall confirm that the Building Plans and specifications stipulate that all new mechanical equipment that will be installed at the project site, including ventilation and air conditioning units, and the relocated emergency generator, shall be equipped with adequate acoustical shielding or muffling devices to ensure that noise levels will not The Hedlage Mixed use Pr.]W 33 ESA / 140730 Slaternent of Facts and Findings September 2015 75A -179 Statement of Facts and exceed the City's exterior and interior noise standards for residential properties as established under Sections 18 -312 and 18 -313 of the City's Municipal Code. Proper installation shall be verified by the Building Safety Division prior to issuance of a Certificate of Occupancy. Mitigation Measure NOI -2: Prior to Grading Permit issuance, the Project Applicant shall demonstrate, to the satisfaction of the City of Santa, Ana Planning Division that the project complies with the following: • Construction contracts specify that all construction equipment, fixed or mobile, shall be equipped with properly operating and maintained mufflers and other state required noise attenuation devices, Property owners and occupants located within 500 feet of the project boundary shall be sent a notice, at least 15 days prior to commencement of construction of each phase, regarding the construction schedule of the proposed project. A sign, legible at a distance of 50 feet shall also be posted at the project construction site. All notices and signs shall be reviewed and approved by the City of Santa Ana Planning Division, prior to mailing or posting and shall indicate the dates and duration of construction activities, as well as provide a contact name and a telephone number to inquire about the construction process and register complaints, • Prior to issuance, of any Grading or Building Permit, the Contractor shall provide evidence that a construction staff member will be designated as a Noise Disturbance Coordinator and will be present on -site during construction activities. The Noise Disturbance Coordinator shall be responsible for responding to any local complaints about construction noise. When a complaint is received, the Noise Disturbance Coordinator shall notify the City within 24- hours of the complaint and determine the cause of the noise complaint (e.g., starting too early, bad muffler, etc.) and shall implement reasonable measures to resolve the complaint, as deemed acceptable by the Public Works Executive Director. All notices and all signs shall include the contact name and the telephone number for the Noise Disturbance Coordinator. Prior to issuance of any Grading or Building Permit, the Proj cot Applicant shall demonstrate to the satisfaction of the City's Building Safety Manager that construction noise reduction methods shall be used where feasible. These reduction methods include shutting off idling equipment, installing temporary acoustic barriers around stationary construction noise sources, electric air compressors and similar power tools. • Construction haul routes shall be designed to avoid noise sensitive uses (e.g., residences, convalescent homes, etc.), to the extent feasible. • During construction, stationary construction equipment shall be placed such that emitted noise is directed away from sensitive noise receivers (the Candlewood Suites Hotel). • Construction activities shall not take place outside of the allowable hours specified by the City's Municipal Code Section 18 -3t4, Special Provisions (7:00 a.m. and 8 :00 p.m. on weekdays and Saturdays; construction activities are not permitted on Sundays or legal holidays). The Heritage Mixed Use Project 34 Statement of Facts and Findings 75A -180 ESA/14D?30 Scptember 2018 Statement of Facts and Findings Mitigation Measure NOI-3: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall cent= that the Grading Plan, Building Plans, and specifications stipulate that, the construction contractor shall install a temporary sound barrier, such as plywood structures or flexible sound control curtains, of at least eight feet in height along the project site's property line, adjacent to the Candlewood Suites Hotel property to reduce construction noise. Barriers that obstruct the direct fine -of -sight between the construction area and the receptor would provide approximately 5 dBA reduction in noise levels. Mitigation Measure NOI -4: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Grading Plan, Building Plans, and specifications stipulate that construction activities associated with the proposed project shall: 1) be scheduled to avoid operating several pieces of heavy diesel - powered equipment simultaneously, which causes high noise levels; 2) utilize hydraulically or electrically powered impact tools to avoid noise associated with compressed air exhaust from pneumatically powered tools; and 3) if use of pneumatic tools is unavoidable, an exhaust muffler on the compressed air exhaust shall be used and external jackets on the tools themselves shall be used. Mitigation Measure NOI -5: Prior to issuance of a building permit, the Proj act Applicant shall submit a Construction Management Plan for review and approval by the City of Santa Ana Planning Division, The Construction Management Plan shall, at a minimum, indicate the equipment and vehicle staging areas, stockpiling of materials, fencing (i.e., temporary fencing with opaque material), and construction haul route(s). 7.0 Environmental Effects that Remain Significant and Unavoidable after Mitigation The City of Santa Ana, having reviewed and considered the information contained in the Final EIR, Technical Appendices, and the administrative record, finds, pursuant to California Public Resources Code 21081 (a)(3) and CEQA Guidelines 15091 (a)(3), that specific economic, legal, social, technological, or other considerations, make infeasible the mitigation measures identified in the EIR and, therefore, the project would cause significant unavoidable impact in relation to operational and cumulative air quality and operational and cruulative traffic. Air Quality A. Pacts Implementation of the Heritage Mixed Use Projectt would result in long -tern regional emissions of criteria air pollutants. The majority of the emissions that would be generated by operation of the project are from vehicular trips, mobile sources, and onsito equipment /facilities. Implementation of Mitigation Measures AQ -7 through AQ -13 would reduce the project's operational emissions of criteria pollutants by increasing the energy efficiency of the proposed buildings to five percent beyond that required by 2013 Title 24 standards, equipping three percent of parking spaces with charging stations, requiring the use of low VOC products, provision of outlets for landscaping and requiring 10 percent of landscaphlg be completed electrically, and ire r1whge MI&ee Use Project 35 ESA 1140730 Statement of Facts and Findinge September 2015 75A -181 Statement of Facts provision of information regarding nearby transit services. However, the reductions in eadssions from these measures would not reduce the vehicular related emissions of ROG and NOx below the applicable SCAQMD thresholds, and the vehicle trips that would be generated by the project would cause the exceedance of the SCAQMD's applicable thresholds. Therefore, impacts related to regional operational emissions related to ROG and. NOx would be significant and unavoidable. 2. Pursuant to SCAQMD's cumulative air quality impact methodology, if an individual project results in air emissions of criteria pollutants that exceed the SCAQMD's thresholds, then it would also result in a cumulatively considerable net increase of these criteria pollutants for which the project region is in non - attainment wider an applicable federal or state ambient air quality standard. Therefore, because operational emissions related to ROG and NOx would be significant and unavoidable, cumulative impacts would also be significant and unavoidable, Mitigation Measures Mitigation Measure AQ -7: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that all onsite buildings shall increase energy efficiencies to five percent (5 %) beyond that required by 2013 Title 24 standards. This may be achieved through, but is not limited to, building shell design and building components such as windows, roof systems, water /imgation, and electrical systems. Mitigation Measure AQ -8: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that three percent (3 %) (or the amount required by the CalGreen Code, whichever is greater) of all off - street parking spaces shall be equipped with charging stations to encourage the use of electric vehicles. The charging stations shall be installed within each residential parking structure, and may also be provided in the commercial and office parking facilities. The location of the electrical outlets shall be specified on building plans and proper installation shall be verified by the Building Safety Division prior to issuance of a Certificate of Occupancy, Mitigation Measure AQ -9: Prior to issuance of any Grading Permit, the City Engineer and the Building Safety Manager shall confirm that the Building Plans and specifications stipulate that no fireplaces shall be included in the residential units. Mitigation Measure AQ -10: The City of Santa. Ana Planning and Building Agency shall require by contract specifications that maintenance of the proposed project facilities and lease agreements for all non - residential units require the use of low VOC cleaning supplies in all buildings, and use of low VOC architectural coatings applied as part of building maintenance and upkeep. The architectural coatings shall be 50 grams per liter or less for interior and 100 gQ or less for exterior coatings, or a content consistent with Rule 1113. Mitigation Measore AQ -11: Prior to issuance of any Grading Permit, the Building and Safety Division shall confirm that the Building Plans and specifications stipulate that project buildings and parldirg structures shall be equipped with exterior electrical outlets such that a minimum of 10 percent of landscape equipment used onsite can be electrically operated. The location of the electrical outlets The hlerltetre Mlxed Uee Project 36 ESA 1140730 Statement of Feels and Flnftge September 2015 75A -182 Statement of Fasts and Flndings shall be specified on building plans and proper installation shall be verified by the Building Safety Division prior to issuance of a Certificate of Occupancy. Mitigation Measure AQ -12: The City of Santa Ana Planning and Building Agency shall require by contract specifications that landscape contracts for the project site shall include a mandatory minimum of 10 percent of all landscape equipment used onsite be electrically operated. Mitigation Measure AQ-13: The City of Santa Ana Planning and Building Agency shall require by contract specifications that the lease agreements for all multi - family residential and non - residential units: * Require provision of information about OCTA and Metrolink transit services in the vicinity of the project site to all residents and employees. • Require that transit routes be posted in common areas of multi- family residential buildings and employee /patron areas for non - residential buildings. B. Findings The City finds that: Operational emissions associated with the proposed project would exceed the SCAQMD's thresholds of significance for ROG and NOx even with the incorporation of Mitigation Measures AQ -4 through AQ -10. There are no identified mitigation measures that could be implemented that would reduce ROG and NOx emissions below the SCAQMD threshold. Transportation and Traffic A. Facts The project would conflict with an applicable plan establishing measures of effectiveness for the performance of the circulation system and would result in both project level and cumulatively considerable significant and unavoidable impacts. The addition of project traffic to the existing traffic conditions in the project area would result in exceeclance of traffic criteria and thresholds of significance. The needed intersection and roadway improvements that would reduce these impacts are identified in Mitigation Measures TRA -1 through TRA -17. However, several of the improvements are not within the control of the City of Santa Ana to implement, and implementation of several improvements cannot be guaranteed As a result, the traffic impacted locations that are outside of the City of Santa Ana's jurisdiction are significant and unavoidable, These locations include: Intersection of Grand Avenue at Dyer Road (City of Santa Ana /Caltrans) • Intersection of Red Trill Avenue at Valencia Avenue (City of Tustin) a Intersection of SR -55 Northbound Ramps at Dyer Road (City of Santa Ana /Caltrans) The Heritage Mixed Use Project 37 ESA M0730 Statement of rack and Findings September 2016 75A -183 Statement of Facts and • Intersection of Red Hill Avenue at Warner Avenue (City of Tustin) • Intersection of SR 55 Northbound Ramps at Dyer Road (Caltrans) • Intersection of Red Hill Avenue at Alton Parkway (City of Irvine) • Intersection of Hotel Terrace /SR 55 Southbound Ramps at Dyer Road (City of Santa Ana /Caltrans) • Intersection of Auto Mall Drive /SR 55 Southbound Ramps at Edinger Avenue (City of Santa Ana /Caltrans) • Caltrans Freeway Ramps (Caltrans) Mitigation Measures Existing Plus Project Mitigation Measures Mitigation Measure TRA -1: Improvements to intersection No. 20, Grand Avenue at Dyer Road. Widen and restripe the westbound approach of Ayer Road to provide an exclusive right -turn lane. Modify the existing traffic signal as necessary and install all necessary striping, pavement markings and signs per Caltrans requirements and the City of Santa Ana requirements. The implementation of this improvement will require coordination and approval by Caltrans. The improvements will require the width of existing lanes be reduced to a minimum of 10 feet and the removal of the existing sidewalk on the north side of the Dyer Road undererossing, thus restricting pedestrian access. This improvement may require the reconstruction of the Dyer Road undercrossing to provide the recommended travel lane. Year 2020 Plus Project Mitigation Measures Mitigation Measure TRA -2: Improvements to intersection No. 12, Red Hill Avenue at Valencia Avenue. The northbound approach of Red Hill Avenue shall be widened and restriped to provide an exclusive right -true lane. This improvement will require, and shall include, widening along the east curb to accormnodate the proposed right -turn lane, The installation of this hnprovement is subject to the approval of the City of Tustin. Mitigation Measure TRA -3: Improvements to intersection No. 13, Main Street at Warner Avenue. The existing northbound right -turn lane on Main Street shall be converted to a shared through/right -turn lane. Mitigation Measure TRA -4: Improvements to intersection No. 18, Main Street at Dyer Road. The northbound approach of Main Street shall be widened and restriped to provide a third northbound through lane. The existing traffic signal shall be modified to install a northbound right -turn overlap. Mitigation Measure TRA -5: Improvements to intersection No. 21, SR 55 Northbound Ramps at Dyer Road. The westbound approach of Dyer Road shall be widened and restriped to provide an exclusive right -turn lane. The on -ramp for two receiving lanes shall be widened and restriped to the intersection with Dyer Road. These improvements will require, and shall include, widening along the north curb to The Heil tags Mlsed Use Project 38 ESA 1 140730 St.corent of Facts and Flodinge September 2015 75A -184 statement of Facts and accommodate the proposed right -turn lane. The installation of these improvements is subject to the approval of Caltrans. Mitigation Measure TRA -6: Improvements to intersection No. 22, Pullman Road at Dyer Road. The westbound approach on Dyer Road shall be widened and restriped to provide an exclusive right -turn lane. This improvement will require, and shall include, widening along the north curb to accommodate the proposed right -turn lane. Mitigation Measure TRA -7: Roadway Segment W —Dyer Road between SR -55 SB Ramps and Grand Avenue): Widen and restripe Dyer Road to provide a fourth westbound through lane. The installation of this improvement will require additional right -of -way. Mitigation Measure TRA -8: Improvements to Roadway Segment X -- Dyer Road between the SR 55 Northbound Ramps and Pullman Avenue). Dyer Road shall be widened and restriped to provide a fourth westbound through lane. Year 2035 Plus Project Mitigation Measures Mitigation Measure TRA -9: Improvements to intersection No. 14 — Grand Avenue at Warner Avenue. The northbound approach of Grand Avenue shall be widened and restriped to provide a second northbound left -turn lane and an exclusive northbound right -turn lane. The southbound approach of Grand Avenue shall be widened and restriped to provide a second southbound left -turn lane and an exclusive southbound right -turn lane. The westbound approach of Warner Avenue shall be widened and restriped to provide a th rd westbound through lane. Mitigation Measure TRA -10: Improvements to intersection No. 15 — Red Hill Avenue at Warner Avenue. The existing traffic signal shall be modified to include a right turn and the intersection shall be modified to install a westbound right -turn overlap. The installation of this improvement is subject to the approval of the City of Tustin. Mitigation Measure TRA -11: Improvements to intersection No. 18 — Main Street at Dyer Road. The northbound approach of Main Street shall be widened and restriped to provide a second northbound left - turn lane and a third northbound through lane, The southbound approach of Main Street shall be widened and restriped to provide a second southbound left -turn lane and an exclusive southbound right -turn lane. The eastbound approach of Dyer Road shall be widened and restriped to provide a second eastbound left- turn lane and a third eastbound through lane. The westbound approach. of Dyer Road shall be widened and restriped to provide a second westbound left -turn lane and a third westbound through lane. Mitigation Measure TRA -12: Improvements to intersection No. 21 — SR 55 Northbound Ramps at Dyer Road. The westbound approach of Dyer Road shall be widened and rostriped to provide an exclusive right -tum lane. The on -ramp for two receiving lanes shall be widened and restriped all the way back to the intersection with Dyer Road, These improvements will require widening along the north club to accommodate the proposed right -turn lane. The installation of these improvements is subj eet to the approval of Caltrans. The Hernage Axed Use Prajacl 39 ESA /140730 Slalemanl of Facis end Flndings 8ePtshlbW 2015 75A -185 of Facts and Mitigation Measure TRA -13: Improvements to intersection No. 22 — Pullman Road at Dyer Road. The eastbound approach of Dyer Road shall be widened and restriped to provide a fourth eastbound through lane. The westbound approach of Dyer Road shall be widened and restriped to provide a fourth westbound through lane. These improvements will require widening on both the north curb and south curb to accommodate the proposed eastbound and westbound through lanes and to align with the existing improvements on Dyer Road that are located from the east side of the railroad tracks to Red Hill Avenue, which could be restriped to accommodate four through lanes in each direction for build out conditions. Mitigation Measure TRA -14: Improvements to intersection No, 27 — Red Hill Avenue at Alton Parkway. The northbound approach of Red Hill Avenue shall be widened and restriped to provide an exclusive northbound right -tan lane. The southbound approach of Red Hill Avenue shall be widened and restriped to provide an exclusive southbound right -turn lane. The eastbound approach of Alton Parkway shall be widened and restriped to provide a second eastbound left -turn lane. The westbound approach of Alton Parkway shall be widened and restriped to provide a second westbound through lane and a westbound free right -turn lane. These improvements are subject to the approval of the City of Irvine. Mitigation Measure TRA -19: Improvements to intersection No. 30 — Main Street at MacArthur Boulevard in Santa Ana. The existing traffic signal shall be modified to include a southbound right -turn overlap. Mitigation Measure TRA -16: Improvements to intersection No. 19 — Hotel Terrace /SR 55 Southbound Ramps at Dyer Road. The existing traffic signal shall be modified to provide pedestrian push buttons along Dyer Road with a median modification on the west leg of the intersection to provide for a 6 foot pedestrian refuge area per Caltrans requirements, the City of Santa Ana and /or California Manual on Uniform Traffic Control Devices. The installation of this improvement is subject to the approval of Caltrans. Mitigation Measure TRA -17: Iinprovernents to intersection No. 7 — Auto Mall Drive /SR 55 Southbound Ramps at Edinger Avenue. The existing traffic signal shall be modified to provide a northbound right -tuna overlap and pedestrian push buttons along Edinger Avenue. In addition, a median modification shall be implemented on the west leg of the intersection to provide for a 6 foot pedestrian refuge area per Caltrans requirements, the City of Santa Ana Standard Design Guidelines and/or California Manual on Uniform Traffic Control Devices. The installation of this improvement is subject to the approval of Caltrans, B. Findings The City finds that: Operational Traffic generated by the project would exceed applicable levels of service criteria and thresholds of significance at several intersections and roadway locations and would result in both project level and cumulatively considerable significant and unavoidable impacts. Intersection and roadway improvements that would reduce these impacts are identified in Mitigation Measures TRA -1 through TRA -17. However, several of the mitigation measures are not within the control of the City of Santa Ana to implement. Thus, and implementation of several improvements cannot be guaranteed. As a result, the traffic impacted locations that are outside of the City of Santa Ana's jurisdiction are significant and unavoidable. The Herded. Wad Use Project 40 Statement of Facts and Flndinge 75A -186 ESA/ 140730 September 2015 Statement of 8.0 Project Alternatives CEQA Guidelines, Section 15126.6(c) requires that an EIR analyze a reasonable range of alternatives to the proposed project that could feasibly avoid or reduce any significant unavoidable impacts. The Draft SIR addresses the environmental effects of alternatives to the Heritage Mixed Use project. A description of these alternatives, a comparison of their environmental impacts to the proposed project, and the City's findings are provided below. These alternatives are compared against the project relative to the identified project impacts and the ability to meet the project objectives. Alternatives Considered but Eliminated CEQA Guidelines, Section 15126,6(c), states that alternatives may be eliminated from consideration in an EIR if they fail to meet most of the project objectives, are infeasible, or do not avoid or substantially reduce any significant environmental effects. In addition, alternatives that are remote or speculative, or the effects of which cannot be reasonably predicted, also do not need to be considered (CEQA Guidelines, Section 15126.6(f)(3)), Alternative Location An alternative site for the proposed project was eliminated from further consideration. The project applicant is the owner of the project site and does not own an alternative site within Santa Ana where the proposed project could be developed. The project objectives are to redevelop an existing underatilized parcel and implement a mixed use development that would provide a balance of land uses, utilize existing infrastructure, providing additional housing near employment centers, and inalnove a gateway image to the City, all of which are consistent with the opportunities provided by the project site. The ability of the applicant to find and purchase an alternative site in Santa Ana that is large enough for the proposed project and available for redevelopment — and would achieve the project obj actives - is considered speculative. Furthermore, the project proposes use of the existing office structure, while an alternative location would require development of a new two -story 56,000 square foot office building and associated surface parking that would not be required by the project and would result in greater impacts. Thus, the alternative location alternative was eliminated from further consideration. Alternative 1: No Project /No Build CEQA also requires that a "No Project" alternative be considered. Additionally, CEQA requires that an EIR identify the environmentally "superior alternative." If the "No Project" alternative is determined to be the envirommentally superior alternative, the EIR shall also identify an onviromnentally superior alternative among the other alternatives (CEQA Guidelines, Section 15126.6(e)(2)). Under this alternative, no development would occur on the project site. The project site has a City of Santa Ana, General Plan Land Use designation as PAO (Professional and Administrative Office) and is zoned as M -1 (Light Industrial). Under Alternative 1, the existing office, data center, and warehousing uses onsite would remain and the existing uses would continue to operate, pursuant to the existing lease agreements. The Henlage Mlxed Use Protect 41 ESA 1 140730 Sln lament of Facts and Findings Seplambor 2015 75A -187 Findings: The City finds that the No Project No Build Alternative would reduce the potential construction related environmental impacts and reduce the potential operational impacts related to: aesthetics, air quality, GHG emissions, hazards and hazardous materials, noise, public services, traffic and utilities. Additionally, this alternative world not require a general plan or zoning amendment, which would reduce land use and planning related impacts compared to the proposed project. However, the No Project/No Build Alternative would result in greater impacts related to hydrology, water quality, and stormwater drainage, In addition, this alternative would not improve the jobs to housing balance within the region or provide new public park and recreation facilities for existing residents within the project vicinity, Furthermore, the No Project/ No Build Alternative would not meet any of the project objectives. Alternative 2: Reduced Project Alternative Under this alterative, a 25 percent reduction in the number of residential units and commercial space would be built. Therefore, under this alternative, 915 multi- family residential units and a total of 13,567 square feet of commercial retail and restaurant space would be developed; along with an associated reduction in parking and recreation area. The office building portion of the proposed project would occur under this alternative, and this alterative would require a General Plan Amendment and a Zone change, similar to the project. Findings: The Reduced Project Alternative would reduce impacts to construction noise, public services, and utilities and infrastructure compared to the project. Less than significant impacts related to aesthetics, cultural resources, geology and soils, GHG emissions, hazards and hazardous materials, hydrology and water quality, land use and planning, operational noise, population and housing, and parks and recreation would be similar under the Reduced Project Alternative as compared to the proposed project. In addition, impacts related air quality and traffic would be reduced under the Reduced Project Alternative compared to the proposed project; however, impacts would remain significant and unavoidable. Therefore, the Reduced Proj act Alternative would reduce, but not eliminate the significant and unavoidable impacts that would result from the proposed project. The Reduced Project Alternative would meet the project objectives; however, it would not eliminate the significant and unavoidable impacts of the proposed project. Alternative 3: Development of a Light Industrial Business Park /Build Out Under the Existing Zoning Alternative Under this alternative, the project site would be redeveloped into a light industrial business park as allowed by the existing zoning designation of M -1 (Light Industrial), which allows a maximum Floor Area Ratio (FAR) of 0.45 and would support a maximum development of 369,301.5 square feet on the 18.84 acre parcel. A majority of the onsite development would be demolished, removed, and replaced to provide new builduig structures that would be developed pursuant to current building requirements, such The Herlloge Mixed Use Project 42 Slalemenl of Facts and Findinge 75A -188 ESAl 140730 September 2015 Statement as energy efficient power systems, drought tolerant landscaping, storm water filtration, and other LID requirements, The existing office portion of the onsite stricture world be retained, and the exterior renovated to provide a new fagade to be consistent with the new strictures that would be developed adjacent to the existing office stricture. This alterative would be consistent with the existing land use designation, which is PAO (Professional and Administrative Office) and M -1 (Light Industrial) zoning designation. Findings: The Light Industrial Business Park Alternative would result in a significant unavoidable impact for exceedance of GHG emissions thresholds, which would not occur by the proposed project. In addition, traffic impacts would remain significant and unavoidable. The Light Industrial Business Park Alternative would also result in greater environmental impacts related to hazardous materials, operational noise, jobs - housing imbalance, and utilities and service systems. Although, this alternative would reduce operational air quality impacts to a less than significant level, the Light Industrial Business Park Alternative would not meet a majority of the project objectives. Environmentally Superior Alternative CEQA does not require the Lead Agency (City of Santa Ana) to approve the environmentally superior alternative. Conversely, CEQA requires that an EAR consider a reasonable range of feasible alternatives (CEQA Guidelines Section 15126.6(a)) and then the lead agency may elect to approve the project or any of the analyzed alternatives. Pursuant to CEQA, this alternatives analysis has been prepared for the City to consider environmentally superior alternatives and also determine whether the benefits of the project or its alternatives outweigh the potential environmental impacts. Findings; The Environmentally Superior Alternative would be the No Project/No Build Alternative because no construction activities or intensification of onsite uses would occur, and it would reduce the significantly adverse impacts that would result. from the proposed project. The Environmentally Superior Alternative among the other alternatives would be the Reduced Project Alternative, which would involve reducing the build out of the proposed project by 25 percent. As a result, the overall impacts from implementation of the Reduced Project Alternative would be incrementally less than those of the proposed project. However, impacts related to long -term regional emissions of criteria air pollutants and intersection and roadway traffic impacts would exceed thresholds and would remain significant and unavoidable. Therefore, the Reduced Proj ect Alternative would result hr fewer vehicular trips and criteria pollutants, but would result in the same significant and unavoidable impacts that would result from the proposed project. The Heritage Mixed Use Project 43 ESA 1 140730 Statement of Facto and Findings September 2oi5 75A -189 Statement of Facts and 9.0 Findings Having received, reviewed and considered the information in the record before it, including the Final FIR, which is hereby incorporated by reference, the Findings listed above are hereby adopted by the City as required by CEQA (specifically, CCR, Title 14, Section 15091 through 15093) in conjunction with the approval of the project, which is set forth below, The City is the Lead Agency for the environmental documentation for the project evaluated in the Final FIR. Based on the substantial evidence in the record before it, the City finds that the Draft FIR and Final EIRs were prepared in compliance with CEQA and the CEQ,4 Guidelines, The City finds that it has independently reviewed and analyzed the Draft FIR and Final FIR for the Heritage Mixed Use project, that the Draft FIR which was circulated for public review reflected its independent judgment and that the Final FIR reflects the independent judgment of the City. The City has based its actions on full appraisal of all viewpoints, including all comments received up to the date of the adoption of these Findings, conceming the potential environmental impacts identified and analyzed in the Final FIR, In addition, the City has reviewed and considered the Mitigation Monitoring and Reporting Program (MMRP) for the project, which is contained in the Final FIR and which describes the process to ensure implementation of the mitigation measures that have been incorporated in the approved project to reduce or avoid significant adverse impacts of the prcj ect on the environment. The MMRP will ensure CEQA compliance during project implementation. Tne Heritage Mixed Use Project 44 ESA/ 140730 Sletement of Facts and Findings September 2015 75A -190 Exhibit B California Environmental Quality Act Statement of Overriding Considerations Resolution No. 2015 -XXX Page 11 of 16 75A -191 Statement of Overriding Considerations The following Statement of Overriding Considerations is made in connection with the approval of the Heritage Mixed Use project (project). CEQA requires the decision - making agency to balance the economic, legal, social, technological or other benefits of a project against its unavoidable environmental risks when determining whether to approve a project (CEQA Guidelines Section 15091). If the benefits of the project outweigh the unavoidable adverse effects, those effects may be considered acceptable. CEQA requires the agency to provide written findings supporting the specific reasons for considering a project acceptable when significant impacts are unavoidable. Such reasons must be based on substantial evidence in the E1R or elsewhere in the administrative record. The reasons for proceeding with this project despite the adverse environmental impacts that may result are provided in this Statement of Overriding Considerations CEQA Guidelines Section 15093). The City Council finds that the economic, social and other benefits of the proj ect outweigh the significant and unavoidable impacts to operational and cumulative air quality and operational and cumulative traffic. In making this finding, the City Council has balanced the benefits of the project against its unavoidable impacts and has indicated its willingness to accept those adverse impacts. The City Council finds that each one of the following benefits of the project, independent of the other benefits, would warrant approval of the project notwithstanding the unavoidable environmental impacts of the project; A, The City Council finds that all feasible mitigation measures have been imposed to either lessen project impacts to less than significant or to the extent feasible, and furthermore, that alternatives to the project are infeasible because they generally have similar or greater impacts, or they do not meet the project objectives, or are otherwise infeasible as fully described in the Statement of Facts and Findings. B. The project strikes a proper balance of land uses between commercial and office development that focuses on economic activity, and high- quality residential development with open space and recreation facilities, that emphasizes a mixed -use envirornnent in which residents benefit from nearby employment opporturvties. C. The project will rehabilitate an underutilized property, encourage increased levels of capital investment, and enhance the City's economic and fiscal viability pursuant to the City of Santa Ana Strategic Plan. The Heritage Mixad Use Project t ESA 1140730 Statement of Overriding Conslderetlons September 2015 75A -192 Statement of Overrlding Conslderatlons D. Implement Southem California Association of Government's Regional Comprehensive Plan by providing additional housing near existing employment centers. E. The project will benefit thojobs housing balance. The addition of residential units within the project vicinity would result in a cumulative benefit to the jobs - housing balance for this region of Orange County, and could reduce physical impacts related to the jobs - housing balance, such as regional traffic, air quality emissions, and greenhouse gasses, F. The project will create additional housing units beyond what currently exists in the area or what currently could be developed in that area and thus will add to the available housing stock in the area. G. The project will augment the City's economic base by providing additional tax revenues resulting from the commercial component of the project. H. The project will facilitate non- motorized transportation, because it would include bicycle and pedestrian connectivity between the onsite residential, retail, restaurant, park, recreation, and office uses; and is located adjacent to existing public transportation that provides connectivity to nearby regional Metrolink transit. 1. The project would result in increased pervious surfaces and would filter drainage prior to discharge. This would have a positive impact on water quality and hydrology compared to existing conditions. J. The project would exceed the City's requirements related to open space, park, and recreation facilities, and would provide both public and private recreation onsite. Thus, the project would provide new facilities for community use, and would assist in offsetting increased usage of other park and recreation facilities in the region. The City Council finds that the foregoing benefits provided through approval of the Heritage Mixed Use project outweigh the identified significant adverse environmental impacts. The City Council fiirther finds that each of the individual Heritage Mixed Use project benefits discussed above outweighs the unavoidable adverse environmental effects identified in the Draft and Final EIRs; and therefore finds those impacts to be acceptable. The City Council further finds that each of the benefits listed above, standing alone, is sufficient justification for the City Council to override these unavoidable environmental impacts. The Hediego Wed Usa POjeCI Statement of OverrIding Cons dendans 75A -193 ESA / 140730 September 2015 Resolution No. 2015 -XXX Page 12 of 16 Exhibit C California Environmental Quality Act Mitigation and Monitoring Program 75A -194 CHAPTER 4 Mitigat Monitoring and Reporting Program Pursuant to Section 21081,6 of the Public Resources Code and the CEQA Guidelines Section 15097, a lead agency is required to adopt a monitoring and reporting program for assessing and ensuring compliance with the required mitigation measures applied to a proposed project for which an EIR has bean prepared. As stated in the Public Resources Code (Section 21081.6(a)): the public agency shall adopt a reporting or monitoring program for the changes made to the pwJect or conditions ofproject approval, adopted in order to mitigate or avoid sign(facant effects on the environment." Section 21081.6 provides general guidelines for implementing mitigation monitoring' programs and indicates that specific reporting and/or monitoring requirements, to be enforced during project Implementation, shall be defined prior to final certification of the EiR, The lead agency may delegate reporting or monitoring responsibilities to another public agency or a private entity, which accept such delegation. The lead agency, however, remains responsible for ensuring that Implementation of the mitigation measures occur in accordance with the program, The mitigation monitoring and teportin.g program table below lists mitigation measures that are required to reduce the significant effects of the proposed project. To ensure that the mitigation measures are properly implemented, the mitigation monitoring and reporting program provide the following information: • Mitigation Measure(s): The aetiou(s) that will be taken to reduce the impact to a loss. than- signifrcantlevel. • Implementation, Monitoring, and Reporting Action: The appropriatc steps to implement and document compliance with the mitigation measures, • Responsibility: The agency or pxivato entity responsible for ensuring implementation of the mitigation measure, However, mitii the o' tigation measures are completed, the City of Santa Ana, as the CPQA bead Agency, remains responsible for ensuring that implementation of the mitigation, measures occur In aocordance with the mitigation monitoring and reporting program (CEQA Guidelines, Section 15097(a)), • Monitoring Phase: The general tinning for conducting each monitoring task. C The I Qdtapo Mixed ass pmJect 4 -1 ESA/ 140790 Flnai llndronmenlal Impact Report Saylember x01 tl 75A -195 ,n Y A d h' 7 E 0 u �i c ° a N u w •c v AC C U' C� N C U' •r C LL ro N A Q L4 N N A y LL N N A Q 4 N fX � N�pp N C tHi u<i2 m 5 f� m c tD Q c 0 v❑ NCN d"'fi SrFWb.Nd W:Ed WDCQ _k n UmN(A Umzm c e N a� 9 yes 'a c c c g o Cc .'�00 dUU Qq'UU r r3 t .a a ro a E R, Q tt C Z N U d o a m J 5 � N K N�" U N O a�- c1° � E°Ea � � U q U Cr• � Y :R y m c w o 0 a `m a o • M U r Wz 6 az �m DCE m m $ y C � C m N groa- n a E prc:oc f? m —ro c p '�Wn7 y v n O�_ ,,y a o N N O a ' a v O O y -� O C'E �� W p F W N •C w C y "' U D 1� C11 FN' U.L-ap 0 Fa 0Z ao, em Ew..N —k NM N -p)'y m mm'E cc'5 a..mE�om� ��yi0 N b O� G FF a C O N O'C N o M u'mm,aia a m a m mQ � c U b o y} ory 4$m�b °.oro��Yo E °c C E °.2'7 & q b y m W y E U So Mc 'off ,' E� Omi`c3rn y�d�y'iiC mm C y y a C n ym - EEa �? =y U a N E9 aim c a.C''� VN p,E p m C J E N C La C N N ry� p N a O o3 :E o m m aUi s Imo v'E'i$��c> n c c a W M aUc ° 0)) J, v 75A -196 m44 m cmSaU rnd yw �NmQ D U v E E° E (D� Ia- H a Q y) 0 UyA O6'VC 62r a °a ai 2 a y� (p$ N V mc0ro c N a N c c ro w o D� m .,°p m`mo °rmmrn m C c b1 =Dm C �dro wM aK G O�b N v) o � w �g x a r a aro v' m m m �i c.m } }� a a { FY 4 c am � ry y arq nO EUroO — yO C "y—' 4 N fX � N�pp N C tHi u<i2 m 5 f� m c tD Q c 0 v❑ NCN d"'fi SrFWb.Nd W:Ed WDCQ _k n UmN(A Umzm c e N a� 9 yes 'a c c c g o Cc .'�00 dUU Qq'UU r r3 t .a a ro a E R, Q tt C Z N U d o a m J 5 � N K N�" U N O a�- c1° � E°Ea � � U q U Cr• � Y :R y m c w o 0 a `m a o • M U r Wz 6 az �m DCE m m $ y C � C m N groa- n a E prc:oc f? m —ro c p '�Wn7 y v n O�_ ,,y a o N N O a ' a v O O y -� O C'E �� W p F W N •C w C y "' U D 1� C11 FN' U.L-ap 0 Fa 0Z ao, em Ew..N —k NM N -p)'y m mm'E cc'5 a..mE�om� ��yi0 N b O� G FF a C O N O'C N o M u'mm,aia a m a m mQ � c U b o y} ory 4$m�b °.oro��Yo E °c C E °.2'7 & q b y m W y E U So Mc 'off ,' E� Omi`c3rn y�d�y'iiC mm C y y a C n ym - EEa �? =y U a N E9 aim c a.C''� VN p,E p m C J E N C La C N N ry� p N a O o3 :E o m m aUi s Imo v'E'i$��c> n c c a W M aUc ° 0)) J, v 75A -196 m44 m cmSaU rnd yw �NmQ D U v E E° E (D� Ia- H a Q y) 0 UyA O6'VC 62r a °a ai 2 a y� (p$ N V mc0ro c N a N c c ro w o D� m .,°p m`mo °rmmrn m C c b1 =Dm C �dro wM aK G O�b N v) o � w �g x a N .a U ri a e 0 p m u w v N �C N o IjE 45U a� Q� C e 0# �a da a� E m S `o y 0 , 0, G E a 2 d O N v 75A -197 a T? C N 0 N w C U O m N 0 C ro N °u ro N N U K 6o@E 889 nD Lev w 5 u `o 8 � @ 4UU c 0 U � c OU ��N C foJ, VNi p r 1 Y N O �n°�R75 ro C� NR N O % N N 4 p Nfn v c B N n N t N N�oE ao� o U c N = L. vc mb'Sc N LO N n ro O a a ciEEN�wcN A N N OJ� V L v c G S E N O N O O O c 'Ntl N N O mania E a�UJ E o E c v aN 'E..dromb NC 0 0 € @ �e U d ro yl C O > m 2 j Hou, I mm'd4 mom p N -a � a g02CO c 9 ? U UQmQfn c O UU c a rn� c N � o QU O RCN :7 `P NrT, CI N Q N J rQ O+�nm N o�pwp Eb N N a Uro�NLVI v y mC�mp J N°N U y0im U NC r2c =yR@ N .F mvv mm�• c v 2 c �wB Nb 8 K E w N � G •� N I`N+ j O d N } v '�j O L 4 N a O N "' n L "O N N �jN u o N j L N W@ J C O III C C. L W _m O r ryv c cm N m Q N rng Q .�ol 12 o .0 NN n {a C o �v b o L S n N� N :C 0 � m'yN r evi. .n Eta" roNy `yy o �ub N« o a SR�.vK o t> N •NO C ._P� x.E'r O N NSI �._ n N nom° N'O D O1 m 'm ` E ttica maw >,vR O1v u,E "�m5 E'�j •� �c °E aaroa 2c a°im 3° DE F��'n ° c O �4Nr"1- 75A -197 a T? C N 0 N w C U O m N 0 C ro N °u ro N N U K 6o@E 889 nD Lev w 5 u `o 8 � @ 4UU c 0 U � c OU ��N C foJ, VNi p r 1 Y N O �n°�R75 ro C� NR N O % N N 4 p Nfn v c B N n N t N N�oE ao� o U c N = L. vc mb'Sc N LO N n ro O a a ciEEN�wcN A N N OJ� V L v c G S E N O N O O O c 'Ntl N N O mania E a�UJ E o E c v aN 'E..dromb NC 0 0 € @ �e U d ro yl C O > m 2 j Hou, I mm'd4 mom p N -a � a g02CO c 9 ? U UQmQfn c O UU c a rn� c N � o QU O RCN :7 `P NrT, CI N Q N J rQ O+�nm N o�pwp Eb N N a Uro�NLVI v y mC�mp J N°N U y0im U NC r2c =yR@ N .F mvv mm�• c v 2 c �wB Nb 8 K E w m a � u c m E o a U � o e �op U N C Au y 'c U mo 08 u o 0 QSU N g� e C'C T OQO �2a° e� as y'in E a a a.� E C a c ro 0 �a N E c Eao W.c � a m W€ m a� C 0 �� O na�ryry C N DP. C C U d m �CE7 Tm wE °'mom � u.roroad` (��'U�G'ac�iJO m� NCOIC NCmG O W ._ 4 CJ O w C O D W G O us U3WC7 �/1 UQm❑ U¢m❑ a a o rz a 0 0 d Q p Cp O E E o 0 aaUU dd. co) U m mmd°� �o c a`o m0 Cm a•�Nu ° DU 0.mao'C doa °VO UC Yj O � a U OI »tea rLn U OI s N'f�_t $Ya t u °��` a��•.c -p ran F" [� «a cc a� W- as ° O•Fcc S] MC °'�'C Ea a5 m��2 vYc a!F . ov Qa EEzw.Si u ME mumE`} } mun:k+N� m =EE a`o Na°y,n• C NnaL� (pp N N N °° 9 ro a O a L§ ° a E> 9 y N a N 1J C m Q C °' N W C N N m A 5 N O �L.. N OI N N W O U 5 E a10 E "a. E m = m,rs_i�om °mro c_a °- do cc m M cc �ro`ams� O �m`S �m oomD :m'"U`'E ay"e N a �${ "_N N ((C((IQI��� a tp N q°I ^u' Q a m �°INW }"'Ci/Oi6 €d.0 v2b 6'r5= .�am11y a N - m'p�C Q�IGO 4 W C tP p d 'O :p � N mvoo c'g pNm �mcE •�� m _a"icU ° m� a �� «-• ,',k�rnb cggm gW c2' 3gr5 MH aci ina fwd. L� w v E o o0 75A -198 N IU GT c' �47 ¢Sc�O T C OI O N 2z �Bo O Q. N''SO '°✓_.i O m ry U °G c EO CD a.aUU ao. a` ro C N N c a 3a mrou'+"m ado`ro0 000 df. m a 5 o CL` M"'S. Y La '.NC bG O C = } m a- 9 N m 's0 p aa.5c `c"c���O3 cac •to ao U V m5 N4°+9'P E O R o ��y yg G w uNV mPE� °it' � iu°Eu rn OI N N O ,c m 4 w m I- Ti N N'p2 do 0•�i � 5 �NNp6�'.aL^LD O C O .� C 2 wa 'E a.- s g� N 8 r u g �K m� 7 E iw r ¢` a E p G C y =a_ �gm mG }O}AGS «NF�m y�, O -0.RNU qS.,m'Ea QC'E Sri °9'°'C j'C] a50 ¢4U0 Q4UO Q4UO '_K,'.:j C7 N} -20 fit Gr NBC CG N.�U N.5❑ .:IUI mG fnm cega 6a5mc 0 c }N Q U C J 1 Gp G O C� � f7 C U QNUa G `� EEoo U 2 622 ?r',:.;:i EE oo °Q 4' dd UU d44 4.0.4 v�jdd UU 4d �1 N C «N N U ((pp {! rT], p 1 `uU C go, p O O a o N Q 0 n0. 'C 0 0 0 ° N O 'G �4 hma`. o 0 4N n�E "o 4 o ° o 0 O 9 w NN p �i T C 2t N N E O G t] C p N 'N O E" N +• "O G u 1^ 'AC U� .aw yEm:°S' NO, ` �m 4m,�oFr E � .. , W 0— �c 4: m�°:5 K ar "O mom' J N C C ry N C U i •C = UC 'O L C9�4.2oco mca mm 9N ;z m° O'.a (7 € @m °rov,�m''PU �''S 20 N m m m i s a �oNA 2 m$:°. -am• v �°m•c crow. CN3 Em Ngx; Av- �19'-co G Nm cc mm d$� o «N.r 'ia o Ed }v sn Uo me Ny.a CY Q�U W.�.Vi NOEN NON On_C+ C.vOS . CN6'NO b'P ..O S• «ul �'k'j�00 �m mm`.9 "n o0 N5.E o.uv lC E O ° 'G N ~a1 j N N 5,U) O LCO L^.N] J m� No -TA m . U �{J :U O �G ,"T F` L c O a ma m N o m .��qc ,2 C N m«$ O a a NUCI N o .N U5l O`m O C •'+- ,w Nm O !F p= 4 2 w U N o 4Q— 'v G w c`«L E0 .0, cm S N G •G �` ..ca:N m m'-ca �m N `c °D ^'-O N &°'m mw 0'o P"° E� m 4� c Ev HOCO 3 �Co N- e=N$4?vam VNn U�CEm J minDw�W�L °GNN[g Jm d y vammG Qo YNa�c"N m 4.0 �� QA� Ga ��' 'Ua oYn Yom N, v VA vrnn vc,� tan �,.n Y�ga.00 y3 o•:.. v° vii Q3'�' S.$ a u'�NV� —dc�U OO�m�m m� 5N v(�y'3oaOiO a7 E�W �°k'T 4E .S 73 a mSu�N FNOmo m"3otl�8i m^'F' �E eA C:_Ua°��m!�v -o ��m`� ��� d� mcvl. vd� °c �•u �'C �vU avv m;n •�C '�'� a° O N Q b O N == �P4E N W O 0 W 6 OCE U O m 'E p C y W �v 75A -199 u c S E 0 U c 0 m u w- .a 9 m N ro c c C b v 9 N w- 65V m> v a o1 N 6 C O w 0.•C C c o � E° .n 4� Ea rn c •c 0 2a N E T C w U C •�m'E cm.°�c�Nic�wL'm °N � �a��nc m u�� a4 •`_+ N q E -o '2 t a a u"�' c v C o m o Y m° m- N w N C P O E U O N N r L`L N42 D N b N t0 441 rG °u 2M�(0,JpJ .'c°. mEhalm 3€ 0M rnE c�,` U.w-. j c vB ma a�cU.c� �.� c « c O,uU " mvmmv�"'E3�Na� �w °a, '¢and c�Nb M yab",wad�'. Z 00-n rnmc 0U 53 g ENmmwNO.cDE0 °6Nmw'o�'c.9 m g `o �•- dpi UNvc" ov_ M 01 0 F•Taom+L•N G Q 0 c u€ b v n n,CU 0 m i.0 a 'E a o 'O w V1 L° E' N U N Ta L v v a c �•- c a c 5 Q r c m� u ° v EEN v,s -,ipa av 8•o a'oE oa0c0'•3 d�dU =•c U aj m C C .. 7 G m N 7 •C > n c N N C ,2 nmc1E -q a °'�°bNEq m`Y �Lon u .Scc n w U E d a�h d C 12 a � N a n a W E41 a b v �U N 'm robmbz L,}p A'.'N amo 75A -200 o v c m 4 p O U m N N NN� C b O WGG f ^G • y C) Mc Q M'� `o N0L O 6 C aaUU m c `o c �ro o N rnb c m 0 o 40.4SU � G N�4• b$ N N m @� cG G N C 0.2� a'8c .fin > nc aNro° vU�y,— S�c�OGN �. C DN mmcg n` S -C, SO u° cd mc.0..0 o w a.- E a c n N C 6 O r' ° D€ C •IJ N x v._w'.'3 G CGm dml ,etc 9 U C EI _ •L.' G .F, � �! m j w 9 y o.•P O C °. y C 8 N �'a �•g U v m' -= E a �'c oaro O10 �y °y �•E agV1CNm°'^OE1E �•°• 4 a m v ro �i9 dc.-m r{vaomS b y e {p (ll 75 O y N !E to F m N} O N J U( O C q C G ro c � v b `°row v C d O N r NN0'... 19d EO 41 L O r Uc O N ro Ed N u W c N> o c m nE v �Ec c'o EmB° Ito la N c 10 C C n CGL x•`W�g O N U N R N 0 N 9 'am mijkK N �g N Q¢ a � a �E 1 A U C b c wg c O8R Q5 f° v a Q o c O o C 'c 0 C A m O. E� nC p N G N 0 10 ma m E pN QN N W �i i r ,,1 t + i e e � € I € CO w 11'ia°,a °rove m m YN I U OI j C 4c lirl�D FL f wr O C o a.- c pryJ RamP a Uw min U p]❑ UQm4 X�Xe[IIt C ' f� 0 0 ��ta0.UU 0.. 0 ad UU Y i i• m �� N � m � N U C _ (n Nit;' q u� D rNr £CTJ rs yao!'- IO�tlw� O� wNpw t i c'E'i o�•Uu C7' €mR € ° G c U m m sow v T m Dc "O a X N d j N N N {Up L ] U O L C. I Ly- w I�1Yn �D p_CR NO�"rN"�.CI�Q +S'IV Nrw �•J 6['�O.0 f.. :C C RwNC�SU$W =D NMC _•—ro y NNIp WW ° J €ro m Qa« No u+n« m� "fA ama m ma' ° En o cr�rnco'� w<cRn o•m�N c E• cm 1- /7'i r c° w E v v c c« 2 o R m.. m D ,-r .2 �« « o w.c v N si1 . 'o o.aw v°o.- mUO Os'O1•Oa .G N.�" Lac oca v-oN coO.�r�3S NE`•m C N N b N IJ N U 'rri, S C i,m°-4 p,y 91 N m° E_°4 `o ,p o iU o C7 c -v o, v ��amaol ,a"i�cccDrsOi c,.cv,« A�a'mc o.Evv ND._"cp r. cm'LL'mu E c EU�w om a to 1$nc£ rt �ifnN U.1..�UV wC 0+G-Uw O f ''.� •O `o- ^ _paoaw : vpi�'m 7 ci aC l'°NW r om m �t, v 1 N C '-j GNN C O� . m w .s « Q 'o � h E N 8N �Nw y „ t 3 C.Cm Oc I L N a) G w mo 75 w L 0 m p C 0 m y _ �O Ugm=� k a u a o c.0 C O a oN T N O ovw C .4hcoN N . o m w w T vi .c° u mF. .. m0 Z.2 oCL°c[n 20 mwooh*, -'Q`E 9 0 3'o r„I Co'I�o� C wD.' : CWm7 »�E °. o�> >0 Q R ° t r dc acm y.0 UC n w 1 ; mF�0 WO CD - Vo s a m m *' V o a � mE y V °c ' U ev •�3n a .t m vvaa.'a N � v a o °vommoSD"9ly��m}� w C c m u'm QF�m: =m,o`c nti 'OC roc C`om U'�'mtut7 °�moa''rr'a 'w aDN'c°w R °°_'ra m. wD O, m.c So vDVVna`3 -U we C- nlNl c 0m °E`E Eiw 3 wN ovo� °m -r c mN'"I"'vm m'^«i.mc °'p mR'_^� 0 '� oA':' . �z O 'mCo- ¢wim p�v.ctr'''5ao Q.��yUs,DCc uO C y E m O a�oc° o�n R. )0 E { No ° o vb C w c O0 .: :wO m 'mrnDo � NA`w 'a9w 'cECI�.`Pm c- : f°O '0 1rnv Gw N am ° y'vN"> u .'c° -w ¢ula�S� U w u vcar `-° cmcmv��aac��'aa lEcw s� m..- o U RA N m N a f7 LLI P, min 'o S W a N m E o o fp € is 75A -201 hyyl fl 6 E 0 v a t 0 a w `a N 0 a C G b 2i •E 450 a ,A m N 0 ,30 c•E e a�4 'A u N yo a� E� C Ago c N b �4 G E N€ N m m m a N 46 0 0 NN a {p C °1 C N •9 o f%1 N C bl C U% M a iq C i- �p.oco om2• `Sacco am.� om E` U¢OmL1 V 4f4 U41�m0 Udr fn Urn w`o• o` `o c cU c2� c� cp 43 U S G eeoo �'e s$oo ooh cgs a b.UU aC'o.a aC`aUU aaa aa. a` N U [J a m {p W C a a N N p Cc) pQ Cap GaC Np O O 1oo Ca•U 0 0 46 .6 er dmao° d W aoo a`°o c v o ° v W 2 �4D 9'nCaCN mN ..e N ao ca 5 Ez SE {pY'- �mD_ m _ m a awc m°L�N� °o b.'m'k'ov aC N vvb aN � b�E�!va ma'E mN Ap N c g2E E €t m•�= -E co �'o EN,'E c N ° 9AE>.!^ at90 a� °v c m.s o -:o a rom aN. ns m..Z sd" N �.�N.° `c d� g �rn'o (n `�N•a °m �E'. -°'a Nnvi c'S cn E �roiv yuroNwrO =�c'E :3 .°C° 'd UEo Ow my a W bl a h 0 O b 'U � !� � N C N Lam'-` C a N C O Q S_� Uyh C'° UYy ]U:VN UN U UaNC a'�N y� "• N n�N+' ea' UJ W ' . aFF1 CNN C� F� �' m Ne°nw ca.s °v-° T EP -W {"c�,P `o aaN Cy °�Uc -ryuai y`�•°.g ma a 0a 0 a° C n '' U m 4 Q v o'a mm's vm'73 °o o E , 2 ..a c 2� �We N�!N 0 �{7 °1 u°i q� ?'^��c m�ggc° �"0 .o '..' mv�iv�S °o 000 N " G N E $ l a c ,CV aNa F- N r OC �;F (i ° N h y v E O N ] amD 50 :5 .5a�2 mv.s�E am of 2 V SmU gQ aa�i dm . 75A -202 T E m w� v E" m ° N C m ,Q cN E� 0 U O c � OT O b a N e° m w h m m C D � N v a N i i a�n ?y r.� &'j $i5 AM ,J 4M AI 'ilg! v = =p r r m. it u`d n9 � ° N .�<i c c v o ° v W 2 �4D 9'nCaCN mN ..e N ao ca 5 Ez SE {pY'- �mD_ m _ m a awc m°L�N� °o b.'m'k'ov aC N vvb aN � b�E�!va ma'E mN Ap N c g2E E €t m•�= -E co �'o EN,'E c N ° 9AE>.!^ at90 a� °v c m.s o -:o a rom aN. ns m..Z sd" N �.�N.° `c d� g �rn'o (n `�N•a °m �E'. -°'a Nnvi c'S cn E �roiv yuroNwrO =�c'E :3 .°C° 'd UEo Ow my a W bl a h 0 O b 'U � !� � N C N Lam'-` C a N C O Q S_� Uyh C'° UYy ]U:VN UN U UaNC a'�N y� "• N n�N+' ea' UJ W ' . aFF1 CNN C� F� �' m Ne°nw ca.s °v-° T EP -W {"c�,P `o aaN Cy °�Uc -ryuai y`�•°.g ma a 0a 0 a° C n '' U m 4 Q v o'a mm's vm'73 °o o E , 2 ..a c 2� �We N�!N 0 �{7 °1 u°i q� ?'^��c m�ggc° �"0 .o '..' mv�iv�S °o 000 N " G N E $ l a c ,CV aNa F- N r OC �;F (i ° N h y v E O N ] amD 50 :5 .5a�2 mv.s�E am of 2 V SmU gQ aa�i dm . 75A -202 T E m w� v E" m ° N C m ,Q cN E� 0 U O c � OT O b a N e° m w h m m C D � N v a N i i a�n ?y r.� &'j $i5 AM ,J 4M AI 'ilg! v = =p r r m. it u`d n9 � ° N .�<i c r m. it u`d n9 � ° N .�<i c c 4 :C O O .0 t 10 U N O O L N N T O G n C C n�E�NOO� ,u_, °,��•o w. as a ~ c a 8 y c c a :CC Sy d O O O EL, pO L O O ELI' C k.w Q° E N 4 ✓1 � y E 3 N £ @ ° m m n ° ,e''.Z, EN oNIrE xc "L�>:v Z +Lx y Ep. uOj 6 N 'w N o y �mE° Cc OLL « @ Oo @ti m ay C•O p N too IM C L E N N O G et O� yE U a N N is O L M{ N N N S J b CO C W N N yN �N y P a N El is U !? � ro is C C C c aw °oao :n >y« ME uE 75A -203 �_Na am M C N> y N@ N T y K I1 TS1�3 N U > a U1 L xr ;; b1N SU�IND C'E s- a O N -1 O @ � C « N U L N y d O N Z LN .� N O N 0 E a dU ryry U y a =G aT5 'y `, om N'�xYir �c0 .•`d`.t. a�ivs!�EUCn g tl S@ ry � E Z W ti4 1 N a J " C « y @ ' EEN@alb E 5 'I Na N N ::agnE Eire RU M u C N C7 '? a'S 14 Q ou 1 — N l: 1 N m I r U � O O a ; 6 °FCK °G7 E MUU.c tea- -L°v 'Q <i I i ism QOQ°I LL n>Ly° QMRS rfp:lf'L4 NNaG S r �,G..I am It{ .l "` ° @ OI Olt Cc s'cc �t m d y r� C N fd xfi� m Kc N T o.Ce`FvJ x,s `SgoG o oH i+�rn. c o m ski cam' lcu 5 K qcQ r'rg ggi .x""x'I U60m� U�Omm C1 Qcmm w.- ei A E 0.1 a a pal xi a` a a`. ri Of ,i c l d-O C gr �a 1 (Win a`m4 c 4 :C O O .0 t 10 U N O O L N N T O G n C C n�E�NOO� ,u_, °,��•o w. as a ~ c a 8 y c c a :CC Sy d O O O EL, pO L O O ELI' C k.w Q° E N 4 ✓1 � y E 3 N £ @ ° m m n ° ,e''.Z, EN oNIrE xc "L�>:v Z +Lx y Ep. uOj 6 N 'w N o y �mE° Cc OLL « @ Oo @ti m ay C•O p N too IM C L E N N O G et O� yE U a N N is O L M{ N N N S J b CO C W N N yN �N y P a N El is U !? � ro is C C C c aw °oao :n >y« ME uE 75A -203 �_Na am M C N> y N@ N T y K I1 TS1�3 N U > a U1 L xr ;; b1N SU�IND C'E s- a O N -1 O @ � C « N U L N y d O N Z LN .� N O N 0 E a dU ryry U y a =G aT5 'y `, om N'�xYir �c0 .•`d`.t. a�ivs!�EUCn g tl S@ ry � E Z W ti4 1 N a J " C « y @ ' EEN@alb E 5 'I Na N ::agnE Eire RU M C7 '? a'S 14 1 — N l: 1 N m M'R m!E c O c 4 :C O O .0 t 10 U N O O L N N T O G n C C n�E�NOO� ,u_, °,��•o w. as a ~ c a 8 y c c a :CC Sy d O O O EL, pO L O O ELI' C k.w Q° E N 4 ✓1 � y E 3 N £ @ ° m m n ° ,e''.Z, EN oNIrE xc "L�>:v Z +Lx y Ep. uOj 6 N 'w N o y �mE° Cc OLL « @ Oo @ti m ay C•O p N too IM C L E N N O G et O� yE U a N N is O L M{ N N N S J b CO C W N N yN �N y P a N El is U !? � ro is C C C c aw °oao :n >y« ME uE 75A -203 �_Na am M C N> y N@ N T y K I1 TS1�3 N U > a U1 L xr ;; b1N SU�IND C'E s- a O N -1 O @ � C « N U L N y d O N Z LN .� N O N 0 E a dU ryry U y a =G aT5 'y `, om N'�xYir �c0 .•`d`.t. a�ivs!�EUCn g tl S@ ry � E Z W ti4 a u c m �a E U & ro c a 'P u VI y c p a QEU !i a E b O d m G D R w v ✓+ U ,- c c N p pmO w � a $ N v C aTW Mu I, 6 a, w SANE S4D `o Y .OQ G Q O e 0 &S a Lamg^ w J."'^ro' a It z`2$ Eaa� yyy� CA V�^ NDO OLN i7 N F p p o� E w 4 F N L ro F N L (�i a w U N w e! p ' N adi ct w8 oc.. .rl. �� o. Ec `� cs ava Lvffi w- .. � �p hmoN 4O S o_ c 6cig `- 2-� N E W w m c 6 rn.c W WroEaccc TQC i yw, zm ° ro ,ac .5m0O c, �a OcO U �� o .0- `m vm o N O Ev O ° N � c N $ a N O ffi � m g y.'.w° wp. m Q �e D G= b n C .� a V m 4 SS cm8cvc`� wE8 row4° uc w''..f+'5 .,E ma Qwc 8 n0000w a QV aND `� °,-, aE co ''� nci_ wad mE m�zu rn"u�E cwcwac 'O" o, v� •O N CI [( UJ '"L' "w0 CO 'p N A U_ .S 'E C L p E N C "6S a T 00 vdE mwu�'S'�i m'c$8.o 'S o4im'YS� mev 'm am p° C O w O 2w o 0 `E m m T 0 's 'E 8 u_w =„ �8o �a °J o m- .c J 8 g a-- -B E _ 2 �oy L° o -c0 8 - O pv c•n �c °O 'i9 �7n �.m3a Epp m. N'�ow m U � 0'2 C C 0. H S O 8 N C C I 'y In 0 It 8 �m�' °c'o EN.n 'gym cS um.0 6vw uLmva mU `�a8 $ c roo..c oO oa w+., D ° cN w a F .T a N w p °G ° C.$ a C - J O o L N _ N C N u O Q N °tw c o o 75A -204 O N 4 w Q d Yea OK £ryryN c x � � � p Nc maN c o c 0 ON '� a 2t ae° C N E� C C 041 8 c m _c O Dp ` 6 O G � C'C C c 2a ,`60-00 a E b O d m G D R w v ✓+ U ,- c c N p pmO w � a $ N v C aTW Mu I, 6 a, w SANE S4D `o Y .OQ G Q O e 0 &S a Lamg^ w J."'^ro' a It z`2$ Eaa� yyy� CA V�^ NDO OLN i7 N F p p o� E w 4 F N L ro F N L (�i a w U N w e! p ' N adi ct w8 oc.. .rl. �� o. Ec `� cs ava Lvffi w- .. � �p hmoN 4O S o_ c 6cig `- 2-� N E W w m c 6 rn.c W WroEaccc TQC i yw, zm ° ro ,ac .5m0O c, �a OcO U �� o .0- `m vm o N O Ev O ° N � c N $ a N O ffi � m g y.'.w° wp. m Q �e D G= b n C .� a V m 4 SS cm8cvc`� wE8 row4° uc w''..f+'5 .,E ma Qwc 8 n0000w a QV aND `� °,-, aE co ''� nci_ wad mE m�zu rn"u�E cwcwac 'O" o, v� •O N CI [( UJ '"L' "w0 CO 'p N A U_ .S 'E C L p E N C "6S a T 00 vdE mwu�'S'�i m'c$8.o 'S o4im'YS� mev 'm am p° C O w O 2w o 0 `E m m T 0 's 'E 8 u_w =„ �8o �a °J o m- .c J 8 g a-- -B E _ 2 �oy L° o -c0 8 - O pv c•n �c °O 'i9 �7n �.m3a Epp m. N'�ow m U � 0'2 C C 0. H S O 8 N C C I 'y In 0 It 8 �m�' °c'o EN.n 'gym cS um.0 6vw uLmva mU `�a8 $ c roo..c oO oa w+., D ° cN w a F .T a N w p °G ° C.$ a C - J O o L N _ N C N u O Q N °tw c o o 75A -204 O N 4 w Q d Yea OK £ryryN c x � m E 0 0 U m o ° :O U LmI > L= u m 6 o E 45u m a m C c$a f1$q off, N NO O. E C .� I_ 0 �2 m w E r i Loa d 1 vi _ ill ad to e r , s r x � _ !c� c� iY tvi nN ar 4y 5 h f i r c' Ile d w 9 n U m Y3oJ i) gus m W •.=-p .° o = ° od a '`I'C_ni ♦RaJ7 W tRi `04 GW N Yiiry "'r I 1 'T ;U <= NI 112 r,`i Ou pal kol fr CU3 mC 14. OI d'oaO k fa ' O I ' G c m m % Ua aH• Ua a .0 E m N I I 1 cr m a w� ns ti c aE6 v8 y , ry YE.,��J'•°Om3�v a E m N ro v F !mu.�cd> N m V a F US 141 I r{ 1 iavm o. .M°c'2 E a «a°� =m ��,o �ouE 3 a Tim 40" E ca o a`o'R m U° S.NC U E c 0a t o'o �0om v c o. C9 �v F. �+xam °ml-cE Y 1 S I I�i� mm pv .cx. 0 yt'o vNN��'^ .c°�c v« r ' e '; E.0 m WIN N A I W, B. 1 2 N� .Q L QI r E AN p_N `o w� CND ENE ur'°n5�'�u'G •F, t �i�ES eo,? {oN v7 yca.:.c °Oy""o n c n'Oro'e°o„�_ -'pm nzGC�Q i E5 ryV% m P N {UY. U •- N_ C N N m N N Sc °p mt v;�,m aui $G myNm 2 Cp 4SN COO NpVI UNENO S� ca Oro C N O m 16 U {y ry d C = m p 'O E a n' � `o N a m a �'m ��_ U E a � b E E E m °- C' °, u N •r N N q c �u zgE°�•m111M ZmV m ��y.1 D.c�NUVi3 m:SmaF73 °ad" ypry,�Nm.c oNwoao 2= 2 U m.V E N N ro C V— N C N C N 9 N. N C C TON N N d �'O =Er 0Na-o�ms U N Nc o No,r N' -co ° .c pIN u.22o °" m mN N IY CK a N m€ �•N mc:a Ca ryFn tip rncooE�w T° ��%ffi drn"Ero tom oJV u 4! .�.. {v N:i me c c��EoT� 'c =culy� °c c° q.o. 'a '9 a o• o 0 o N� p m'"> �'� �Wm N N a ou 75A -205 N Nu � a G @ a c 0 � G � G N lL tL, LL IL Li k CI.I, CV. 'CLL cLL �LL LL D v c p C) .•)< D10 °a¢i :�'NO V'm •L' Sw Z'NOW¢ �as� U Q � 0 0a` 3 p A��o� ���❑ 6a�3p c "o l) ❑ Ud`�p � UQ�❑ �d`�❑ Iv v 0 0 o cs a o IV N N N N N N C G G c C C N G C G C C C CQ c ro VL c m cc N T I C v0v 5 ... Iry N C N N N b qy u C° kE ¢OC 2S v KQ c.. ° Ny .6 N N In'�v !N0 uc N �-.0 N C EN� � $mw b o 02 . -212 mb E 6 U vS� o o o u o ?EmY o �. Z Z ZE - « , - E Zo dm a o vW c T c ct cNp0 co._o v 0 m ° a 0 yT E s o a E V� N SEE ;'Z$• > a�@oc°'nNa,'m�irp EraE�'- ,cw'Yvnn .i'_ `CEc c �S q� 0'�c�o0 @ .E a aiu ��Ea o .°,3c �2m�oam v'o. u7 �v46 o .ism C. .B Ta'ei '�]rn i3 mc�a° ,fyuj m.3S Nm C. @ w. ] N C c o N c �+S`o ,�i v ovOCO aci ]•°c' Gr. E• aci vD' v:o va c^ rn °'c .r_.c E >u --' E�i ENO Ev•5 N E°.'cn >,_ Z`-r'EocimNm vE.SE�° vf� fa Div @U �E pc- -, > ° »] > Qo sF Ea c m`-" s'v> �NNV� 'NUS �Cne s7n °CO �ld � Oq ¢_(IID •c E E DNmN Em'" E o Ea svEdi E.c '3�v cc v c c s S v v'� �' N ro'c N •cab be o O a v N 'r>'nmN n�c�Sb �E'5 m8i ,'c. ri .KE ar 'bcN viv NG.°> 1tl�c� rQ m3 CCvI '�Nc - p ryEv'.5 - � � E� � m4 D i@ ]° 'aN� E NE p � FFF� ••• QN v @c _ � 0.4 E m n G m ],Ew v Ya.'n Evi mE d tI� NN N b w .w N _ v(D559S e° `c s q e a � ' ryNry o nSe NNZNN EN G O'.Fdc- , °E ©TN N E 5 NicN C41 D % c N SC A d° c C �Om o ¢o N , .QOOI's �d o C NE`m �E N.°L m gbNa�O:� p �E m avUE�?o acoEQ olmn`N0.A �A9apo1= �•Ev m t"m ES o'E :C�'oD ]gnU0�. sus Emm� v� 75A -206 U W O tt d W rn WOW �S C> LLI Fd- w x W x F. 0 LL. 0 a a z Z E Wa a 0 4 _Z 0 O L z 0 rC 0 Q U' F F y � N E ro •a E U O � G a C p } C a E 2 °y E L E ¢°5ciN aai arn&`i aai ar'cn Ob � � 04 E h vc �? v yO �m °� im'am 's.^c$a.�'' .•k''�c m° .�,m°�? m "Ott �ga°� G¢�3❑ Ga3❑ �¢30� u¢3o �d`3b� Gad❑ e ow y ti E m. � � •Z'c° 1.°i :�m °N :�' TmjN m •y>,.may � �¢�o �d�❑ � i3�yQ U Gd�3❑ ro m � MO M M M fi C N N N N N N = o E E N o x c an d b « N« N b t N'C N C 6 m Cog °OOD C C= 'C„ 4 E O n° E O =tl r N N C E L G U j N N N? G d .A. m OPI y° Eo -o« � E..v N""._ °u o ma E �'« '�o�u n ovw ¢ ZL°vom5 Zncv Z m rod Z «m o Zmv °;P cu-o -'gym ca�a�v �N" E '..O O m U G i N L° b t°il N N IG E vOi E C o a C l] '_] C UW 11 N J:; C p1 n b'° O L� a 'O n O U O E d >>y Q) N t E2 N a w m m w m N J m N .tl+l C O N ril 42 O m° L d a O C E g 0 p G .m E� C p .P m O N N m C 9" C � o C c 'M :r o. pm.a •o mvLSam oq x mo ao w.5 .roocoE..v 73m =o Kmc�cv5°1> w�cvE °U Nc'ts5 ��m EE co m°..cc c a._ c4.1. °��S92 aro mP._a cmbmv'a moyvp tr10 Eolm =_° Eao.«ti °.03°'Q1 E �vby v1. 5 1.i Dow vcc.m, vm�c 03°coc v0,5; sv «N v1.. °v+ > C b } i N v 6° N E ti O C > ur N ro !tl b ro 'a >p tF E N -. o y L m c 0` U n .°a c a,0 S��a= nm a�'m aom 'P E 1..o °'A.o a �agEm v E AZ c 3... u E Q C'�L v'Lr 4= L.° EaEE o o.0uEv vao a oc a.�ELmr� '�v 0 EE y�ro -prroro= v��w _°° °bc�cg v:b�°ya� F- N v m F C N F- 10 �'a'abw =¢= >aOT FIr-'a .ap�� m E mLO E �vmNS to m¢mEU Ed o.�y.°°cFn cm �+ c�'$•°m ovo 5�wovcrn m`m E,3a 1.0 '' «E m mEb�vc�o mE„a, ...S m� a- °•�v.�3 yEv°�°Gm u,°a`m alu v`8 ocv vmc Aro am+-mo a��c °y 'E 'E 1.i `q4c 0 om > Lq C � a•v� =LmVC cc CO_En N'�� ° N Nj'°.G.j Nm NNJ N °d NmJI OL.,o a E c° [C mCC !w ° m<c(n ' v ac[« m oa n '�or ¢ c 'Oc V3w m �anvl 3:Sn v m> c <K v b w NLO ro L b vmm m a ;a D La 2o m rZ'1w E ° m K m m r u E� 75A -207 ww P. W 7 A w (li F. w z w 0 O qLL K 0 a U' Z K Im W Q z a Z O M O nL Z O Q f9 F- A C N a U Yaa c a D e b o�c Q5ti N a w N O K�4 C O N+� E a c. Ea G °a C � O< �a m LL u w w wLL w�' a�- C C mLL aN aN a� c cC FpFmF C m fn ° N N w C N , ro V? `I E N yC. 0C U��OU m U4 moo CJa��U N N m m l N r� rn N N N N vhf's', c 5 C C C C m m m m U U N N m m l N r� rn N N N N c c c 5 C C C C m m m m Tp y G 2 m _ rp C LN C —C NN�NQ L'O NN g- f3 N G h> w C D p N O m 4'm NQLNC� �:E MU - •a Q . A > J z Y D N MM- z 4 wo /j C .O c o .O w m c= Ep E «<G' A d S O O N P C OrDJ NO <NL e4 -Dm c E o ffi L O <~ 'o H 1.2 N ° = N < S:GE 4 mE��an3> 4rO° M °E °'t axi> �'vc a c¢E =M r O i°. C N Z D N .O N N > N OI m m a'e a c D in m y 8 Ea,G �y °c `�i .GO �-NO€ Etc .z O N L� 6 L° � m c DYC�NO FNNJ9C =bCN i=mp nma�a°i °1mg mo.Q roNAo a N9 N d G N C Z NI N rp N YJ C° �y jr d qmm G N rn��oc I.p aOicOF�' N N 1� m ak m aO1Tsi%Ir' DG pyO'um. Or � vo v 073 C N N@ N i-- y �j 6 0 O N r .ly' 9 ry N 4 cm d <-E F9� <�EU> c y•c 4aC NE a a mmaL�m yw�GvS $U« ao."0roN O €:S E Ero ioK N.3 U�'� IM1 �mdwWc3mmry am Y =ia rO+Omea' C � <a00lC mGa l^ N v c a v aNLE � � K O ohm c$41E r°K v:p v la � M c U �HNE o.m 75A -208 a 0 z �a N v a• ep p� 5� m a Exhibit D Conditions 9f Approval for Vesting Tentative Tract Map No. 2015.03 Vesting Tentative Tract Map No. 2015 -03 (County Map No. 17962) is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations, The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this tentative tract map. The applicant must remain in compliance with all conditions listed below throughout the life of the tentative tract map. Failure to comply with each and every condition may result in the revocation of the tentative tract map. A. Planning Division 1. Comply with all conditions and requirements from the Development Review Committee (DRC) for the development project (DP No. 2014 -20). 2, The Covenants, Conditions and Restrictions (CC &Rs) for this project must be reviewed and approved prior to approval of the final tract map. 3, All real estate signage must be removed from the site within one year from the date of installation. An extension of time may be granted as determined by the Planning Manager. 4. The final map must be approved and recorded prior to issuance of building permits. 5. The final map and all improvements required to be made or installed by the subdivider must be in accordance with the design standards and specifications of the Santa Ana Municipal Code and the requirements of the State Subdivision Map Act. 6. Development within the area of the map is subject to development and permit fees in effect at the time of permit issuance. 7. Development within the area of the map is subject to design and development standards in effect at the time of permit issuance. 8. Two copies of the recorded final map and CC &Rs shall be submitted each to the Planning Division, Fire Department, Building Division, and Public Works Agency within 10 days of recordation. Resolution No. 2016 -XXX Page 13 of 16 75A -209 The project shall incorporate on -site professional property management for the commercial component. 10. A Parking Management Plan must be submitted prior to building plan check. Covenants, Conditions and Restrictions (CC &Rs) that restrict truck delivery hours to non -peak periods shall be submitted prior to building plan check. 11. A Sign Program addressing wall and monument signage for the development must be submitted to the Planning Division for approval prior to submittal into building plan check. The sign program shall include details of the signage (text, materials) as well as a maintenance plan delineating the long -term repair and replacement of any graphic. 12. A Public Art Plan which proposes a specific works) of art for a specific location(s) shall be submitted to the Planning Commission for consideration. All public art approved by the Planning Commission shall be completely installed prior to the issuance of a certificate of occupancy for the project. 13. A detailed landscape plan must be reviewed and approved prior to issuance of any building permits. In addition to the landscaping palette, the plan shall include details on the hardscape design, lighting concepts and outdoor furniture. At a minimum, the project shall incorporate the amount and size of landscaping as shown on Sheet MLP1.1. The exact specifications for these items are subject to the review and approval of the Planning Commission. 14. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy as required by the approved plans. 15. A detailed water feature plan must be reviewed and approved prior to issuance of any building permits. The plan shall include at least one water feature between the retail building and the Cinema Tower, details on the hardscape design and lighting concepts and an installation plan. The exact specifications for these items are subject to the review and approval of the Planning Commission. Resolution No. 2015 -XXX Page 14 of 16 75A -210 16. The following items must be included as exterior amenities for the development; Enhanced paving in the retail parking lots, the retail walkways and the retail courtyards, and at least one water feature. The exact specifications for these items are subject to the review and approval of the Planning Division. The amenities shall be completely installed prior to issuance of a certificate of occupancy for the building. 17. Pedestrian walkways shall be provided through all lots to establish pedestrian pathways throughout the development. The amenities to be provided along this pathway shall include decorative concrete and paving, accent lighting and landscape planters as shown on the plans. The materials and design of the walkway is subject to the review and approval of the Planning Manager. The improvements in each phase must be completed prior to occupancy of the first unit in the respective phases. 18. Development, operational and maintenance standards shall be established for the number, style and location of outdoor seating. The seating shall be made of a durable material such as concrete or painted iron and be designed to minimize effects from vandalism, skateboarding and weather. This seating shall be reviewed and approved in conjunction with the landscape plan and must be submitted prior to building plan check. 19. Trash receptacles shall be located in high activity areas, such as plazas and other public open spaces. The style of the receptacles shall be compatible with other plaza furnishings. 20. All street furniture surfaces, pedestrian level walls and amenities shall incorporate graffiti resistant coatings. 21. Glass storefronts and windows within the retail component shall provide clear glass. The use of opaque or semi - opaque storefronts or glass is prohibited. 22. Public payphones, if provided, may only be located within buildings. 23. The project shall be in compliance with all mitigation measures identified in the environmental impact report. 24. The proposed private street for the project (Lot A) shall be designed to the City's private street standards. Resolution No. 2016 -XXX Page 15 of 16 75A -211 B. Police Department 1. A security plan must be submitted to the Police Department at the plan check stage for approval. The plan must cover all aspects of the projects security including security personnel, surveillance equipment, and hardware. The project will be required to have a minimum of four state licensed uniformed security personnel. One security officer will be required for each building, one for the podium level and one for the parking garage. 2. A minimum 12 -inch shatterproof convex mirror shall be installed at each stair landing. All doors leading into stairwells shall be equipped with a minimum 5 -inch by 20 -inch fire rated window. The last flight of stairs shall be fully enclosed at its base. 3. The City of Santa Ana parking structure design standards shall be followed in its entirety. Duress alarms allowing voice communication with security personnel shall be placed in strategic locations, approved by the Police Department, throughout the parking garage. 4. All project walkways shall be illuminated to a minimum maintained one footcandle of light. 5. All elevators serving the residential component of the project shall be equipped with card readers at the garage levels to restrict unauthorized access into the residential towers. The elevator lobbies shall be designed and constructed of material that allows maximum visibility of the interior of the lobby from the parking decks. Glazing material will be used to its maximum extent. Resolution No. 2015 -XXX Page 18 of 16 75A -212 The attached resolution addresses Recommended Action 6 on the Request for Council staff report: 6. Adopt a resolution finding the project to be consistent with the purposes of the State Aeronautics Act. EXHIBIT F 75A -213 75A -214 LS 1.26.16 RESOLUTION NO.2016 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA OVERRULING THE DETERMINATION BY THE AIRPORT LAND USE COMMISSION OF THE COUNTY OF ORANGE OF INCONSISTENCY OF THE PROPOSED HERITAGE MIXED USE DEVELOPMENT PROJECT, 2001 EAST DYER ROAD, WITH THE CURRENT ORANGE COUNTY AIRPORT LAND USE PLAN, WITH SUPPORTIVE FINDINGS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1, The City Council of the City of Santa Ana ( "City ") hereby finds, determines and declares as follows: BACKGROUND A. The Proposed Proiect 1. The City is being asked to approve a General Plan Amendment and Amendment Application ('Zone Change ") for a proposed project to be located on an 18.84 acre site at 2001 East Dyer Road, at the northwest corner of Dyer Road and Redhill Avenue ( "Heritage Mixed Use Development Project") and to overrule the finding by the Orange County Airport Land Use Commission ( "ALUC") of inconsistency with the Airport Environs Land Use Plan ( "AELUP ") for John Wayne Airport. 2. The project includes public and private (for residents) open space recreational facilities on the project site, a 1.26 acre public central park, including various amenities, that will be developed and would connect to open space areas along the northern and eastern boundaries. In addition, approximately 327,302 square feet of private open space, as well as other private recreational amenities, would be provided for residents. 3. The following approvals are requested or required in order to implement the project as proposed: a. General Plan Amendment. To allow the construction of a mixed -use development on this parcel, a General Plan amendment is required. Currently, the land use designation for this site is Professional and Administrative Office (PAO), which allows office development and ancillary commercial uses. This project will require an amendment to the Land Use Element to amend the General Plan Land Use designation of the site to District Center (DC). b. Vesting Tentative Tract Map. A tentative tract map to establish lots Resolution No. 2016 -XXX Page 1 of 8 75A -215 for residential development purposes pursuant to Chapter 34 of the Santa Ana Municipal Code. c. Affordable Housing Implementation Plan. A program specifying how the proposed project would meet the City's affordable housing requirements. d. Development Agreement. A Development Agreement between the Applicant and the City of Santa Ana describing development rights and public benefits, pursuant to Government Code Sections 65864 through 65869.5 to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and owner in the development process. e. Environmental Impact Report. An environmental impact report (EIR) to evaluate the environmental impacts resulting from the proposed project, in accordance with the California Environmental Quality Act of 1970 (CEQA), as amended (Public Resources Code Section 21000 at seq.), and the State CEQA Guidelines for Implementation of CEQA (California Code of Regulations, Title 14, Section 15000 etseq.). 4. The General Plan Amendment would change the current Professional and Administrative Office ( "PAO ") designation to District Center ( "DC "). The DC designation would allow the construction of mixed -use development. The Zone Change would change the zoning designation to Specific Development ( "SD "), from the current zoning designation of Light Industrial ( "M -1 ") which allows uses such as warehouses, wholesale operations and manufacturing uses as well as support commercial businesses. B. The ALUC and Its Requirements 1. The ALUC is charged with the adoption of an AELUP, establishing guidelines for compatible development in the vicinity of an airport within the jurisdiction of the County of Orange. California Public Utilities Code § 21670(a) sets forth the fundamental purpose of the AELUP as: (a) ".. , to promote the overall goals and objectives of the California airport noise standards adopted pursuant to section 21669 and to prevent the creation of new noise and safety problems;" and (b) "... protect public health, safety, and welfare ensuring the orderly expansion of airports and the adoption of land use measures that minimize the public's exposure to excessive noise and safety hazards within the areas around public airports to the extent that these areas are not already devoted to incompatible uses." 2. Public Utilities Code § 21676(b) requires the City to submit to the ALUC all proposed general and specific plans adoptions and amendments that will have an effect within the planning boundary of the AELUP so that the ALUC can determine whether the proposed action is consistent with the provisions of the AELUP. Public Utilities Code § 21676(b) also provides that, if the ALUC determines that a proposed Resolution No. 2016 -XXX Page 2 of 8 75A -216 action is inconsistent with the AELUP, the local agency may, after a public hearing, propose to overrule the Commission by a two - thirds vote of its governing body if it makes specific findings that the proposed action is consistent with the purposes set forth in section 21670 of the Public Utilities Code. 3. Public Utilities Code § 21676(b) also requires that a public agency making a decision to overrule shall give notice to the California Department of Transportation, Aviation Division, and ALUC at least 45 days prior to the final decision to overrule. After that notification, the ALUC and Caltrans have 30 days from the receipt of the proposed decision to send advisory comments. C. Actions Taken To Date 1. On October 12, 2015, the City's Planning Commission met and recommended approval of the project with certain conditions. 2. On October 15, 2015, the ALUC met and reviewed the proposed amendments to the General Plan and Zoning Code and determined that those changes would be inconsistent with the standards set forth in the AELUP after having evaluated the project for conflicts with respect to aircraft noise, building heights, flight tracks, safety zones and development of heliports, thus giving rise to the City Council's notice of intent to overrule. 3. On November 3, 2015, the City Council of the City of Santa Ana met and (1) approved issuing a Notice of Intent to overrule; and (2) determined to give notice to the ALUC of its decision to overrule as required by Public Utilities Code § 21676(b). 4, On December 16, 2015, the City gave proper notice to the ALUC of its intention to overrule the ALUC's October 15, 2015 determination of inconsistency. 5. On January 15, 2016, the City received a comment letter from the ALUC on the overrule findings. The letter affirmed earlier comments from the ALUC and their staff stating that residential uses under an aircraft approach centerline for the airport would not coexist with the overflight of aircraft and that noise complaints would be generated from affected residents. As of this date no comments have been received from Caltrans. Section 2. The City Council of the City of Santa Ana hereby makes the following findings to overrule the Orange County ALUC's determination that the Heritage Mixed Use Development Project is inconsistent with the Orange County AELUP. FINDINGS; A. Based on the ALUC's evaluation, relevant sections of the City's General Plan, and other applicable ordinances and regulations, the City Council of the City of Santa Ana hereby finds and determines that the proposed project does not create new Resolution No, 2016 -XXX Page 3 of 8 75A -217 noise and safety issues and, thus, meets the purposes of Public Utilities Code § 21670(a) where: B. The proposed project does not interfere with the orderly expansion of John Wayne Airport ( "JWA") in that the ALUC determined that the project does not penetrate the approach corridor imaginary surfaces reserved for air navigation; C. The proposed project is located within the Federal Aviation Regulation Part 77 "imaginary surface" within which the surface level for notification to the FAA of the project is 152.8 feet Above Mean Sea Level ( "AMSL ") and the maximum height of any structure within the project is 124 feet AMSL. The project proponent submitted the required notification to the FAA in the form of a Form 7460 -1, and the FAA determined and the ALUC confirmed that no structure within the project would penetrate the surfaces set forth in Part 77, exceedance of which would constitute an obstruction to air navigation; D. The proposed project is not located within the John Wayne Airport 60 or 65 dBA Cumulative Noise Equivalent Level ( "CNEL ") noise contours indicating areas of significant noise impact as set forth in the John Wayne Airport Master Plan. While a small portion of the property is within the existing JWA 60 CNEL contour, the Final Environmental Impact Report ( "FEIR ") for the project includes mitigation measure LU -1 which provides that all prospective residents of the project site shall be notified of airport related noise (via a notice of airport in vicinity language in the lease /rental agreements pursuant to Civil Code § 1102.6(a)), and mitigation measure LU -2 which requires outdoor signage informing the public of the presence of operating aircraft consistent with AELUP Policy 3.2.4 which requires that notice be provided within the outdoor common or recreational areas of the project site; E. The proposed project is not within the safety zone areas for John Wayne Airport, within which limitations on development and occupancy apply to protect surrounding occupants from adverse airport impacts. Thus, the proposed project is not limited by the restrictions on density of residential use and intensity of commercial use applicable to safety zones within the AELUP; and F. The impact of aircraft overflights of the proposed project will be mitigated by proposed construction and other noise mitigation measures in the FEIR; and by the existing curfew at JWA during which arriving flights cease between the hours of 11:00 p.m. and 7:00 a.m. on weekdays and 11:00 p.m. and 8:00 a.m. on Sunday, and departing flights cease between the hours of 10:00 p.m. and 7:00 a.m. on weekdays and 10:00 p.m. and 8:00 a.m. on Sundays. Section 3. Based on the above evidence and further Findings made attached hereto and incorporated herein as Exhibit A, as well as the remainder of the record in this case, the City Council of the City of Santa Ana hereby resolves to overrule the Orange County ALUC's determination that the Heritage Mixed Use Development Project is inconsistent with the Orange County AELUP. Resolution No. 2016 -XXX Page 4 of 8 75A -218 Section 4. This resolution shall take effect immediately upon its adoption by the City Council and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of , 2016. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on , 2016, and that said resolution was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Resolution No. 2016 -XXX Page 5 of 6 75A -219 EXHIBIT A FURTHER FINDINGS A. It is in the public interest to: provide for the orderly development of each public use airport in this state and the area surrounding these airports so as to promote the overall goals and objectives of the California airport noise standards adopted pursuant to Public Utilities Code Section 21669 and to prevent the creation of new noise and safety problems. To provide for the orderly development of John Wayne Airport (JWA) and the area surrounding the airport, the Airport Land Use Commission (ALUC) adopted the 2008 Airport Environs Land Use Plan (AELUP) on April 17, 2008. The AELUP guides development proposals to provide for orderly development of the airport and the area surrounding the airport through implementation of the standards in Section 2.1 (aircraft noise, safety compatibility zones, building height restrictions). On October 15, 2015, the City of Santa Ana presented The Heritage, a mixed -use residential and commercial development to the ALUC for a determination of consistency with the Airport's AELUP. The ALUC staff report dated October 15, 2015, states that based on staff's review of the proposed Project with respect to compliance with the AELUP, including review of appropriate height restrictions, imaginary surfaces, safety zones and environmental compliance, the proposed Project may be found inconsistent with the AELUP. 1 The Project is consistent with the AELUP for the following reasons: a. Lack of evidence of inconsistency by the ALUC There was no evidence presented by or to the ALUC at its hearing of October 15, 2015, to support its finding of inconsistency, nor was there a request to provide supplemental information such as an aeronautical study. The letter submitted to the City on October 16, 2015 by the ALUC staff states only "The Commission is charged by PUC Section 21674(a) to assist local agencies in ensuring compatible land uses in the vicinity of ... existing airports to the extent that the land in the vicinity of those airports is not already devoted to incompatible uses." Further, the letter stated that "to coordinate planning at the state, regional and local levels so as to provide for the orderly development of air transportation, while at the same time protecting the public health, safety and welfare." b. The residential and commercial land uses under the proposed project are consistent with the noise standards of the AELUP: The proposed project is not completely located within the JWA Master Plan 60 or 65 Resolution No. 2016 -XXX Page 6 of 8 75A -220 dBA CNEL noise contours. The Final Environmental Impact Report (FEIR) for the proposed project identifies that the western portion of the property is within the existing JWA 60 CNEL contour. Therefore, the FEIR includes Mitigation Measure LU -1 stating that all prospective residents of the project site shall be notified of airport related noise (via Notice of Airport in Vicinity language in lease /rental agreements). The FOR also includes Mitigation Measure LU -2 which requires outdoor signage informing the public of the presence of operating aircraft consistent with AELUP Policy to be provided within outdoor common or recreational areas on the project site. C. The residential and commercial land uses under the proposed project are consistent with the safety standards of the AELUP. AELUP Section 2.1.2 sets forth Safety Compatibility Zones to support the continued use and operation of an airport by establishing compatibility and safety standards to promote air safety and reduce potential safety hazards for persons living, working, or recreating near JWA. The proposed project site is not within the safety zone areas for JWA. d. The residential and commercial land uses under the proposed project are consistent with the height standards of the AELUP. In Section 2.1.3 of the JWA AELUP, the Commission has incorporated the standards for height limits for determining obstructions and has incorporated the definitions of "imaginary surfaces" for airports as defined in Federal Aviation Regulations (FAR) Part 77. The proposed project is located within the FAR Part 77 "imaginary and notification surfaces" referral area. The proposed maximum height for the project is 124 feet above mean sea level (AMSL) and does not penetrate the notification surface which begins at 152.8 feet AMSL. The proposed project is located within the approach corridor for JWA which would be penetrated at 270 feet AMSL. The proposed maximum building height at this site is 124 feet AMSL. Because the project does not penetrate the approach corridor imaginary surface, the project will not impact areas reserved for air navigation. The project Aeronautical Study No. 2015 -AWP- 1655 -OE. 2. The City is requiring the proposed project to meet the City's noise standards of 45 dB CNEL for the interior of residential uses, which is consistent with the standards established to promote the overall goals and objectives of the California airport noise standards. The City is also proposing a condition to demonstrate compliance with noise standards prior to each building permit. Through implementation of the City's noise standards and project conditions, the proposed project meets the AELUP standards for California airport noise. Resolution No, 2016 -XXX Page 7 of 8 75A -221 3. The standards set forth in AELUP Sections 2 and 3 were adopted to prevent the creation of new noise and safety problems. As set forth above, the proposed project complies with the noise criteria, safety standards and height requirements established in Sections 2 and 3. B. It is the purpose of the State Aeronautics Act to protect the public health, safety, and welfare by ensuring the orderly expansion of airports and the adoption of land use measures that minimize the public's exposure to excessive noise and safety hazards within areas around public airports to the extent that these areas are not already devoted to incompatible uses. 1. To protect the public health, safety and welfare by ensuring orderly expansion of airports, the ALUC adopted the 2008 AELUP, The AELUP standards guide development proposals to provide for the orderly development of the airport and the area surrounding the airport through implementation of the standards in AELUP Sections 2 and 3. As set forth above, the proposed project is consistent with the AELUP noise standards, safety standards and building heights. 2. To protect the public health, safety and welfare the ALUC adopted the 2008 AELUP to outline land use measures that minimize the public's exposure to excessive noise and safety hazards within areas around public airports to the extent these are not already devoted to incompatible use. The AELUP provides land use policies in AELUP Section 3 that govern noise, safety and height. As set forth above, the proposed project is consistent with AELUP noise, safety standards and building heights. C. AELUP Section 2.1.3 permits ALUC to utilize criteria for protecting aircraft traffic patterns at individual airports which may differ from those contained in FAR Part 77 should evidence of health, welfare, or air safety surface sufficient to justify such an action. The Council considered the FAA No Hazards Determination, proposed relevant project conditions and AELUP standards and finds the proposed project does not present a health, welfare or air safety problem to warrant an inconsistency finding. The City Council finds the ALUC's belief that the proposed project was inconsistent is not based on substantial evidence that was introduced, commented on, or identified in support of the incompatibility finding. D. The Santa Ana General Plan Noise Element additionally specifies that residential development in the Airport Area be outside of the 65 dBA CNEL noise contour and requires residential developers to notify purchasers or tenants of aircraft overflight and noise. The proposed project is outside the 65 dBA and prospective tenants will be notified in writing and the property will be posted. The proposed project is consistent with these policies. Resolution No. 2016 -XXX Page 8 of 8 75A -222 The attached ordinance addresses Recommended Action 2 on the Request for Council staff report: 2. Adopt an ordinance approving Amendment Application No. 2014 -04 for Specific Development No. 88 (SD -88). EXHIBIT G 75A -223 75A -224 ORDINANCE NO. NS- AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA REZONING THE HERITAGE PROPERTY LOCATED AT 2001 EAST DYER ROAD FROM LIGHT INDUSTRIAL (M -1) TO SPECIFIC DEVELOPMENT NO. 88 (SD -88) (AA NO. 2014 -04) AND ADOPTING SPECIFIC DEVELOPMENT NO. 88 (SD -88) FOR SAID PROPERTY THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. Amendment Application No. 2014 -04 has been filed with the City of Santa Ana to change the zoning district designation of certain real property located at 2001 East Dyer Road from Light Industrial (M -1) to Specific Development No. 88 (SD -88), The Specific Development No. 88 zoning district (SD -88) would allow the development of The Heritage mixed -use development project, which would include 1,221 apartment homes, 12,675 square feet of retail commercial space, and 5,415 square feet of restaurant space on an 18.84 acre parcel of land. B. The Planning Commission of the City of Santa Ana held a duly noticed public hearing on October 12, 2015, on Amendment Application No. 2014 -04 and decided to recommend that the City Council adopt an ordinance approving Amendment Application No. 2014 -04, which is consistent with the General Plan, as amended by General Plan Amendment No. 2015 -03. C. This City Council, prior to taking action on this ordinance, held a duly noticed public hearing on February 2, 2016, D. The City Council also adopts as findings all facts presented in the Request for Council Action dated February 2, 2016 accompanying this matter. E. For these reasons, and each of them, Amendment Application No. 2014 -04 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. 75A -225 Section 2. The City Council has reviewed and considered the information contained in Final Environmental Impact Report No. 2015 -01 prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Final Environmental Impact Report No. 2015 -01 meets all requirements of CEQA. Section 3. The real property located at 2001 East Dyer Road in Santa Ana is hereby reclassified from Light Industrial (M -1) to Specific Development No. 88 (SD -88). An amended Sectional District Map, showing the above described change in use district designation, is hereby approved and attached hereto as Exhibit A and incorporated by this reference as though fully set forth herein. Section 4. Specific Development No. 88 (SD -88) attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein is approved and adopted in its entirety. Section 5. This ordinance shall not be effective unless and until Resolution No. 2015- (FEIR No. 2015 -01; GPA No. 2015 -03; and, VTTM No. 2015 -03) and Ordinance No. 2015- (Development Agreement No. 2015 -03) are adopted and become effective. If said resolution and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 6. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this _J_ day of 75A -226 2016. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By:4 ` C..- Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2016, and that said ordinance was published in accordance with the Charter of the City of Santa Ana, Ml Clerk of the Council City of Santa Ana 75A -227 Exhibit A Sectional District Map 75A -228 Santa Ana Zoning Ooslgnations I Description o Feet 5 oo EXHIBIT A ^` 75A -229 - Al General Agricultural OT DowntoAm RS Suburban Aparlment C1 Communitycommemial GC Government Center RE Residential Estate CI -MD Community Commercial - Museum District M1 Light industrial so Spaclfic Devalopmam 02 General Cnmmercial M2 Heavy lndusual SP Specific Plan Cd Planned Shopping Center 0 Open Space N Transit Village 05 Arterial Commercial p Professional UC Urban Center CDR CoMdor R1 Single - Family Residence UNI Urban Neighborhood OR Commercial Residential R2 1Wo- family Residence UN2 Urban Nalghborhood2 CSM South Main Street Commercial District R3 MuliPle -P amity Residence o Feet 5 oo EXHIBIT A ^` 75A -229 Fir. Specific Development No. 88 (SD -88) 75A -230 SPECIFIC DEVELOPMENT PLAN NO, 88 The heritage SECTION I — APPLICABILITY OF ORDINANCE The Specific Development zoning district No, 88 (SD -88) for The Heritage project site is authorized by Chapter 41, Division 26 Section 41 -593 et seq. of the Santa Ana Municipal Code. SD No. 88 contains the specific standards and regulations contained in the residential and commercial districts, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless superseded by regulations contained in this ordinance. SECTION 2 — PURPOSE The Specific Development Plan No. 88 for The Heritage mixed -use development consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. The Heritage Mixed Use Specific Development Plan No. 88 (SD -88) sets forth the development and design critena for a development consisting of approximately 18.84 acres. The purpose of this specific development plan is to permit flexibility in site planning and design to respond to market conditions while assuring high quality development. Specific Development Plan No. SD -88 specifically establishes for the property the following: • Permitted uses. Development standards, including building height limits, required setbacks, parking requirements, landscaping provisions and enforcement policies. * Public Park requirements • Maximum development intensity. Objective The objectives of The Heritage mixed -use specific development plan include provision of the following: 1, Development of a mixed -use project within a major freeway corridor, 2. Promotion of the City's image as a regional activity center. 3. Pedestrian access between commercial uses and residential neighborhoods which are in close proximity. EXHIBIT B Page 1. of 6 75A -231 4. A clean and safe environment for the City's residents, workers and visitors. 5. Pedestrian friendly and walkable streets between the residential, commercial and office uses, thereby reducing the use of vehicles. 6. A visually harmonious development as viewed both internally and externally. 7. Flexibility in development in response to market conditions while achieving overall City and community goals. SECTION 3 — Uses permitted in Specific Development No. 88 The following uses are permitted in the SD -88 district: (a) Multiple - family dwellings (b) Live /work lofts (c) Retail and service uses (d) Restaurants, cafes and eating establishments (e) Office uses (f) Other uses as deemed compatible by the Planning Manager or designee SECTION 4 — Uses subject to a conditional use permit in Specific Development No. 88 (a) Establishments open at any time between the hours of 12:00 a.m. and 7:00 a.m. (b) Establishments selling alcoholic beverages (c) Laundromats SECTION 5 — Maximum permitted building intensity The maximum authorized building intensity for The Heritage is 2,209,227 gross square feet (including the parking garages) or 1,495,301 square feet (exclusive of the parking garages) for the mixture of uses in the project. The maximum number of residential units for the project is 1,221. The maximum allowable office area is 56,000 gross square feet. The maximum square footage for the retail and restaurant components is limited to 18,090 gross square feet. SECTION 6 — Minimum lot area in Specific Development No. 88 Developable lots for the project shall have a minimum lot area of 1.66 acres. Page 2 of 6 75A -232 SECTION 7 — Minimum street frontage in Specific Development No. 88 Developable lots shall have a minimum street frontage of at least 200 feet. SECTION 8 — Building height in Specific Development No. 88 No stricture shall exceed 100 feet in height, as measured from the lowest adjacent grade of a structure to the top of the structure. SECTION 9 -- Lot coverage in Specific Development No. 88 No more than 60 percent of the lot shall be covered by structures. SECTION 10 — Development standards in Specific Development No. 88 The Heritage development shall be built as shown on the approved project plans included as attachments to the SD. The plans shall govern in the event there is a conflict between the SD with the project plans. In addition, the following standards are applicable to the project: (a) Setbacks. (1) A minimum setback of 20 feet shall be provided between the property line and buildings an Redhill Avenue (2) A minimum setback of 12 feet shall be provided between the property line and buildings on Dyer Road. (3) A minimum setback of 10 feet shall be provided along the northern and western internal property lines (4) A minimum 10 foot setback shall be provided the property line and buildings fronting an interior street (b) Parking and Circulation. The minimum off - street parking requirements for the project are as follows: 1) A total of 1.71 parking spaces per unit 2) One guest space for every 10 unit 3) One space per 200 square feet for retail and restaurant uses 4) One space per 550 square feet for office uses (c) Pedestrian Walkways and Open Space. The project will provide a public park, trails and similar open spaces at a minimum of six acres. The Pedestrian pascos and walkways shall be provided as shown on approved plan. Page 3 of 6 75A -233 (d) Walls /Fences. A solid block wall with a minimum height of eight feet shall be constructed along the north and west property lines. (e) Landscaping Detailed landscaping plans shall be submitted to and be approved by the City of Santa Ana Planning Division prior to issuance of a building permit and installed as required in the approved phasing plan. The landscape plan shall include approximately 31 percent (315,456 square feet) of open space (courtyards, common area amenities, roof terraces and perimeter plazas and open space) within the project site including the Central Park with an outdoor theatre and putting green and Par Course /Walking Trail located along the northerly end of the site. Private open space recreation and amenities for residents shall include a resort style saltwater pool and spa, private cabanas, fire pits, dog park with washing stations, outdoor barbeque and lounges, fitness area, community center with billiards, shuffleboard, table tennis, kitchen demonstration area for cooking classes and a screening room, tennis and basketball courts and children's play area. Each building shall have a common area rooftop deck with outdoor kitchen and seating areas. (f) Architectural and Design Features. (1) Exterior materials. Exterior materials and finishes for the project shall comply with the approved materials board submitted for the project, All trash enclosures and similar ancillary structures shall match the texture, material and color of the building. (2) Hardsca ee materials. Enhanced paving materials shall be installed at the driveway entrances, the project main entrance and the public park area. The actual paving materials shall be approved by the Planning Division. (3) Lighting standards /fixtures. The light fixtures are to integrate design elements of the building and landscape architecture. Lighting is to be designed to confine the direct rays of the artificial lighting within the boundaries of the development. Specifications of light standards /fixtures and photometrics plan shall be submitted to Planning Division for approval. (4) Gateway element. A monument or similar design feature identifying an entry point or gateway into Santa Ana shall be installed. Page 4 of 6 75A -234 SECTION 11— Sienage standards in Specific Development No. 88 Lots in the SD No. 88 zoning district shall comply with the following standards: (a) Signage shall comply with the standards set forth in sections 41 -850 through 41 -1000 of the SAMC, with the exception of the standards identified below. (b) A comprehensive sign program shall be submitted for review and approval by the Planning Division. The sign program may include creative signage where the sign proposal is not consistent with existing Code provided it is designed to complement the form and function of the building and contributes to the aesthetics of the project. SECTION 12 — Landscape standards for Specific Development No. 88 In the SD No. 88 zoning district, all yards shall be landscaped. The site shall comply with the landscape plans included as an exhibit to the SD. In addition, the landscape plans shall comply with the following minimum requirements: (a) Front /side yard facing a street: (1) Two 24 -inch box canopy trees. (2) All trees shall be double - staked. (3) Six five - gallon size shrubs and 10 one - gallon size herbaceous peretmials /shrubs as a foundation planting. (4) Turf or acceptable dry climate ground cover: i. Turf shall be drought tolerant variety and planted as sod or hydroseed. ii. Ground cover shall be well- rooted cuttings from flats and planted at appropriate spacing for that particular plant material. (b) Irrigation systems: (1) A pop -up sprinkler type irrigation system shall be provided for all yards (2) The use of "xeriphytic" or dry climate type plant materials is encouraged. Irrigation systems may require special fittings to properly water dry climate plantings. Page 5 of 6 75A -235 (c) Screening: (1) All meters shall be appropriately screened from public view with trellis work and vines or a hedge type shrub or they shall be incorporated into the stricture. (2) Any enclosed stricture for utilities must not encroach into any required setback. (d) Maintenance: (1) All plant material shall be maintained per section 41 -609 of the Santa Ana Municipal Code. Page 6 of 6 75A -236 The attached ordinance addresses Recommended Action 4 on the Request for Council staff report: 4. Adopt an ordinance approving the Development Agreement No. 2015 -03 as amended. EXHIBIT H 75A -237 75A -238 ORDINANCE NO. NS -XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING A DEVELOPMENT AGREEMENT FOR THE PROPERTY LOCATED AT 2001 EAST DYER ROAD, BETWEEN THE CITY OF SANTA ANA AND HERITAGE VILLAGE OC, A DELAWARE CORPORATION THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and owner in the development process. B. The City enters into this Development Agreement pursuant to the provisions of the Government Code and applicable City policies. C. This Development Agreement came before the Planning Commission for a duly noticed public hearing on October 12, 2015, At that hearing, the Planning Commission recommended that the City Council approve said Development Agreement. D. Entering into this Development Agreement would provide the City with extraordinary and significant benefits that are of regional significance, relate to existing deficiencies in public facilities, require the owner of The Heritage to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. E. The project and the use that the owner proposes in connection with the property have been extensively reviewed and considered by the City, and such proposed development and use have been found to accommodate the City's recommendations and suggestions in order to protect the public's interest to enhance the desirability of such proposed development and use. The terms and conditions of this Development Agreement have been found to be fair, just and reasonable, and the City has concluded that the pursuit of the Project will serve the interests of the City. F. The City Council, prior to taking action on this ordinance, held a duly noticed public hearing on February 2, 2016. G. Final Environmental Impact Report No. 2015 -01, including the Findings of Fact, Statement of Overriding Considerations, and Mitigation Monitoring Program, have Ordinanoe No. NS -XXX Page 1 of 4 75A -239 been prepared and certified by this City Council by resolution simultaneously with the introduction of this ordinance. H. The proposed project will not adversely affect the General Plan, as amended by General Plan Amendment No. 2015 -03, as is expressly set forth in the Request for Council Action dated February 2, 2016, together with all supporting documents, including but not limited to, proposed resolutions, which are incorporated herein by this reference. Section 2. The Development Agreement, a true and correct copy of which is attached hereto as Exhibit A and incorporated herein by this reference, is hereby approved, and the City Manager and Clerk of the Council are authorized to execute it on behalf of the City with such non - substantive changes as may be authorized by the City Manager and City Attorney. The Clerk of the Council is hereby authorized and directed to cause this Development Agreement to be recorded with the County Recorder's Office. Section 3. This ordinance shall not be effective unless and until Resolution No. 2015- (FEIR No. 2015 -01; GPA No, 2015 -03; and, VTTM No. 2015 -03) and Ordinance No. 2015- (AA No. 2014 -04) are adopted and become effective. If said resolution and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 4. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of _ �, 2016. Sonia R. Carvalho City Attorney r Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor 75A -240 Ordinance No. NS -XXX Page 2 of 4 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2016 and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75A -241 Ordinance No, NS -XXX Page 3 of 4 EXHIBIT A DEVELOPMENT AGREEMENT Ordinance No. NS -XXX Page 4 of 4 75A -242 EXEMPT FROM RECORDER'S FEES Pursuant to Government Code §§ 6103 and 27383 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza M -30 P.O. Box 1988 Santa Ana, California 92702 DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and HERITAGE VILLAGE OC, A DELAWARE CORPORATION Dated: FEBRUARY 2, 2016 75A -243 DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND HERITAGE VILLAGE OC, a Delaware corporation This DEVELOPMENT AGREEMENT is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California ( "City ") and Heritage Village OC, a Delaware corporation ( "Owner"). The City and Owner are referred to jointly within this Development Agreement as the "Parties' and individually as a "Party." RECITALS. The Development Agreement is entered into with reference to the following facts: 1.1 The Property. The real property which is the subject of this Development Agreement is located at 2001 East Dyer Road in Santa Ana, California ( "Property "). The Property is more particularly described in Exhibits A and B to this Development Agreement. The Property is an 18.84 acre parcel that is located at the northwesterly corner of East Dyer Road and Red Hill Avenue. The property contains a single building approximately 355,000 square feet in size that was constructed in 1972. The building is currently occupied by a variety of uses, including a data center that is occupying approximately 10,000 square feet, and various temporary uses utilizing a small portion of the existing warehouse space. Approximately 430 parking spaces are currently on -site. Regional access to the project site is generally provided via State Route 55 at the Dyer Road exit. Access to the project site is provided by Red Hill Avenue and Dyer Road, the latter of which becomes Barranca Parkway in the City of Irvine. The project site is located within the City of Santa Ana limits; however it is adjacent to the Cities of Irvine and Tustin. Areas across from Red Hill Avenue (to the east) are within the City of Tustin and are part of the former Tustin Marine Corps Air Station, now known as the Tustin Legacy. Areas across from Dyer Road (to the south) are in the City of Irvine within the Irvine Business Complex. 1.2 Purpose of this Development Agreement. (a) The purpose of this Development Agreement is to facilitate the development of the Property. (b) Owner's proposed project would redevelop the project site to provide three mixed used buildings that would provide 1,221 multi- family apartments, 12,675 square feet of retail commercial space and 5,415 square feet of restaurant space. The existing 366,000 square foot office /warehouse building would be reduced in size by removing the warehouse portion of the structure to provide a two- 75A =244 story 56,000 square foot office building and a 108 space surface parking lot. The exterior of the office building would be renovated to be consistent with the proposed architectural design of the new mixed -use buildings. The existing office portion of the structure provides 36,000 square feet of employee generating space and 20,000 square feet of data center use that contains only computer equipment. (c) The residential units would range in size from 512 square foot studios to 1,290 square foot one - bedroom and two - bedroom units. Three parking structures would also be developed, one structure for each mixed -use building. The proposed project includes both public and private (for residents) open space and recreational facilities on the project site. A 1.26 acre public central park, including various amenities, would be developed and would connect to open space areas along the northern and eastern boundaries. In addition, approximately 327,302 square feet of private open space, as well as private recreation amenities would be provided for residents. 1.3 Code Authorization. City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into Development Agreements with persons having legal or equitable interests in real property for the purpose of establishing development certainty for both the City and Owner in the development process. City enters into this Development Agreement pursuant to the provisions of the Government Code and applicable City policies. The Parties acknowledge: (a) This Development Agreement is intended to assure adequate public facilities at the time of development. (b) This Development Agreement is intended to assure development in accordance with City's General Plan, and any applicable Specific Plans. (c) This Development Agreement will permit achievement of goals and objectives as reflected in the City's General Plan, and any and all applicable Specific Plans. (d) Owner is required by existing City regulations to provide mitigation for certain identified impacts and pay certain regulatory fees as conditions of approvals through the regulatory process. (e) This Development Agreement will allow City to realize extraordinary and significant public infrastructure facilities and other supplemental benefits in addition to those available through the existing regulatory process. 75A -245 (f) Many of the extraordinary and significant benefits identified as consideration to City for entering into this Development Agreement are of regional significance, relate to existing deficiencies in public facilities, require Owner to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. 1.4 Owner. Owner represents and warrants that it has a legal or equitable interest in the Property. 1.5 Interest of Owner. Owner represents that it has approved this Development Agreement and is authorized to enter into this Development Agreement, 1.6 Public Hearings. The Development Agreement was the subject of the following public hearings: (a) Planning Commission. On October 12, 2015, the Planning Commission, after giving notice pursuant to Government Code Sections 65090 and 65091, held a public hearing to consider the Owner's application for this Development Agreement and the environmental documentation evaluating the potential impacts of the proposed project. (b) City Council. On February 2, 2016, the City Council, after providing notice as required by law, held a public hearing to consider Owner's application for this Development Agreement and the proposed project. (c) Environmental Analysis. Before approving this Development Agreement, the Planning Commission and the City Council reviewed the Environmental Impact Report, and the City Council certified Final Environmental Impact Report No. 2015 -01. 1.7 City Council Findings, The City Council finds that this Development Agreement is consistent with the General Plan, as amended by General Plan Amendment No. 2015 -03, applicable specific plan(s), applicable zoning regulations, and all other applicable ordinances, plans, policies and regulations of the City. 1.8 City Ordinance. On February 2, 2016, the City Council adopted Ordinance No. NS- approving this Development Agreement. That ordinance becomes effective thirty (30) days after the date of adoption. 2. DEFINITIONS. In this Development Agreement, unless the context otherwise requires: 75A'246 2.1 "Applicable Rules" means all rules, regulations, ordinances and official plans and policies of the City in force as of the Effective Date, as included within the Santa Ana Municipal Code ( "SAMC "), Specific Development Plan No. 88 as adopted by Amendment Application No. 2014 -04, this Development Agreement and the Entitlements, as defined below. 2.2 "Effective Date" means March 17, 2016, the date upon which the ordinance approving the Development Agreement becomes effective. 2.3 "Entitlements" means this Development Agreement No. 2015 -03, Final Environmental Impact Report No. 2015 -01, General Plan Amendment No. 2015 -03, Vesting Tentative Tract Map No. 2015 -03, Amendment Application No. 2014 -04, and any changes to these to which Owner has consented in writing. 2.4 "Owner" means Heritage Village OC, a California limited liability company. 2.5 "Project" is the development on the Property of a 1,221 -unit multiple family residential apartment development, 12,675 square feet of retail commercial space, and 5,415 square feet of restaurant space, as generally set forth in the Entitlements. 2.6 "Property" means the real property described in Exhibit A and referred to in Exhibit B. 2.7 "Public Art" is defined in Section 5.1.7. 2.8 "Public Art Fee" is defined in Section 5.1.7. 2.9 "Public Art Plan" is set forth in Exhibit C to this Development Agreement 2.10 "Reserved Powers" means the rights and authority excepted from this Development Agreement's restrictions on the City's police powers and which are instead reserved to the City. The Reserved Powers include the power to enact and implement rules, regulations, ordinances and policies after the Effective Date that are not in conflict with the Applicable Rules or that may be in conflict with the Applicable Rules, but: (a) prevent or remedy conditions which the City has found to be injurious or detrimental to the public health and /or safety; (b) are Uniform Codes; (c) are required to comply with mandates under state and federal laws, rules and regulations (whether enacted previous or subsequent to the Effective Date) or to comply with a court order or judgment of a state or federal court; or (d) relate to increases in development impact fees occurring after the Effective Date. 2.11 "Uniform Codes" means those building, electrical, mechanical, fire and other similar regulations which are based on recommendations of a multi- state professional organization and become applicable throughout the 75k -247 City, such as, but not limited to, the California Building Code, the California Electrical Code, the California Mechanical Code, or the California Fire Code (including those amendments to the promulgated Uniform Codes which reflect local modification to implement the published recommendations of the multi -state organization and which are applicable City - wide). 2.12 "Utility Release" means the formal approval of the City Building Department, following its inspection, that residential unit(s) may be released for initial connection to the electrical power system, water service system, gas service system, and sanitary sewer system. Utility Release(s) do not include temporary utility service provided to any structure during construction. 3. EXHIBITS. The following documents referred to in this Development Agreement are attached to this Development Agreement and are identified as follows: Exhibit Designation Description Referred to in Section A Property Legal Description 1.1.2.6 B Property Graphical Description 1.1 C Public Art Plan _ —,2.9, 5.1.7 4, GENERAL PROVISIONS. 4.1 Term of Development Agreement ( "Term "). This Development Agreement shall have a six (6) year term beginning on the Effective Date of March 17, 2016, and ending on March 17, 2022. The Term shall be automatically extended for an additional three (3) years if Phase 1 and Phase 2 are deemed complete. In order to be deemed complete, all permits must have been finalized, utilities should have been released and a Certificate of Compliance must have been issued for Phase 1 and Phase 2. If a building permit has not been issued for Phase 3 prior to the end of the initial 6 year term of the Development Agreement, the architectural, fagade treatment and landscaping plans for Phase 3 shall be subject to Staff level design review prior to issuance of the building permit for Phase 3 to determine whether the exterior design needs any updating. Should updates be required by the Executive Director, the Owner shall prepare plans accordingly, which may be administratively approved by the Director. The Executive Director shall also have the authority to approve any necessary minor modifications to the project requested at the time of the Term extension. Any dispute pertaining to any extension shall be 75A =248 brought before the Planning Commission for review and City Council for final determination. 4.2 Assignment. Owner shall have the right to transfer or assign the Property, in whole or in part, to any person, entity (public or private), partnership, joint venture, firm or corporation at any time during the term of this Development Agreement; provided, however, the rights of Owner under this Development Agreement may not be transferred or assigned unless the written consent of the City Council is first obtained, and any transfer or assignment of the rights under this Development Agreement shall include in writing the assumption of the duties, obligations, and liabilities arising from this Development Agreement, if the City grants written consent to transfer the rights. Nor shall the rights of the Owner hereunder be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, and any such assignment or transfer of the rights under this Development Agreement shall be wholly void and of no force and effect unless such written consent thereto be obtained from the City Council. A transfer or assignment of the rights under this Development Agreement without the consent of the City Council shall not relieve Owner of any accrued duty, obligation or liability to City. No consent shall be required for sale of units to condominium unit buyers. During the term of this Development Agreement, any approved assignee or transferee of the rights under this Development Agreement shall observe and perform all of the duties and obligations of Owner contained in this Development Agreement as such duties and obligations pertain to the portion of the Property transferred or assigned. Any and all approved successors and assignees of Owner shall have all of the same rights, benefits, duties, obligations, and liabilities of Owner under this Development Agreement. If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Upon assignment or transfer of the rights of Owner under this Development Agreement, the obligations of Owner and the transferee or assignee shall be joint and several. Should the Project be developed as or later converted to condominiums, individual condominium unit buyers shall not have any liability or obligation pursuant to this Development Agreement, 4.2.1 Permitted Assignments. The prohibition against transfer of ownership of the Property as defined in section 4.2 above, shall not apply to, and the City hereby consents to the following: i. Transfers to associations, including limited partnerships, limited liability companies, or joint ventures with other entities for the 75A -249 purpose of performing the Owner's obligations under this Agreement, provided Owner may be in common control with the transferee or retains primary operational and managerial control of the transferee, so long as the Owner retains at least 51 % interest at all times. b. Easements or temporary permits to facilitate the development of the Property. c. Deeds of trust or other financing documents executed for the purpose of securing loans to Owner made to finance development of the Property, and transfers to any person or entity pursuant to a foreclosure or deed in lieu of foreclosure of such deed of trust or other, similar financing documents and any subsequent transfer by any such person or entity. 4.3 Amendment or Cancellation of Development Agreement. This Development Agreement may be amended from time to time or cancelled by the mutual consent of the Parties, but only in the manner required by Government Code Section 65868. 4.4 Enforcement. Notwithstanding Government Code Section 65865.4, this Development Agreement is enforceable by either Party in any manner provided by law. The remedies provided in Section 7.4 shall not include, and City shall not be liable for, any action in damages or any costs or attorney's fees resulting from any dispute, controversy, action or inaction, or any legal proceeding arising out of this Development Agreement. 4.5 Indemnification by Owner. Owner agrees to and shall indemnify, defend (through its own counsel) and hold City, its officers, agents, employees, consultants, and representatives harmless from liability for damages, attorney's fees, restitution, judicial or (to the extent legally possible) equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from construction activities with respect to the Project by the Owner or their contractors, subcontractors, agents, employees, or other persons acting on their behalf. Owner further agrees to indemnify, defend (through its own counsel) and hold City, its officers, agents, employees, consultants, and representatives harmless from any Litigation, as hereinafter defined. For purposes of this paragraph, "Litigation" shall mean any lawsuit, action or cross - action, challenging the validity of this transaction, the Project as defined in Section 2.5, or any portion thereof or the rights of either party hereunder and /or the rights of either party to engage in the acts and transactions contemplated by this Development Agreement. Notwithstanding any other provision of this Development Agreement, this indemnity and duty to defend shall be limited as follows; 75A- -250 (a) In the event of any Litigation the parties agree to affirmatively cooperate in defending said action. (b) Owner shall have approval of any settlement if, (i) it will affect Owner's project, or (ii) Owner will be required to pay (or reimburse) any amounts (regardless of type) in connection with the settlement (including attorney's fees and costs). (i) If City determines to settle over Owner's objections, then Owner may upon thirty (30) days written notice terminate defense of the action. (ii) If City rejects a settlement offer that Owner deems reasonable, then Owner may upon thirty (30) days written notice terminate defense of the action. (c) Owner shall be allowed to terminate its defense if it determines to abandon defense of its project application; provided, however, that in such circumstance Owner shall be solely liable for award, if any, of costs or attorney's fees to plaintiff /petitioner incurred prior to the effective date of termination. 4.6 Binding Effect of Development Agreement. To the extent not otherwise provided in Section 4.2 of this Development Agreement, the burdens of this Development Agreement bind, and the benefits of the Development Agreement inure, to the parties' successors in interest, transferees and assigns. 4.7 Relationship of the Parties. The contractual relationship between City and Owner arising out of this Development Agreement is one of independent contractor and not agency. This Development Agreement does not create any third party beneficiary rights. 4.8 Notices. Any notice, tender, demand, delivery, or other communication pursuant to this Development Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: If to City, to: City Manager City of Santa Ana 20 Civic Center Plaza M -31 P.O. Box 1988 Santa Ana, California 92702 75A -251 TWA City Attorney, City of Santa Ana 20 Civic Center Plaza M -29 P.O. Box 1988 Santa Ana, California 92702 If to Owner, to: Heritage Village OC 1945 Port Chelsea Place Newport Beach, CA 92660 Attention: General Counsel A Party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above, If sent by telefacsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty - four (24) hours after the time set forth on the transmission report issued by the transmitting telefacsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County, or city holidays shall be excluded. 5.1 City Obligations. In consideration for Owner entering into this Development Agreement and performing its obligations hereunder, and in order to effectuate the purposes and intentions set forth in this Development Agreement and the Development Agreement Act, the City hereby agrees during the Term as follows: 5.1.1 Vested Right to Develop. Owner is hereby granted the vested right to develop the Project subject to the terms and conditions of the Applicable Rules and the Reserved Powers. 5.1.2 Non - Application of Changes in Applicable Rules. Any change in, or addition to, the Applicable Rules, including, without limitation, any change in the General Plan, zoning ordinance, subdivision ordinance, or building regulation adopted or becoming effective after the Effective Date, including, without limitation, any such change by means of ordinance, initiative, referendum, resolution, motion, policy, 75A9252 order or moratorium, initiated or instituted for any reason whatsoever, however denominated, and adopted by the City Council, Planning Commission or any City Agency, or by the electorate, as the case may be, which would, absent this Development Agreement, otherwise be applicable to the Project and which would conflict with the Applicable Rules, shall not be applied to the Project unless such changes represent an exercise of the City's Reserved Powers or are otherwise expressly allowed by this Development Agreement. In the event that state or federal laws or regulations enacted after this Development Agreement has been entered into, prevent or preclude compliance with one or more provisions of this Development Agreement, such provisions of this Development Agreement shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations. 5.1.3 Agreed Changes and Other Reserved Powers. This Development Agreement shall not preclude application to the Project of rules, regulations, ordinances and officially adopted plans and policies In conflict with the Applicable Rules where such additional rules, regulations, ordinances and officially adopted plans and policies: (a) are mutually agreed to in writing by Owner and the City, or (b) result from the Reserved Powers. 5.1.4 Subsequent Development Approvals. The City shall require Owner to obtain only those Subsequent Development Approvals that are required by the Applicable Rules or the Reserved Powers. City agrees that it shall condition any Subsequent Development Approvals based only on the Applicable Rules and /or Reserved Powers. 5.1.5 Moratoria. In the event an ordinance, resolution or other measure is enacted, whether by action of the City, by initiative, or otherwise, which relates to the rate, amount, timing, sequencing, or phasing of the development or construction of the Project on all or any part of the Property, City agrees that, unless required by applicable state or federal law, such ordinance, resolution or other measure shall not apply to the Project, Property or this Development Agreement, unless such changes are adopted pursuant to the City's exercise of its Reserved Powers or other applicable provision of this Development Agreement. 75AIL253 51.6 Timing of Development. The parties acknowledge that Owner cannot at this time predict when or if the Property will be developed. Such decisions depend upon numerous factors which are not within the control of Owner, such as market orientation and demand, interest rates, absorption, completion and other similar factors. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal. 3d 465 that the failure of the parties therein to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over such parties' agreement, it is the parties' intent to cure that deficiency by acknowledging and providing that, except as provided in and subject to Section 5.8, Owner shall have the right to develop the Property at such rate and at such time as Owner deems appropriate within the exercise of its subjective business judgment. 5.1.7 Development, Construction, and Completion of Public Art. Owner shall include within the Project a single or grouped permanent work of public art consistent with the Public Art Plan (collectively, "Public Art "), attached herewith and incorporated herein as Exhibit C, at a cost of not less than one half of 1% of the total construction costs which is approximately One Million Three Hundred Twelve Thousand Dollars ($1 ,312,000) (the "Public Art Fee "), The actual amount of the Public Art Fee shall be determined at building plan check submittal. 5.2 Exclusion from Existing Rules, Regulations and Policies. (a) Pursuant to Government Code Section 65866 and Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, City retains the right to enact police power regulations on matters not covered by Section 5.1 of this Development Agreement, including without limitation: (i) Municipal laws and regulations which do not interfere with Owner's vested rights to develop and use the Property in accordance with Section 5.1 of this Development Agreement. Owner and its successors and assigns and all persons and entities in occupation of any portion of the Property shall comply with such non - conflicting laws and regulations as may from time to time be enacted or amended hereafter. Specifically, but without limitation on the foregoing, such non - conflicting laws and regulations include the following: 75A "254 • Taxes, assessments, fees and charges, except as otherwise specifically provided in this Development Agreement; • Building, electrical, mechanical, fire and similar codes based upon uniform codes incorporated by reference into the Santa Ana Municipal Code; • Laws, including zoning code provisions, which regulate the manner in which business activities may be conducted or which prohibit any particular type of business activity on a city -wide basis; and Procedural rules of general City -wide application 5.3 Construction Standards and Specifications. The construction standards (e.g., the Uniform Codes) and specifications for all Project construction shall be subject to applicable construction standards and guidelines in effect at the time that any development approval shall be sought for the Project or any unit or structure contained within the Project. 5.4 FAA and ALUC Approval. Owner shall obtain and maintain, during the term of this Development Agreement, any and all necessary approvals from the Federal Aviation Administration (FAA) and the Airport Land Use Commission (ALUC) for the Project. Should such approvals lapse and not be reinstated or reapproved prior to the issuance of the first building permit, the City shall have the right to terminate this Development Agreement, 5.4.1 Avigation Easement. The Owner shall, prior to issuance of the first building permit for the Project, execute an avigation easement in a form approved by the City Attorney, which shall be recorded with the Orange County Recorder's Office. The avigation easement shall prohibit any and all claims, actions or lawsuits of any kind or type for nuisance or interference with use and enjoyment of the underlying Property or the Project, including but not limited to noise, sound, vibration, fumes, fuel particles, dust, discomfort or other environmental effects incident to aircraft operations as well as any inconvenience or annoyances caused by the operations of the John Wayne Airport (SNA). The avigation easement shall grant the right to enter or penetrate into or transmit through the airspace above, on or in the vicinity of the Property for the unobstructed use, passage or operation of all types of aircraft and the right to create or generate all things and consequences to the Property that may be, or may be alleged to be, incident to or resulting from the use of said airspace and any and all related aircraft and airport operation. The City shall be the benefited party in the avigation easement, but said easement shall be assignable by the City to a third party, including but not limited to John Wayne Airport (SNA), without consent of Owner. 75A-255 5.5 Processing Fees. All fees and charges intended to cover City costs associated with processing development of the Property, including, but not limited to, fees and charges for applications, processing, inspections, plan review, plan processing, and /or environmental review, which are existing or may be revised or adopted during the term of this Development Agreement, shall apply to the development of the Property. 5.6 Amendments or Additions to Citywide Fee Programs. This Development Agreement shall not preclude the inclusion of and changes to fee programs, taxes whether special or general, or assessments (hereafter collectively referred to as "fees ") adopted by the City after the effective date of this Development Agreement, which shall be applicable to the Project or the Property provided that they (1) are standard fees applicable to all development in the City (although actual fee rates may vary within the City where bona fide Citywide fee zones have been established), (2) are not applicable primarily or only to this Project, or (3) are not imposed to either (a) mitigate, offset or compensate for Project impacts which were analyzed in the environmental impact report prepared for the Project, or (b) duplicate any project design features conditions of approval, agreements, or mitigation measures contained in this Development Agreement. 5.7 Open Space. All common area open space on Lots A and B of Vesting Tentative Tract Map No. 17962 must be built in the first phase. 5.8 Phasing of Project. The parties agree and acknowledge that the Project may be built in three (3) phases, but that, except as otherwise expressly stated herein, all conditions and mitigation measures shall be implemented as part of the initial phase; provided, however that Owner may propose to delay to the second phase on -site conditions (e.g., sidewalks) that could be damaged by future construction. Additionally, Owner shall build all private streets and the central park in the first phase. Prior to issuance of the first building permit for the Project, Owner shall submit a proposed Phasing Plan to the City, for review and approval by the Executive Director of the Planning and Building Agency. The proposed Phasing Plan shall contain those items Owner deems necessary, but shall include the timing for first and second phase construction and interim site improvements (i.e., landscaping, internal circulation) between the phases. The approved Phasing Plan must be implemented within six (6) months after completion of the first phase (i.e., issuance of first Utility Release). Generally, the phases shall proceed as follows: Phase I The first phase of the project would consist of 335 apartment homes within two five -story apartment buildings wrapping a parking structure. This ' 75A- -256 phase would be built on the south side of the parcel facing Dyer Road. Five different unit types and nine different floor plans are proposed for the project, with the units ranging from studio to three bedroom units. This phase also includes approximately 9,700 square feet of commercial and restaurant space. The units would be wrapped around a 6'/2 -level garage that will contain 646 parking spaces, with another 18 spaces on the private drive. Parking is provided at a rate of approximately 1.9 parking stalls per unit, which includes guest and commercial parking. Also to be built within this phase is a two -story, 56,000 square foot office building that will house the current data center tenant as well as other future office uses. A total of 102 parking spaces have been allocated to this component of the project. Phase 2 The second phase of the project would consist of 403 apartment units situated within two five -story buildings wrapping a parking garage. This phase would be built on the west side of the parcel with the southern elevation facing Dyer Road. Six different unit types and nine different floor plans are proposed for the project, with units ranging from studio to three bedroom units. In addition, approximately 4,100 square feet of commercial and restaurant space would be incorporated into this phase of the project. The units would be wrapped around a 6 -level garage containing 722 parking spaces, with another 15 spaces to be located on the private drive. Parking for this phase has been provided at a rate of approximately 1.83 parking stalls per unit, which includes guest parking. Phase 3 The third and final phase of the project would consist of 483 apartment homes within three five -story apartment buildings wrapping a parking garage. This phase would be built at the northern area of the parcel, with the eastern elevation facing Redhill Avenue. Six different unit types and nine different floor plans are proposed for the project. The project units would consist of studio, live /work, and one to three bedroom units. The units would be wrapped around a 6 %2 -level garage that would contain 809 parking spaces, with another 21 spaces to be located on the private drive. Parking for this phase has been provided at a rate of approximately 1.72 parking stalls per unit, which includes guest parking. 5.9 Inclusionary Housing. Owner's project qualifies as a "pipeline project" under the amended Housing Opportunity Ordinance (Article XVIII.I of Chapter 41 of the Santa Ana Municipal Code) and shall pay the City an in- lieu fee of $9.35 per square foot of habitable space in order to fulfill the inclusionary housing requirement. Owner may express a preference for how these funds may be used, but the final decision regarding use of the 754 -257 inclusionary housing funds lies solely with the Executive Director of the Community Development Agency. 5.10 Covenants, Conditions, and Restrictions. Prior to the issuance of the first building permit for the Project, Owner shall provide to the City the proposed Covenants, Conditions, and Restrictions ( "CC &R's ") to be recorded against the Property. Those CC &R's must be approved by the Executive Director of the Planning and Building Agency. The City's review and approval of the CC &R's shall be limited to determining inclusion of the following restrictions within the CC &R's: (a) Allocation of responsibility for repair of perimeter walls and common areas, including landscaping, will be specified in the CC &R's in the event of damage. (b) Notice of the urban character of the City and this area, including but not limited to: (i) the permitted uses of the property and buildings in the immediate area of the development; and (ii) the flight path for the airport. (c) The release of the City from all claims which may arise from or relate to the urban character of the City and this area. (d) The need for the approval of the City to any proposed modifications to the provisions of the CC &R's identified in this Section 5.10. 5.11 Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City's existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Development Agreement (although such conditions must comply with the Applicable Rules), 5.12 Compliance with Governmental Requirements. Owner shall carry out the design, construction, and operation of the Project in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, Owner or the Property, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical and electrical codes, as they apply to the Property and the Project, and all other provisions of the 75A =�258 7 City and its Municipal Code (as they apply to the Property and the Project), and all applicable disabled and handicapped access requirements, including, without limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code§ 4450 et seq., and the Unruh Civil Rights Act, Civil Code§ 51 et seq. (collectively, "Governmental Requirements "). ANNUAL REVIEW. 6.1 City and Owner Responsibilities. City shall, at least every twelve (12) months during the term of this Development Agreement, review the extent of good faith substantial compliance by Owner with the terms of this Development Agreement. Pursuant to Government Code Section 65865.1, as amended, Owner shall have the duty to demonstrate by substantial evidence its good faith compliance with the terms of this Development Agreement at the periodic review. 6.2 Review Letter. if Owner is found to be in compliance with this Development Agreement after annual review, City shall, upon written request by Owner, issue a Review Letter to Owner (the "Letter ") stating that based upon information known or made known to the City Council, the City Planning Commission and /or the Executive Director of the Planning and Building Agency, this Development Agreement remains in effect and Owner is not in default. Owner may record the Letter in the Official Records of the County of Orange. 6.3 Failure to Conduct Annual Review. City's failure to review at least annually Owner's compliance with the terms and conditions of this Development Agreement shall not constitute or be asserted by any Party as a breach of this Development Agreement by Owner or City. DEFAULT. 71 Events of Default. Owner is in default under this Development Agreement upon the happening of one or more of the following events or conditions: (a) If a warranty, representation, or statement made or furnished by Owner to the City is false or proves to have been false in any material respect when it was made; (b) A finding and determination made by the City Council following a periodic review under the procedure provided for in Government Code Section 65865.1 that upon the basis of substantial evidence the Owner has not complied in good faith with one or more of the terms or conditions of this Development Agreement; (c) Failure to comply with Governmental Requirements; 75x6 -259 (d) Any other event, condition, act, or omission which materially interferes with the intent and objectives of this Development Agreement. 7.2 Procedure upon Default. The following principles and procedures shall be applied in the determination of any Default: (a) Upon the occurrence of default, City shall give Owner (the "defaulting party ") thirty (30) days written notice specifying the nature of the alleged default and, when appropriate, the manner in which said default may be satisfactorily cured. After proper notice and expiration of said thirty (30) day cure period without cure, City may terminate or amend this Development Agreement in accordance with the procedure adopted by the City as to all defaults that may be cured within said thirty (30) day cure period. For defaults that cannot be cured within said thirty (30) day cure period, City may terminate or amend this Development Agreement in accordance with the procedure adopted by the City should at any time Owner fail to diligently proceed in curing the default. Failure or delay in giving notice of default shall not constitute a waiver of any default, nor shall it change the time of default. (b) City does not waive any claim of defect in performance by Owner, if on periodic review the City does not propose to modify or terminate this Development Agreement. (c) Nan - performance shall not be excused because of failure of a third person. (d) An express repudiation, refusal, or renunciation of the contract, if the same is in writing and signed by the Owner, shall be sufficient to terminate this Development Agreement and a hearing on the matter shall not be required. (e) Adoption of a law or other governmental activity making performance by the Owner unprofitable or more difficult or more expensive does not excuse the performance of the obligation by the Owner. (f) All other remedies at law or in equity which are not inconsistent with the provisions of this Development Agreement are available to the parties to pursue in the event there is a breach. 7.3 Damages upon Termination. In no event shall Owner be entitled to any damages against City upon termination of this Development Agreement. 7.4 Institution of Legal Action. In addition to any other rights or remedies, either party may institute legal action to cure, correct, or remedy any 75A'260 default or breach, to specifically enforce any covenants or agreements set forth in this Development Agreement, or to enjoin any threatened or attempted violation of this Development Agreement; or to obtain any remedies consistent with the purpose of this Development Agreement. Legal actions shall be instituted in the Superior Court of the County of Orange, State of California, or in the Federal District Court in the Central District of California, Southern Division. 8. MORTGAGEE PROTECTIONS 8.1 Right to Owner /Notice /Multiple Mortgagees. Owner shall have the absolute right to encumber Owner's right, title and interest in, to and under this Development Agreement and the Property pursuant to one or more Mortgages. Because certain portions of the Project may be developed by one or more assignees, the Parties acknowledge and agree that different Mortgages may encumber the Property and that there may be a separate Mortgage in effect with respect to separate parcels within the Property. It is the intention of the Parties that the rights and protections granted in this Section 8 to each Mortgagee shall only apply to the parcels upon which such Mortgagee's Mortgage is a lien (each a "Mortgage Parcel "), and to the rights, privileges and obligations under this Development Agreement relating to such Mortgage Parcel. 8.2 Notice of Breach to Mortgagee or Deed of Trust Holders; Right to Cure. With respect to any mortgage or deed of trust granted by Owner as provided herein, whenever the City delivers any Notice or demand to Owner with respect to any Breach by Owner under this Development Agreement, and if Owner fails to cure the Breach within the time set forth herein, the City shall deliver to each Mortgagee a copy of such notice or demand accompanied by a writing to the effect that Owner has failed to cure a Breach ( "Mortgagee Notice "); provided that Owner or Mortgagee has provided City with addresses for such purpose. Each such Mortgagee shall (insofar as the rights granted by the City are concerned) have the right, at its option, within thirty (30) days after the receipt of the Mortgagee Notice, to cure or remedy or commence to cure or remedy and thereafter to pursue with due diligence the cure or remedy of any such Breach and to add the cost thereof to the mortgage debt and the lien of its mortgage; provided, however if the Mortgagee is legally prevented from curing such Breach because of a bankruptcy by the Owner then the thirty (30) day period shall be tolled until such bankruptcy is confirmed or rejected. Nothing contained in this Development Agreement shall be deemed to permit or authorize such Mortgagee to take advantage of Owner's rights hereunder, or any portion thereof, without first having expressly assumed Owner's obligations to the City by written agreement reasonably satisfactory to the City. It is understood that a Mortgagee shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy Owner default which requires title and /or possession of the 75AL261 Property (or portion thereof) if and to the extent any such Mortgagee has within such thirty (30) day period commenced proceedings to obtain title and /or possession and thereafter the Mortgagee diligently pursues such proceedings to completion and cures or remedies the Breach, provided that, in such event, all noncurable Defaults shall be waived. 8.3 Mortgagee Not Obligated Under this Development Agreement. Unless a Mortgagee expressly assumes Owner's Obligations to the City in accordance with Section 8.2, no Mortgagee shall in any way be obligated by the provisions of this Development Agreement, nor shall any covenant or any other provision in this Development Agreement be construed to obligate such Mortgagee. Nothing in this Development Agreement shall be deemed to construe, permit or authorize any such Mortgagee to devote the Mortgage Parcel to any uses or to construct any improvements on the Mortgagee Parcel, other than those uses or improvements provided for or authorized by this Development Agreement. 8.4 No Liability. No Mortgagee shall have any liability beyond its interest in the Mortgage Parcel acquired through enforcement of its Mortgage for the performance or payment of any covenant, liability, warranty or obligation under this Development Agreement. City agrees that it shall look solely to the interests of such Mortgagee in such Mortgage Parcel for payment or discharge of any such covenant, liability, warranty or obligation. 8.5 No Amendment or Termination. This Development Agreement shall not, without the prior written consent of all Mortgagees holding Mortgages on any portion of the Property, be amended to (a) terminate this Development Agreement prior to the expiration of the Term (except as expressly provided above) or (b) change any provision of this Development Agreement which, by its terms, is specifically for the benefit of Mortgagees. No amendment to this Development Agreement affecting the Property or any part thereof, made without the consent of any Mortgagee holding a Mortgage on such Property, or any part thereof, shall be binding upon such Mortgagee or its successors in interest should it become a party hereto. 8.6 Condemnation or Insurance Proceeds. Nothing in this Development Agreement shall impair the rights of any Mortgagee, pursuant to its Mortgage, to receive insurance and /or condemnation proceeds which are otherwise payable to Owner granting such Mortgage. 8.7 Title by Foreclosure. Except as otherwise set forth herein, all of the provisions contained in this Development Agreement applicable to any of the Mortgage Parcel shall be binding on and for the benefit of any person who acquires title to the property, or any part thereof, by foreclosure under a Mortgage or transfer by deed in lieu. 75A =262 8.8 Delegation to Mortgagee. Owner may delegate and /or assign irrevocably to any Mortgagee the non - exclusive authority to exercise any or all of Owner's obligations and /or rights hereunder with respect to the Mortgage Parcel, but no such delegation shall be binding upon the City unless and until either Owner or such Mortgagee shall give to the City a true and correct copy of a written instrument effecting such delegation. Such delegation of authority may be effected by the terms of the Mortgage itself, in which case service upon the other Party of an executed counterpart or conformed copy of said Mortgage, together with written notice specifying the provisions therein which delegates such authority to said Mortgagee, shall be sufficient to give such other Party notice of such delegation. No such delegation or assignment shall relieve the Owner of that Mortgage Parcel of any of its obligations hereunder with respect to such Mortgage Parcel. 8.9 No Obligation to Cure. Nothing herein contained shall require any Mortgagee to cure any default of Owner referred to above. 8.10 Separate Agreement, The City shall, upon request, execute, acknowledge and deliver to each Mortgagee requesting same, an agreement prepared at the sole cost and expense of Owner, in form satisfactory to such Mortgagee and the City, between the City and the Mortgagees, agreeing to all of the provisions hereof, provided Owner pays for all legal and other consulting costs incurred by City in reviewing same. 8.11 Estoppel Certificate. Within thirty (30) days after written request therefore, the City shall execute and deliver to any proposed Mortgagee in connection with its new Mortgage and to such Mortgagee thereafter from time to time an estoppel certificate in form and substance satisfactory to Owner and such Mortgagee ( "Estoppel Certificate "). The City hereby agrees to reasonably cooperate in including in any such Estoppel Certificate from time to time any provision which may reasonably be requested by any proposed Mortgagee for the purpose of implementing the Mortgagee protection provisions contained in this Section 8 and allowing such Mortgagee reasonable means to protect or preserve the lien and security interest of its Mortgage hereunder, clarifying the non - applicability of the provisions of this Development Agreement to such Mortgagee as it relates to parcels other than the Mortgage Parcel, and /or such other terms and provisions as are customarily required by Mortgagees (taking into account the customary requirements of their participants, syndication partners or ratings agencies) in connection with any such financing; provided, however, that no such Estoppel Certificate shall in any way materially adversely affect any rights of the City or increase any obligations of City under this Development Agreement. 75A° -263 8.12 Conflicts. If there is any conflict between this Section 8 and any other provision contained in this Development Agreement, this Section 8 shall control. MISCELLANEOUS PROVISIONS. 9.1 Rules of Construction. The singular includes the plural; the masculine gender includes the feminine; "shall' is mandatory; "may" is permissive. If there is more than one signer of this Development Agreement, their obligations are joint and several. 9.2 Entire Agreement, Waivers and Amendments. This Development Agreement constitutes the entire understanding and agreement of the Parties with respect to the matters set forth in this Development Agreement. This Development Agreement supersedes all negotiation or previous agreements between the Parties respecting this Development Agreement. All waivers of any provision of this Development Agreement must be in writing and signed by the appropriate authorities of City or of Owner. All amendments to this Development Agreement must be in writing signed by the appropriate authorities of City and Owner, in a form suitable for recording in the Official Records of Orange County, California. Upon the completion of performance of this Development Agreement or its revocation or termination, an appropriate Certificate of Completion acknowledging such occurrence signed by the appropriate agents of Owner and City shall be recorded in the Official Records of Orange County, California. 9.3 Project as a Private Undertaking. It is specifically understood by the parties that: (a) the Project is a private development for purposes of Government Code Section 65864 et seq.; (b) City has no interest in or responsibilities for or duty to third parties concerning any improvements to the Property or in connection with the Project; and (c) Owner shall have the full power and exclusive control of the Property subject to the obligations of Owner set forth in this Development Agreement. 9.4 Incorporation of Recitals. The Recitals set forth in Section 1 of this Development Agreement are part of this Development Agreement. 9.5 Captions. The captions of this Development Agreement are for convenience and reference only, and shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, construction, or meaning of any of the provisions of this Development Agreement. 9.6 Consent. Where the consent or approval of a Party is required by or necessary under this Development Agreement, the consent or approval shall not be unreasonably withheld. 75A!264 9.7 Covenant of Cooperation. The Parties shall cooperate with and deal with each other in good faith. They will assist each other to the extent needed in the performance of the provisions of this Development Agreement. 9.8 Time of Essence. Time is of the essence for each provision of this Development Agreement of which time is an element. 9.9 Force Majeure. Neither Party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, government regulations, court actions (such as restraining orders or injunctions), or other causes beyond the Party's control. If any such events shall occur, the Term of this Agreement and the time for performance by either Party of any of its obligations hereunder may be extended by the written agreement of the Parties for the period of time that such events prevented such performance, provided that the Term of this Agreement shall not be extended under any circumstances for more than five (5) years.. 9.10 Conflicts of Law. In the event that state or federal laws or regulations enacted after this Development Agreement has been entered into or the action or inaction of any other affected governmental jurisdiction prevent or preclude compliance with one or more provisions of this Development Agreement or require changes in plans, maps, or permits approved by the City, the parties shall provide the other party with written notice of such state or federal restriction, provide a copy of such regulation or policy, and a statement of conflict with the provisions of this Development Agreement. The Parties shall, within thirty (30) days, meet and confer in good faith in a reasonable attempt to modify this Development Agreement to comply with such federal or state law or regulation. Thereafter, regardless of whether the parties reach an agreement on the effect of such federal or state law or regulation upon this Development Agreement, the matter shall be scheduled for hearing before the City Council. Public notice of such hearing shall be given pursuant to Government Code Section 65854.5. The City Council, at such hearing, shall determine the exact modification or suspension which shall be necessitated by such federal or state law or regulation pursuant to Government Code Section 65869.5. At the hearing Owner shall have the right to offer oral and written testimony. 9.11 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Development Agreement. 75A -265 9.12 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this Development Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof. 9.13 Jurisdiction and Venue. Any action at law or in equity arising under this Development Agreement or brought by a Party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Orange, State of California, and the Parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court. 9.14 Counterparts. This Agreement may be executed by the Parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the Parties had executed the same instrument. 9.15 Recording, The City Clerk shall cause a copy of this Development Agreement to be recorded with the Office of the County Recorder of Orange County, California, within ten (10) days following the effective date of this Development Agreement. 75AINIG IN WITNESS WHEREOF, this Development Agreement has been executed by the City of Santa Ana and by Owner. Dated this ATTEST: day of Maria Huizar, Clerk of the Council APPROVED AS TO FORM: Lisa Storck, Assistant City Attorney 2016. THE CITY OF SANTA ANA David Cavazos, City Manager HERITAGE VILLAGE OC a Delaware corporation By: Title: 75A -267 STATE OF CALIFORNIA ) ss: COUNTY OF ORANGE ) On , 2016 before me, a Notary Public in for said state, personally appeared , who proved to me on the basis of satisfactory evidence to be the City Manager of THE CITY OF SANTA ANA, the charter city that executed the within instrument, known to me to be the person who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its City Council. WITNESS my hand and official seal. Signature of Notary Public 75A=268 EXHIBIT A Property Legal Description Orange County Assessor's Parcel Number 75Ai -269 EXHIBIT A LEGAL DESOR1PTION PARCEL 4, AS SHOYm ON CM18IP "B -7• ATI'.A111 E(; RD LOT LANE AL9d^a WIT 97 -043 RECORDED JUNE H, 139A AS INSRUMAINT N0, M—Sdd011 CF OFFeaAL RECOR. s OF OPAHGE 01 CAUFORIHIA. EYEEPt T'1!I POATI,CNS COnP: E(ED T3 THE CITY OF SANTA AN.1 B/ DDA?IT DI RECORDED NJ RE (A. SON AS INSTRUMENT NO 20109012892 ?9 OF OFFICIAL RECORDEE E:(CEPTING ALL OIL, 011, RtOHTS, MLNERAA5, 11114ERAL RIGHTS, NANP.AL CAS NEWS AND OTHTR ry IORGOAPOON'S EY WHATSOEVER NAME I:iHDYW THAT WAY E£'1lTMRI OR HHUER THE PARCEL DF LAND 11ERENAEOVE DESCRIBED, TOOMM WITH DIE P81PMAL PI CHT CF ORLU10, •N:NUI4 OP.ORJNO AND OPEP,AT41C, DERVOP. AND S =CRIMS 101 AND PF41014HO THE SAME FROM SAID LAND OR MY OTHER LAND. BICLUOING THE MONT 10 1 OR DIRESTDTII,4LY DRILL Af10 MINE FR6T1 LAHDH 07NM TRAM NOSE EEREINA00 "E 093ORABEU, 011 OR CAS 'WELLS, 101PIELS APED SHAFTS IPITJ, TMROUCH OR 4CR05E WME SURSURFACE OF He -LJND- HERE PI: IA19' lE°- OE9CRIBEp,- XHfrip- 6!) flGbl- S' 1CN' �4 lFIIPSTOSJic'�OtFDI�'TIUHALTT -` -" - - "` —` " _.... _ ._. OPILLEO YELLS, IUNHEL9 AND SHAFTS UNDER AND WEAM OR BEfCNO WS VMRICR LMRS THEREOF AND TO PEDRILL, RETWIH0, ECUIP, MAINTAIN, REPAIR, DEEPEN AM OPERATE ANY STUCK WILLS OR 61IIIES RDIOUT, HOYIEVEB, THE RIGHT TO OP.ILL, LIINw STORE, EXPLORE OF OPERATE MROt1.4 FBE SURFACE G: THE UPPER 567 FEET OF THE SUBSURFACE OF THE LAND HExWIABI DESCRIBED, AC RF. MISD BY THE IRVB11" COMPANY IN OPEC RECORDED OCTOBER 14, 1377 IN POOR 14415, PACE 995 OF OFFICIAL RECORDS. *10 THE IRVINE I6@USPIAL COMPLEX IN A DEOO RECORDED OECEIAPER 32, 1172 III P:Ln 10423. PAGE ?2I BF CPROAL R.CORDE. ALSO EY.CEPTH'i FROM THAT PORTOPI IMIU0 :0 YC(nTt'I PARCEL 4, Ai $KM OR A MAP AILED IN ROC. 46, PACE 34 OF PARCEL MAPS, DI [HE OFFICE OF TAE CGUHT'T RECORDER OF ORANGE COUNTY, CAUFGRNIA, ANY ARID ALL RAISE RIOMS DR IPtTFRBSTO III MATER P.ISHT-. AND ANY AND ALL CEADMERMAL RIOHT5 OP IrITENEST5 III CEMEPJAAI RIGHTS. NO AU.nu FIMY ACQUIRED BY CRABTOP, Al-10 OYRIER OR USED 9Y CU TOR B CCI,PJ C,nOH 'MTH OR YIITH RESPECT TO THE LAPPJ, YIFIETHE.R SAJCH WkT98 RIGHTS SHALL BE RIPARIAN, 0'! cLTINE. APPROPP,IAT'rE, PERCOLATINV. PRESCRIPB'e£ OR CONTRACTUAL, BAIT 44THCUi, HOYEVER, AN RIGHT 10 ENTER UPON THE SIARFWX OF SHE LAN IN ETE EXERCISE OF SUCH RPpHTS, A$ RESERVED B'! THE IR9IPIE OO:IPANY IN GEED PECOR.DED OCTOBER IS, VVS W 9UOY: 1388., PAGE 134 OF OFFICIAL RECORD, 75A -270 Property Site Plan 75A -271 � 75A-272 j ) it |\ w z \ }) �` � (} / | \| §| ® ° - (!w2 ) A (( 75A-272 j ) it EXHIBIT C Public Art Plan 1. The Public Art shall be designed, constructed, and installed by Owner. 2. A Final Design Plan for the Public Art shall be submitted to the Executive Director of the Planning and Building Agency within thirty (30) days prior to the issuance of a Final Certificate of Occupancy for the first unit of the Project. The Executive Director of the Planning and Building Agency shall have sole discretion to approve or deny said Final Design Plan for the Public Art. The Final Design Plan shall (i) identify one (1) or more specific items of Public Art for one (1) or more specific locations and /or application, and (ii) specify the timing of the installation of the Public Art. The installation shall occur no later than 180 days after the first utility release for the Project. Owner shall expend approximately One Million Three Hundred Twelve Thousand Dollars ($1,312,000.00) in total in connection with the Public Art. The actual amount shall be determined at building plan check submittal. 3. The Public Art should invite participation and interaction, inspire, add local meaning, interpret the community by revealing its culture or history, and /or capture or reinforce the unique character of the new place. 4. The Public Art should be constructed using durable materials and finishes, including, but not limited to, stone or metal. 5. The Public Art should be comprised of a single or grouped permanent work(s) at a prime location visible to the public and sited to complement features such as plaza or architectural components so that the Public Art is an integral part of the development site. 6. No Public Art shall include advertising of any type, including, but not limited to, products, services, or businesses. 7. All Public Art shall be properly maintained at all times, be free of any graffiti, and shall not incorporate any flashing or distracting form of illumination. 8. The Owner may assign ownership, maintenance and /or repair responsibilities of the Public Art to one or more Owners' Association(s). 9. All Public Art shall remain on the Property and may not be removed without the approval of the Executive Director of the Planning and Building Agency. 10. Expenses not included in the Public Art Fee: a. Expenses to locate the artist(s) (e.g., airfare for artist interviews, etc.) 754 -273 M i b. Architect and Landscape Architect fees incurred in connection with the Public Work(s) of Art. C. Landscaping around Public Work(s) of Art that is not included as part of the artist's sculpture furnishings, including, but not limited to, functional structures, prefabricated water or electrical features not created by the artist, and ornamental enhancements. d. Utility fees associated with activating electronic or water generated artwork. e. Lighting elements not integral to the illumination of the Public Art. f. Publicity, public relations, photographs, educational materials, business letterhead or logos bearing artwork image. g. Dedication ceremonies, including sculpture unveilings or grand openings. 75A2274