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Resolution-PC 2016-071RESOLUTION NO. PC2016-071 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF ANAHEIM RECOMMENDING THAT THE CITY COUNCIL APPROVE DEVELOPMENT AGREEMENT NO. 2015- 00001 BY AND BETWEEN THE CITY OF ANAHEIM AND LTG PLATINUM LLC, AND MAKING FINDINGS IN CONNECTION THEREWITH. (DEVELOPMENT AGREEMENT NO. 2015-00001) (DEV2015-00024) WHEREAS, the Platinum Triangle comprises approximately 820 acres located at the confluence of the Interstate 5 and State Route 57 ("SR -57 Freeway") freeways in the City of Anaheim, County of Orange, State of California, generally east of the Interstate 5 Freeway, west of the Santa Ana River channel and the SR -57 Freeway, south of the Southern California Edison easement, and north of the Anaheim City limit. The Platinum Triangle encompasses the Angel Stadium, the Honda Center, the City National Grove of Anaheim, the Anaheim Regional Transportation Intermodal Center (ARTIC), and surrounding residential and mixed use development, light industrial buildings, industrial parks, distribution facilities, offices, hotels, restaurants, and retail development; and WHEREAS, since 1996, the City Council of the City of Anaheim ("City Council") has approved several actions relating to the area encompassed by the Platinum Triangle; and WHEREAS, on May 30, 1996, the City Council certified Final Environmental Impact Report No. 320 and adopted Area Development Plan No. 120 for that portion of the Angel Stadium property associated with the Sportstown Development. Area Development Plan No. 120 entitled a total of 119,543 seats for new and/or renovated stadiums, 750,000 square feet of urban entertainment/retail uses, a 500 -room hotel (550,000 square feet), a 150,000 -square -foot exhibition center, 250,000 square feet of office development and 15,570 on-site parking spaces. The Grove of Anaheim, the renovated Angel Stadium and the Stadium Gateway Office Building were developed/renovated under Area Development Plan No. 120; and WHEREAS, on March 2, 1999, the City Council adopted the Anaheim Stadium Area Master Land Use Plan ("MLUP"). The boundaries of the MLUP were generally the same as those for the Platinum Triangle, with the exception that the MLUP included 15 acres adjacent to the Interstate 5 freeway that are not a part of the current Platinum Triangle boundaries. As part of the approval process for the MLUP, the City Council also certified Final Environmental Impact Report No. 321 and adopted Mitigation Monitoring Program No. 106. Development within the boundaries of the MLUP was implemented through the Sports Entertainment Overlay Zone ("SE Overlay Zone"), which permitted current uses to continue or expand within the provisions of the existing zoning, while providing those who may want to develop sports, entertainment, retail, and office uses with standards appropriate to those uses, including increased land use intensity. Implementation of the SE Overlay Zone was projected to result in a net loss of 491,303 square feet of industrial space and increases of 1,871,285 square feet of new -I- PC2016-071 office space, 452,026 square feet of new retail space, and 991,603 square feet of new hotel space. Projects that were developed under the SE Overlay Zone included the Ayers Hotel, the Arena Corporate Center, and the Westwood School of Technology; and WHEREAS, on May 25, 2004, the City Council approved a comprehensive citywide General Plan and Zoning Code Update, which included a new vision for the Platinum Triangle. The General Plan Update (known as "General Plan Amendment No. 2004-00419") changed the General Plan designations within the Platinum Triangle from Commercial Recreation and Business Office/Mixed Use/Industrial to Mixed -Use, Office -High, Office -Low, Industrial, Open Space and Institutional to provide opportunities for existing uses to transition to mixed-use, residential, office, and commercial uses. The General Plan Update also established the overall maximum development intensities for the Platinum Triangle, which permitted up to 9,175 dwelling units, 5,000,000 square feet of office space, 2,044,300 square feet of commercial uses, industrial development at a maximum floor area ratio ("FAR") of 0.50, and institutional development at a maximum FAR of 3.0. In addition, the square footage/seats allocated to the existing Honda Center and all of the development intensity entitled by Area Development Plan No. 120 was incorporated into the Platinum Triangle Mixed -Use land use designation. Final Environmental Impact Report No. 330 ("FEIR No. 330"), which was prepared for the General Plan and Zoning Code Update and associated actions, analyzed the above development intensities on a City-wide impact level and adopted mitigation monitoring programs, including that certain Updated and Modified Mitigation Monitoring Plan No. 106 for the Platinum Triangle; and WHEREAS, on August 17, 2004 and in order to provide the implementation tools necessary to realize the City's new vision for the Platinum Triangle, the City Council replaced the MLUP with the Platinum Triangle Master Land Use Plan (the "PTMLUP"), replaced the SE Overlay Zone with the Platinum Triangle Mixed Use Overlay Zone ("PTMU Overlay Zone"), approved the form of a Standardized Platinum Triangle Development Agreement, and approved associated zoning reclassifications. Under those updated zoning regulations, property owners desiring to develop under the PTMU Overlay Zone provisions were thereafter required to enter into a standardized Development Agreement with the City of Anaheim; and WHEREAS, on October 25, 2005, the City Council certified Final Subsequent Environmental Impact Report No. 332 ("FSEIR No. 332"), adopted a Statement of Findings of Fact, a Statement of Overriding Considerations, and the Updated and Modified Mitigation Monitoring Program No. 106A to provide for the implementation of the PTMLUP, in conjunction with its consideration and approval of General Plan Amendment No. 2004-00420, Miscellaneous Case No. 2005-00089 and Zoning Code Amendment No. 2004-00036, which collectively allowed for an increase in the allowable development intensities within the Platinum Triangle to 9,500 residential units, 5,000,000 square feet of office uses, and 2,254,400 square feet of commercial uses; and WHEREAS, on December 18, 2007 and in response to the application of Platinum Triangle Partners, LLC ("Original Owner") for entitlements allowing for the development of a residential project consisting of up to 878 residential units, two public parks, and new public connector streets (the "Original Project") on certain real property consisting of approximately 15.6 acres and bounded by State College Boulevard on the west, Orangewood Avenue on the -2- PC2016-071 south, and Angel Stadium of Anaheim on the north (the "Property"), the City Council determined that the Second Addendum to FSEIR No. 332 was adequate to serve as the required environmental documentation for the Original Project and that no further environmental documentation needed to be prepared for the Original Project and the "Original Development Approvals" (as defined below) for the Original Project; and WHEREAS, the entitlements for the Original Project consisted of (1) Conditional Use Permit No. 2006-05093, to permit two residential towers up to 350 feet in height; (2) Development Agreement No. 2006-00002 to provide for the development of the A -Town Stadium Master Site Plan; and (3) Tentative Tract Map No. 16860 to establish a 10 -lot, residential subdivision (collectively, the "Original Development Approvals"); and WHEREAS, on December 18, 2007, the City Council approved the Original Development Approvals for the Original Project; thereafter, the City and the Original Owner entered into the Original Development Agreement on or about January 22, 2008, which was recorded in the Official Records of the County of Orange on January 22, 2008 as Instrument No. 2008000031001 (the "Original Development Agreement"); and WHEREAS, following the certification of FSEIR No. 332, the City Council approved two addenda to FSEIR No. 332 in conjunction with requests to increase the Platinum Triangle intensity by 67 residential units, 55,550 square feet of office development, and 10,000 square feet of commercial uses. A project Environmental Impact Report was also approved to increase the allowable development intensities by an additional 699 residential units to bring the total allowable development intensity within the Platinum Triangle up to 10,266 residential units, 5,055,550 square feet of office uses, and 2,264,400 square feet of commercial uses; and WHEREAS, on February 13, 2007, the City embarked upon a process to amend the General Plan, the PTMLUP, the PTMU Overlay Zone, the Platinum Triangle Standardized Development Agreement, and related zoning reclassifications to increase the allowable development intensities within the Platinum Triangle to up to 18,363 residential units, 5,657,847 square feet of commercial uses, 16,819,015 square feet of office uses, and 1,500,000 square feet of institutional uses (the "Platinum Triangle Expansion Project"); and WHEREAS, on December 11, 2007, the City Council certified Final Subsequent Environmental Impact Report No. 334 ("FSEIR No. 334") adopting a Statement of Findings of Fact, a Statement of Overriding Considerations, and the Updated and Modified Mitigation Monitoring Program No. 106A in conjunction with its consideration and approval of General Plan Amendment No. 2004-00420, Miscellaneous Case No. 2005-00089, Zoning Code Amendment No. 2004-00036, and a series of other related actions in order to provide for the implementation of the PTMLUP and approval of the Platinum Triangle Expansion Project; and WHEREAS, a lawsuit was filed challenging the adequacy of FSEIR No. 334. The City Council thereafter repealed the approval of the Platinum Triangle Expansion Project, including FSEIR No. 334 and various related actions, and directed staff to prepare a new Subsequent Environmental Impact Report for the Platinum Triangle Expansion Project; and -3- PC2016-071 WHEREAS, on December 16, 2008, the City Council approved that certain Amendment No. 1 to the Original Development Agreement for the purpose of extending the initial term of the Original Development Agreement to January 22, 2016. Amendment No. 1 to the Original Development Agreement was recorded in the Official Records on February 23, 2009 as Instrument No. 2009000081176; and WHEREAS, on or about October 26, 2010, the City Council approved the Revised Platinum Triangle Expansion Project, which included amendments to the General Plan ("General Plan Amendment No. 2008-00471 "), the PTMLUP ("Miscellaneous Case No. 2007-00188"), the PTMU Overlay Zone, and related zoning reclassifications to increase the allowable development intensities within the PTMU Overlay Zone from 10,266 residential units up to 18,909 residential units, 14,340,522 square feet of office uses, 4,909,682 square feet of commercial uses, and 1,500,000 square feet of institutional uses. Before approving said amendments and zoning reclassifications, the City Council approved and certified the "Revised Platinum Triangle Expansion Project Subsequent Environmental Impact Report No. 339" for the Revised Platinum Triangle Expansion Project, including Updated and Modified Mitigation Monitoring Plan No. 106C (collectively referred to herein as "FSEIR No. 339"); and WHEREAS, Addendum No. 1 to FSEIR No. 339, dated April 17, 2012 ("Addendum No. 1 "), was prepared and considered by the City Council in connection with the Katella Avenue/I-5 Undercrossing Improvements project because none of the conditions described in Section 15162 of the State of California Guidelines for Implementation of the California Environmental Quality Act ("State CEQA Guidelines") calling for the preparation of a subsequent environmental impact report had occurred; and WHEREAS, on or about October 9, 2012 and in response to the application of LNR Platinum Stadium, LLC, a Delaware limited liability company, the successor in interest to the Original Owner (herein referred to as the "Subsequent Owner"), for entitlements allowing for the development of a 525 -unit multifamily project consisting of eight (8) buildings with subteranean parking, each three or four stories in height , to revise the public park locations for this project site; amend the Platinum Triangle Master Land Use Plan to revise the connector street and public park locations for this project site; to permit a smaller park than allowed by the Anaheim Municipal Code (the "Code"); to amend the Original Development Agreement, as amended by Amendment No. 1; to address a proposed project re -design including a reduction in residential units; and to revise Tentative Tract Map No. 16860 to reflect the modified site design (the "Revised Project"), the City Council determined that the previously -certified FSEIR No. 339, together with the Updated and Modified Mitigation Monitoring Program No. 106C for the Platinum Triangle, and Mitigation Monitoring Plan No. 304, was adequate to serve as the required environmental documentation for the Revised Project and that no further environmental documentation needed to be prepared for the Revised Project and the "Revised Development Approvals" (as defined below) for the Revised Project; and WHEREAS, the entitlements for the Revised Project consisted of (1) General Plan Amendment No. 2012-00485 to amend the Land Use, Circulation and Green Elements of the General Plan to revise the public park locations; (2) Miscellaneous Case No. 2012-00553 to amend the Platinum Triangle Master Land Use Plan to revise the connector street and public park locations; (3) Variance No. 2012-04909 to permit a park smaller than required by the Code; -4- PC2016-071 (4) Amended and Restated Development Agreement No. 2006-00002B to amend the Original Development Agreement, as amended by Amendment No. 1, between the City of Anaheim and LNR Platinum Stadium, LLC to address a proposed project redesign including a reduction in residential units, and (5) a revision to Tentative Tract Map No. 16860 to reflect a reduction in the number of residential units and a re -design of the Original Project (collectively, the "Revised Development Approvals"); and WHEREAS, the Subsequent Owner's request for an amendment to the Original Development Agreement to address a proposed project redesign including a reduction in residential units was approved by the City Council on October 9, 2012. Accordingly, on or about November 26, 2012, the City and the Subsequent Owner entered into that certain Amended and Restated Development Agreement No. 2006-0000213, which was recorded in the Official Records on December 17, 2012 as Instrument No. 2012000780841 (the "Amended and Restated Development Agreement"); and WHEREAS, the Original Development Agreement, as amended by Amendment No. 1 and the Amended and Restated Development Agreement shall be referred to herein collectively as the "Existing Development Agreement"; and WHEREAS, the Existing Development Agreement and the Revised Development Approvals shall be referred to herein collectively as the "Existing Entitlements"; and WHEREAS, on December 18, 2012, the City Council approved amendments to the General Plan ("General Plan Amendment No. 2012-00486"), the PTMLUP ("Miscellaneous Case No. 2012-00559"), and the PTMU Overlay Zone ("Zoning Code Amendment No. 2012-00107") to increase the number of dwelling units and reduce the amount of office and commercial development allowed within the "Mixed -Use" land use designation of the Platinum Triangle and to amend various Elements of the General Plan to include the addition of a public park; and WHEREAS, Addendum No. 2 to FSEIR No. 339, dated December 3, 2012 ("Addendum No. 2"), was prepared and considered by the City Council in connection with proposed revisions to a master planned mixed-use project on a 7.01 -acre (approximate) parcel commonly known as 905-917 East Katella Avenue to allow the development of 399 dwelling units (the "Platinum Gateway Project"); and WHEREAS, Addendum No. 3 to FSEIR No. 339, dated August 2014 ("Addendum No. 3"), was prepared and considered by the City Council in connection with proposed revisions to a master planned mixed-use project on a 4.13 -acre (approximate) parcel commonly known as 1005-1105 East Katella Avenue to increase the allowable number of residential dwelling units from 350 to 389 (the "Platinum Vista Project"). On October 21, 2014, the Anaheim City Council adopted General Plan Amendment No. 2014-00495 to permit the increase in the number of dwelling units for the Platinum Vista Project. Thereafter, to be consistent with General Plan Amendment No. 2014-00495, the Anaheim City Council adopted its Ordinance No. 6309 on November 18, 2014, which had the effect of increasing the maximum square footage for commercial uses within the Katella District of the PTMU Overlay Zone to 634,643 square feet, resulting in an aggregate increase in the square footage for commercial uses within the PTMU Overlay Zone to 4,795,111. Ordinance No. 6309 also had the effect of increasing the maximum -5- PC2016-071 number of housing units within the PTMU Overlay Zone to 18,999. However, to correct clerical errors subsequently discovered in the tabulation of those density numbers in Ordinance No. 6309, the Anaheim City Council adopted its Ordinance No. 6319 on April 7, 2015. Ordinance No. 6319 had the effect of establishing (1) the maximum square footage for commercial uses within the Katella District as 658,043 square feet, (2) the maximum square footage for commercial uses within the PTMU Overlay Zone, as a whole, as 4,735,111, and (3) the maximum number of housing units within the PTMU Overlay Zone as 19,027; and WHEREAS, Addendum No. 4 to FSEIR No. 339, dated October 2015 ("Addendum No. 4"), was prepared and considered by the City Council in connection with proposed revisions to a master planned mixed-use project on a 43.1 -acre (approximate) property commonly known as 1404 East Katella Avenue to permit between 1,400 and 1,746 residential units, between 38,000 and 50,000 square feet of commercial uses, two public parks and a network of local streets (the "A -Town Project"). On October 6, 2015 the City Council adopted Ordinance No. 6344 to amend the Platinum Triangle Mixed Use Overlay Zone to (1) modify the requirement for ground floor commercial uses on Market Street, (2) clarify that ground floor commercial uses are required on Gene Autry Way east of Union Street, and (3) expand the size of the Gene Autry District from 33 acres to 43 acres as part of a revised project design for the "A -Town" Project located at State College Boulevard immediately north of Gene Autry Way; and WHEREAS, Addendum No. 5 to FSEIR No. 339, dated June 2016 ("Addendum No. 5"), was prepared and considered by the City Council in connection with proposed revisions to a master planned mixed-use project on a 17.5 -acre (approximate) property located at the southwest corner of State College Boulevard and Gene Autry Way to permit 1,079 residential units, including 12 live/work units; 14,600 square feet of commercial space; a 1.1 -acre public park; and, local streets (the "Jefferson Stadium Park Project"). On June 21, 2016 the City Council adopted Ordinance No. 6373 to approve a Development Agreement between the City of Anaheim and Jefferson at Stadium Park, L.P. to develop the Jefferson Stadium Park Project with a (1) General Plan Amendment to amend the Land Use, Green and Circulation Elements of the General Plan to reflect the relocation of the proposed public park and proposed street alignment, (2) amendment to the Platinum Triangle Master Land Use Plan (PTMLUP) to reconfigure internal streets, reflect the relocation of a proposed park, and designate areas currently assigned for park use for mixed-use development, and (3) a tentative parcel map to subdivide the site into three numbered lots that correspond with the proposed buildings and one lettered lot for the proposed park. The tentative parcel map also establishes the new alignment and configuration of internal public streets and a public park to be dedicated to the City of Anaheim; and WHEREAS, subsequent to recordation of the Amended and Restated Development Agreement, fee title interest in the Property was transferred, and the Existing Entitlements were assigned, by the Subsequent Owner to LTG Platinum LLC, a California limited liability company (herein referred to as the "Owner"); and WHEREAS, pursuant to Section 20 of the Existing Development Agreement and Chapter 18.60 of the Zoning Code of the City of Anaheim, the Owner has requested a series of actions to replace the Revised Development Approvals and permit a development consisting of a mixed- use project consisting of 405 residential units, 433,000 square feet of commercial uses, a 200- -6- PC2016-071 room hotel, and 77,000 square feet of office space (the "Proposed New Project"). To that end, the Owner has requested the following entitlements to replace the Existing Entitlements: 1. An amendment to the General Plan to revise Table LU -4, General Plan Density Provisions for Specific Areas of the City, to modify the density provisions for properties within the Platinum Triangle area that are designated for mixed-use land use, to reduce the maximum number of dwelling units from 19,027 to 17,348 units; to increase the maximum square feet of commercial space from 4,735,111 to 4,782,243; and to reduce the maximum amount of office space from 9,652,747 to 9,180,747 square feet. In addition, modifications to the Land Use Plan (Figure LU -4), Existing and Planned Bicycle Facilities (Figure C-5) and Green Plan (Figure G-5) of the Anaheim General Plan are required in order to remove the designation of a public park on the Project Site ("General Plan Amendment No. 2015-00504"); 2. Development Agreement No. 2015-00001, in the form presented at the meeting at which this Resolution was adopted, to provide for the development of the Proposed New Project and certain vested development rights in connection therewith, which includes the Master Site Plan attached thereto; 3. A Conditional Use Permit to allow up to 22 California Department of Alcoholic Beverage Control ("ABC") alcohol licenses for the sale and service of alcoholic beverages. Nineteen of the licenses will be a Type 47 (On Sale -General — Eating Place) license, authorizing the sale of beer, wine and distilled spirits for consumption at a restaurant, or a Type 41 (On Sale Beer & Wine — Eating Place) license, authorizing the sale of beer and wine for consumption at a restaurant. Two of the licenses will be a Type 75 (On Sale -General — Brewpub) license, authorizing the sale of beer, wine and distilled spirits for consumption on a bona fide eating place plus a limited amount of brewing of beer. In addition, a proposed market within the Proposed New Project is envisioned to sell beer and wine or beer, wine and distilled spirits for consumption off the premises where sold pursuant to either a Type 20 (Off Sale Beer & Wine) license or a Type 21 (Off Sale General) license ("Conditional Use Permit No. 2015-05806"); 4. An amendment to the Zoning Code to allow a conversion and transfer of unused development intensity from the Gateway, Gene Autry, Katella, and Orangewood Districts to the Stadium District. In addition, the overall number of allowable residential units and office square footage within the Platinum Triangle would be reduced and the allowable commercial square footage would be slightly increased ("Zoning Code Amendment No. 2015-00128"); 5. An amendment to the PTMLUP to be consistent with General Plan Amendment No. 201-00504 to revise the district boundaries for the Stadium and Gateway Districts; allow a reduction, conversion and transfer of unused development intensity from the Gateway, Gene Autry, Katella, and Orangewood Districts to the Stadium District; revise development intensities, and modify the park and street locations consistent with the Proposed New Project ("Miscellaneous Case No. 2016-00631 "); 6. Tentative Tract Map No. 17918 to subdivide the Project Site into two parcels that correspond to the two Development Areas shown on the proposed Master Site Plan for the Proposed New Project; and -7- PC2016-071 WHEREAS, General Plan Amendment No. 2015-00504, Development Agreement No. 2015-00001, Conditional Use Permit No. 2015-05806, Zoning Code Amendment No. 2015- 00128, Miscellaneous Case No. 2016-00631, and Tentative Tract Map No. 17918 shall be referred to herein collectively as the "Proposed New Entitlements"; and WHEREAS, in connection with the Proposed New Entitlements, Addendum No. 6 to FSEIR No. 339, dated August 2016 ("Addendum No. 6"), a copy of which is on file in the Planning Department and incorporated herein by this reference as though fully set forth, has been prepared in order to determine whether any significant environmental impacts which were not identified in the previously -approved FSEIR No. 339 would result or whether previously identified significant impacts would be substantially more severe. FSEIR No. 339, Addendum No. 1, Addendum No. 2, Addendum No. 3, Addendum No. 4, Addendum No. 5, and Addendum No. 6 together with Mitigation Monitoring Program 106C approved in conjunction with FSEIR No. 339, and Mitigation Monitoring Plan No. 334 proposed for the Proposed New Project collectively constitute the environmental documentation under and pursuant to the California Environmental Quality Act of 1970, as amended ("CEQA"), and the State CEQA Guidelines relating to the Proposed New Entitlements and the Proposed New Project and shall be referred to herein collectively as the "CEQA Documents"; and WHEREAS, on August 22, 2016, the Planning Commission did hold a public hearing, notice of said public hearing having been duly given as required by law and in accordance with the provisions of Chapter 18.60 of the Code, to hear and consider evidence and testimony concerning the contents and sufficiency of Addendum No. 6 and for and against the Proposed New Entitlements and the Proposed New Project and to investigate and make findings in connection therewith; and WHEREAS, at said public hearing, upon hearing and considering all testimony and arguments (if any) of all persons desiring to be heard, the Planning Commission considered all factors relating to the Proposed New Entitlements and the Proposed New Project, including Addendum No. 6, together with the other CEQA Documents; and WHEREAS, by the adoption of a resolution concurrently with, but prior in time to, the adoption of this Resolution and pursuant to the provisions of CEQA, the State CEQA Guidelines, and the City's Local CEQA Procedure Manual, this Planning Commission has found and determined and has recommended that the City Council so find and determine the following: 1. That Addendum No. 6 together with the other CEQA Documents collectively constitute the environmental documentation under and pursuant to CEQA relating to the Proposed New Entitlements and the Proposed New Project; and 2. That, pursuant to the findings contained in said concurrent resolution, the CEQA Documents satisfy all of the requirements of CEQA and are adequate to serve as the required environmental documentation for the Proposed New Entitlements and the Proposed New Project and, together with Mitigation -8- PC2016-071 Monitoring Plan No. 334 for the Proposed New Project, should be approved and adopted; and 3. That no further environmental documentation needs to be prepared under CEQA for the Proposed New Project. WHEREAS, after due inspection, investigation and study made by itself and in its behalf, and after due consideration of and based upon all of the testimony, evidence and reports offered at said hearing relating to the Proposed New Entitlements and the Proposed New Project, including Addendum No. 6, together with the other CEQA Documents, this Planning Commission has heretofore adopted its Resolutions recommending that the City Council (1) amend the General Plan by approving and adopting General Plan Amendment No. 2015-00504, (2) amend the Platinum Triangle Master Land Use Plan by approving and adopting Miscellaneous Case No. 2016-00631, (3) approve and adopt Zoning Code Amendment No. 2015-00128, and (4) approve Tentative Tract Map No. 17918; and WHEREAS, this Planning Commission, after due inspection, investigation and study made by itself and in its behalf, and after due consideration of and based upon all of the testimony, evidence and reports offered at said hearing, does find and determine that proposed Development Agreement No. 2015-00002, in the form presented at this meeting, meets all of the standards and requirements set forth in Resolution No. 82R-565 (the "Procedures Resolution"), which was adopted by the City Council on November 23, 1982, that is: 1. The proposed Development Agreement No. 2015-00001 is consistent with the General Plan, upon the adoption of General Plan Amendment No. 2015- 00504, now pending, and with the goals, policies, programs and objectives specified in the General Plan, as so amended, and the Platinum Triangle Master Land Use Plan, as the same shall be amended by the adoption of Miscellaneous Case No. 2016-00631, now pending; 2. The proposed Development Agreement No. 2015-00001 is compatible with the uses authorized in, and the regulations prescribed for, the applicable zoning district(s) in which the Proposed New Project is and will be located, and is consistent with the Platinum Triangle Mixed Use (PTMU) Overlay Zone requirements, as amended by Zoning Code Amendment No. 2015-00128, now pending; 3. The proposed Development Agreement No. 2015-00001 is compatible with the orderly development of property in the surrounding area in that it is in conformance with and implements the Platinum Triangle Mixed Use (PTMU) Overlay Zone requirements, as amended by Zoning Code Amendment No. 2015- 00128, now pending; 4. The proposed Development Agreement No. 2015-00002 is not otherwise detrimental to the health and safety of the citizens of the City of Anaheim; and -9- PC2016-071 5. The proposed Development Agreement No. 2015-00002 constitutes a lawful, present exercise of the City's police power and authority under, is entered into pursuant to, and is in compliance with the City's charter powers, the requirements of Section 65867 of California Government Code and the Procedures Resolution; and WHEREAS, the Planning Commission determines that the evidence in the record constitutes substantial evidence to support the actions taken and the findings made in this Resolution, that the facts stated in this Resolution are supported by substantial evidence in the record, including testimony received at the public hearing, the staff presentation, the staff report and all materials in the project files. There is no substantial evidence, nor are there other facts, that detract from the findings made in this Resolution. The Planning Commission expressly declares that it considered all evidence presented and reached these findings after due consideration of all evidence presented to it. NOW, THEREFORE, BE IT RESOLVED that, based upon the aforesaid findings and determinations and based upon a thorough review of proposed Development Agreement No. 2015-00001, Addendum No. 6, the other CEQA Documents, and the evidence received to date, the Planning Commission does hereby approve and recommends that the City Council approve Development Agreement No. 2015-00001, in the form presented at this meeting, contingent upon and subject to (1) the approval of the other Proposed New Entitlements, specifically, General Plan Amendment No. 2015-00506, Conditional Use Permit No. 2015-05806, Zoning Code Amendment No. 2015-00128, Miscellaneous Case No. 2016-00631 and Tentative Tract Map No. 17918, now pending; and (2) the mitigation measures set forth in Mitigation Monitoring Program 106C approved in conjunction with FSEIR No. 339 and Mitigation Monitoring Plan No. 334 for the Proposed New Project, and (3) the conditions of approval set forth as Exhibit C to Development Agreement No. 2015-00001, which are hereby found to be a necessary prerequisite to the proposed use of the Property in order to preserve the health, safety and general welfare of the citizens of the City of Anaheim. Should any such condition, or any part thereof, be declared invalid or unenforceable by the final judgment of any court of competent jurisdiction, then this Resolution, and any approvals herein contained, shall be deemed null and void. BE IT FURTHER RESOLVED that approval of this application constitutes approval of the proposed request only to the extent that it complies with the Anaheim Municipal Code and any other applicable City, State and Federal regulations. Approval does not include any action or findings as to compliance or approval of the request regarding any other applicable ordinance, regulation or requirement. -10- PC2016-071 THE FOREGOING RESOLUTION was adopted at the Planning Commission meeting of August 22, 2016. CHAIRMAN, PLANNING COMMISSION OF THE CITY OF ANAHEIM ATTEST: SECRETARY, PLANNING COMMISSION OF THE CITY OF ANAHEIM STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, Eleanor Morris, Secretary of the Planning Commission of the City of Anaheim, do hereby certify that the foregoing resolution was passed and adopted at a meeting of the Planning Commission of the City of Anaheim held on August 22, 2016, by the following vote of the members thereof.- AYES: hereof: AYES: COMMISSIONERS: CALDWELL, LIEBERMAN, HENNINGER, SEYMOUR NOES: COMMISSIONERS: NONE ABSENT: COMMISSIONERS: BOSTWICK, DALATI VACANT: COMMISSIONERS: ONE VACANCY IN WITNESS WHEREOF, I have hereunto set my hand this 22nd day of August, 2016. 118573-v2 SECRETARY, PLANNING COMMISSION OF THE CITY OF ANAHEIM -11- PC2016-071 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City Clerk City of Anaheim 200 S. Anaheim Blvd., Suite 217 Anaheim, California 92805 (Space Above Line For Recorder's Use) DEVELOPMENT AGREEMENT NO. 2015-00001 BETWEEN CITY OF ANAHEIM AND LTG PLATINUM LLC I 1 ] 8866.01 /OC 374444-00001/8-18-16/wrd/1 i DEVELOPMENT AGREEMENT NO. _ BETWEEN THE CITY OF ANAHEIM AND LTG GLOBAL INVESTMENT INC. TABLE OF CONTENTS III 8866.01 /OC 374444-00001/8-18-16/wrd/Ir 0) Page SECTION1. DEFINITIONS......................................................................................................6 1.1 Assessment District...............................................................................................6 1.2 Authorizing Ordinance..........................................................................................6 1.3 CITY.....................................................................................................................7 1.4 Development.........................................................................................................7 1.5 Development Agreement...................................................................................... 7 1.6 Development Agreement Date..............................................................................7 1.7 Development Agreement Statute.......................................................................... 7 1.8 Development Approvals.......................................................................................7 1.9 Development Area I.............................................................................................8 1.10 Development Area 2.............................................................................................8 1.11 Enabling Ordinance..............................................................................................8 1.12 Existing Land Use Regulations.............................................................................8 1.13 Final Site Plan....................................................................................................... 8 1.14 Gross Floor Area/GFA.......................................................................................... 8 1.15 Interim Development Fees....................................................................................8 1.16 Master Site Plan.................................................................................................... 8 1.17 Mortgage...............................................................................................................8 1.18 Mortgagee............................................................................................................. 8 1.19 OWNER................................................................................................................8 III 8866.01 /OC 374444-00001/8-18-16/wrd/Ir 0) Page 1.20 Parking Areas........................................................................................................8 1.21 Permitted Development........................................................................................8 1.22 Platinum Triangle..................................................................................................9 1.23 Procedures Resolution..........................................................................................9 1.24 Project...................................................................................................................9 1.25 Property.................................................................................................................9 1.26 Public Improvements............................................................................................9 1.27 Term...................................................................................................................... 9 1.28 Zoning Code..........................................................................................................9 SECTION2. TERM...................................................................................................................9 SECTION 3. BINDING COVENANTS.................................................................................. l 1 SECTION 4. EFFECT OF AGREEMENT..............................................................................1 I SECTION 5. PROJECT LAND USES.....................................................................................1 1 SECTION 6. PERMITTED DEVELOPMENT........................................................................1 1 6.1 Description of Permitted Development.............................................................. 11 6.2 Parking Areas......................................................................................................1 1 6.3 Vesting of Rights of OWNER............................................................................12 SECTION 7. DENSITY OF PERMITTED BUILDINGS....................................................... 12 SECTION 8. ENFORCEMENT...............................................................................................12 SECTION 9. PUBLIC IMPROVEMENTS AND SERVICES................................................12 9.1 Urban Public Space; Park Fees........................................................................... 13 9.2 Utilities (Water, Electrical, Gas, Sewer, and Drainage).....................................13 9.2.1 Water Service....................................................................................14 9.2.2 Sanitary Sewer and Storm Drains.....................................................14 11 18866.01/OC 374444-00001/8-18-16/wrd/Ir �II� Page 9.3 Timing, Phasing and Sequence of Public Improvements and Facilities; Dedication; Maintenance................................................................... 14 9.3.1 Timing, Phasing and Sequencing............................................................14 9.3.2 Maintenance and Operation of Public Improvements by OWNER and Successors...........................................15 9.4 Traffic Circulation Improvements......................................................................16 9.5 Police Substation Shell.......................................................................................16 SECTION 10. MAXIMUM DEVELOPMENT RIGHTS..........................................................17 SECTION 11. REIMBURSEMENT PROVISION....................................................................17 SECTION 12. DEDICATIONS AND EXACTIONS................................................................17 SECTION 13. FEES, TAXES, AND ASSESSMENTS.............................................................18 13.1 Fees, Taxes and Assessments.............................................................................18 13.2 Platinum Triangle Interim Development Fees....................................................18 13.2.1 Electrical Utilities Undergrounding Fee ........................................... 18 13.2.2 General Plan and Environmental Processing Fee .............................18 13.2.3 Library Facilities Fee........................................................................18 13.3 Excluded Development Fees............................................................................... 18 13.3.1 Water Utilities Fees...........................................................................18 13.3.2 Electrical Utilities Fees.....................................................................18 13.3.3 City Processing Fees.........................................................................19 13.4 Platinum Triangle Infrastructure and/or Maintenance AssessmentDistrict.............................................................................................19 13.5 Accounting of Funds........................................................................................... 19 13.6 Imposition of Increased Fees, Taxes or Assessments.........................................19 SECTION 14. [INTENTIONALLY OMITTED].......................................................................19 SECTION 15. NEXUS/REASONABLE RELATIONSHIP CHALLENGES ...........................20 1 118866.01 /OC 374444-00001 /8-18-16/wrd/Ir ll t Page SECTION 16. TIMING OF DEVELOPMENT.........................................................................20 SECTION 17. EXISTING USES...............................................................................................20 SECTION 18. FUTURE APPROVALS.....................................................................................20 18.1 Basis for Denying or Conditional Granting Future Approvals............................................................................................................ 20 18.2 Standard of Review.............................................................................................21 18.3 Future Amendments to Master Site Plan............................................................21 SECTION 19. AMENDMENT...................................................................................................21 19.1 Initiation of Amendment.....................................................................................21 19.2 Procedure............................................................................................................21 19.3 Consent...............................................................................................................21 19.4 Amendments.......................................................................................................21 19.5 Effect of Amendment to Development Agreement............................................22 SECTION 20. NON -CANCELLATION OF RIGHTS..............................................................22 SECTION 21. BENEFITS TO CITY.........................................................................................22 SECTION 22. BENEFITS TO OWNER....................................................................................22 SECTION 23. UNDERTAKINGS AND ASSURANCES CONTEMPLATED AND PROMOTED BY DEVELOPMENT AGREEMENT STATUTE.....................22 SECTION 24. RESERVED AUTHORITY................................................................................23 24.1 State and Federal Laws and Regulations............................................................23 24.2 Model Codes.......................................................................................................23 24.3 Public Health and Safety.....................................................................................23 SECTION 25. CANCELLATION..............................................................................................23 25.1 Initiation of Cancellation....................................................................................23 25.2 Procedure............................................................................................................23 1 118866.01 /OC 374444-00001/8-18-16/wrd/Ir (Iv) Pate 25.3 Consent of OWNER and CITY..........................................................................23 SECTION 26. PERIODIC REVIEW..........................................................................................23 26.1 Time for Review.................................................................................................24 26.2 OWNER's Submission........................................................................................24 26.3 Findings...............................................................................................................24 26.4 Initiation of Review by City Council..................................................................24 SECTION 27. EVENTS OF DEFAULT....................................................................................24 27.1 Defaults by OWNER..........................................................................................24 27.2 Specific Performance Remedy............................................................................25 27.3 Termination; Specific Performance....................................................................25 27.4 Prohibition on Monetary Damages.....................................................................26 SECTION 28. MODIFICATION OR TERMINATION............................................................26 28.1 Notice to OWNER..............................................................................................26 28.2 Public Hearing....................................................................................................26 28.3 Decision..............................................................................................................27 28.4 Standard of Review.............................................................................................27 28.5 Implementation.. . ................................................................................................ 27 28.6 Schedule for Compliance....................................................................................27 SECTION29. ASSIGNMENT...................................................................................................27 29.1 Right to Assign...................................................................................................27 29.2 Release Upon Transfer........................................................................................28 SECTION 30. NO CONFLICTING ENACTMENTS...............................................................28 SECTION31. GENERAL..........................................................................................................29 31.1 Force Majeure.....................................................................................................29 31.2 Construction of Development Agreement..........................................................29 I 118866.01 /OC 374444-00001 /8-18-16/wrd/1r (V) Page 31.3 Severability.........................................................................................................29 31.4 Hold Harmless Agreement..................................................................................30 31.5 Owner Indemnification of CITY.......................................................................30 31.6 Public Agency Coordination......................................................................... ...... 32 31.7 Initiative Measures..............................................................................................32 31.8 Attorneys' Fees....................................................................................................32 31.9 No Waiver...........................................................................................................33 31.10 Authority to Execute...........................................................................................33 31.11 Notice..................................................................................................................33 31.1 1.1 To OWNER......................................................................................33 31.11.2 To CITY............................................................................................33 31.12 Captions..............................................................................................................34 31.13 Consent...............................................................................................................34 31.14 Further Actions and Instruments.........................................................................34 31.15 Subsequent Amendment to Authorizing Statute.................................................34 31.16 Governing Law...................................................................................................34 31.17 Effect on Title.....................................................................................................35 31.18 Mortgagee Protection..........................................................................................35 31.19 Notice of Default to Mortgagee, Right of Mortgagee to Cure..................................................................................................................... 35 31.20 Bankruptcy..........................................................................................................35 31.21 Disaffirmance......................................................................................................35 31.22 No Third Party Beneficiaries..............................................................................36 31.23 Project as a Private Undertaking.........................................................................36 31.24 Restrictions.........................................................................................................36 1 118866.01 /OC 374444-00001/8-18-16/wrd/Ir (V1) 31.31 Exhibits............................................................................................................... 37 11 18866.01 /OC 374444-00001/8-18-16/wrd/Ir (V11) Page 31.25 Recitals................................................................................................................36 31.26 Recording............................................................................................................36 31.27 Title Report .........................................................................................................36 31.28 Entire Agreement................................................................................................37 31.29 Successors and Assigns........................................................................................37 31.30 OWNER's Title of Property ................................................................................37 31.31 Exhibits............................................................................................................... 37 11 18866.01 /OC 374444-00001/8-18-16/wrd/Ir (V11) LIST OF EXHIBITS Exhibit "A" Legal Description of the Property Exhibit "B" Master Site Plan Exhibit "C" Conditions of Approval Exhibit "D-1" Depiction of Urban Public Spaces Exhibit "D-2" Key Terms For Irrevocable License Exhibit "E Development Plan Summary Exhibit "F" Platinum Triangle Interim Development Fees Exhibit "F-1" Electrical Utilities Undergrounding Fee Exhibit "F-2" General Plan and Environmental Processing Fee Exhibit 7-3" Library Facilities Fee Exhibit "G" Development Requirements and Maintenance Obligations Exhibit "H" Preliminary Title Report Exhibit "I" Time Extension Milestones Exhibit "J" Public Facilities Plan Exhibit "K" Standard Form of Tenant Lease for Police Substation Exhibit "L" Form of Irrevocable Offer of Dedication Exhibit "M" Depiction of Surplus Property to be Dedicated to City Exhibit "N" Legal Description of Surplus Property 1118866.01/OC 374444-00001/8-18-16/wrd/Ir DEVELOPMENT AGREEMENT NO. 2015-00001 BETWEEN CITY OF ANAHEIM AND LTG PLATINUM LLC This Development Agreement is entered into this day of , 2016, by and between the City of Anaheim, a charter city and municipal corporation, duly organized and existing under the Constitution and laws of the State of California (hereinafter "CITY") and LTG Platinum LLC, a California limited liability company (referred to herein as "OWNER"), pursuant to the authority set forth in Article 2.5 of Chapter 4 of Division 1 of Title 7, Sections 65864 through 65869.5 of the California Government Code (the "Development Agreement Statute"). RECITALS This Development Agreement is predicated upon the following facts: A. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted the Development Agreement Statute, Sections 65864, et seq., of the Government Code. The Development Agreement Statute authorizes CITY to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property in order to, among other things: encourage and provide for the development of public facilities in order to support development projects; provide certainty in the approval of development projects in order to avoid the waste of resources and the escalation in project costs and encourage investment in and commitment to comprehensive planning which will make maximum efficient utilization of resources at the least economic cost to the public; provide assurance to the applicants of development projects (1) that they may proceed with their projects in accordance with existing policies, rules and regulations, subject to the conditions of approval of such projects and provisions of such development agreements, and (2) encourage private participation in comprehensive planning and reduce the private and public economic costs of development. B. These Recitals refer to and utilize certain capitalized terms which are defined in this Development Agreement. The parties intend to refer to those definitions in conjunction with the use thereof in these Recitals. C. On May 25, 2004, the Anaheim City Council approved General Plan Amendment No. 2004-00419 setting forth the City's vision for development of the City of Anaheim (the "General Plan Amendment"), and certified Final Environmental Impact Report No. 330, adopting Findings of Fact and a Statement of Overriding Considerations, and associated Mitigation Monitoring Plans ("FEIR No. 330"), in conjunction with its consideration and approval of the General Plan Amendment, amendment of CITY's zoning code, and a series of related actions. D. CITY desires that the approximately 820 -acre area generally bounded by the Santa Ana River on the east, the Anaheim City limits on the south, the Santa Ana Freeway 1118866.01 /OC 374444-00001/8-18-16/wrd/Ir (Interstate 5) on the west, and the Southern California Edison Company Easement on the north (hereinafter called "Platinum Triangle") be developed as a combination of high quality office, commercial and residential uses, as envisioned in the General Plan Amendment. E. In order to carry out the goals and policies of the General Plan for the Platinum Triangle, on May 25, 2004, the City Council approved the Platinum Triangle Master Land Use Plan, setting forth the new vision for the Platinum Triangle. F. To further implement the goals and policies of the General Plan for the Platinum Triangle, the City Council has established the Platinum Triangle Mixed -Use (PTMU) Overlay Zone (hereinafter the "PTMU Overlay Zone") consisting of approximately three hundred and eighty-three acres within the Platinum Triangle as depicted in the Platinum Triangle Master Land Use Plan to provide opportunities for high quality well-designed development projects that could be stand-alone projects or combine residential with non-residential uses including office, retail, business services, personal services, public spaces and uses, and other community amenities within the area. G. On October 25, 2005, the Anaheim City Council certified Final Subsequent Environmental Impact Report No. 332, adopting a Statement of Findings of Fact, a Statement of Overriding Considerations and the updated and modified Mitigation Monitoring Program No. 106A ("FSEIR No. 332") to provide for the implementation of the Platinum Triangle Master Land Use Plan, and in conjunction with its consideration and approval of General Plan Amendment No. 2004-00420, Miscellaneous Case No. 2005-00089, Zoning Code Amendment No. 2004-00036 and a series of related actions. H. On October 26, 2010, the Anaheim City Council adopted General Plan Amendment No. 2008-00471 and approved an amendment to the Platinum Triangle Master Land Use Plan (Miscellaneous Case No. 2007-00188) and certified Final Supplemental Environmental Impact Report No. 2008-00339 ("FSEIR No. 339"), to increase the maximum number of dwelling units permitted in the PTMU Overlay Zone to 18,909 dwelling units, increase the maximum number of commercial square footage to 4,909,682, increase the maximum number of office square footage to 14,340,522, and increase the maximum number of square feet of institutional land uses to 1,500,000 square feet. I. On December 18, 2012, the City Council adopted General Plan Amendment No. 2012-00486 and approved amendments to the Platinum Triangle Master Land Use Plan ("Miscellaneous Case No. 2012-00559") and the PTMU Overlay Zone (`Zoning Code Amendment No. 2012-00107") to reduce the maximum number of office square footage to 14,131,103, to reduce the maximum number of commercial square footage to 4,795,111, and to increase the maximum number of dwelling units in the PTMU Overlay Zone to 18,988, and to amend various other provisions of the General Plan. J. On October 21, 2014, the Anaheim City Council adopted General Plan Amendment No. 2014-00495 to permit an increase in the allowable number of residential dwelling units from 350 to 389 for a master planned mixed use project on a 4.13 acre (approximate) parcel commonly known as 1005-1105 East Katella Avenue. Thereafter, to be consistent with General Plan Amendment No. 2014-00495, the Anaheim City Council adopted I I 18866.01 /OC 3 74444-00001/8-1 8-16/wrd/1r -2- Ordinance No. 6309 on November 18, 2014, which had the effect of increasing the maximum square footage for commercial uses within the Katella District of the PTMU Overlay Zone to 634,643 square feet, resulting in an aggregate increase in the square footage for commercial uses within the PTMU Overlay Zone to 4,795,111. Ordinance No. 6309 also had the effect of increasing the maximum number of housing units within the PTMU Overlay Zone to 18,999. Subsequent to the adoption of Ordinance No. 6309, the City Council adopted Ordinance No. 6319 on April 7, 2015, which had the effect of establishing (1) the maximum square footage for commercial uses within the Katella District as 658,043 square feet, (2) the maximum square footage for commercial uses within the PTMU Overlay Zone, as a whole, as 4,735,1 1 1, and (3) the maximum number of housing units within the PTMU Overlay Zone as 19,027. K. OWNER represents that it owns in fee approximately 14 acres of real property located at the northeast corner of State College Boulevard and Orangewood Avenue, in the City of Anaheim, County of Orange (hereinafter "County"), State of California, (hereinafter collectively called the "Property") in the Platinum Triangle and zoned PTMU Overlay and more particularly shown and described on Exhibit "A" attached hereto and made a part hereof by this reference. L. OWNER desires to develop the Property in accordance with the Development Approvals and the provisions of this Development Agreement by developing a retail, entertainment, commercial and residential mixed use project, all as more particularly set forth in the Master Site Plan attached hereto as Exhibit "B" (hereinafter collectively referred to as the "Project"). Development of the Property will require that a number of discretionary actions be approved by the City, including but not limited to the following: 1. General Plan Amendment No. 2015-00504, designated as GPA2015-00506, to revise Table LU -4, General Plan Density Provisions for Specific Areas of the City, to modify the density provisions for properties within the Platinum Triangle area designated for mixed-use land use, to reduce the maximum number of dwelling units from 19,027 to 17,348 dwelling units, to increase the maximum square feet of commercial space from 4,735,111 to 4,782,243 square feet, and to reduce the maximum of amount of office space from 9,652,747 to 9,180,747 square feet. In addition, modifications to the Land Use Plan (Figure LU -4), the Existing and Planned Bicycle Facilities (Figure C-5) and the Green Plan (Figure G-5) of the Anaheim General Plan are required in order to remove the designation of a public park on the Property; 2. Zoning Code Amendment No. 2015-00128, designated as ZCA2015-00128, to allow a conversion and transfer of unused development intensity from the Gateway, Gene Autry, Katella, and Orangewood Districts to the Stadium District, with a reduction of allowable residential units and office square footage within the Platinum Triangle and a slight increase in the allowable commercial square footage; 3. Amendment to the Platinum Triangle Master Land Use Plan, designated as MIS2016-00631, to amend the Platinum Triangle Master Land Use Plan's text and figures to revise the district boundaries for the Stadium and Gateway Districts, to allow a reduction, conversion and transfer of unused development intensity from the Gateway, 1118866.01 /OC 374444-00001/8-18-16/wrd/Ir -3- Gene Autry, Katella, and Orangewood Districts to the Stadium District, and to modify the park and street locations consistent with the proposed Project; 4. Conditional Use Permit No. 2015-05806, designated as CUP2015-05806, to allow the sale of alcoholic beverages at various venues within the Project; 5. The Master Site Plan, designated as MIS2016-00638, attached hereto as Exhibit B and incorporated herein by this reference; and 6. Tentative Tract Map No. 17918, designated as SUBTM 17918, to subdivide the Property into two parcels that correspond to the two Development Areas shown on the proposed Master Site Plan for the Project; 7. This Development Agreement No. 2015-00001 in order to provide for the development of the Project and certain vested development rights in connection therewith; and 8. The approval of Addendum No. 6 to FSEIR No. 339. M. CITY desires to accomplish the goals and objectives set forth in the CITY's General Plan and the objectives for the PTMU Overlay Zone as set forth in subsection .020 of Section 18.20.010 of the Anaheim Municipal Code, and finds that the Project will accomplish said goals and objectives. N. Pursuant to the Master Site Plan, OWNER will submit Final Site Plans and tentative maps and/or vesting tentative maps, if required. OWNER further anticipates the submission of detailed construction plans and other documentation required by CITY in order for the OWNER to obtain its building permits. O. As consideration for the benefits gained from the vested rights acquired pursuant to the Development Agreement Statute, to conform with the requirements of the PTMU Overlay Zone, and to comply with the applicable mitigation measures imposed by Updated and Modified Mitigation Monitoring Program No. 106 C and Mitigation Monitoring Plan No. 334 for the Project, CITY is requiring that OWNER construct and install certain Public Improvements, including off-site traffic circulation improvements, and provide other public benefits. P. In order to avoid any misunderstandings or disputes which may arise from time to time between OWNER and CITY concerning the proposed development of the Project and to assure each party of the intention of the other as to the processing of any land use entitlements which now or hereafter may be required for such development, the parties believe it is desirable to set forth their intentions and understandings in this Development Agreement. In order for both CITY and OWNER to achieve their respective objectives, it is imperative that each be as certain as possible that OWNER will develop and that CITY will permit OWNER to develop the Project and public improvements as approved by CITY within the time periods provided in this Development Agreement. Q. CITY, as a charter city, has enacted Ordinance No. 4377 on November 23, 1982, which makes CITY subject to the Development Agreement Statute. Pursuant to Section 65865 11 18866.01 /OC 374444-00001/8-18-16/wrd/Ir -4- of the Development Agreement Statute, CITY adopted Resolution No. 82R-565 (the "Procedures Resolution") on November 23, 1982. The Procedures Resolution establishes procedures and requirements for the consideration of development agreements upon receipt of an application. R. On , 2016, as required by Section 1.0 of the Procedures Resolution, OWNER submitted to the Planning Department an application for approval of a development agreement (hereinafter called the "Application"). The Application included a proposed development agreement (the "Proposed Development Agreement"). S. On , 2016 , as required by Section 65867 of the Development Agreement Statute and Section 2.1 of the Procedures Resolution, the Planning Director gave public notice of the City Planning Commission's intention to consider a recommendation to the City Council regarding adoption of a development agreement. T. On , 2016 , as required by Section 65867 of the Development Agreement Statute and Section 2.2 of the Procedures Resolution, the City Planning Commission held a public hearing on the Application. U. On that date, the City Planning Commission, after considering the requirements of CEQA, including Section 21166 of the California Public Resources Code and Section 15162 of the CEQA Guidelines, found and determined and recommended that the City Council find and determine that previously -certified FSEIR No. 339, together with the Updated and Modified Mitigation Monitoring Program No. 106C for the Platinum Triangle, Mitigation Monitoring Plan No. 334, and Addendum No. 6 are adequate to serve as the required environmental documentation for this Development Agreement, and related Development Approvals, and satisfy all of the requirements of CEQA, and that no further environmental documentation need be prepared for this Development Agreement. V. The Planning Commission further found that the Development Agreement meets the following standards set forth in Section 2.3 of the Procedures Resolution, to wit, that the Proposed Project: (a) is consistent with the CITY's existing General Plan, (b) is compatible with the uses authorized in and the regulations prescribed for the applicable PTMU Overlay Zone, as amended, (c) is compatible with the orderly development of property in the surrounding area and (d) is not otherwise detrimental to the health, safety and general welfare of the citizens of CITY. Based upon the aforesaid findings, the City Planning Commission recommended that the City Council approve the Application and this Development Agreement pursuant to Resolution No. PC. W. On , 2016 , as required by Section 65867 of the Development Agreement Statute and Section 3.1 of the Procedures Resolution, the City Clerk caused public notice to be given of the City Council's intention to consider adoption of a development agreement. X. On , 2016 , as required by Section 65867 of the Development Agreement Statute and Section 3.2 of the Procedures Resolution, the City Council held a public hearing on the Application. Y. On that date, the City Council, after considering the requirements of CEQA, including Section 21 166 of the California Public Resources Code and Section 15162 of the 1118866.01/OC 374444-00001/8-18-16/widh -5- CEQA Guidelines, did find and determined that previously -certified FSEIR No. 339, together with the Updated and Modified Mitigation Monitoring Program No. 106C for the Platinum Triangle, and Mitigation Monitoring Plan No. 334, and Addendum No. 6 are adequate to serve as the required environmental documentation for this Development Agreement, and related Project Actions, and satisfy all of the requirements of CEQA, and that no further environmental documentation need be prepared for this Development Agreement. Z. On , 2016 , the City Council found and determined that this Development Agreement: (i) is consistent with the CITY's existing General Plan; (ii) is not otherwise detrimental to the health, safety and general welfare of the citizens of CITY; (iii) is entered into pursuant to and constitutes a present exercise of the CITY's police power; and (iv) is entered into pursuant to and in compliance with the requirements of Section 65867 of the Development Agreement Statute and the Procedures Resolution. AA. In granting the Development Approvals, CITY considered the health, safety and general welfare of the residents of CITY and prepared in this regard an Addendum to the previously -certified FSEIR No. 339 . Without limiting the generality of the foregoing, in granting the Development Approvals, the City Council carefully considered and determined the projected needs (taking into consideration the planned development of the Project and all other areas within the CITY) for water service, sewer service, storm drains, electrical facilities, traffic/circulation infrastructure, police and fire services, paramedic and similar improvements, facilities and services within the Platinum Triangle, and the appropriateness of the density and intensity of the development comprising the Project and the needs of the CITY and surrounding areas for other infrastructure. BB. On , 2016, the City Council adopted the Authorizing Ordinance authorizing the execution of this Development Agreement. NOW, THEREFORE, pursuant to the authority contained in the Development Agreement Statute, as it applies to CITY, and pursuant to the Enabling Ordinance, the Procedures Resolution and the CITY's inherent powers as a charter city, and pursuant to the mutual promises and covenants herein contained, the parties hereto agree as follows: SECTION 1. DEFINITIONS. The following words and phrases are used as defined terms throughout this Development Agreement, and each defined term shall have the meaning set forth below. 1.1 Assessment District. "Assessment District" for purposes of this Development Agreement means a special district, assessment district or benefit area existing pursuant to State law or the charter powers of the CITY for purposes of financing the cost of public improvements, facilities, services and/or public facilities fees within a distinct geographic area of the CITY. 1.2 Authorizing Ordinance. The "Authorizing Ordinance" means Ordinance No. approving this Development Agreement. 111886G.01roc 374444-00001/8-18-16/wrd/1r -6- 1.3 CITY. The "CITY" means the City of Anaheim, a charter city and municipal corporation, duly organized and existing under its charter and the Constitution and laws of the State of California. 1.4 Development. "Development" means the improvement of the Property for purposes of effecting the structures, improvements and facilities comprising the Project, including, without limitation: grading, the construction of infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of structures and buildings and the installation of landscaping. 1.5 Development Agreement. "Development Agreement" means this Development Agreement and any subsequent amendments to this Development Agreement which have been made in compliance with the provisions of this Development Agreement, the Development Agreement Statute, the Enabling Ordinance, and the Procedures Resolution. 1.6 Development Agreement Date. The "Development Agreement Date" means the effective date of the Authorizing Ordinance. 1.7 Development Agreement Statute. The "Development Agreement Statute" means Sections 65864 through 65869.5 of the California Government Code as it exists on the Development Agreement Date. 1.8 Development Approvals. "Development Approvals" means the Master Site Plan and all site specific plans, maps, permits and other entitlements to use of every kind and nature contemplated by the Master Site Plan which are approved or granted by CITY concurrently or prior to the approval of this Development Agreement. To the extent any of such site specific plans, maps, permits and other entitlements to use are amended from time to time, "Development Approvals" shall include, if OWNER and CITY agree in writing, such matters as so amended. If this Development Agreement is required by law to be amended in order for "Development Approvals" to include any such amendments, "Development Approvals" shall not include such amendments unless and until this Development Agreement is so amended. 1.9 Development Area 1. "Development Area 1 " means the demolition of the existing buildings at the Property and the development of 255 residential dwelling units, 45,000 square feet of commercial uses, including store front retail uses along Orangewood Street, and 663 parking spaces, as more specifically described in the Development Approvals and as shown on the Master Site Plan. OWNER may reduce (but not increase) said number of dwelling units by not more than 10% and said square footage of commercial uses by not more than 5,000 square feet, on the Final Site Plan for Development Area 1, provided there must be store front commercial uses along the entire Orangewood Street property frontage. The parking shall be adjusted to reflect the final development program and approved or disapproved by the City. 1.10 Development Area 2. "Development Area 2" means the demolition of the existing buildings at the Property and the development of not less than 338,000 and not more than 388,000 square feet of commercial uses, 150 residential dwelling units, 77,000 square feet of office uses, a 200 -room hotel, and 2,874 parking spaces, as more specifically described in the 1118866.01/OC 3 74444-0000 1 /8-18-16/wrdlr -7- Development Approvals and as shown on the Master Site Plan. OWNER may reduce (but not increase) said number of dwelling units by not more than 12% and said square footage of office uses by not more than 12%, and said number of hotel rooms by not more than 12% on the Final Site Plan for Development Area 2. The parking shall be adjusted to reflect the final development program and approved or disapproved by the City. 1.11 Enabling Ordinance. The "Enabling Ordinance" means Ordinance No. 4377 enacted by the CITY on November 23, 1982. 1.12 Existing Land Use Regulations. "Existing Land Use Regulations" mean the ordinances and regulations adopted by the City of Anaheim in effect on the Development Agreement Date, including the adopting ordinances and regulations that govern the permitted uses of land, the density and intensity of use, and the design, improvement, construction standards and specifications applicable to the development of the Property, including, but not limited to, the General Plan, the Zoning Code, the Platinum Triangle Master Land Use Plan, Updated and Modified Mitigation Monitoring Program No. 106C, MMP No. 334, and all other ordinances of the City establishing subdivision standards, park regulations, impact or development fees and building and improvement standards. Existing Land Use Regulations do not include non -land use regulations, which includes taxes. 1.13 Final Site Plan. A Final Site Plan means the detailed plan for each Development Area of the Project, which together will implement the Master Site Plan. Each Final Site Plan will be processed in the same manner as a conditional use permit at a noticed public hearing and subject to approval by the Planning Commission. 1.14 Gross Floor Area/GFA. "Gross Floor Area" or "GFA" means the enclosed gross floor area of any buildings which are part of the Permitted Development. 1.15 Interim Development Fees. "Interim Development Fees" are the fees imposed within the Platinum Triangle pending adoption of permanent fee programs by the City as set forth in Paragraph 13.2 of this Agreement. 1.16 Master Site Plan. The "Master Site Plan" means the project as described in this Development Agreement and conditions with respect thereto, as set forth on Exhibit "B" attached hereto and made a part hereof by this reference. 1.17 Mortgage. "Mortgage" means a mortgage, deed of trust or sale and leaseback arrangement or other transaction in which the Property, or a portion thereof or an interest therein, is pledged as security. 1.18 Mortgagee. "Mortgagee" means the holder of the beneficial interest under a Mortgage, or the owner of the Property, or interest therein, under a Mortgage. 1.19 OWNER. "OWNER" is LTG Platinum LLC, a California limited liability company, and any person or entity who is a permissible assignee in accordance with the provisions of Section 29 (Assignment) of this Development Agreement. 1118866.01/OC 374444-00001/8-18-16/wrd/I1 -8- 1.20 Parkin Areas. The "Parking Areas" means all parking structure(s), and/or all surface parking servicing the Project. 1.21 Permitted Development. "Permitted Development" includes all buildings and the Parking Areas as identified in Section 6 of this Development Agreement and as further set forth in the Master Site Plan. This Development Agreement establishes maximum and minimum characteristics for all Permitted Development as set forth in the Master Site Plan. 1.22 Platinum Triangle. "Platinum Triangle" means that portion of the City of Anaheim generally bounded on the east by the Santa Ana River, on the south by the Anaheim city limits, on the west by the Santa Ana Freeway, and on the north by the Southern California Edison Easement. 1.23 Procedures Resolution. The "Procedures Resolution" is Resolution No. 82R-565 adopted by CITY pursuant to Section 65865 of the Development Agreement Statute. 1.24 Project. The "Project" means the development project contemplated by the Master Site Plan with respect to the Property, including but not limited to on-site and off-site improvements, as such development project is further defined, enhanced or modified pursuant to the provisions of this Development Agreement and the Development Approvals. 1.25 Property. The "Property" means that certain real property shown and described on Exhibit "A" to this Development Agreement. 1.26 Public Improvements. "Public Improvements" shall mean all public improvements contained in Section 9 of this Agreement or imposed as a condition of approval in the Development Approvals. 1.27 Term. "Term" is defined in Section 2 of this Development Agreement. 1.28 Zoning Code. "Zoning Code" refers to Title 18 of the Anaheim Municipal Code. SECTION 2. TERM. 2.1 The term (hereinafter called "Term") of this Development Agreement shall be that period of time during which this Development Agreement shall be in effect and bind the parties hereto. The Term shall commence on the Development Agreement Date and shall extend for a period of five (5) years ("Initial Term"). Thereafter, the Development Agreement shall be extended for up to two additional periods upon the following terms and provided the development milestones described in Exhibit "1" are achieved: Extension (the "First Extended Term") commencing on the fifth anniversary of the Initial Term and terminating on the fifth anniversary of the First Extended Term; and Extension (the "Second Extended Term") commencing on the expiration of the First Extended Term and terminating on the tenth anniversary of the Second Extended Term. 1118866.01 /OC 374444-00001/8-18-16/wrd/lr -9- Owner shall submit proof of compliance with the project milestones shown in Exhibit "I" not later than ninety (90) days prior to the expiration of each period set forth therein. The Planning Director shall determine if the development milestones have been met, and will inform the City Council of the extension of the Development Agreement. The Development Agreement shall terminate at the end of the day on the fifth anniversary of the Development Agreement Date ("Initial Termination Date") or such subsequent applicable date ("Extended Termination Date") if the Development Agreement is extended for the First Extended Term or for the First Extended Term and the Second Extended Term, subject to the periodic review and modification or termination provisions defined in Section 26 and Section 28, respectively, of this Development Agreement. 2.2 If any party initiates litigation that challenges the Project or the Development Approvals, then OWNER will have the right to toll commencement of the applicable Term and any obligations of OWNER under the Development Agreement during the period of such litigation. The tolling shall commence upon receipt by the City of written notice from OWNER invoking this right to tolling. The tolling shall terminate when (1) a final order is issued in said litigation that upholds the Project and the Development Approvals or (2) the litigation is dismissed with prejudice by all Parties; whichever occurs first. In addition, this Agreement shall be tolled during any period of time during which any action or inaction by the City or other public agency that regulates land use, development or the provision of services to the land prevents, prohibits or delays the use of the Development Approvals or construction of the Project. 2.3 This Development Agreement shall terminate and be of no force and effect upon the occurrence of the entry of a final judgment or issuance of a final order, after all appeals have been exhausted, directed to CITY as a result of any lawsuit filed against CITY to set aside, withdraw or abrogate the approval of the City Council of this Development Agreement or if termination occurs pursuant to the provisions of the Procedures Resolution and such termination is so intended thereby. 2.4 If not already terminated by reason of any other provision in this Development Agreement, or for any other reason, this Development Agreement shall automatically terminate and be of no further force and effect upon completion of the Project pursuant to the terms of this Development Agreement and any further amendments thereto and the issuance of all occupancy permits and acceptance by CITY of all dedications and improvements as required by the development of the Project. 2.5 Following expiration of the Term, this Agreement shall be deemed terminated and of no further force and effect, except for any provisions which, by their express terms, survive the expiration or termination of this Agreement. SECTION 3. BINDING COVENANTS. The provisions of this Development Agreement to the extent permitted by law shall constitute covenants which shall run with the Property for the benefit thereof, and the benefits of this Development Agreement shall bind and inure to the benefit of the parties and all successors in interest to the parties hereto. 1118866.01 /OC 374444-00001/8-18-16/wiMr -� �- SECTION 4. EFFECT OF AGREEMENT. As a material part of the consideration of this Development Agreement, unless otherwise provided herein, the parties agree that the Existing Land Use Regulations shall be applicable to development of the Project. In connection with all subsequent discretionary actions by CITY required to implement the Master Site Plan and any discretionary actions which CITY takes or has the right to take under this Development Agreement relating to the Project, including any review, approval, renewal, conditional approval or denial, CITY shall exercise its discretion or take action in a manner which complies and is consistent with the Development Approvals, the Master Site Plan, the Existing Land Use Regulations and such other standards, terms and conditions expressly contained in this Development Agreement. CITY shall accept, process, and approve or disapprove, in the normal manner for processing such matters as may then be applicable, all applications for further approvals with respect to the Project called for or required under this Development Agreement, including, any necessary site plan, tentative map, vesting tentative map, final map and any grading, construction or other permits filed by OWNER in accordance with the Development Approvals, it being expressly understood that the CITY has reserved final and sole discretion and approval as to any and all proceedings and decisions in connection therewith. SECTION 5. PROJECT LAND USES. 5.1 The Property shall be used for such uses as may be permitted by the Development Approvals and the Existing Land Use Regulations. The Term, the density and intensity of use, developable GFA, footprint square footage, the maximum height and size of proposed buildings and structures, lot sizes, set back requirements, zoning, public improvements, and the provisions for reservation or dedication of land for public purposes shall be those set forth in the Development Approvals, the Existing Land Use Regulations and this Development Agreement pursuant to Section 65865.2 of the Development Agreement Statute. SECTION 6. PERMITTED DEVELOPMENT. 6.1 Description of Permitted Development. The Permitted Development shall be as set forth on the Master Site Plan. The Project shall be constructed substantially in conformance with the Master Site Plan. Through recorded CC&R's approved by the City, all for -sale and rental residential dwelling units within the Project, or any portion thereof, shall not be rented, offered for rent, advertised for rent, used, caused, allowed or authorized to be used for occupancy, dwelling, lodging or sleeping purposes for hotel, motel or transient purposes for a period of less than thirty (30) consecutive calendar days. 6.2 Parking Areas. The Parking Areas for each Development Area of the Project shall be constructed so that there is sufficient parking spaces available within each Development Area to serve that Development Area, as depicted and substantially in conformance with the Final Site Plans for each Development Area and the minimum parking requirements set forth in the Anaheim Municipal Code. Prior to issuance of a building permit for a Development Area, the OWNER shall record a covenant against the property within the Development Area in a form approved by the City Attorney's Office stating that the use of the Parking Areas shall be limited to tenants, visitors, patrons, invitees and other users of the Permitted Development within the 1 118866.01 /OC 3 74444-0 000 1 /8-1 8-1 6 /wrd/Ir -] ]- Development Area in question. Said covenant shall also provide that the Parking Areas shall not be used to provide public parking for patrons of Angel Stadium, the Honda Center, or the Grove of Anaheim or any other off-site public or private facilities without a prior written agreement between OWNER and CITY setting forth CITY's ability to seek reimbursement for the full cost associated with the use of any Police Department and/or Traffic Management Center staff that may be needed for traffic control purposes relating to such public parking and subject to such other and further conditions as may be required by CITY. 6.3 Vesting of Rights of OWNER. CITY agrees that the right to Development of the Project consistent with the Existing Land Use Regulations, Development Approvals, the Project Conditions of Approval, and this Development Agreement is vested in OWNER by this Development Agreement. Subject to Developer's compliance with the terms and conditions and performance of any and al l obligations set forth in the Development Approvals, the Project Conditions of Approval and this Development Agreement, except to the extent this Agreement expires or is terminated pursuant to any provision of this Agreement, OWNER's right to Development of the Project shall be vested in accordance with this Development Agreement and Sections 65864 through 65869.5 of the California Government Code. SECTION 7. DENSITY OF PERMITTED BUILDINGS. The Permitted Buildings shall be between the minimum and maximum sizes, and shall not exceed the maximum heights and maximum footprints set forth on the Master Site Plan. SECTION 8. ENFORCEMENT. Unless this Development Agreement is terminated or cancelled pursuant to the provisions of this Development Agreement, this Development Agreement or any amendment hereto, shall be enforceable by any party hereto notwithstanding any change hereafter in any applicable general plan, specific plan, zoning ordinance, subdivision ordinance or building ordinance adopted by CITY which alters or amends the rules, regulations or policies of Development of the Project as provided in this Development Agreement pursuant to Section 65865.4 of the Development Agreement Statute; provided, however, that the limitations of this Section shall not apply to changes mandated by State or Federal laws or other permissible changes or new regulations as more particularly set forth in Section 24 of this Development Agreement. SECTION 9. PUBLIC IMPROVEMENTS AND SERVICES. In addition to performing any other obligations heretofore imposed as conditions of approval, as set forth in Exhibit "C", as material consideration for the CITY's entering into this Development Agreement, OWNER shall undertake the construction and installation of the following Public Improvements required to support the Project and to enhance area -wide traffic circulation and emergency police and fire protection service within the time periods as set forth below and in conformance with the Existing Land Use Regulations. CITY shall cooperate with OWNER for the purpose of coordinating all Public Improvements constructed under the Development Approvals or this Development Agreement to existing or newly constructed Public Improvements, whether located within or outside of the Property. OWNER shall be responsible for and use good faith efforts to acquire any right(s)-of-way necessary to construct the Public 1 118866.01 /OC 3 74444-00001/8-18-16/wrd/Ir -12- Improvements required by, or otherwise necessary to comply with the conditions of, this Development Agreement or any Development Approvals. Should it become necessary due to OWNER's failure or inability to acquire said right(s)-of-way within four months after OWNER begins its efforts to so acquire said right(s)-of-way, CITY shall determine, at its sole and absolute discretion, whether to negotiate the purchase of the necessary right(s)-of-way to construct the Public Improvements as required by, or otherwise necessary to comply with the conditions of, this Development Agreement and, if necessary in accordance with the procedures established by State law, and the limitations hereinafter set forth in this Section, CITY may use its powers of eminent domain to condemn said required right(s)-of way. OWNER agrees to pay for all costs associated with said acquisition and condemnation proceedings. If the CITY cannot make the proper findings or if for some other reason under the condemnation laws CITY is prevented from acquiring the necessary right(s)-of-way to enable OWNER to construct the public improvements required by, or otherwise necessary to comply with the conditions of, this Development Agreement, then the parties agree to amend this Development Agreement to modify OWNER's obligations accordingly. Any such required modification shall involve the substitution of other considerations or obligations by OWNER (of similar value) as are negotiated in good faith between the parties hereto. Nothing contained in this Section shall be deemed to constitute a determination or resolution of necessity by CITY to initiate condemnation proceedings. 9.1 Urban Public Space; Park Fees. The Master Site Plan includes an urban public space referred to as the "Town Square", which consists of approximately 15,000 square feet and configured to accommodate concerts with seating for approximately 1,000 persons, exhibitions, a farmers' market, festivals and gala events accommodating approximately 300 persons. OWNER shall enter into an irrevocable license with CITY that provides for public access to the Town Square area designated on the Master Site Plan during normal operating hours (10:00 AM to 10:00 PM) every day of the week from the time the Town Square portion of Development Area 2 is completed until operations for the Permitted Development cease. The irrevocable license shall further provide that CITY and members of the general public may use the streets, sidewalks, parking and other open spaces within the Project for access to the Town Square. Such irrevocable license shall be recorded and run with the land until it terminates pursuant to the terms of the license. The planned location of the Town Square is depicted on attached Exhibit "D -I ". Such irrevocable license shall contain terms providing for and governing CITY events in the Town Square including, but not limited to, those substantially consistent with the terms listed on attached Exhibit "D-2". The obligation to provide public access to the Town Square area designated on the Master Site Plan shall survive the termination of this Development Agreement. In addition, OWNER shall pay fees in lieu of dedication in accordance with Chapter 17.34 (Development Fees) of the Anaheim Municipal Code. OWNER shall not receive any credit against such fees for providing use of the urban public space described herein. 9.2 Utilities (Water, Electrical, Gas, Sewer, and Drainage). OWNER shall construct the Public Improvements necessary for the provision of requisite water, electrical, gas, sewer and drainage requirements for Project as more fully set forth in the Development Approvals. OWNER shall construct and relocate utilities as may be required to provide services to the 11 18866.01 /OC 374444-00001/8-18-16/wrd/lr -� 3 Permitted Development on the Property or that are displaced by the construction of the Permitted Development. As OWNER submits detailed construction plans in order to obtain building permits for the Permitted Development and/or the size and nature of the Project varies, the utilities that OWNER will construct or relocate may be revised accordingly by the CITY. 9.2.1 Water Service. OWNER will provide engineering studies to size the water mains for ultimate development within the Project. Said engineering studies will be conducted prior to rendering of water service or signature approval of the final water improvement plans, whichever occurs first. The studies shall be subject to the approval of the General Manager, Public Utilities Department or authorized designee. Alternatively, at OWNER's election, the water system may be constructed incrementally, provided that said incremental phasing is adequate to provide municipal demands and fire flow protection for the proposed development phasing and the water facilities installed under said incremental phasing are sized to provide the future municipal demands and fire protection for any future phasing/development that will ultimately be served by those water facilities. OWNER shall conform with Rule 15D of the Water Utility's Rates, Rules and Regulations. OWNER shall prepare construction plans and documents, which shall be submitted to Water Engineering for review and approval. All public water facilities shall be designed and constructed in accordance with the Water Engineering Division's standards and specifications. An Urban Water Management Plan showing said improvements, must be submitted to the Water Engineering Division for review and approval. 9.2.2 Sanitary Sewer and Storm Drains. Prior to final building and zoning inspections for the first building within the Permitted Development, OWNER will construct all sanitary sewers and storm drains and appurtenant structures (including treatment control BMP's as required by the WQMP) to serve the ultimate development of the Property as provided by area -wide engineering studies to be conducted prior to issuance of any building permits for the first building within the Permitted Development and updated prior to the issuance of any building permits for each subsequent building within the Permitted Development. All studies shall be subject to the approval of the City Engineer. OWNER will construct improvements identified in said studies. If approved by the City Engineer, the systems may be constructed in phases provided that said phasing is adequate to provide capacity for the proposed development phasing. 9.3 Timing, Phasing and Sequence of Public Improvements and Facilities; Dedication; Maintenance. 9.3.1 Timin , Phasing and Sequencing. The timing, phasing and sequence of the construction of Public Improvements and facilities or the payment of fees therefor shall be constructed or paid in accordance with the phasing and sequence set forth in the Public Facilities Plan attached hereto as Exhibit "J". The Public Facilities Plan reflects the Parties' mutual acknowledgement that the need for certain Public Improvements is related to the amount and location of new residential units and commercial GFA proposed for each Development Area. Prior and as a condition precedent to recordation of Final Tract Map No. 17918, OWNER shall be required to provide a detailed Final Public Facilities Plan satisfactory to the Planning Director, the Community Services Director, the Public Works Director and the Public Utilities General Manager with a detailed phasing plan relating to phasing and sequence of the Public 1118866.01 /OC 3 74444-0000 1 /8-18-16/wrd/lr -14- Improvements. The Planning Director shall have the authority to approve any changes between the Public Facilities Plan attached as Exhibit "J" and the Final Public Facilities Plan submitted to CITY by OWNER. CITY may request OWNER to revise the Final Public Facilities Plan, subject to the Planning Director's approval and confirmation that the revised Final Public Facilities Phasing Plan is not anticipated to result in any new environmental impacts or infrastructure requirements. The Parties understand and agree that any Public Improvement identified in this Development Agreement may become part of a larger CITY system and that the proposed Public Improvements must be constructed so as to integrate and work with the existing CITY systems in every material respect. The Public Improvements will be constructed in accordance with the CITY -approved Public Facilities Plan. 9.3.2 Maintenance and Operation of Public Improvements by OWNER and Successors. The Parties agree that OWNER shall, in perpetuity, own and maintain in good and workmanlike condition, and otherwise in accordance with all applicable laws and any applicable permits, all Public Improvements set forth in Exhibit "G". All other Public Improvements shall be accepted by the CITY for maintenance. The provisions of this Section 9.3.2 shall survive the expiration of this Agreement. In order to ensure that the Public Improvements not accepted by the CITY for maintenance are maintained in a clean, good and workmanlike condition, OWNER shall record in the Official Records of the County of Orange at such time as the Planning Director with the advice of the City Attorney deems necessary and appropriate an unsubordinated declaration of covenants, conditions, and restrictions ("CC&Rs") imposing against the OWNER the obligation to maintain the Public Improvements and incorporating the requirements and obligations set forth in Exhibit "G" to this Agreement, entitled the "Development Requirements and Maintenance Obligations." The CC&Rs shall include a requirement that a master owner's association ("Master Owners' Association") provide all necessary and ongoing maintenance and repairs to the Public Improvements at no cost to the CITY with appropriate owners' dues to provide for such maintenance. Any failure of the Master Owners' Association to perform its obligations to provide all necessary and ongoing maintenance and repairs shall not be considered an Event of Default or otherwise be held against the OWNER under this Development Agreement and the CITY's remedy shall be its enforcement rights under the CC&Rs. The CC&Rs identified herein shall be subject to reasonable review and approval by the City Attorney, the City Engineer and the Planning Director and shall expressly provide the CITY with a third party right to enforce the maintenance and repair provisions of the CC&Rs. The CC&Rs shall also include a covenant that the Parking Areas shall not be used to provide public parking for patrons of Angel Stadium, the Honda Center, or the Grove of Anaheim or any other off-site public or private facilities, without a prior written agreement between the Master Owners' Association and CITY setting forth CITY's ability to seek reimbursement for the full cost associated with the use of any Police Department and/or Traffic Management Center staff that may be needed for traffic control purposes relating to such public parking and subject to such other and further conditions as may be required by the CITY. Until such time as the Master Owners' Association is formed, the CC&Rs are recorded, and the Master Owners' Association has assumed responsibility to maintain the Public Improvements, the OWNER shall be responsible to keep, service and maintain the Public Improvements in good, clean and presentable appearance, condition and repair, free of debris, 1118866.01 /OC 374444-00001 /8-18-16/wrd/Ir -15- waste and graffiti, and in compliance with all applicable provisions of the Anaheim Municipal Code. 9.4 Traffic Circulation Improvements. In order to assist CITY in providing for area - wide traffic circulation as required by this Project, OWNER shall cause to be made the traffic circulation improvements identified for the Project including all applicable measures from the Updated and Modified Mitigation Monitoring Program 106C approved in conjunction with Subsequent EIR No. 339, and Mitigation Monitoring Plan No. 334, as shown on the Master Site Plan. 9.5 Police Substation. OWNER shall provide a 2,000 square foot Police Substation in a location shown on the Master Site Plan at the BO parking level in the underground parking structure within Development Area 2 of the Project, along with twelve (12) dedicated parking spaces. Prior to and as a condition precedent to the issuance of any building permit for Development Area 2 of the Project, OWNER shall submit plans for the Police Substation to the reasonable satisfaction of the Police Chief. In addition to being fitted out with a heating and cooling (HVAC) system, drop ceilings, plumbing and restrooms, carpeting, interior lighting, and have basic services connected, e.g., lights, air conditioning and water, the plans submitted by OWNER for approval of the Police Chief shall include such upgrades or tenant improvements as requested by the Police Chief. In addition, OWNER will pay for the cost of and construct such upgrades or tenant improvement to the space not to exceed fifty dollars ($50.00) per square foot. The CITY and OWNER will work cooperatively to define a schedule and process by which the OWNER, at OWNER's expense, will prepare Floor Plans and Interior Design Plans that will be constructed by OWNER as part of the construction of the underground parking structure in Development Area 2. CITY shall be responsible for paying any amounts in excess of fifty dollars ($50.00) per square foot and will be responsible for the costs and installation of any furnishings and equipment. CITY will be responsible for any upgrades to these standard finishes. Upon completion by OWNER, OWNER will convey a leasehold interest to the CITY without the right to sublease (the "Police Substation Lease"), which shall include the following terms: (a) the term of the Police Substation Lease shall be for a period of thirty (30) years and shall include multiple ten (10) year extension options for so long as the Project is operating; (b) the CITY shall not be obligated to pay rent, common area maintenance (CAM) charges, or any other costs or expenses for use of the police substation during the term of the Police Substation Lease; and (c) CITY will be responsible for all operating costs of such police substation. Other terms and provisions of the Police Substation Lease shall be negotiated in good faith by the parties based upon OWNER's standard form of tenant lease, which is attached hereto as Exhibit "K" for reference purposes only. Prior and as a condition precedent to the issuance of the certificate of occupancy for the Development Area 2 parking structure, all construction and tenant improvements to the Police Substation shall have been completed and CITY shall be given possession of the Police Substation for permanent occupancy. SECTION 10. MAXIMUM DEVELOPMENT RIGHTS Maximum Development Rights. As shown on Exhibit "E", Development Plan Summary, (i) the maximum number of dwelling units permitted by the Master Site Plan and the Development Approvals is 405, (ii) the maximum square footage of commercial space permitted by the Master Site Plan and the Development Approvals is 433,000, (iii) the maximum number 1 118866.0I/OC 3 74444-0000 1 /8-18-16/wrd/lr -16- of hotel rooms permitted by the Master Site Plan and the Development Approvals is 200, and (iv) the maximum amount of square footage of office space permitted by the Master Site Plan and the Development Approvals is 77,000.SECTION 11. REIMBURSEMENT PROVISION. In the event OWNER is required to construct public improvements which are supplemental to the requirements of the Project for the benefit of other properties, CITY will work with OWNER to establish mechanisms for proportional reimbursement from owners of the benefited properties. All costs associated with establishing said mechanisms shall be paid by OWNER. SECTION 12. DEDICATIONS AND EXACTIONS 12.1 OWNER shall irrevocably offer to dedicate to the City of Anaheim (i) an easement (or easements) for all large domestic above -ground water meters and fire hydrants, including a five (5) -foot wide easement around each fire hydrant and/or water meter pad, (ii) a twenty (20) foot wide easement for all water service mains and service laterals, all to the satisfaction of the CITY's Water Engineering Division. The dimensions and locations of said easements shall be subject to approval by the CITY's Water Engineering Division. OWNER shall execute and deliver easement deeds to the CITY using the CITY's standard form and at such time as determined necessary by the CITY's Water Engineering Division. The easement deeds shall include language that requires OWNER to be responsible for restoring any special surface improvements, other than asphalt paving, including but not limited to colored concrete, bricks, pavers, stamped concrete, decorative hardscape, walls or landscaping that become damaged during any excavation, repair or replacement of CITY -owned water facilities. Provisions for the repair, replacement and maintenance of all surface improvements other than asphalt paving shall be the responsibility of the OWNER, which obligation shall be expressly included and recorded in the CC&Rs. 12.2 Prior to issuance of the first building permit for the Project, OWNER shall irrevocably offer for dedication the rights-of-way, including the public connector streets and collector streets, if applicable, and other areas as more fully set forth in the Master Site Plan for the uses set forth in the Master Site Plan. These dedications shall be in fee or as an easement at the discretion of CITY, and upon completion and acceptance by CITY of the associated improvements in compliance with the specifications as approved by CITY, CITY shall accept OWNER's offer of dedication. Nothing contained in this Development Agreement, however, shall be deemed to preclude CITY from exercising the power of eminent domain with respect to the Property or the Project, or any part thereof. 12.3 Owner Conveyance of Parcel Free and Clear to City. Within thirty (30) days following the Development Agreement Date, OWNER shall execute and deliver to CITY an irrevocable offer to dedicate in fee, on a form substantially similar to that attached hereto as Exhibit "L'', at no cost to the CITY, that area of land depicted on Exhibit "M" and legally described in Exhibit "N" (the "Surplus Parcel"). CITY may accept the Surplus Parcel (such acceptance to be memorialized by written acceptance by CITY and recorded in the Official Records of the County of Orange) upon the happening of the earlier to occur of. (i) that date which is 360 days following the Development Agreement Date, (ii) CITY approval of the Final Site Plan for Development Area 1, (iii) OWNER's election to terminate or cancel this Development Agreement, or (iv) upon termination of this Development Agreement by CITY 1 118866.01 /OC -174444-00 001/8-1 8-16/wrd/Ir -17- upon an uncured default by OWNER. The obligation of Owner to convey the Surplus Parcel to the City at no cost shall survive the termination of the Agreement and is not contingent on whether developer determines to develop, or to not develop, the Property in accordance with the Development Approvals. SECTION 13. FEES, TAXES, AND ASSESSMENTS. 13.1 Fees, Taxes and Assessments. OWNER shall be responsible for the payment of fees in the amount and at the times set forth in the Existing Land Use Regulations, as said amounts and timing may be modified in accordance with this Development Agreement. 13.2 Platinum Triangle Interim Development Fees. CITY anticipates that a number of fees will be adopted to pay the costs attributable to new development in the Platinum Triangle. The Interim Development Fees constitute amounts estimated by the applicable City Departments to be the approximate fair share of costs attributable to the Project. If an identified fee has been adopted prior to the time that OWNER applies for issuance of a building permit for the Project, the OWNER shall pay the fee. If an identified fee has not been adopted prior to the issuance of a building permit, the OWNER shall pay the applicable Platinum Triangle Interim Development Fees set forth in attached Exhibit "F". CITY shall not be obligated to adopt any of the identified fees. If the OWNER has paid a Platinum Triangle Interim Development Fee, and upon subsequent adoption of a corresponding fee it is determined that the OWNER has paid an amount greater than the amount payable pursuant to the adopted fee, the excess amount paid as an Interim Development Fee shall be refunded to the OWNER. CITY shall not be obligated to adopt any of the identified fees. If any such identified fee is not adopted, the parties agree that the Interim Development Fee is adequate to address the impacts of the Project. 13.2.1 Electrical Utilities Undergrounding Fee. OWNER will pay an Electrical Utilities Undergrounding Fee as set forth in Exhibit "F-1". 13.2.2 General Plan and Environmental Processing Fee. OWNER will pay a processing fee attributable to the cost of creating and establishing the Master Land Use Plan and the PTMU Overlay Zone for the Platinum Triangle, as well as the costs of associated environmental documentation, as said additional costs are set forth in Exhibit "F-2". 13.2.3 Library Facilities Fee. OWNER will pay a Library Facilities Fee as set forth in Exhibit "F-3". 13.3 Excluded Development Fees. The following fees shall not be included among the fees which would otherwise fall within the definition of Existing Land Use Regulations: 13.3.1 Water Utilities Fees. OWNER will pay all applicable fees in accordance with the Water Utilities Rates, Rules and Regulations in effect at the time of application for service including Rule 15D which provides for, in part, a fee based on GFA to construct the necessary water facility improvements within the Platinum Triangle. 13.3.2 Electrical Utilities Fees. OWNER will pay all fees in accordance with the Electrical Utilities Rates, Rules and Regulations in effect at the time of application for service. 1118866.01 /OC 374444-00001/8-18-16/wrd/lr -18- 13.3.3 City Processing Fees. OWNER shall pay all standard City-wide processing fees for building permits, zoning review, and other similar fees associated with the Development of the Project which are in existence at the time of approval of this Development Agreement at the rate in existence at the time said fees are normally required to be paid to CITY. 13.4 Platinum Triangle Infrastructure and/or Maintenance Assessment District. Prior to the date a building or grading permit is issued relating to implementation of Development Area 1, or within a period of ninety (90) days from the date of execution of this Development Agreement, whichever occurs first, OWNER shall execute and record an unsubordinated covenant in a form approved by the City Attorney's Office wherein OWNER agrees not to contest the formation of any assessment district(s) which may be formed to finance Platinum Triangle infrastructure and/or maintenance, which district(s) could include the Property. The covenant shall not preclude OWNER from contesting (i) the determination of benefit of such improvements to the Property, (ii) the properties included in said district or area, (iii) the manner in which said fee is determined, or (iv) the manner in which said improvement costs are spread. 13.5 Accounting of Funds. CITY will comply with applicable requirements of Government Code Section 65865 relating to accounting of funds. 13.6 Imposition of Increased Fees, Taxes or Assessments. Except as expressly set forth or reserved in this Development Agreement including, but not limited to section 13.4 above, CITY shall not, without the prior written consent of OWNER, impose any additional fee, tax or assessment on the Project or any portion thereof as a condition to the implementation of the Project or any portion thereof, except such fees, taxes and assessments as are described in or required by this Development Agreement, including the Existing Land Use Regulations or the Development Approvals. The rates of such fees, taxes and assessments shall be the rates in existence at the time said fees, taxes and assessments are normally required to be paid to CITY, except as otherwise provided in this Development Agreement. Nothing contained herein shall be construed to prohibit CITY from imposing fees, taxes or assessments on the Property which are unrelated to the approval or implementation of the project. SECTION 14. [INTENTIONALLY OMITTED] SECTION 15. NEXUS/REASONABLE RELATIONSHIP CHALLENGES. OWNER consents to, and waives any right it may have now or in the future to challenge the legal validity of the conditions, requirements, policies or programs required by Existing Land Use Regulations or this Development Agreement including, without limitation, any claim that they constitute an abuse of the police power, violate substantive due process, deny equal protection of the laws, effect a taking of property without payment of just compensation, or impose an unlawful fee or tax. SECTION 16. TIMING OF DEVELOPMENT. The Parties acknowledge that OWNER cannot guarantee the exact timing in which Development Areas will be constructed. Such decisions depend on numerous factors that are not 1 118866.01 /OC 374444-00001/8-18-16/wrd/lr _19- within the control of OWNER, such as market absorption and demand, interest rates, availability of project financing, competition, and other similar factors. To the extent permitted by this Development Agreement, OWNER shall have the right to develop the Project in such order and time as determined by OWNER in the exercise of its subjective business judgment, including the sequencing of specific land uses and structures in Development Area 2, but subject to the CITY's approval of a Final Site Plan for each Development Area and subject to the Conditions of Approval (Exhibit "C" hereto) and the Term Extension Milestones set forth in Exhibit "I" attached hereto. Upon commencement of any work in a Development Area, OWNER shall continue the work at a commercially reasonable pace in light of market conditions to completion of that Development Area (including all Public Improvements within or serving the Development Area) in accordance with applicable permits and requirements under this Development Agreement to ensure that there are no material gaps between the start and completion of all work within that Development Area that would cause the completion of the work within that Development Area to exceed the Term Extension Milestones set forth in Exhibit "I", subject to Force Majeure. SECTION 17. EXISTING USES. CITY and OWNER agree that those existing legally established uses on the Property may be retained until the Project is implemented. When those existing uses are demolished, no credit for any such demolished square footage for which Interim Development Fees have not been paid will be given OWNER against Interim Development Fees due on a square footage basis as provided for in this Development Agreement. OWNER will pay the full Interim Development Fees for Permitted Development constructed pursuant to the Master Site Plan. SECTION 18. FUTURE APPROVALS. 18.1 Basis for Dene or Conditional Granting Future Approvals. Before OWNER can begin grading on the Property or other development of the Property, OWNER must secure several additional permits and/or approvals from CITY. The parties agree that to the extent said Development Approvals are ministerial in nature, CITY shall not, through the enactment or enforcement of any subsequent ordinances, rules, regulations, initiatives, policies, requirements, guidelines, or other constraints, withhold such approvals as a means of blocking construction or of imposing conditions on the Project which were not imposed during an earlier approval period unless CITY has been ordered to do so by a court of competent jurisdiction. Notwithstanding the previous sentence, CITY and OWNER will use their best efforts to ensure each other that all applications for and approvals of grading permits, building permits or other developmental approvals necessary for OWNER to develop the Project in accordance with the Final Site Plans for each Development Area are sought and processed in a timely manner. 18.2 Standard of Review. The rules, regulations and policies that apply to any additional Development Approvals which OWNER must secure prior to the Development of the Property shall be the Existing Land Use Regulations, as defined in this Development Agreement. 18.3 Future Amendments to Master Site Plan. Future amendments to all or a portion of the Master Site Plan which increase the intensity or density of the Permitted Development of the Property, or change the permitted uses of the Property, and are not among those described in 1 118866.01 /OC 374444-00001/8-18-16/wrMr -20- Section 19.4 of this Development Agreement may subject the portion or portions of the Project being amended or affected by the amendment to a change in the Development Approvals, the CITY's General Plan, zoning designations and rules applicable to the Property and further environmental review and possible mitigation of adverse impacts under CEQA in effect at the time of such amendment. Any such amendment to the Master Site Plan shall be processed concurrently with the processing of an amendment to this Development Agreement. It is the desire and intent of both parties, except as set forth herein, that any such future amendment of the Master Site Plan will not alter, affect, impair or otherwise impact the rights, duties and obligations of the parties under this Development Agreement with respect to the unamended portions of the Master Site Plan. SECTION 19. AMENDMENT. 19.1 Initiation of Amendment. Either party may propose an amendment to this Development Agreement. 19.2 Procedure. Except as set forth in Section 19.4 below, the procedure for proposing and adopting an amendment to this Development Agreement shall be the same as the procedure required for entering into this Development Agreement in the first instance. Such procedures are set forth in Sections 2, 3 and 5 of the Procedures Resolution. 19.3 Consent. Except as provided elsewhere within this Development Agreement, any amendment to this Development Agreement shall require the consent of both parties. No amendment of this Development Agreement or any provision hereof shall be effective unless set forth in writing and signed by duly authorized representatives of each party hereto. 19.4 Amendments. Subject to the foregoing provisions of this Section, the parties acknowledge that refinements and further development of the Project may demonstrate that changes are appropriate with respect to the details and performance of the parties under this Development Agreement. The parties desire to retain a certain degree of flexibility with respect to the details of the Development of the Project and with respect to those items covered in general terms under this Development Agreement. If and when the parties find that changes or adjustments are necessary or appropriate to further the intended purposes of this Development Agreement, they may, unless otherwise required by law, effectuate such changes or adjustments as specified in the Development Approvals. 19.5 Effect of Amendment to Development Agreement. The parties agree that except as expressly set forth in any such amendment, an amendment to this Development Agreement will not alter, affect, impair, modify, waive or otherwise impact any other rights, duties or obligations of either party under this Development Agreement. SECTION 20. NON -CANCELLATION OF RIGHTS Subject to defeasance pursuant to Sections 26, 27 or 28 of this Development Agreement, the Master Site Plan and other Development Approvals as provided for in this Development Agreement shall be final and the rights once granted thereby shall be vested in the Property upon recordation of this Development Agreement. 1118866.01 /OC 3 74444-00001/8-18-16 'wrd/Ir -21- SECTION 21. BENEFITS TO CITY. The direct and indirect benefits CITY (including, without limitation, the existing and future anticipated residents of CITY) expects to receive pursuant to this Development Agreement include, but are not limited to, the following: a. The participation of OWNER in the accelerated, coordinated and more economic construction, funding and dedication to the public, as provided in this Development Agreement, of certain of the vitally needed on-site and area -wide Public Improvements and facilities, and assurances that the entire Project will be developed as set forth in the Master Site Plan and this Development Agreement in order to encourage development of the Platinum Triangle; and b. The considerations set forth in Sections 9 and 12 of this Development Agreement. SECTION 22. BENEFITS TO OWNER. OWNER has expended and will continue to expend large amounts of time and money on the planning and infrastructure construction for the Project. The benefit to OWNER under this Development Agreement consists of the assurance that OWNER will preserve the right to develop the Property as planned and as set forth in the Master Site Plan and this Development Agreement. The parties acknowledge that the public benefits to be provided by OWNER to CITY pursuant to this Development Agreement are in consideration for and reliance upon assurances that the Property can be developed in accordance with the Final Site Plans and this Development Agreement. SECTION 23. UNDERTAKINGS AND ASSURANCES CONTEMPLATED AND PROMOTED BY DEVELOPMENT AGREEMENT STATUTE. The mutual undertakings and assurances described above and provided for in this Development Agreement are for the benefit of CITY and OWNER and promote the comprehensive planning, private and public cooperation and participation in the provision of public facilities, and the effective and efficient development of infrastructure and facilities supporting development which was contemplated and promoted by the Development Agreement Statute. CITY agrees that it will not take any actions which are intended to circumvent this Development Agreement. SECTION 24. RESERVED AUTHORITY. 24.1 State and Federal Laws and Regulations. 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 the Development Agreement, such provisions of the Development Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations, provided, however, that this Development Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce. Notwithstanding the foregoing, CITY shall not adopt or undertake any rule, regulation or policy which is inconsistent with this Development ...8866.01/OC 374444-00001 /8-18-16/wrd/Ir -22- Agreement until CITY makes a finding that such rule, regulation or policy is reasonably necessary to comply with such State and Federal laws or regulations. 24.2 Model Codes. This Development Agreement shall not prevent CITY from applying new rules, regulations and policies contained in model codes, including, but not limited to, the Anaheim Building Code as adopted in Title 15, Section 15.02. 24.3 Public Health and Safety. This Development Agreement shall not prevent CITY from adopting new rules, regulations and policies, including amendments or modifications to model codes described in Section 24.2 of this Development Agreement which directly result from findings by CITY that failure to adopt such rules, regulations or policies would result in a condition injurious or detrimental to the public health and safety. Notwithstanding the foregoing, CITY shall not adopt any such rules, regulations or policies which prevent or preclude compliance with one or more provisions of this Development Agreement until CITY makes a finding that such rules, regulations or policies are reasonably necessary to correct or avoid such injurious or detrimental condition. SECTION 25. CANCELLATION. 25.1 Initiation of Cancellation. Either party may propose cancellation of this Development Agreement. 25.2 Procedure. The procedure for proposing a cancellation of and canceling this Development Agreement shall be the same as the procedure required for entering into this Development Agreement in the first instance. Such procedures are set forth in Sections 2, 3 and 5 of the Procedures Resolution and Section 65868 of the Government Code. 25.3 Consent of OWNER and CITY. Any cancellation of this Development Agreement shall require the mutual consent of OWNER and CITY. SECTION 26. PERIODIC REVIEW 26.1 Time for Review. CITY shall, at least every twelve (12) months after the Development Agreement Date, review the extent of good faith compliance by OWNER with the terms of this Development Agreement. OWNER's failure to comply with the timing schedules set forth in the Master Site Plan shall constitute rebuttable evidence of OWNER's lack of good faith compliance with this Development Agreement. Such periodic review shall determine compliance with the terms of this Development Agreement pursuant to California Government Code Section 65865.1 and other successor laws and regulations. 26.2 OWNER's Submission. Each year, not less than forty-five (45) days nor more than sixty (60) days prior to the anniversary of the Development Agreement Date, OWNER shall submit evidence to the City Council of its good faith compliance with the terms and conditions of this Development Agreement. OWNER shall notify the City Council in writing that such evidence is being submitted to CITY pursuant to the requirements of Section 6.2 of the Procedures Resolution. OWNER shall pay to CITY a reasonable processing fee in an amount as CITY may reasonably establish from time to time on each occasion that OWNER submits its evidence for a periodic review. 1118866.0 voc 374444-00001 /8-18-16/wrd/Ir -23- 26.3 Findings. Within forty-five (45) days after the submission of OWNER's evidence, the City Council shall determine, on the basis of substantial evidence, whether or not OWNER has, for the period,under review, complied in good faith with the terms and conditions of this Development Agreement. If the City Council finds that OWNER has so complied, the review for that period shall be deemed concluded. If the City Council finds and determines, on the basis of substantial evidence, that OWNER has not complied in good faith with the terms and conditions of this Development Agreement for the period under review, OWNER shall be given at least sixty (60) days to cure such non-compliance and if the actions required to cure such noncompliance take more than sixty (60) days, then CITY shall give OWNER additional time provided that OWNER is making reasonable progress towards such end. If during the cure period, OWNER fails to cure such noncompliance or is not making reasonable good faith progress towards such end, then the City Council may, at its discretion, proceed to modify or terminate this Development Agreement or establish a time schedule for compliance in accordance with the procedures set forth in Section 28 of this Development Agreement. 26.4 Initiation of Review by City Council. In addition to the periodic review set forth in this Development Agreement, the City Council may at any time initiate a review of this Development Agreement upon the giving of written notice thereof to OWNER. Within thirty (30) days following receipt of such notice, OWNER shall submit evidence to the City Council of OWNER's good faith compliance with this Development Agreement and such review and determination shall proceed in the manner as otherwise provided in this Development Agreement. SECTION 27. EVENTS OF DEFAULT. 27.1 Defaults by OWNER. Within forty-five (45) days after the submission of OWNER's evidence, the City Council shall determine on the basis of substantial evidence, whether or not OWNER has, for the period under review, complied in good faith with the terms and conditions of this Development Agreement. If the City Council finds that OWNER has so complied, the review for that period shall be deemed concluded. If the City Council finds and determines, on the basis of substantial evidence, that OWNER has not complied in good faith with the terms and conditions of this Development Agreement for the period under review, OWNER shall be given at least sixty (60) days to cure such non-compliance and if the actions required to cure such non-compliance take more than sixty (60) days, then CITY shall give OWNER additional time provided that OWNER is making reasonable progress towards such end. If during the cure period OWNER fails to cure such non-compliance or is not making reasonable progress towards such end, then the City Council may, at its discretion, proceed to modify or terminate this Development Agreement or establish a time schedule for compliance in accordance with the procedures set forth in Section 28 of this Development Agreement. 27.2 Specific Performance Remedy. Due to the size, nature and scope of the Project, it will not be practical or possible to restore the Property to its pre-existing condition once implementation of this Development Agreement has begun. After such implementation, OWNER may be foreclosed from other choices it may have had to utilize the Property and provide for other benefits. OWNER has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Development Agreement and will be investing even more significant time in implementing the Project in 1118866.01 /OC 374444-00001/8-18-16/wrMr -24- reliance upon the terms of this Development Agreement, and it is not possible to determine the sum of money which would adequately compensate OWNER for such efforts. In addition, the Parties expressly acknowledge that CITY would not have entered into this Development Agreement if it were to be liable in damages under or with respect to any alleged breach of the Development Agreement. Owner expressly waives any right to monetary damages under or with respect to any alleged breach of this Development Agreement. Moreover, CITY and OWNER agree that damages would not be an adequate remedy if CITY fails to carry out its obligations under this Development Agreement. Therefore, specific performance of this Development Agreement is the only remedy available to OWNER if CITY fails to carry out its obligations under this Development Agreement, and CITY hereby agrees that OWNER shall be entitled to specific performance in the event of a default by CITY hereunder. 27.3 CITY and OWNER acknowledge that, if OWNER fails to carry out its obligations under this Development Agreement, in addition to any other remedies it may have, CITY shall have the right to terminate this Development Agreement, rescind the Development Approvals, and refuse to issue any permits or other approvals which OWNER may otherwise have been entitled to pursuant to this Development Agreement. If CITY issues a permit or other approval pursuant to this Development Agreement in reliance upon a specified condition being satisfied by OWNER in the future, and if OWNER then fails to satisfy such condition, CITY shall be entitled to specific performance for the purpose of causing OWNER to satisfy such condition. Except as provided in this Section 27.3, the CITY shall have no right under this Development Agreement to seek a remedy of specific performance with respect to the Project in the event of an abandonment of the Project. The CITY's right to seek specific performance to compel completion of the Project (including portions of the Project) in the event of such abandonment shall be specifically limited to (i) compelling OWNER, at the election of the CITY in its sole discretion, to complete or demolish any uncompleted Public Improvements initiated in connection with the Project with the choice of whether to demolish or complete such Public Improvements and the method of such demolition or completion of such improvements to be selected by the CITY in its sole discretion, and (ii) compelling OWNER, at the election of the CITY in its sole discretion, to complete or make safe and secure any uncompleted improvements located on the Property with the choice of whether to demolish, complete or secure such improvements and the method of such demolition, completion and securing of such improvements to be selected by OWNER in its sole discretion. The CITY's specific performance remedy shall include the right to require dedication to the CITY of the Public Improvements located on public property upon completion together with conveyance of real property as contemplated by this Development Agreement. In addition, nothing in this Section shall limit or restrict in any way the CITY's monetary remedies as provided for in Section 27.4 hereof. 27.4 Prohibition on Monetary Damages. The Parties have determined that, except as set forth in this Section 27.4, (i) monetary damages are inappropriate and in no event shall the CITY be liable for any monetary damages whatsoever for any breach of this Agreement, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a Party as a result of a breach hereunder, and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this Agreement. Consequently, OWNER agrees that CITY shall not be liable to OWNER for monetary damages under this Agreement, and CITY agrees that OWNER shall not 1 118866.01 /OC 374444-00001 /8-18-16/wrd/Ir -25- be liable to CITY for monetary damages under this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement (including without limitation special, incidental or consequential damages) and expressly waives its right to recover damages under this Agreement, except as follows: (l) the CITY shall have the right to recover actual damages only (and not consequential, punitive or special damages, each of which is hereby expressly waived) for (a) OWNER's failure to pay sums to CITY as and when due under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) OWNER's failure to make payment due under any Indemnity in this Agreement, and (2) the CITY shall have the right to recover any and all damages relating to OWNER's failure to construct Public Improvements in accordance with CITY -approved plans and specifications and in accordance with all applicable laws (but only to the extent that the CITY first collects against any security, including but not limited to bonds, for such Public Improvements). For purposes of the foregoing, "actual damages" shall mean the actual amount of the sum due and owing under this Agreement, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums. SECTION 28. MODIFICATION OR TERMINATION. If pursuant to Section 27.1 of this Development Agreement, CITY elects to modify or terminate this Development Agreement or establish a revised time schedule for compliance as herein provided, then CITY shall proceed as set forth in this Section. 28.1 Notice to OWNER. CITY shall give notice to OWNER of City Council's intention to proceed to modify or terminate this Development Agreement or establish a time schedule for compliance within ten (10) days of making the CITY's findings. 28.2 Public Hearing. The City Council shall set and give notice of a public hearing on modification, termination or a time schedule for compliance to be held within forty days after the City Council gives notice to OWNER. 28.3 Decision. The City Council shall announce its findings and decisions on whether this Development Agreement is to be terminated, how this Development Agreement is to be modified or the provisions of the Development Agreement with which OWNER must comply and a time schedule therefor not more than ten (10) days following completion of the public hearing. 28.4 Standard of Review. Any determination by CITY to terminate this Development Agreement because OWNER has not complied in good faith with the terms of this Development Agreement must be based upon a finding by the City Council, based on the preponderance of evidence, that OWNER is in default and has not cured that default in the timeframe permitted by Sections 25 and 26 above, as applicable. 28.5 Implementation. Amending or terminating this Development Agreement shall be accomplished by CITY enacting an ordinance. The ordinance shall recite the reasons which, in the opinion of the CITY, make the amendment or termination of this Development Agreement necessary. Not later than ten (10) days following the adoption of the ordinance, one copy thereof shall be forwarded to OWNER. This Development Agreement shall be terminated or this 1 118866.01 /OC 374444-00001/8-18-16/wrd/Ir -26- Development Agreement as modified shall become effective on the effective date of the ordinance terminating or modifying this Development Agreement. 28.6 Schedule for Compliance. Setting a reasonable time schedule for compliance with this Development Agreement may be accomplished by CITY enacting a resolution. The resolution shall recite the reasons which, in the opinion of CITY, make it advisable to set a schedule for compliance and why the time schedule is reasonable. Not later than ten (10) days following adoption of the resolution, one copy thereof shall be forwarded to OWNER. Compliance with any time schedule so established as an alternative to amendment or termination shall be subject to periodic review as provided in this Development Agreement and lack of good faith compliance by OWNER with the time schedule shall be a basis for termination or modification of this Development Agreement. SECTION 29. ASSIGNMENT. 29.1 Right to Assign. OWNER shall have the right to sell, mortgage, hypothecate, assign or transfer this Development Agreement, and any and all of its rights, duties and obligations hereunder, to any person, partnership, joint venture, firm or corporation at any time during the term of this Development Agreement, provided that any such sale, mortgage, hypothecation, assignment or transfer must be pursuant to a sale, assignment or other transfer of the interest of OWNER in the Property, or a portion thereof. In the event of any such sale, mortgage, hypothecation, assignment or transfer, (a) OWNER shall notify CITY of such event and the name of the transferee, together with the corresponding entitlements being transferred to such transferee and (b) the agreement between OWNER and such transferee shall provide that either OWNER or the transferee or both shall be liable for the performance of all obligations of OWNER pursuant to this Development Agreement and the Development Approvals, including the Police Substation Lease. Such transferee and/or OWNER shall notify CITY in writing which entity shall be liable for the performance of such obligations, and upon the express written assumption of any or all of the obligations of OWNER under this Development Agreement by such assignee, transferee or purchaser shall, without any act of or concurrence by CITY, relieve OWNER of its legal duty to perform said obligations under this Development Agreement with respect to the Property or portion thereof, so transferred, except to the extent OWNER is in default under the terms of this Development Agreement. 29.2 Release Upon Transfer. It is understood and agreed by the parties that the Property may be subdivided following the Development Agreement Date. One or more of such subdivided parcels may be sold, mortgaged, hypothecated, assigned or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Effective upon such sale, mortgage, hypothecation, assignment or transfer, the obligations of OWNER shall become several and not joint, except as to OWNER's obligations set forth in Section 9 of this Development Agreement. Upon the sale, transfer, or assignment of OWNER's rights and interests under this Development Agreement as permitted pursuant to the Section 29.1 above, OWNER shall be released from its obligations under this Development Agreement with respect to the Property, or portion thereof so transferred, provided that (a) OWNER is not then in default under this Development Agreement, (b) OWNER has provided to CITY the notice of such transfer specified in Section 29.1 above, (c) the transferee executes and delivers to CITY a written agreement in which (i) the name and address of the transferee is set forth and (ii) the 1118866.01/OC 374444-00001/8-18-16/wrd/lr -27- transferee expressly and unconditionally assumes all the obligations of OWNER under this Development Agreement and the Development Approvals with respect to the Property, or portion thereof, so transferred, including the Police Substation Lease, and (d) the transferee provides CITY with security equivalent to any security provided by OWNER to secure performance of its obligations under this Development Agreement or the Development Approvals. Non-compliance by any such transferee with the terms and conditions of this Development Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for CITY to initiate enforcement action against other persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. Upon completion of any phase of development of the Project as determined by CITY, CITY may or may not release that completed phase from any further obligations under this Development Agreement. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of OWNER shall have all of the same rights, benefits and obligations of OWNER as used in this Development Agreement and the term "OWNER" as used in this Development Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contrary. The Police Substation Lease shall remain in effect in accordance with its terms upon any transfer or attempted transfer by OWNER or any permitted successor of its rights under this Development Agreement. SECTION 30. NO CONFLICTING ENACTMENTS. By entering into this Development Agreement and relying thereupon, OWNER is obtaining vested rights to proceed with the Project in accordance with the terms and conditions of this Development Agreement, and in accordance with, and to the extent of, the Development Approvals. By entering into this Development Agreement and relying thereupon, CITY is securing certain public benefits which enhance the public health, safety and general welfare. CITY therefore agrees that except as provided in Section 24 of this Development Agreement, neither the City Council nor any other agency of CITY shall enact a rule, regulation, ordinance or other measure which relates to the rate, timing or sequencing of the Development or construction of all or any part of the Project and which is inconsistent or in conflict with this Development Agreement. SECTION 31. GENERAL. 31.1 Force Majeure. The Term of this Development Agreement and the time within which OWNER shall be required to perform any act under this Development Agreement shall be extended by a period of time equal to the number of days during which performance of such act is delayed unavoidably by strikes, lock -outs, Acts of God, failure or inability to secure materials or labor by reason of priority or similar regulations or order of any governmental or regulatory body, initiative or referenda, moratoria, enemy action, civil disturbances, fire, unavoidable casualties, or any other cause beyond the reasonable control of OWNER. A Party wishing to invoke this Section shall notify in writing the other Party to this Development Agreement of that intention within thirty (30) days of the commencement of any such cause for delay and shall, at that time, specify the reasons therefor, the provisions of this Development Agreement that will be delayed as a result, and the period of such extension, if known, or, if not known, the Party's best estimate thereof. The failure to so notify the other Party within that period as to the cause 1118866.01/OC 374444-00001/8-18-16/wrdAr -28- for delay shall constitute a waiver of any right to later rely upon this Section with respect to that cause. 31.2 Construction of Development Agreement. The language in all parts of this Development Agreement shall in all cases be construed as a whole and in accordance with its fair meaning. The captions of the paragraphs and subparagraphs of this Development Agreement are for convenience only and shall not be considered or referred to in resolving questions of constructions. This Development Agreement shall be governed by the laws of the State of California. The parties understand and agree that this Development Agreement is not intended to constitute, nor shall be construed to constitute, an impermissible attempt to contract away the legislative and governmental functions of CITY, and in particular, the CITY's police powers. In this regard, the parties understand and agree that this Development Agreement shall not be deemed to constitute the surrender or abnegation of the CITY's governmental powers over the Property. 31.3 Severability. If any provision of this Development Agreement shall be adjudged to be invalid, void or unenforceable, such provision shall in no way affect, impair or invalidate any other provision hereof, unless such judgment affects a material part of this Development Agreement, the parties hereby agree that they would have entered into the remaining portions of this Development Agreement not adjudged to be invalid, void or illegal. In the event that all or any portion of this Development Agreement is found to be unenforceable, this Development Agreement or that portion which is found to be unenforceable shall be deemed to be a statement of intention by the parties; and the parties further agree that in such event they shall take all steps necessary to comply with such public hearings and/or notice requirements as may be necessary in order to make valid this Development Agreement or that portion which is found to be unenforceable. Notwithstanding any other provisions of this Development Agreement, in the event that any material provision of this Development Agreement is found to be unenforceable, void or voidable, OWNER or CITY may terminate this Development Agreement in accordance with the provisions of the Development Agreement Statute and the Procedures Resolution. 31.4 Hold Harmless Agreement. OWNER and CITY hereby mutually agree to, and shall hold each other, each other's elective and appointive councils, boards, commissions, officers, partners, agents, representatives and employees harmless from any liability for damage or claims for damage for personal injury, including death, and from claims for property damage which may arise from the activities of the other's or the other's contractors', subcontractors', agents', or employees' which relate to the Project whether such activities be by OWNER or CITY, or by any of the OWNER's or the CITY's contractors, subcontractors, or by any one or more persons indirectly employed by, or acting as agent for OWNER any of the OWNER's or the CITY's contractors or subcontractors. OWNER and CITY agree to and shall defend the other and the other's elective and appointive councils, boards, commissioners, officers, partners, agents, representatives and employees from any suits or actions at law or in equity for damage caused or alleged to have been caused by reason of the aforementioned activities which relate to the Project. 31.5 Owner Indemnification of City. From and after the execution of this Agreement, OWNER hereby agrees to indemnify, defend and hold harmless the CITY and its employees, officers, City Council members, Planning Commissioners, CITY's attorneys, contractors, 11 18866.01 /OC 374444-00001 /8-18-16/wrd/lr -29- subcontractors, consultants, representatives, heirs, successors and assigns of all such persons, and each of them, (collectively, the "CITY's Affiliated Parties") from and against any claim, action or proceeding (hereinafter, collectively, a "Claim") against CITY or CITY's Affiliated Parties, together with all losses and liabilities related directly or indirectly to, or arising out of or in connection with (i) any of OWNER's acts or omissions under, related to, or in any respect connected with this Development Agreement and/or the development, ownership (or possession), and operation of the Property and/or the Project, (ii) OWNER's activities on the Property (or the activities of OWNER's agents, employees, lessees, representatives, licensees, guests, invitees, successors, assigns, contractors, subcontractors or independent contractors on the Property), (iii) construction of the Project or the use or condition of the Project and/or the Property, and (iv) any Claim instituted by a third party or other governmental entity or official seeking to attack, set aside, void, or annul the approval of this Development Agreement, challenging the validity of any provision of this Development Agreement and/or the Development Approvals, other actions taken pursuant to CEQA, or other approvals under State or CITY codes, statutes, regulations or requirements, and any combination thereof relating to the Project or any portion thereof (hereinafter, a "Third Party Challenge"). Said indemnity obligation shall include payment of attorneys' fees, expert witness fees, and court costs. CITY shall promptly notify OWNER of any such Claim or Third Party Challenge and CITY shall cooperate with OWNER in the defense of such Claim or Third Party Challenge; however, OWNER shall be liable for all legal expenses and costs incurred in defending any such action and shall reimburse the CITY for its actual costs in defense of the action or proceeding, including, but not limited to the time and expenses of the City Attorney's Office and any consultants and third party attorneys; provided, however, OWNER shall have the right to monthly invoices for all such costs. OWNER shall contractually require its counsel to consult with the City Attorney of CITY (or designee) with respect to all factual matters involving actual or alleged CITY acts or omissions and with respect to all legal claims asserted against CITY in order to provide CITY with an adequate opportunity, in both circumstances to confirm that CITY's interest and position with respect to such matters are accurately and properly represented. OWNER shall pay any attorneys' fees, expert witness fees, costs, interest, and other amounts that may be awarded against CITY or OWNER, or both, resulting from the Claim or Third Party Challenge. Each Party shall keep the other Party informed of the status of any pending or threatened Claim or Third Party Challenge upon the other Party's request and promptly after there is any change in the status of the Claim or Third Party Challenge. In the event OWNER performs its indemnity obligations as set forth herein and either CITY or OWNER recovers any attorney's fees, expert witness fees, costs, interest, or other amounts from the party or parties asserting the Claim or Third Party Challenge, OWNER shall be entitled to retain the same. In addition to the foregoing, CITY shall have the right, in its sole and absolute discretion and at its own cost and expense, to retain separate legal counsel to represent CITY and CITY's Affiliated Parties with respect to any Claim or Third Party Challenge. With respect to a Third Party Challenge, OWNER may elect to terminate this Development Agreement, and upon any such termination, OWNER's and CITY's obligations to defend the Third Party Challenge shall cease and OWNER shall have no responsibility to 1 118866.01 /OC .174444 -0 0001/8-1 8-16/w rd/1 1 -30- reimburse any CITY defense costs incurred after such termination date. OWNER shall indemnify the CITY from any other liability incurred by the CITY, its officers, and its employees as the result of any Third Party Challenge, including any award to opposing counsel of attorneys' fees, expert witness fees, interest or costs, except where such award is the result of the willful misconduct of CITY or CITY's Affiliated Parties. To the maximum extent permitted by law, the provisions of this section are intended to be independent of any other provision set forth in this Development Agreement and shall survive the voluntary or involuntary termination of this Development Agreement and any judgment invalidating all or any part of this Development Agreement. OWNER shall be entitled to choose legal counsel to defend OWNER against any such legal action and shall pay any attorneys' fees awarded against CITY or OWNER, or both, resulting from any such legal action. 31.6 Public Agency Coordination. CITY and OWNER shall cooperate and use their respective best efforts in coordinating the implementation of the Development Approvals with other public agencies, if any, having jurisdiction over the Property or the Project. 31.7 Initiative Measures. Both CITY and OWNER intend that this Development Agreement is a legally binding contract which will supersede any initiative, measure, moratorium, referendum, statute, ordinance or other limitation (whether relating to the rate, timing or sequencing of the Development or construction of all or any part of the Project and whether enacted by initiative or otherwise) affecting parcel or subdivision maps (whether tentative, vesting tentative or final), building permits, occupancy certificates or other entitlements to use approved, issued or granted within the CITY, or portions of the CITY, and which Agreement shall apply to the Project to the extent such initiative, measure, moratorium, referendum, statute, ordinance or other limitation is inconsistent or in conflict with this Development Agreement. Should an initiative, measure, moratorium, referendum, statute, ordinance, or other limitation be enacted by the citizens of CITY which would preclude construction of all or any part of the Project, and to the extent such initiative, measure, moratorium, referendum, statute, ordinance or other limitation be determined by a court of competent jurisdiction to invalidate or prevail over all or any part of this Development Agreement, OWNER shall have no recourse against CITY pursuant to the Development Agreement, but shall retain all other rights, claims and causes of action under this Development Agreement not so invalidated and any and all other rights, claims and causes of action as law or in equity which OWNER may have independent of this Development Agreement with respect to the project. The foregoing shall not be deemed to limit OWNER's right to appeal any such determination that such initiative, measure, referendum, statute, ordinance or other limitation invalidates or prevails over all or any part of this Development Agreement. CITY agrees to cooperate with OWNER in all reasonable manners in order to keep this Development Agreement in full force and effect, provided OWNER shall reimburse CITY for its out-of- pocket expenses incurred directly in connection with such cooperation and CITY shall not be obligated to institute a lawsuit or other court proceedings. 31.8 Attorneys' Fees. In the event of any dispute between the parties involving the covenants or conditions contained in this Development Agreement, the prevailing party shall be entitled to recover reasonable expenses, reasonable attorneys' fees and costs. 1118866.01 /OC 3 744 44-0 0 00 1 /8-18-16/wrd/Ir -31- 31.9 No Waiver. No delay or omission by either party in exercising any right or power accruing upon non-compliance or failure to perform by the other party under any of the provisions of this Development Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either party of any of the covenants or conditions to be performed by the other party shall not be construed as a waiver of any succeeding breach of nonperformance of the same or other covenants and conditions hereof. 3 1. 10 Authority to Execute. The person executing this Development Agreement on behalf of OWNER warrants and represents that he/she has the authority to execute this Development Agreement on behalf of his/her partnership and represents that he/she has the authority to bind OWNER to the performance of OWNER's obligations hereunder. 31.11 Notice. 31.11.1 To OWNER. Any notice required or permitted to be given by CITY to OWNER under or pursuant to this Development Agreement shall be deemed sufficiently given if in writing and delivered personally to an officer of OWNER or mailed with postage thereon fully prepaid, registered or certified mail, return receipt requested, addressed to OWNER as follows: LTG Platinum LLC Los Angeles, California Attn.: Max Yang With a copy to: William R. Devine Allen Matkins 1900 Main Street, Suite 500 Irvine, California 92614 or such changed address as OWNER shall designate in writing to CITY. 31.1 l .2 To CITY. Any notice required or permitted to be given by OWNER to CITY under or pursuant to this Development Agreement shall be deemed sufficiently given if in writing and mailed with postage thereon fully prepaid, registered or certified mail, return receipt requested, addressed to CITY as follows: City Council City of Anaheim c/o City Clerk 200 S. Anaheim Blvd., Suite 217Anaheim, California 92805 With copies to: City Manager 1 118866.01 /OC -174444-00001/8-1 8-16/wrd/Ir -32- City Manager City of Anaheim 200 S. Anaheim Blvd., Suite 733 Anaheim, California 92805 City Attorney City of Anaheim 200 S. Anaheim Blvd., Suite 356 Anaheim, California 92805 or such changed address as CITY shall designate in writing to OWNER. The provisions of this Section shall be deemed permissive only and shall not detract from the validity of any notice given in a manner which would be legally effective in the absence of this Section. 31.12 Captions. The captions of the paragraphs and subparagraphs of this Development Agreement are for convenience and reference only and shall in no way define, explain, modify, construe, limit, amplify or aid in the interpretation, construction or meaning of any of the provisions of this Development Agreement. 31.13 Consent. Any consent required by the parties in carrying out the terms of this Development Agreement shall not unreasonably be withheld. 31.14 Further Actions and Instruments. Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Development Agreement and the satisfaction of the conditions of this Development Agreement. Upon the request of either party at any time, the other party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Development Agreement to carry out the intent and to fulfill the provisions of this Development Agreement or to evidence or consummate the transactions contemplated by this Development Agreement. 31.15 Subsequent Amendment to Authorizing Statute. This Development Agreement has been entered into in reliance upon the provisions of the Development Agreement Statute in effect as of the Development Agreement Date. Accordingly, subject to Section 24.1 above, to the extent that subsequent amendments to the Government Code would affect the provisions of this Development Agreement, such amendments shall not be applicable to this Development Agreement unless necessary for this Development Agreement to be enforceable or unless this Development Agreement is modified pursuant to the provisions set forth in this Development Agreement and Government Code Section 65868 as in effect on the Development Agreement Date. 31.16 Governing Law. This Development Agreement, including, without limitation, its existence, validity, construction and operation, and the rights of each of the parties shall be determined in accordance with the laws of the State of California. 1 118866.01 /OC 374444-00001 /8-18-16/wrd/Ir -33- 31.17 Effect on Title. OWNER and CITY agree that this Development Agreement shall not continue as an encumbrance against any portion of the Property as to which this Development Agreement has terminated. 31.18 Mortgagee Protection. Entering into or a breach of this Development Agreement shall not defeat, render invalid, diminish, or impair the lien of Mortgagees having a mortgage on any portion of the Property made in good faith and for value, unless otherwise required by law. No Mortgagee shall have an obligation or duty under this Development Agreement to perform OWNER's obligations, or to guarantee such performance prior to any foreclosure or deed in lieu thereof. 31.19 Notice of Default to Mortgagee, Rijzht of Mortgagee to Cure. If the City Clerk timely receives notice from a Mortgagee requesting a copy of any notice of default given to OWNER under the terms of this Development Agreement, CITY shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to OWNER. The Mortgagee shall have the right, but not the obligation, for a period up to ninety (90) days after the receipt of such notice from CITY to cure or remedy, or to commence to cure or remedy the default unless a further extension of time to cure is granted in writing by CITY. If the default is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession, such Mortgagee shall seek to obtain possession with diligence and continually through foreclosure, a receiver or otherwise, and shall thereafter remedy or cure the default or non- compliance within thirty (30) days after obtaining possession. If any such default or non- compliance cannot, with diligence, be remedied or cured within such thirty (30) day period, then such Mortgagee shall have such additional time as may be reasonably necessary to remedy or cure such default or non-compliance if such Mortgagee commences cure during such thirty (30) day period, and thereafter diligently pursues and completes such cure. 31.20 Bankruptcy. Notwithstanding the foregoing provisions of Section 30.20 of this Development Agreement, if any Mortgagee is prohibited from commencing or pursuing and prosecuting foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving CITY, the times specified in this Section for commencing or prosecuting foreclosure or other proceedings shall be extended for the period of the prohibition. 31.21 Disaffirmance. CITY agrees that in the event of termination of this Agreement by reason of any default by CITY, or by reason of the disaffirmance hereof by a receiver, liquidator or trustee for OWNER or its property, CITY, if requested by any Mortgagee, shall enter into a new Development Agreement for the Project with the most senior Mortgagee requesting such new agreement, for the remainder of the Term, effective as of the date of such termination, upon the terms, provisions, covenants and agreements as herein contained to the extent and subject to the law then in effect, and subject to the rights, if any, of any parties then in possession of any part of the Property, provided: 1 118866.07 /OC 3 744 44 -00 001/8-18-16/wrd/I1 -34- 31.21.1 The Mortgagee shall make written request upon CITY for the new Development Agreement for the Project within thirty (30) days after the date of termination; 31.21.2 The Mortgagee shall pay to CITY, at the time of the execution and delivery of the new Development Agreement, the Project expenses, including reasonable attorneys' fees, to which CITY shall have been subjected by reason of OWNER's default; and 31.21.3 The Mortgagee shall perform and observe all covenants herein contained on OWNER's part to be performed, and shall further remedy any other conditions which OWNER under the terminated agreement was obligated to perform under its terms, to the extent the same are curable or may be performed by the Mortgagee. 31.21.4 Nothing herein contained shall require any Mortgagee to enter into a new agreement pursuant to the first paragraph of this Section 31.2 1, nor to cure any default of OWNER referred to above. 31.22 No Third Party Beneficiaries. This Development Agreement and all provisions hereof is made and entered into for the sole protection and benefit of CITY, OWNER and their successors and assigns. No other person shall have right of action based upon any provision in this Development Agreement. 31.23 Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Development Agreement. No partnership, joint venture or other association of any kind is formed by this Development Agreement. The only relationship between CITY and OWNER is that of a government entity regulating the development of private property and the owner of such private property. 31.24 Restrictions. Property OWNER shall place in any agreements to sell or convey any interest in the Property or any portion thereof, provisions making the terms of this Development Agreement binding on any successors in interest of OWNER and express provision for OWNER or CITY, acting separately or jointly, to enforce the provisions of this Development Agreement and to recover attorneys' fees and costs for such enforcement. 31.25 Recitals. The recitals in this Development Agreement constitute part of this Development Agreement and each party shall be entitled to rely on the truth and accuracy of each recital as an inducement to enter into this Development Agreement. 31.26 Recording. The City Clerk shall cause a copy of this Development Agreement to be executed by CITY and recorded in the Official Records of Orange County no later than ten (10) days after CITY approves this Development Agreement. 31.27 Title Report. CITY is required to sign this Development Agreement only after OWNER has provided CITY with a satisfactory preliminary title report evidencing and showing OWNER's legal and equitable ownership interest in the Property, current within six (6) months, unencumbered except for the exceptions (hereinafter the "Permitted Exceptions") set in the 1118866.01 /oc 3 74444 -00 001/8-18-16/wrd/lr -35- preliminary title report for the Property dated , 2016, attached hereto as Exhibit "H" (the "Preliminary Title Report"). Any instrument of monetary encumbrance such as a deed of trust or a mortgage entered into subsequent to the date of the Preliminary Title Report and prior to the Development Agreement Date, shall contain language expressly subordinating such instruments of monetary encumbrance to the provisions of this Development Agreement. OWNER shall present evidence, satisfactory to CITY, of OWNER's legal title to Property, subject only to the Permitted Exceptions and any such subordinated instruments of monetary encumbrance, at the time of recordation of this Agreement, or a memorandum thereof. 31.28 Entire Agreement. This Development Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Development Agreement, and this Development Agreement supersedes all previous negotiations, discussions and agreements between the parties, and no parol evidence of any prior or other agreement shall be permitted to contradict or vary the terms hereof. 31.29 Successors and Assigns. The burdens of the Development Agreement shall be binding upon, and the benefits of the Development Agreement inure to all successors in interest and assigns of the parties to the Development Agreement. 31.30 OWNER's Title of Property. Neither party hereto shall be bound by any provision of this Agreement unless and until OWNER shall record this Development Agreement or a memorandum thereof, in the office of the County Recorder of the County sufficient to cause this Agreement and the obligations contained herein to attach to and encumber OWNER's fee title to Property. 31.31 Exhibits. All exhibits, including attachments thereto, are incorporated in this Development Agreement in their entirety by this reference. IN WITNESS WHEREOF, CITY and OWNER have executed this Development Agreement as of the date and year first above written. "CITY" CITY OF ANAHEIM, a municipal corporation By: Mayor ATTEST: LINDA N. ANDAL, CITY CLERK "OWNER" LTG PLATINUM LLC, a California limited liability company By:_ Name: Title: 11 18866.01/OC 1 74444-00001 /8-18-16/wrd/Ir -36- By: APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY Theodore J. Reynolds Assistant City Attorney 1118866.01/OC 374444-00001/8-18-16/wrcHr -37- EXHIBIT "A" LEGAL DESCRIPTION OF THE PROPERTY ]ll8866.01/OC EXHIBIT "A" 374444-00001/8-18-16/wrd/Ir -I- Order Number: NCS -741888 -SAI Page Number: 13 LEGAL DESCRIPTION Real property in the City of Anaheim, County of Orange, State of California, described as follows: PARCEL 1: THAT PORTION OF THE SOUTH 667.79 FEET, MEASURED ALONG THE WEST LINE OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTH LINE OF SAID LOT 3 WITH A LINE WHICH IS PARALLEL WITH AND DISTANT EASTERLY 781.93 FEET MEASURED AT RIGHT ANGLES, FROM THE WEST LINE OF SAID LOT 3; THENCE NORTHERLY ALONG SAID PARALLEL LINE A DISTANT OF 667.79 FEET; THENCE EAST PARALLEL WITH THE SOUTH LINE OF SAID LOT 3 A DISTANCE OF 250.00 FEET; THENCE SOUTHERLY, PARALLEL WITH SAID WEST LINE OF LOT 3, A DISTANCE OF 667.69 FEET TO THE SOUTH LINE OF SAID LOT 3; THENCE WEST ALONG SAID SOUTH LINE OF LOT 3 A DISTANCE OF 250.00 FEET TO THE POINT OF BEGINNING. PARCEL 2: THAT PORTION OF LOT 3 OF TRACT NO, 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, AGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE NORTH LINE OF THE SOUTH 667.79 FEET OF SAID LOT, NORTH 890 59'00" EAST 272.10 FEET FROM THE INTERSECTION OF SAID LINE WITH A UNE WHICH IS PARALLEL WITH AND EASTERLY 781.93 FEET, MEASURED AT RIGHT ANGLES FROM THE WEST LINE OF SAID LOT; THENCE SOUTH 89° 59' 00" WEST 139.13 FEET, ALONG SAID NORTH LINE TO A POINT ON THE SOUTHEASTERLY LINE OF THE ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY'S 30.00 FOOT WIDE RIGHT OF WAY AS DESCRIBED IN A DEED RECORDED )UNE 17, 1960 IN BOOK 52921 PAGE 508 OF OFFICIAL RECORDS, SAID SOUTHEASTERLY LINE BEING A CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 374.26 FEET, A RADIAL TO SAID POINT BEARS SOUTH 16° 17' 15" EAST; THENCE NORTHEASTERLY 283.43 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 430 23' 25" TO A POINT OF CUSP WITH A COMPOUND CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 3672.29 FEET; THENCE SOUTHWESTERLY 61.23 FEET ALONG SAID COMPOUND CURVE THROUGH A CENTRAL ANGLE OF 00 57' 19" WEST 8.53 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 344.26 FEET; THENCE SOUTHERLY 119.12 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 190 49'31" TO THE POINT OF BEGINNING. PARCEL 3: PARCEL 2, AS SHOWN ON A MAP FILED IN BOOK 27, PAGE 33 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA. PARCEL 3A: AN EASEMENT FOR ROAD PURPOSES OVER THE EAST 25.00 FEET OF THE WEST 781.93 FEET OF THE NORTH 371.04 FEET OF THE SOUTH 667.79 FEET OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA. First American Title Insurance Company Order Number: NCS -741888 -SAI Page Number: 14 PARCEL 4: THE NORTH 472.79 FEET OF THE SOUTH 667.79 FEET OF THE WEST 513.67 FEET OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, SAID WEST 513.67 FEET BEING MEASURED TO THE CENTER LINE OF PLACENTIA AVENUE ON SAID MAP AS AN UNNAMED ROAD, PARCEL 4A: AN EASEMENT FOR DRAINAGE PURPOSES OVER THE FOLLOWING DESCRIBED LAND: THE SOUTH 5 FEET OF THE NORTH 20 FEET OF THE EAST 243.26 FEET OF THE WEST 756.93 FEET OF THE NORTH 371.04 FEET OF THE SOUTH 667.79 FEET OF LOT 3, TRACT NO. 71, AS PER MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 5: THE EASTERLY 310.00 FEET OF THE WESTERLY 513.67 FEET OF THE SOUTH 195.00 FEET OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA. SAID WESTERLY 513.67 FEET BEING MEASURED FROM THE CENTERLINE OF PLACEN11A AVENUE, AS SHOWN ON SAID MAP AS AN UNNAMED ROAD. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN THAT CERTAIN JUDGEMENT AND FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 70 55 14, A CERTIFIED COPY OF WHICH WAS RECORDED MAY 13, 1997 AS INSTRUMENT NO. 19970222990 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY. PARCEL 6: THE SOUTH 296.75 FEET OF THE EAST 243.26 FEET OF THE WEST 756.93 FEET OF LOT 3 IN TRACT NO. 71 IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 10 PAGE 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN THAT CERTAIN JUDGEMENT AND FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 70 55 14, A CERTIFIED COPY OF WHICH WAS RECORDED MAY 13, 1997 AS INSTRUMENT NO. 19970222990 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY. PARCEL 6A: AN EASEMENT FOR ROAD PURPOSES OVER THE EAST 25.00 FEET OF THE WEST 781.93 FEET OF THE SOUTH 296.75 FEET OF LOT 3 IN TRACT NO. 71 IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 10 PAGES 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 7: THE WEST 203.67 FEET, MEASURED FROM THE CENTER LINE OF PLACENTIA AVENUE, ADJOINING ON THE WEST OF THE SOUTH 195.00 FEET OF LOT 3 OF TRACT NO. 71, IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN First American Tide Insurance Company Order Number: NCS -741888 -SAI Page Number: 15 BOOK 10 PAGE 2.2 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN THAT CERTAIN JUDGEMENT AND FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 70 55 14, A CERTIFIED COPY OF WHICH WAS RECORDED MAY 13, 1997 AS INSTRUMENT NO. 19970222990 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY. ALSO EXCEPT ALL RIGHT, TITLE AND INTEREST IN ANY OIL, GAS, PETROLEUM OR OTHER MINERAL OR HYDROCARBON SUBSTANCES WITHIN OR BENEATH THE BOUNDARIES OF SAID PROPERTY, WITHOUT THE RIGHT TO ENTER UPON THE SURFACE OF SAID LAND OR TO USE SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE PRESENT SURFACE, AS RESERVED IN THE DEED FROM REESE MILNER, A MARRIED MAN RECORDED JULY 13, 1965 IN BOOK 7590, PAGE 498 OF OFFICIAL RECORDS. APN: 083-270-69 (Affects: portion of Parcel 4), 083-270-70 (Affects: portion of Parcel 4), 083-270-73 (Affects: Parcel 5), 083-270-74 (Affects: Parcel 6), 083-270-75 (Affects: Parcel 7), 083-270-67 (Affects: porton of Parcel 3) 083-270-47 (Affects: Parcel 2 and portion of Parcel 1) 083-270-71 (Affects: portion of Parcel 4) 083-270-72 (Affects: portion of Parcel 4) 083-270-61 (Affects: portion of Parcel 3) and 083-270-37 (Affects: portion of Parcel 1) First American Title Insurance Company EXHIBIT "B" MASTER SITE PLAN 1118866.01/oc EXHIBIT "B" 374444-00001/8-18-16/wrd/Ir -I- EXHIBIT "C" CONDITIONS OF APPROVAL 1118866.01/oC EXHIBIT "C" 374444-00001/8-18-16/wrd/Ir -I- EXHIBIT "C" DEVELOPMENT AGREEMENT 2015-00001 (DEV2015-00024) LT Platinum Center NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY PRIOR TO FINAL TRA CT MAPAPPR 0VAL 1 Prior to the approval of the Final Tract Map, the applicant shall Public Works submit, and the Streets and Sanitation Division of the Public Works Department, Department shall approve, the following items: Streets & • Sewer and storm drain manhole locations and Detour Plan Sanitation Criteria Division • Trash truck turning radius The approved information shall be shown on each Street Improvement Plan submitted to the Public Works Department. 2 All existing structures shall be demolished. The developer shall obtain Public Works a demolition permit from the Building Division. Department, Development Services Division 3 Prior to final map approval, the legal property owner shall furnish a Public Works Subdivision Agreement to the City of Anaheim, in a form to be Department, approved by the City Attorney's Office, agreeing to complete the Development public improvements required as conditions of the map at the legal Services property owner's expense. Said agreement shall be submitted to and Division approved by the City of Anaheim and shall than be recorded concurrently with the final map. All public improvements shall be constructed within one year of recordation of the final map. 4 The existing vehicular access rights to State College Boulevard and Public Works Orangewood Ave. shall be released and relinquished to the City of Department, Anaheim. The vehicular access rights to Artisan Court, except at the Development private street openings, shall be released and relinquished to the City Services of Anaheim. Division 5 A maintenance covenant shall be submitted to the Subdivision Section Public Works and approved by the City Attorney's office. The covenant shall include Department, provisions for maintenance of private facilities such as private sewer, Development Private Street, and private storm drain improvements; compliance with Services approved Water Quality Management Plan; and a maintenance exhibit. Division Maintenance responsibilities shall include all drainage devices, parkway landscaping and irrigation on State College Boulevard, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Dupont Street and Artisan Court, the private street name signs and the Private Streets. The covenant shall be recorded concurrently with the final map. 6 A 30 -foot corridor shall be reserved west of the centerline of Dupont Public Works Drive for a future storm drain box. Department, Development Services Division 7 Lettered lots B and C shall be recorded as part of the final map on the Public Works north side of Artisan Court along and adjacent to the stadium property Department, and shall be maintained by the property owner. Development Services Division 8 The legal property owner shall offer for dedication to the City of Public Works Anaheim an additional four (4) feet of sidewalk for an easement behind Department, the ultimate right-of-way along Dupont Drive for pedestrian walkway Development purposes. Services Division 9 The final tract map shall be submitted to and approved by the Public Works Department of Public Works and the Orange County Surveyor for Department, technical review and confirmation that all applicable conditions of Development approval have been complied with and then shall be filed in the Office Services of the Orange County Recorder. Division 10 The property owner shall irrevocably offer to dedicate to the City of Public Works Anaheim easements for road, public utilities and other public purposes Department, for the widening of State College Boulevard, Orangewood Avenue, Development and Dupont Drive to the ultimate right-of-way, including necessary Services construction easements As identified in the Platinum Triangle Master Division Land Use Plan and City of Anaheim Public Works Department Standards. 11 The legal property owner shall offer for dedication to the City of Anaheim an additional two and one half (2.5) feet for a sidewalk easement behind the ultimate right-of-way along Orangewood Avenue for pedestrian walkway purposes. 12 Easements shall be provided by the property owner/developer for Public surface mounted switches that are integral to electrical circuits to the Utilities satisfaction of the Public Utilities Department. The property Department, owner/developer shall install the duct bank, substructures and provide Electrical NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY switch easements as the new streets are installed. The Public Utilities Engineering Department will specify the duct bank and easement configurations Division when a load schedule is available. This information shall be specifically shown on the street improvement plans submitted by the property owner/developer. The backbone circuits will serve the electrical systems required for the individual residential and commercial buildings. 13 Prior to the recordation of the final map, the applicant shall submit, and Fire the Fire Chief and City Attorney's Office shall approve, an agreement Department for the installation of traffic signal preemption equipment for the surrounding controlled intersections. 14 Prior to the approval of the Final Tract Map, final Street Improvement Public Works Plans in conjunction with the approved Master Site Plan shall be Department, submitted to the City Traffic and Transportation Manager for review Traffic and approval. The plans shall include, but not be limited to, street Engineering revisions as required by the City Traffic and Transportation Manager, Division on -street parking spaces shall be posted, "No Overnight Parking, Except by Permission of the Management", the location of traffic signal box locations, and traffic signal modifications required at the intersections of State College Boulevard and Artisan Court, State College Boulevard and Orangewood Avenue, and Dupont Drive and Orangewood Avenue. The plan shall indicate all construction staging areas with reserved space for construction parking and shall also designate truck routes to the satisfaction of the Traffic and Transportation Manager. The final Street Improvement Plan shall provide details sufficient to ensure that all street improvements will occur during the initial street construction. Streets shall be constructed in accordance with Exhibit "J" (Public Facilities Plan) of the Amended and Restated Development Agreement and with the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Amended and Restated Development Agreement. 15 Prior to the approval of the Final Tract Map, the property Public Works owner/developer shall post a bond for all street and traffic related Department, public improvements, including, but not limited to, traffic signals, Development directional signage, striping, and median islands, sidewalk, and Services landscape parkway as required by Mitigation Monitoring Plan No.334 Division referenced herein in Condition No. 168. PRIOR TO APPROVAL OF FINAL SITE PLANS NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 16 Plans shall indicate that assigned parking spaces shall be provided for Planning and each residential unit. Building Department, Planning Services Division 17 Architectural plans shall demonstrate that all air conditioning facilities Planning and and other roof- and ground -mounted equipment shall be properly Building shielded from view with roof plans, elevations, and line -of -sight plans. Department, Planning Services Division 18 Plans shall identify the location of a mail delivery parking stall and Planning and indicate that the stall shall be posted with a sign that indicates it is a Building reserved space for mail delivery. Department, Planning Services Division 19 Plans shall indicate that above -ground utility devices are located on Planning and private property and outside any required setback areas adjacent to Building arterial highways or connector streets. Department, Planning Services Division 20 Prior to the approval of each Final Site Plan including a podium Public structure, plans shall indicate that all transformers and switching Utilities equipment shall be located within electric equipment rooms located Department, within the podium structure. Said locations shall be reviewed and Electrical approved by the Public Utilities Department prior to the approval of Engineering the Final Site Plan. Division 21 Plans shall show that 4 -foot -high address numbers shall be displayed Police on the roof of each building in a contrasting color to the roof material. Department; Said numbers shall not be visible from view of the street or adjacent Planning and properties. Building Department, Planning Services Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 22 Plans shall identify easements for emergency, public utility and other Public Works public purposes for fire access as required. Department, Development Services Division 23 Prior to the approval of each Final Site Plan for each podium building, Public Works plans shall indicate that a minimum horizontal clearance of 16 feet or Department, other clearance as determined acceptable by the Streets and Sanitation Streets & Division of the Public Works Department shall be provided and Sanitation maintained on the ground floor parking structure to allow access for Division the trash bin retrieval vehicle. A "No Parking Between the Hours of 7 a.m. and 5 p.m." sign shall be posted to allow trash bin retrieval access. Said information shall be specifically shown on plans submitted for building permits. 24 Prior to the approval of each Final Site Plan, plans shall indicate that Public Works trash storage areas and trash chutes shall be provided and maintained Department, in a location acceptable to the Public Works Department, Streets and Streets & Sanitation Division. Sanitation Division 25 Prior to approval of each Final Site Plan for residential buildings with Public Works podium or structured parking, plans shall indicate that a separate 8' x Department, 10' enclosed and secured bulky item storage area, located within 25' Streets & of the trash pick-up area, shall be provided and maintained, as required Sanitation by the Public Works Department, Streets and Sanitation Division. Division 26 Prior to the approval of each Final Site Plan, an on-site trash truck Public Works turnaround area shall be provided per Engineering Standard Detail No. Department, 476 and maintained to the satisfaction of the Public Works Streets & Department, Streets and Sanitation Division. Sanitation Division 27 Prior to the approval of each Final Site Plan, plans shall show any Public Works proposed gates and shall demonstrate that gates shall not be installed Department, across any driveway or private street in a manner which may adversely Traffic affect vehicular traffic on the adjacent public street. The location of Engineering any proposed gates shall be subject to the review and approval of the Division City Traffic and Transportation Manager. The approved gate locations shall be specifically shown on plans submitted for building permits and all gates shall be installed prior to the first final building and zoning inspection for the parking lot/parking structure. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 28 Prior to approval of each Final Site Plan with security gates and vehicle Public Works turn-around lanes, the location of said gates and lanes and how they Department, will function shall be reviewed and approved by the City Traffic and Traffic Transportation Manager and the Fire Department. Engineering Division; Fire Department 29 Prior to approval of the final site plan for the second phase, the plans Police shall depict a warm shell for up to a 2,000 square foot Police Substation Department; at the BO parking level in the underground parking structure, along Planning and with twelve (12) dedicated parking spaces. Building Department, Planning Services Division 30 Prior to approval of each Final Site Plan, the property owner shall Public identify easements for all large domestic above-ground water meters Utilities and fire hydrants, including a five (5)-foot wide easement around the Department, fire hydrant and/or water meter pad; and twenty (20) foot wide Water easements for all water service mains and service laterals all to the Engineering satisfaction of the Water Engineering Division. The easements shall Division be granted on the Water Engineering Division of the Public Utilities Department's standard water easement deed. The easement deeds shall include language that requires the property owner to be responsible for restoring any special surface improvements, other than asphalt paving, including but not limited to colored concrete, bricks, pavers, stamped concrete, decorative hardscape, walls or landscaping that becomes damaged during any excavation, repair or replacement of City owned water facilities. Provisions for the repair, replacement and maintenance of all surface improvements other than asphalt paving shall be the responsibility of the property owner and included and recorded in the CC&Rs. PRIOR TO ISSUANCE OF GRADING PERMITS 31 Prior to grading plan approval, the water quality management plan Public Works shall address the following items: Department, • The WQMP shall include information such as soils analysis, Development prior contamination, depth to groundwater, etc. to determine Services the acceptability and capability of this site to use infiltration. Division • The criteria identified in the DAMP in order to allow infiltration to occur on a site must be evaluated and deemed adequate for the determination to be made to infiltrate onsite. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • The applicant shall obtain approval for infiltration from the City and from the Orange County Water District. The City will coordinate the review of this proposed infiltration system to obtain comments. • The WQMP and grading plans shall show that flows are conveyed to the infiltration areas. The WQMP shall show the required pretreatment for any focused infiltration. The pretreatment system may be landscape swales, filter strips or bio -retention areas (rain gardens), prior to reaching the infiltration system. 32 Prior to grading plan approval, the applicant shall submit a Drainage Public Works Study prepared by a registered professional Civil Engineer in the State Department, of California. The Study shall be based upon and reference the latest Development edition of the Orange County Hydrology Manual and the applicable Services City of Anaheim Master Plan of Drainage for the project area. All Division drainage sub -area boundaries per the Master Plan for Drainage shall be maintained. The Study shall include: an analysis of 10-, 25- and 100 - year storm frequencies; an analysis of all drainage impacts to the existing storm drain system based upon the ultimate project build -out condition; and address whether off-site and/ or on-site drainage improvements (such as detention/ retention basins or surface runoff reduction) will be required to prevent downstream properties from becoming flooded. 33 Prior to grading plan approval, the applicant shall demonstrate that Public Works coverage has been obtained under California's General Permit for Department, Stormwater Discharges Associated with Construction Activity by Development providing a copy of the Notice of Intent (NOI) submitted to the State Services Water Resources Control Board and a copy of the subsequent Division notification of the issuance of a Waste Discharge Identification (WDID) Number. The applicant shall prepare and implement a Stormwater Pollution Prevention Plan (SWPPP). A copy of the current SWPPP shall be kept at the project site and be available for City review on request. 34 Prior to issuance of the grading permit and right-of-way construction Public Works permit for the storm drain and sewer, whichever occurs first, a Save Department, Harmless agreement in -lieu of an Encroachment Agreement is required Development to be executed, approved by the City and recorded by the applicant on Services the property for any storm drains connecting to a City storm drain. Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 35 Project improvement plans shall incorporate the required drainage Public Works improvements, and the mechanisms proposed in the approved Department, Drainage Report. No offsite run-off shall be blocked during and after Development grading operations or perimeter wall construction. Services Division 36 Prior to obtaining a grading permit for "A" street, the record owner Public Works shall provide a copy of the right of entry from the Orange County Department, Flood Control District (OCFCD). Development Services Division 37 The developer shall improve the downstream storm drain as Public Works determined by the approved preliminary drainage report. The plans for Department, all required storm drain improvements shall be approved prior to Development issuance of grading permits. All required storm drain improvements Services shall be operational prior to final building and zoning inspections. Division 38 Prior to the approval of a mass or rough grading permit, portions of Public Works existing infrastructure to be replaced shall be demolished. The Department, property owner/developer shall obtain a demolition permit from the Streets & Building Division of the Planning and Building Department. Plans Sanitation submitted for the demolition permit shall include a demolition Division recycling plan which has been reviewed and approved by the Public Works Department, Streets and Sanitation Division. The demolition recycling plan shall indicate type of material to be demolished, anticipated tonnage diverted and anticipated tonnage landfilled. Inert demolition material (dirt, concrete, masonry, asphalt, etc.) shall be disposed of in an inert reclamation site, or diverted by other means rather than landfilled. 39 The developer/owner shall obtain a permit from City's Environmental Public Services Division prior to installation of an infiltration system (i.e. dry Utilities well). The infiltration system shall be located at least 100 feet Department, horizontally from any water supply wells. The vertical distance from Water the bottom of the infiltration system to the seasonal high groundwater Engineering level shall be at least 10 feet. In addition, the infiltration system shall Division be located at least 10 feet horizontally from any existing or proposed water mains or laterals. 40 The developer/owner shall submit a set of improvement plans for Public Public Utilities Water Engineering review and approval in determining Utilities the conditions necessary for providing water service to the project. Department, Water NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Engineering Division 41 The public water main, services and facilities located in Artisan Court Public shall be located such that there is a minimum of ten feet of horizontal Utilities clearance from all major structure or footings. In addition, a 16 foot Department, minimum vertical clearance above the finished surface shall be Water provided over water mains, services and facilities (fire hydrants, Engineering meters, backflow devices, etc.). Division PRIOR TO ISSUANCE OF BUILDING PERMITS 42 The developer shall submit street improvement plans for the work on Public Works State College Boulevard, Orangewood Avenue, Dupont Drive, and Department, Artisan Court including but not limited to curb and gutter, sidewalk Development and landscape, median island, storm drain and sewer facilities, and Services traffic signals as depicted in the Master Site Plan and Platinum Division Triangle Master Land Use Plan. The landscape and irrigation improvement plans shall be prepared in accordance with the Public Works Landscape and Irrigation Manual for Public Street and Highway. 43 The developer shall post a security to guarantee the construction of Public Works public works improvements in an amount approved by the City Department, Engineer and in a form approved by the City Attorney. Development Services Division 44 Prior to the approval of each building permit for a parking structure, Public Works plans shall demonstrate that at -grade ducts and overhead pipes shall Department, not encroach in the parking space area or required vehicle clearance Development area in parking structures. Services Division 45 Prior to approval of each building permit for residential buildings Public Works with podium or structured parking, plans shall indicate that a separate Department, 8' x 10' enclosed and secured bulky item storage area, located within Streets & 25' of the trash pick-up area, shall be provided pursuant to condition Sanitation 23• Division 46 Prior to the approval of each building permit, an on-site trash truck Public Works turnaround area shall be provided per condition 26. Department, Streets & NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Sanitation Division 47 Prior to the approval of each building permit, plans shall indicate that Public Works trash storage areas and trash chutes shall be provided and maintained Department, in a location acceptable to the Public Works Department. Streets & Sanitation Division 48 Plans shall show any proposed gates and shall demonstrate that gates Public Works shall not be installed across any driveway or private street in a Department, manner which may adversely affect vehicular traffic on the adjacent Traffic public street per condition 27. The location of any proposed gates Engineering shall be subject to the review and approval of the City Traffic and Division Transportation Manager. 49 Prior to the approval of each street improvement plan for the connector Planning and streets within the project boundary, the property owner/developer shall Building submit production landscape plans for the street parkways designed in Department, conformance with the approved Landscape Plans of each Final Site Planning Plan exhibit and Section 4 of the Platinum Triangle Master Land Use Services Plan (PTMLUP). Division 50 Prior to the issuance of the first building permit associated with each Planning and Final Site Plan, all units shall be assigned street addresses by the Building Planning and Building Department. Street names for any new public Department, or private street (if requested by the property owner/developer or Planning required by the City) shall be submitted to and approved by the Services Building Division. Division 51 Plans shall indicate that the public parking structures shall be posted Planning and "No Overnight Parking, Except by Permission of the Management." Building Department, Planning Services Division 52 Plans shall indicate that assigned parking spaces shall be provided for Planning and each residential unit. Building Department, Planning Services Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 53 Architectural plans shall demonstrate that all air conditioning facilities Planning and and other roof- and ground -mounted equipment shall be properly Building shielded from view with roof plans, elevations, and line -of -sight plans. Department, Planning Services Division 54 Plans shall identify the location of a mail delivery parking stall and Planning and indicate that the stall shall be posted with a sign that indicates it is a Building reserved space for mail delivery. Department, Planning Services Division 55 Prior to the issuance of the first building permit for each Final Site Planning and Plan, plans shall show that satellite or other cable/transmission Building television wiring (concealed from outside the building) shall be Department, provided to each unit and a note shall be added to the construction Planning drawings stating that individual television service involving the Services installation of individual dish receivers/transmitters on the exterior of Division the building shall not be allowed. 56 Prior to the issuance of the first building permit for the approved Planning and Final Site Plan, the above -ground utility devices noted in condition Building 17 shall be specifically shown on construction plans in locations Department, substantially in accordance with the approved Final Site Plan. Planning Services Division 57 The applicant shall submit, and the Planning Services Division shall Planning and approve, a written disclaimer that will be distributed to prospective Building buyers/lessees indicating that they are purchasing/leasing property that Department, is within close proximity to Angel Stadium of Anaheim, The City Planning National Grove of Anaheim and Honda Center and that the nature of Services these venues includes potentially audible noise (such as crowd noise, Division vehicular traffic noise, fireworks, and amplified sound) during events, and traffic delays during event times. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 58 Prior to issuance of a building permit for the second phase, the owner Planning and shall submit, and the City shall approve, an irrevocable license that Building provides for public access to the Town Square, Main Street and Department, Urban Oasis areas designated on the Master Site Plan during normal Planning operating hours (10 a.m. to 10 p.m.) from the time the project is ServicesDivision completed until operations for the project cease. Such irrevocable license shall be recorded and run with the land until it terminates pursuant to the terms of the license. Such irrevocable license shall contain terms providing for and governing City events in the Town Square including, but not limited to, those substantially consistent with the terms listed on Exhibits "D-1" and "D-2" to this Development Agreement. 59 Prior to issuance of a building permit for the second phase, the owner Police shall submit, and the City shall approve, a formal agreement or Department; covenant that shall be recorded and run with the land. The agreement Planning and shall confirm the owner's provision of a warm shell for up to a 2,000 Building square foot Police Substation at the B01 parking level in the Department, underground parking structure, along with twelve (12) dedicated Planning parking spaces. A tenant improvement allowance of $50 per square Services foot shall be provided by the owner. The Police Department shall be Division responsible for the construction of any tenant improvements within the substation shell. 60 Prior to issuance of any residential building permit, park fees shall be Community paid subject to Chapter 17.34 of the Anaheim Municipal Code. Services Department 61 The property owner/developer shall coordinate with Electrical Public Engineering to establish electrical service requirements and submit Utilities electric system plans, electrical panel drawings, site plans, elevation Department, plans, and related technical drawings and specifications. Electrical Engineering Division 62 Prior to connection of electrical service, the legal owner shall provide Public to the City of Anaheim a Public Utilities easement with dimensions as Utilities shown on the approved utility service plan. Department, Electrical Engineering Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 63 Prior to connection of electrical service, the legal owner shall submit Public payment to the City of Anaheim for service connection fees. Utilities Department, Electrical Engineering Division 64 The legal owner shall post an electrical performance bond as Public determined by Public Utilities. Utilities Department, Electrical Engineering Division 65 Prior to approval of permits for improvement plans, the property Public owner/developer shall coordinate with Electrical Engineering to Utilities establish electrical service requirements and submit electric system Department, plans, electrical panel drawings, site plans, elevation plans, and related Electrical technical drawings and specifications. Engineering Division 66 Prior to connection of electrical service, the legal owner shall provide Public to the City of Anaheim a Public Utilities easement with dimensions as Utilities shown on the approved utility service plan. Department, Electrical Engineering Division 67 Prior to the issuance of the first residential building permit for each Public Final Site Plan, the property shall be served with underground utilities Utilities per the Electrical Rates, Rules, and Regulations, and the City of Department, Anaheim Underground Policy. Electrical Engineering Division 68 Prior to issuance of the first building permit for each Final Site Plan, Public the property owner/developer shall coordinate its service requirements Utilities and relocation issues with the City of Anaheim Public Utilities Department, Department and the other utility companies involved. Electrical Engineering Division 69 The easements required by Condition No. 95 shall be irrevocably Public offered for dedication to the City of Anaheim prior to issuance of the Utilities Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY first building permit for the Final Site Plan, the first builder final Water parcel map, or approval of the water improvement (UWM) plan. Engineering Division 70 Prior to the issuance of the first building permit for each Final Site Fire Plan, or prior to the delivery of combustible materials for construction Department of buildings, whichever occurs first, the property owner/developer shall complete all necessary water facilities to provide the fire flows required by the Fire Department. Said information shall be specifically shown on plans submitted for building permits. 71 Prior to the issuance of the first building permit for each building and Fire prior to structural framing, fire hydrants shall be installed and charged Department as required by the Fire Department and shall meet minimum Fire Department Specifications and Requirements for spacing, distance to structure and available fire flow. 72 Prior to the issuance of the first building permit for each building, the Fire width of all exterior stairwells shall be as determined by the Fire Department Department in conformance with emergency evacuation standards. 73 Plans for each building shall depict an automatic fire sprinkler system Fire to be designed, installed and maintained as required by the Fire Department Department. 74 A fire alarm system shall be designed as required by the Fire Fire Department. Said information shall be specifically shown on plans Department submitted for building permits. 75 The applicant shall submit, and the Fire Department and the City Fire Attorney's Office shall approve, a recorded use agreement for all Department parcels sharing fire protection equipment and associated appurtenances. 76 Plans shall depict emergency vehicular access in accordance with Fire Fire Department Specifications and Requirements. Department 77 Prior to the issuance of permits for each parking structure, plans shall Police show that closed circuit television (CCTV) security cameras shall be Department installed to monitor the parking structures and the mailrooms to the satisfaction of the Anaheim Police Department. Further, 2 -way communication devices shall be placed in the parking structure as required by the Police Department. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 78 Plans shall indicate that each individual building and unit shall be Police clearly marked with its appropriate building number and address. Department These numbers shall be positioned so they are easily viewed from vehicular and pedestrian pathways throughout the complex. Main building numbers shall be a minimum of 12 inches in height. Main building numbers and address numbers shall be illuminated during hours of darkness. 79 Plans shall show that 4 -foot -high address numbers shall be displayed Police on the roof of each building in a contrasting color to the roof material. Department; Said numbers shall not be visible from view of the street or adjacent Planning and properties. Building Department, Planning Services Division 80 Plans shall indicate that controls to pedestrian and vehicular access Police points for residential uses shall be provided to prevent unwanted Department entry and that a digital keypad entry system shall be provided to facilitate quick response by emergency personnel. 81 Plans for each parking structure shall indicate that adequate lighting Police shall be provided on all levels of the parking structures, including Department circulation areas, aisles, passageways, recesses, and grounds contiguous to buildings. Lighting shall be of sufficient wattage to provide adequate illumination to make clearly visible the presence of any person on or about the premises during the hours of darkness and provide a safe, secure environment for all persons, property, and vehicles on-site. A minimum lighting level of one (1) foot-candle measured at the parking surface shall be maintained for the parking structure with a maximum to minimum ratio no greater than 10:1. 82 All electrically operated gates providing emergency vehicle access Police shall include the installation of an electronic access system which Department allows for the use of a public safety radio frequency to open the gate. 83 Plans shall show that common rooms, such as gym facilities, recreation Police areas, laundry rooms, conference rooms, etc., shall have transparent Department doors, view panels installed in solid doors, or a window installed next to the door for increased visibility into the room. Said features shall be installed prior to the first final building and zoning inspection for each recreation area. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 84 All facilities in this project fall within the Platinum Triangle and are Police subject to Public Safety Impact Fees. Department 85 Prior to issuance of building permits, the building pads shall be Public Works certified for compaction by the soils engineer and for line and grade Department, by the civil engineer. All pad grade changes shall be submitted to the Development City as part of a grading permit application for review and approval. Services The compaction report shall document all required soil fill and Division reconditioning procedures by the grading contractor, including compaction testing protocol and maintenance of records. Areas that are not fully documented and certified by the geotechnical engineer and inspected by the City up to the final pad elevation may need to be over-excavated to the satisfaction of the site soils engineer and city staff. 86 Parkway landscaping and sidewalk shall be constructed with the Public Works parkway irrigation connected to the on-site irrigation system and Department, maintained by the property owner on Orangewood Avenue, State Development College Boulevard, and Dupont Street. A bond shall be posted in an Services amount approved by the City Engineer and a form approved by the Division City Attorney prior to issuance of a building permit. A Right of Way Construction Permit shall be obtained from the Development Services Division for all work performed in the right-of-way. The landscape parkway improvements shall be constructed pursuant to Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities). 87 Prior to the issuance of the first building permit for each Final Site Public Works Plan, the property owner/developer shall provide the Public Works Department, Department, Streets and Sanitation Division with a final demolition Streets & recycling report signed by the property owner/developer indicating Sanitation actual tonnage of waste diverted and landfilled. Division 88 Prior to the issuance of the first building permit for each building, plans Public Works shall be submitted providing a separate Knox box for the trash truck at Department, each applicable gate entrance. Streets & Sanitation Division 89 Prior to the issuance of the first building permit for each Final Site Public Works Plan, the applicant shall submit, and the Streets and Sanitation Division Department, of the Public Works Department shall approve, a final written Solid Streets & Waste Management Plan signed by the property owner. Said Solid Sanitation Waste Management Plan shall be referred to in the project's Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Covenants, Conditions and Restrictions (CC&Rs) which shall be recorded for the property. 90 Provide a dedicated easement to the City of Anaheim for the public Public water main and laterals located in Artisan Court, including the section Utilities of main crossing the OCFCD property in Artisan Court. An Aerial Department, encroachment license will be required for all portions of the proposed Water parking structure located above the City of Anaheim water easement. Engineering Division 91 The onsite water system shall be private. Separate water services and Public meters for fire protection, domestic, and irrigation shall be provided Utilities and shown on plans submitted to the Water Engineering Division of Department, the Anaheim Public Utilities Department. Water Engineering Division 92 All backflow equipment shall be located above ground outside of the Public street setback area in a manner fully screened from all public streets Utilities and alleys. Any backflow assemblies currently installed in a vault will Department, have to be brought up to current standards. Any other large water Water system equipment shall be installed to the satisfaction of the Water Engineering Engineering Division outside of the street setback area in a manner Division fully screened from all public streets and alleys and shall not be installed behind structure walls or other obstructions. Said information shall be specifically shown on plans and approved by Water Engineering and Cross Connection Control Inspector. 93 All requests for new water services, backflow equipment, or fire lines, Public as well as any modifications, relocations, or abandonments of existing Utilities water services, backflow equipment, and fire lines, shall be Department, coordinated and permitted through the Water Engineering Division of Water the Anaheim Public Utilities Department. Engineering Division 94 All existing water services and fire services shall conform to current Public Water Services Standards Specifications. Any water service and/or fire Utilities line that does not meet current standards shall be upgraded if continued Department, use if necessary or abandoned if the existing service is no longer Water needed. The owner/developer shall be responsible for the costs to Engineering upgrade or to abandon any water service or fire line. Division 95 The Owner shall irrevocably offer to dedicate to the City of Anaheim Public (i) an easement for all large domestic above -ground water meters and Utilities fire hydrants, including a five (5) -foot wide easement around the fire Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY hydrant and/or water meter pad. (ii) a twenty (20) foot wide easement Water for all water service mains and service laterals all to the satisfaction of Engineering the Water Engineering Division. The easements shall be granted on the Division Water Engineering Division of the Public Utilities Department's standard water easement deed. The easement deeds shall include language that requires the Owner to be responsible for restoring any special surface improvements, other than asphalt paving, including but not limited to colored concrete, bricks, pavers, stamped concrete, decorative hardscape, walls or landscaping that becomes damaged during any excavation, repair or replacement of City owned water facilities. Provisions for the repair, replacement and maintenance of all surface improvements other than asphalt paving shall be the responsibility of the Owner and included and recorded in the Master CC&Rs for the project. 96 The developer/owner shall submit a water system master plan, Public including a hydraulic distribution network analysis, for Public Utilities Utilities Water Engineering Division review and approval. The master plan Department, shall demonstrate the adequacy of the proposed public main in Dupont Water Drive and Artisan Court to meet both the project's and "Lyon Engineering Apartments — Orangewood LLC's" water demands and fire protection Division requirements without reducing existing service levels or impacting any existing water supply or conveyance facilities. Any off-site water system improvements required to serve the project shall be done in accordance with Rule No. 15A.6 of the Water Utility Rates, Rules and Regulations. If development is to be constructed in more than one phase, the master plan shall include a phasing plan with supporting hydraulic network analysis for the various phases showing that any proposed incremental phasing is adequate to provide municipal demands and fire flow protection for the proposed development phasing and the water facilities installed under said incremental phasing are sized to provide the future municipal demands and fire protection for the Project. 97 The developer/owner shall submit to the Public Utilities Department Public Water Engineering Division an estimate of the maximum fire flow rate Utilities and maximum day and peak hour water demands for the project. This Department, information will be used to determine the adequacy of the existing Water water system to provide the estimated water demands. Any off-site Engineering water system improvements required to serve the project shall be done Division in accordance with Rule No. 15A.6 of the Water Utility Rates, Rules, and Regulations. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 98 Water improvement plans shall be submitted to the Water Engineering Public Division for approval and a performance bond in the amount approved Utilities by the City Engineer and form approved by City Attorney shall be Department, posted with the City of Anaheim. Water Engineering Division 99 Individual water service and/or fire line connections will be required Public for each parcel or residential or commercial unit per Rule 18 of the City Utilities of Anaheim's Water Rates, Rules and Regulations. Department, Water Engineering Division 100 Water submetering shall be furnished and installed by the Owner/Developer and a water submeter shall be installed to each individual unit. Provisions for the ongoing maintenance and operation (including meter billing) of the submeters shall be the responsibility of the Owner/Developer and included and recorded in the Master CC&Rs for the project. 101 Prior to the issuance of the first building permit for each building, Public Platinum Triangle water facilities fees and/or advances to the Water Utilities Engineering Division shall be paid in accordance with Rule 15D of the Department, Water Utility Rates, Rules and Regulations. Water Engineering Division 102 Prior to the issuance of the first building permit for each building, the Public owner/developer shall contact the Public Utilities Department Water Utilities Engineering Division for recycled water system requirements and Department, specific water conservation measures to be incorporated into the Water building and landscape construction plans. Engineering Division 103 Water facilities shall be protected from runoff from adjacent Public properties. Said protection shall be specifically shown on plans Utilities submitted for building permits. Department, Water Engineering Division 104 If the development is to be constructed in phases, the installation of Public services/meters/backflow prevention devices will only be allowed for Utilities NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY active development phases. Future services/meters/ backflow Department, prevention devices shall be installed in conjunction with subsequent Water development phases. Stub outs and/or inactive services will not be Engineering allowed. Division 105 Prior to the issuance of the first building permit for Development Area Public Works 1, the property owner/developer shall design and submit to the City of Department, Anaheim for review and approval the traffic signal modifications for Traffic the existing traffic signal at the intersection of State College Boulevard Engineering and Artisan Court. The traffic signal at Dupont Drive and Orangewood Division Avenue will be a project design feature if not already constructed by others. If already constructed, then property owner/developer shall design and submit to the City of Anaheim for review and approval the traffic signal modifications for the existing traffic signal at Dupont Drive and Orangewood Avenue, including the restriping of the northbound approach to one left -turn and one left/thru/right lane. Construction of the traffic signal modification at the intersections of State College Boulevard and Artisan Court, and Dupont Drive and Orangewood Avenue shall be completed prior to the certificate of occupancy for Development Area 1. Modifications to the timeframe to complete the above -noted improvements may be approved by the City as set forth in the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Amended and Restated Development Agreement provided said modifications do not result in any environmental impacts. 106 Prior to the issuance of the first building permit for Development Area Public Works 2, the property owner/developer shall design and submit to the City of Department, Anaheim for review and approval the traffic signal modifications for Traffic the existing traffic signals at the intersections of State College Engineering Boulevard and Artisan Court, State College Boulevard and Division Orangewood Avenue, and Dupont Drive and State College Boulevard. Construction of the traffic signal modification at the intersections of State College Boulevard and Artisan Court and State College Boulevard and Orangewood Avenue shall be completed prior to any certificate of occupancy of Development Area 2. Modifications to the timeframe to complete the above -noted improvements may be approved by the City as set forth in the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Amended and Restated Development Agreement provided said modifications do not result in any environmental impacts. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 107 Building Plans shall show four entry gates are provided at the Western Public Works Commercial Garage (Intersection B) entrance per the Project Traffic Department, Study, dated August 2016. Traffic Engineering Division PRIOR TO FIRST FINAL BUILDING AND ZONING INSPECTION FOR EACH FINAL SITE PLAN 108 Prior to the first final building and zoning inspection for each Final Site Planning and Plan, the property owner/developer shall execute and record with the Building Orange County Recorder an unsubordinated declaration of Covenants, Department, Conditions and Restrictions (CC&Rs) to run with the land, satisfactory Planning to the Planning and Building Director, Public Works Director and the Services City Attorney, creating maintenance obligations to maintain private Division on-site common areas and facilities (collectively referred to hereinafter as the "Maintenance Areas and Facilities") as indicated below: • Private drives and parking (if applicable), including sidewalks, landscaping, street lighting, mounted lighting, signage, striping and parkways. • Private sewer lines, grease interceptors, manholes and clean outs. • Private storm drain lines, area drains, inlets, manholes and catch basins. • Treatment Controls Best Management Practices for Water Quality Management Plan Best Management Practices. • Demonstrate that the applicant is prepared to implement all non-structural BMP's described in the Project WQMP as required pursuant to condition 31. • Demonstrate that an adequate number of copies (for all responsible parties) of the approved Project WQMP are available on-site as required pursuant to condition 31. • Internal landscape areas, courtyards, common areas. • Internal hardscape. • On-site fountains and art elements. • Enclosed parking structures with mail facilities, trash collection areas, and bicycle storage. • Recreational amenities areas including pools & spas, barbecue areas, clubhouse meeting room(s) and workout room. • Public restrooms. • Site lighting systems. • Trash collection and facilities including the Solid Waste Management Plan for the project required by condition 89. 0 Squeal -free surface in parking structures. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • Maintenance of on-site signs and awnings. • Outdoor seating and dining areas. • Maintenance of all security equipment required by the Police Department including antennas providing radio communication. • Maintenance of private water meters. • Removal of graffiti within 24 hours of occurrence. • A sign shall be posted in each trash collection area indicating "No Parking Between the Hours of 7 a.m. and 5 p.m." to allow sufficient access for the trash bin retrieval vehicle pursuant to condition 23. • Maintenance of all special surface improvements within adjacent public street right-of-way if approved in conjunction with a Final Site Plan. • Requirement for lease agreements or purchase and sales agreements for each commercial establishment to include a provision for hours of delivery to be limited to 7 a.m. to 10 p.m. daily. • Requirement for lease agreements or purchase and sales agreements for each commercial establishment to include a provision there shall be no public telephones located outside any building. • Provision for the maintenance of all associated private water line improvements. • Ongoing during operation, provision for the property to be permanently maintained in an orderly fashion by providing regular landscape maintenance and removal trash or debris. • Provision for the replacement of any tree planted on-site in accordance with project landscaping plans in a timely manner in the event that it is removed, damaged, diseased, and/or dead. 109 The legal owner shall install street lights as determined and planned by Public Public Utilities. The legal owner shall post a bond for street lighting as Utilities determined by Public Utilities per Rule 24 front foot fees. Department, Electrical Engineering Division 110 The property owner/developer shall provide the City of Anaheim with Public a public utilities easement (per final electrical design), along/across Utilities high voltage lines, low voltage lines crossing private property, and Department, around all pad -mounted transformers, switches, capacitors, etc. Said Electrical NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY easement shall be submitted to the City of Anaheim prior to connection Engineering of electrical service. Division 111 Any required relocation of City electrical facilities shall be completed Public at the property owner/developer's expense. Landscape and/or Utilities hardscape screening of all pad -mounted equipment shall be required Department, outside the easement area of the equipment, unless otherwise approved Electrical by the Public Utilities General Manager. Said information shall be Engineering specifically shown on plans submitted for building permits. Division 112 Owner shall install an approved backflow prevention assembly on the Public water service connection(s) serving the property, behind property line Utilities and building setback in accordance with Public Utilities Department Department, Water Engineering Division requirements. Water Engineering Division PRIOR TO FINAL B UILDING AND ZONING INSPECTION FOR EACH BUILDING OR PHASE 113 The automatic fire sprinkler system required by condition 73 shall be Fire installed as required by the Fire Department. Department 114 A fire alarm system shall be installed as required by condition 74. Fire Department 115 Lockable pedestrian and/or vehicular access gates shall be equipped Fire with Knox devices as required and approved by the Fire Department. Department 116 Prior to the first final building and zoning inspection for each Final Site Fire Plan or approval of on-site water plans, whichever occurs first, unless Department each commercial building is initially connected to separate fire services, an unsubordinated covenant satisfactory to the City Attorney's office shall be recorded prohibiting any individual sale of buildings until separate fire services are installed in the buildings(s) subject to the sale. 117 Prior to the final Public Works inspection for the public street Public Works improvements, and prior to the final building and zoning inspection for Department, each Final Site Plan, the property owner/developer shall: Development • Demonstrate that all structural BMP's described in the Project Services WQMP have been constructed and installed in conformance with Division approved plans and specifications; • Demonstrate that the applicant is prepared to implement all non- structural BMP's described in the Project WQMP; and, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • Demonstrate that an adequate number of copies of the approved Project WQMP are available on-site. 118 Prior to final building and zoning inspections of each development Public Works phase, all required WQMP items for proper operation of the system Department, shall be inspected and operational. Development Services Division 119 All required public street, landscaping, irrigation, sewer and drainage Public Works improvements shall be constructed prior to final building and zoning Department, inspections and are subject to review and approval by the Development Construction Services inspector. Services Division 120 The developer shall improve the streets as depicted on the Master Site Public Works Plan and Tentative Tract Map No. 17918. Department, Development Services Division 121 The property owner/developer shall construct sewers and storm drains Public Works to serve the ultimate development of the property as provided by area- Department, wide engineering studies to be conducted prior to issuance of any Development building permits for the first permitted building and updated prior to Services the issuance of any building permits for each subsequent permitted Division building. All studies shall be subject to the approval of the City Engineer. The property owner/developer shall construct improvements identified in such studies. The systems may be constructed incrementally subject to the approval of the City Engineer provided that said incremental phasing is adequate to provide capacity for the proposed development phasing and providing that the timing is in accordance with the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Development Agreement. 122 All irrevocable offers to dedicate easements required by this permit Public Works shall be approved and accepted by the Public Works Department. Department, Development Services Division 123 All air conditioning facilities and other roof- and ground -mounted Planning and equipment shall be properly shielded from view as depicted on the Building approved building plans pursuant to conditions 17 and 53. Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Planning Services Division 124 A mail delivery parking stall shall be provided and posted with a sign Planning and that indicates it is a reserved space for mail delivery as required by Building Conditions 18 and 54. Department, Planning Services Division 125 Wiring for satellite or other cable/transmission television required by Planning and condition 55 shall be installed in conformance with the approved Building building plans. Department, Planning Services Division 126 A "No Parking Between the Hours of 7 a.m. and 5 p.m." sign shall be Planning and posted to allow trash bin retrieval access as required by Condition 23. Building Department, Planning Services Division 127 Public parking structures shall be posted "No Overnight Parking, Planning and Except by Permission of the Management" as required by condition Building 51. Department, Planning Services Division 128 Evidence in the form of a letter from the property owner/developer Planning and shall be provided to the Planning Services Division showing Building implementation of the requirement for assigned resident parking Department, described in conditions 16 and 52. Planning Services Division 129 All cameras and communication devices required by condition 77 shall Police be installed. Department 130 All building numbers and addresses shall be installed on each building Police as required by condition 78. Department NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 131 Four (4) -foot -high address numbers shall be displayed on the roof of Police each building in a contrasting color to the roof material as required by Department conditions 21 and 79. 132 Pedestrian and vehicular access controls required by condition 80 shall Police be installed and the system's entry code provided to the Anaheim Department Police Department Communications Bureau and the Anaheim Fire Department prior to the first final building and zoning inspection for each building. 133 In order to facilitate efficient and rapid access by emergency vehicles Police and personnel, all electrically operated gates providing emergency Department vehicle access shall include the installation of an electronic access system which allows for the use of a public safety radio frequency to open the gate. 134 Parking structure lighting shall be installed as required by condition 81 Police prior to the first final building and zoning inspection for each parking Department structure. 135 Features required in common rooms, such as gym facilities, recreation Planning and areas, laundry rooms, conference rooms, etc., pursuant to condition 83 Building shall be installed prior to the first final building and zoning inspection Department, for each common area. Building Division 136 Prior to occupancy, the legal owner shall install street lights as Public determined and planned by Public Utilities. Utilities Department, Electrical Engineering Division ONGOING DURING PROJECT CONSTRUCTION 137 An all-weather access road as approved by the Fire Department shall Fire be provided during construction. Department 138 Emergency vehicular access shall be provided and maintained in Fire accordance with Fire Department Specifications and Requirements. Department ONGOING DURING PROJECT OPERATION 139 The applicant shall distribute the written disclaimer required by Planning and condition 57 to prospective buyers/lessees indicating that they are Building purchasing/leasing property that is within close proximity to Angel Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Stadium of Anaheim, The City National Grove of Anaheim and Honda Planning Center and that the nature of these venues includes potentially audible Services noise (such as crowd noise, vehicular traffic noise, fireworks, and Division amplified sound) during events, and traffic delays during event times. 140 At all times when a restaurant is open for business, the premises shall Police be maintained as a bona fide public eating place, as defined by Section Department 23038 of the State of California Business and Professions Code, and shall provide a menu containing an assortment of foods normally offered in such restaurant. 141 The approved ABC license types shall be as follows: Police • One (1) Type 20 or Type 21 license for a market with a Department minimum of 17,000 square feet. • Two (2) Type 75 licenses for brewpubs. • Nineteen (19) Type 41 or 47 licenses for restaurants. 142 Managers and owners shall contact the Department of Alcohol Police Beverage Control obtain LEAD (Licensee Education on Alcohol and Department Drugs) training for themselves, servers, and wait staff. 143 There shall be no live entertainment, amplified music or dancing Police permitted on the premises of any restaurant at any time unless the Department proper permits have been obtained from the City of Anaheim. 144 The sale of any alcoholic beverages for consumption off the premises Police is prohibited at all restaurants within the project. Department 145 There shall be no exterior advertising of any kind or type, including Police advertising directed to the exterior from within, promoting or Department indicating the availability of alcoholic beverages in any restaurant within the project. 146 A restaurant's alcoholic beverage license shall not be exchanged for a Police public premise (bar) type license; nor shall any restaurant be operated Department as a public premise as defined in Section 23039 of the Business and Professions Code. 147 No restaurant shall charge an admission fee, cover charge, or impose a Police minimum purchase requirement. Department 148 Every restaurant operator shall comply with Section 24200.5 of the Police Business and Professions Code so as not to employ or permit any Department persons to solicit or encourage others, directly or indirectly, to buy NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY them drinks in the licensed premises under any commission, percentage, salary or other profit-sharing plan, scheme or conspiracy. 149 All activities occurring in conjunction with the operation of any Police commercial establishment shall not cause noise disturbance to Department surrounding uses as set forth in Chapter 6.70 of the Anaheim Municipal Code. 150 Ongoing during business operations, the property owner shall be Public Works responsible for restoring any special surface improvements, other than Department, asphalt paving, within any right-of-way, public utility easement or City Development easement area including but not limited to colored concrete, bricks, Services pavers, stamped concrete, walls, decorative hardscape or landscaping Division that becomes damaged during any excavation, repair or replacement of Public City owned water facilities. Utilities, Water Engineering Division 151 The property owner/developer shall operate the project in accordance Public Works with the approved written Solid Waste Management Plan required by Department, condition 89, as it may be modified from time to time subject to written Streets & approval by the Director of Public Works. Sanitation Division 152 The separate 8' x 10' enclosed and secured bulky item storage area Public Works required by conditions 25 and 45 shall be maintained to the Department, satisfaction of the Public Works Department. Streets & Sanitation Division 153 On-site trash truck turnaround area required per conditions 26 and 46 Public Works shall be maintained to the satisfaction of the Public Works Department, Department. Streets & Sanitation Division 154 Parking gates approved per conditions 27 and 48 shall be installed Public Works prior to the first final building and zoning inspection for the parking Department, lot/parking structure. Traffic Engineering Division 155 All automatic fire sprinkler systems shall be maintained as required by Fire the Fire Department. Department NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 156 The fire alarm system required by condition 74 shall be maintained to Fire the satisfaction of the Fire Department. Department 157 The property owner/developer shall not provide "event parking" for Planning and Honda Center, The City National Grove of Anaheim or Angel Stadium Building of Anaheim unless approved by the City. Department, Planning Services Division 158 All dwelling units within the project shall be used for permanent Planning and residency. Rental or occupancy of entire units for less than 30 days Building shall be prohibited. Department, Planning Services Division GENERAL 159 Prior to City acceptance of the public right-of-way improvements for Public Works all collector streets identified on the Final Site Plans, said streets shall Department, be posted with "No Stopping Any Time" signs except where Traffic designated turn -out areas are provided for loading and unloading and Engineering designated on -street parking areas. Such signs shall be shown on street Division improvement plans submitted by the property owner/developer for the review and approval by the Public Works Department and the location of such signs shall be reviewed and approved by the City Traffic and Transportation Manager. The property owner/developer shall be responsible for all costs associated with the installation of such signs. 160 A minimum of two connections to public water mains and water Public looping inside the project are required. Developer is responsible for Utilities, installing the public water main in Artisan Court and Dupont Drive. Water The public water main shall be a minimum of 12 -inches in diameter Engineering and sized to handle the demands of both the project and "Lyon Division Apartments — Orangewood LLC". 161 The following minimum horizontal clearances shall be maintained Public between proposed water main and other facilities: Utilities, 10 -feet minimum separation (outside wall -to -outside wall) Water from sanitary sewer mains and laterals Engineering • 5 -feet minimum separation from all other utilities, including Division storm drains, gas, and electric NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • 6-feet minimum separation from curb face • 10-feet minimum separation from all trees • 10-feet minimum separation from structure footings and walls • There shall be a 1 foot minimum vertical clearance between proposed water connections and all other utilities including electric, gas, sewers and storm drains. 162 No public water main or public water facilities shall be installed in "A" Public Street (emergency access/service road). All water facilities in "A" Utilities, Street shall be private. Water Engineering Division 163 No public water mains or laterals shall be allowed under parking stalls Public or parking lots. No public water main or public water facilities shall Utilities, be installed in private alleys or paseo areas. Water Engineering Division 164 On an annual basis and as part of the Development Agreement Annual Planning and Review, the property owner/developer shall provide an updated Building Development Summary Table to the Planning Services Division of the Department, Planning and Building Department until project build out. Planning Services Division 165 The property owner developer shall be responsible for compliance with Planning and and any direct costs associated with the monitoring and reporting of all Building mitigation measures set forth in the attached Mitigation Monitoring Department, and Reporting Plan (MMP) No. 334, established by the City of Planning Anaheim as required by Section 21081.6 of the Public Resources Code Services to ensure implementation of those identified mitigation measures Division within the timeframes identified in the measure. MMRP No. 334 is made a part of these conditions of approval by reference. 166 Signage shall be consistent with Section 18.20.150 (Signs) of the Planning and Platinum Triangle Mixed Use (PTMU) Overlay Zone. Building Department, Planning Services Division 167 Compliance with the Anaheim Public Safety Radio System Coverage Police Ordinance is required. To request a copy of the ordinance, contact Department Officer Berger at (714) 765-3859 or mberger@anaheim.net. A copy NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY of the ordinance can also be viewed/downloaded online through the City of Anaheim web site under "City Records": http://www.anaheim.net/. 168 The required public improvements shall be installed pursuant to Public Works Section 9.3, Timing, Phasing and Sequence of Public Improvements Department, and Facilities, of the Development Agreement. Development Services Division 169 All fire services 2 -inch and smaller shall be metered with a UL listed Public meter, Hersey Residential Fire Meter with Translator Register, no Utilities equals. Department, Water Engineering Division 170 The applicant is responsible for paying all charges related to the planning and processing of this discretionary case application within 30 days of the issuance of the final invoice or prior to the issuance of building permits Building for this project, whichever occurs first. Failure to pay all charges shall Department, result in delays in the issuance of required permits or may result in the planning revocation of the approval of this application. Services Division 171 The project is expressly conditioned upon the applicant's indemnifying Planning and and holding harmless the City, its agents, officers, council members, Building employees, boards, commissions and their members and the City Department; Council from any claim, action or proceeding brought against any of City the foregoing individuals or entities, the purpose of such litigation Attorney's being to attack, set aside, void or annul any approval of the application Office or related decision, or the adoption of any environmental documents which relates to the approval of the Proposed Actions. This indemnification shall include, but is not limited to, all reasonable damages, costs, expenses, attorney fees or expert witness fees that may be awarded to the prevailing party, and costs of suit, attorneys' fees, and other costs, liabilities and expenses arising out of or in connection with the approval of the application or related decision, whether or not there is concurrent, or passive negligence on the part of the City, its agents, officers, council members, employees, boards, commissions and their members and the City Council. The property owner/developer shall have the right to select legal counsel. The City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, NO. CONDITIONS OF APPROVAL REVIEW BY SIGNED OFF BY and the applicant shall reimburse the City for any costs and expenses reasonably incurred by the City in the course of the defense. No later than 30 (thirty) days following the City Council's adoption of the Ordinance adopting Development Agreement No. 2015-00001, the legal property owner shall provide a letter to the City satisfactory to the City Attorney's Office memorializing the foregoing. EXHIBIT "D -I" DEPICTION OF URBAN PUBLIC SPACE 1118866.01/OC EXHIBIT "C" 374444-00001/8-18-16/wrd/Ir -2- THE TOWN SQUARE: LEVEL 1 AREA: 15,000 sf HIGHLYACTIVE— AN AREA IN THE CENTER OF THE PROJECT THAT IS CONFIGURED TO ACCOMODATE EVENTS THAT WILL INCORPORATE ALL FORMS OFCOMMUNITY RELATED ACTIVITY THAT IS MORE CROWD BASED: ,J t _0 0 } X000000000000000 0o � Son c Q 0 0 a O 0 0 THE OASIS • 0 LEVEL37NG ROOM O 0.. f MAIN STREET m0n-00C),o-0ocx-) THE FRONT PORCH I ►C m, 0 00000 n LT PLATINUM LLC. DELI Nl HOPSCAPE .A DSCAPF RIBS CLEMENT HALE STUDIOS -,,Ie T. LT PLATINUM CENTER ••��^�^q MASTERSIT�EPLAN URBAN SPACE: TOWN SQUARE az ..�A...s.,,.3950 os ..bA.90071 21 6T9 ,,..a.a b T- 3 zss3ao ,.w..� 900,, .. 3. zs 635o „A,,.. A9ooa< T:3 3.,as — m, A: a 46 EXHIBIT "D-2" KEY TERMS FOR IRREVOCABLE LICENSE 1 Number and Location of CITY Events. CITY may sponsor or provide up to six (6) public events per year at the main Town Square location or at such location within the Project as may be agreed upon from time to time. Notwithstanding the operating hours (10:00 a.m. to 10:00 p.m.) specified in Section 9.1 of this Development Agreement, OWNER shall permit CITY to set up for CITY events prior to 10:00 a.m. on the day of a CITY event in accordance with a schedule to be agreed upon by OWNER and CITY. 2 Access to City Events. Access to the CITY events shall be from the parking structure adjacent to the Town Square. 3 City Event Use Restrictions. Use restrictions shall include a limit on the type of events to those that are family oriented, a restriction on noise to a maximum of 15 decibels above the ambient noise level, as measured at the property line of Development Area 2, and allowance for amplified noise only between the hours 5:00 PM to 10:00 PM 4 Indemnification and Insurance and Security. CITY shall provide and pay for all security required for any CITY event. CITY shall also provide appropriate insurance coverage for any such event and shall protect, indemnify and defend the OWNER, and its agents, members, directors, officers, shareholders, employees, successors and assigns (each an "Indemnitee") against and hold each Indemnitee harmless from any and all loss, cost, damage or claim thereof, expense or liability, including reasonable attorneys' fees and costs, arising out of or related to the exercise by CITY or any of its Permitted Users of its rights under the license, except to the extent any such injury or damage may be caused by the gross negligence or willful misconduct of any such Indemnitee. 5 Subordination. The irrevocable license shall be recorded and shall not be subordinated to any deeds of trust or other documents providing financing for the construction or operation of the Project or other financing security relating to the Property. 6 City Advance Notice of Proposed Event. CITY shall submit any request to hold an event at the Town Square to OWNER at least twenty one (2l) days prior to the planned event. OWNER may deny any such request if such proposed event conflicts with a previously scheduled activity at the Town Square or if the proposed event conflicts with any use restrictions. 7. Cost of Staging Events. City shall be responsible for all costs associated with the staging of CITY events, including the cost of repairing any damage caused by CITY or members of the general public attending each such event. The urban public spaces will be owned and maintained by OWNER. 1118866.01/oC EXHIBIT "C" 374444-00001/8-18-16/wrd/Ir -I- EXHIBIT "E" DEVELOPMENT PLAN SUMMARY 1118866.01/OC EXHIBIT "C" 374444-00001/8-18-16/wrd/Ir -2- DEVELOPMENT SUMMARY TABLE Project Area Summary (Acres) Development Areas _ 10.83 AC Private Street (Artisan Court) 1.13 AC Private Street ("A" Street) 0.28 AC Connector Street (DuPont Drive) _ 0.50 AC Arterial Streets (State College Blvd. & Orangewood Ave.) 1.89 AC Open Space 0.17 AC Gross Project Area 14.8 AC Development Areas Summary Maximum Maximum Maximum Maximum Maximum Development Size Commercial Residential Hotel Rooms Office Building Area (Acres) Floor Space Dwelling & Floor Space Floor Space Height Gross 5 ( q Ft.) Units (Keys/Gross Sq. (Gross Sq. Ft.) (Feet) (DU) Ft.) 1 2.73 45,000 255 - - 85 2 8.10 388,000 150 200/150,000 77,000 350 Notes: 1. Area calculations are approximate and subject to change with final mapping. 2. Gross Project Area and Private Street area excludes the Orange County Flood Control District property (0.38 acres) which bisects the project site in between Development Areas 1 and 2. 3. Development Area acreages do not include street dedication or easement areas for connector, arterial and private streets. 4. Floor space areas for Commercial, Hotel and Office uses are gross area calculations. 5. Public Plaza and circulation areas are excluded from the Maximum Commercial Floor Space (gross area in square feet) allocated for Development Areas 1 and 2. 6. Density transfers between Development Areas may be permitted subject to the project's Development Agreement. 7. 1.14 acres of public open space, consisting of a town square, is included in the Development Areas. LT Platinum Center Master Site Plan August 1, 2016 EXHIBIT "F" PLATINUM TRIANGLE INTERIM DEVELOPMENT FEES u18866.01/OC EXHIBIT "F" 374444-00001/8-18-16/wrd/Ir -3- EXHIBIT "F-1" ELECTRIC UTILITIES UNDERGROUNDING FEE Residential Uses $9.92 per unit The Platinum Triangle Master Land Use Plan and the Underground Conversion Program envision that the public utilities along Katella Avenue, between the State College Boulevard and Anaheim Way will need to be undergrounded. The City -owned facilities will be undergrounded using City funds, pursuant to the Rule No. 20 of the City of Anaheim Rates, Rules & Regulations. Some of the facilities along Katella Avenue are owned by Southern California Edison (SCE). Moneys available to underground City -owned facilities may not be used to underground SCE facilities. The interim fee will collect the funds necessary to underground the SCE lines, and thereby significantly improve the appearance of the Platinum Triangle. The cost to underground the SCE lines is estimated at $187,505. These funds will be collected by imposing an interim fee on the residential units planned in the Platinum Triangle. The formula for calculating the fee is the following: Cost to Underground SCE lines = Number of residential units The Per -Unit fee is calculated at: $187,505 = $9.92 per Unit 18,909 Units 1118866.01/OC EXHIBIT "F-1" 374444-00001/8-18-16/wrd/Ir -I- Per -Unit Fee EXHIBIT "F-2" GENERAL PLAN AND ENVIRONMENTAL PROCESSING FEE Residential Uses: $24.00 per unit Non-residential Uses: $0.03 per sq. ft. These fees are intended to recover the costs associated with the Platinum Triangle including the designation of portions of the Platinum Triangle for mixed use and office development by the General Plan, the Platinum Triangle Master Land Use Plan, the Platinum Triangle Mixed Use Overlay, the Platinum Triangle Standardized Development Agreement Form, Zone Reclassifications, all other associated documents and amendments thereto, and all associated environmental documentation. The fees are based upon the following calculations: Costs Consultant Contract Costs: $670,623 (includes costs related to DSEIR No. 339) Planning Department Costs: $456,765 (to be updated with costs related to DSEIR No. 339) Public Works Costs: $41,325 (to be updated with costs related to DSEIR No. 339) $1,168,713 (to be updated with costs related to DSEIR No. 339) New Development Allowed in the Platinum Triangle Non -Residential Uses 14,340,522 square feet office development 4,909,682 square feet commercial development + 1,500,000 square feet institutional 20,750,204 total square feet non-residential development Residential Uses 18,909 residential units X 800 square feet (estimated average unit size) 15,127,200 total square feet of residential development Total Square Feet 20,750,204 total square feet non-residential development + 15,127,200 total square feet of residential development 35,877,404 total square feet of residential and non-residential uses Fees (to be updated with DSEIR Planning and Public Works Costs) $1,168,713 costs = $0.03 per square foot 35,877,404 total square feet Non Residential Uses: $0.03 per square foot Residential Uses: $24.00 per unit ($0.03 x 800 square feet) 1118866.01/oC EXHIBIT "F-2" 374444-00001/8-18-16/wrd/Ir -I- EXHIBIT "F-3" LIBRARY FACILITIES FEE Residential Uses $486.77 per unit The increase of density in the Platinum Triangle to an expected population over 27,000 residents requires the inclusion of a library facility in the Platinum Triangle. The library facilities fee includes the cost of the purchase of a 10,000 square foot commercial condominium shell space with 50 assigned parking spaces as well as FF&E and an opening day collection. The projected project cost for a 10,000 square foot library facility in the Platinum Triangle is $8,004,000. The individual unit library impact fee for the Platinum Triangle is now $486.77 per unit. n 18866.01/OC EXHIBIT "F-3" 374444-00001/8-18-16%wrd/Ir -I- EXHIBIT "G" DEVELOPMENT REQUIREMENTS AND MAINTENANCE OBLIGATIONS As a condition of approval of Development Agreement No. 2015-0000 1, the CITY requires OWNER to undertake and implement the maintenance of certain slopes, landscaping, parks, private streets and private utilities, and the performance of other obligations, in all cases within the Property or immediately adjacent to the Property, as specifically set forth herein (collectively referred to hereinafter as the "Maintenance Obligations"). OWNER, the Master Association, or an Assessment District satisfactory to CITY will be responsible for the Maintenance Obligations, which include: a. Private streets and street lights; b. Common fences, walls and utility screening devices; C. Private sewer and storm drain lines, together with all appropriate appurtenances; d. All landscape improvements within the boundaries of the Project, including all trees and tree wells, shrubbery and any and all special landscaping; e. Landscape slope areas and all drainage facilities (including, but not limited to, French drains, down drains, drainage swales, retaining and crib wall(s) etc.); f. Landscape maintenance easements; g. Parkway landscaping and irrigation (State College Boulevard, Orangewood Ave, N. Dupont Drive and Artisan Court); h. All parks and amenities, such as fountains, park benches, trash receptacles and other street furniture; All street furniture not maintained by the public utility companies or by the City of Anaheim; j. All special monumentation within the Project; k. All open spaces; All promenades or trails; M. Removal of graffiti within 72 hours of discovery by OWNER; n. Commercially reasonable recreational amenities; 1' 18866.01/OC EXHIBIT "G" 374444-00001/8-18-16/wrd/Ir -I- o. Treatment Control Best Management Practices (BMP's) for Water Quality Management Plan (WQMP); and P. Any special surface improvements other than typical concrete or asphalt paving within public right-of-way, including but not limited to colored concrete, bricks, pavers or landscaping that becomes damaged during any excavation, repair or replacement of public utilities water, electrical, sewer and storm drain within easements. The conveyance or reconveyance of all or part of any property interest in the Project established for the common enjoyment of the residents in the Project to a person other than the Master Association shall require (i) the prior written consent of the CITY, (ii) appurtenant easements over the said property for benefit of each and every lot in the Property and (iii) that the conveyance or reconveyance expressly affirm that the provisions of Civil Code Section 1367 relating to lien rights to enforce delinquent assessments and the CC&Rs shall remain applicable. The CC&Rs may provide that any of the Maintenance Obligations may be assumed by a duly formed Platinum Triangle Infrastructure and/or Maintenance Assessment District subject to CITY's written approval. The covenants and restrictions set forth herein constitute a general scheme for the development, protection and maintenance of the Property for the benefit of all owners. Said covenants and restrictions shall be a burden upon, and a benefit to, not only the OWNER but also its successors and assigns. All of such covenants and restrictions are intended to be and shall be declared in the CC&Rs to be covenants running with the land or equitable servitudes upon the land, as the case may be. The CC&Rs shall provide that termination of the CC&Rs or amendment of any provision which may negatively impact performance of the Maintenance Obligations shall require prior written consent of the CITY. Termination of the CC&Rs shall not constitute a release of OWNER with regard to OWNER's independent obligations in connection with development and approval of the Project or with regard to obligations and liabilities incurred prior to such termination. 1118866.01/0c EXHIBIT "G" 374444-00001/8-18-16/wrd/Ir -2- EXHIBIT "H" PRELIMINARY TITLE REPORT 1118866.01/OC EXHIBIT "H" 374444-00001/8-18-16/wrd/Ir -I- Order Number: NCS -741888 -SAI Page Number: 1 April 22, 2016 Update .1 311, R, ' First American Title Company National Commercial Services 18500 Von Karman Ave, Suite 600 Irvine, CA 92612 April 22, 2016 Wei Huang LT Global Investment, Inc 350 South Grand Avenue Suite 3950 Los Angeles, CA 90071 Phone: Fax: Customer Reference: Anaheim land NLS Title Officer: Kristen Hueter Phone: (949)885-2450 Fax No.: (714)481-9745 E -Mail: khueter@firstam.com Buyer: Owner: LTG Platinum LLC Property: Vacant, Anaheim, CA PRELIMINARY REPORT In response to the above referenced application for a policy of title insurance, this company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an Exception below or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations of said Policy forms. The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Exhibit A attached. The polky to be ,issued may mntain an arb&atbn clause. When the Mmunt of Insurance is less Bran drat set forfh m the arbrtrahm dause, all arbrbabte maters sha11 be arbitrated at the option of either the Company or the Insund as the exdusty remedy of the partes. Limitations on Covered Risks applicable to the CLTA and ALTA Homeowner's Policies of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Exhibit A. Copies of the policy forms should be read. They are available from the office which issued this report. First American Title InsurancL- Company Order Number: NCS -741888 -SAI Page Number: 2 Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit A of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered. It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects, and encumbrances affecting title to the land. This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested. First American Tit/e Insurance Company Order Number: NCS -741888 -SAI Page Number: 3 Dated as of April 12, 2016 at 7:30 A.M. The form of Policy of title insurance contemplated by this report is: To be determined A specific request should be made if another form or additional coverage is desired. Title to said estate or interest at the date hereof is vested in: LTG PLATINUM LLC, A CALIFORNIA LIMITED LIABILITY COMPANY The estate or interest in the land hereinafter described or referred to covered by this Report is: FEE SIMPLE AS TO PARCELS 1, 2, 3, 4, 5, 6 AND 7, AN EASEMENT AS TO PARCELS 3A, 4A AND 6A The Land referred to herein is described as follows: (See attached Legal Description) At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in said policy form would be as follows: General and special taxes and assessments for the fiscal year 2016-2017, a lien not yet due or payable. 2. Real property taxes are currently assessed under the State Board of Equalization Public Utility Tax Roll; Code Area No. 804-30-7P-18 . Which includes this and other property; for full particulars, please contact the State Board of Equalization Property Tax Validation Division, Telephone Number (916) 322-2323. Additional information to follow upon request. U0111 083-270-37 (Affects: portion of Parcel 1); 083-270-61 (Affects: portion of Parcel 3); 083-270-72 (Affects: portion of Parcel 4) and 083-270-71 (Affects: portion of Parcel 4) 3. This item has been intentionally deleted. 4. This item has been intentionally deleted. 5. This item has been intentionally deleted. 6. This item has been intentionally deleted. 7. This item has been intentionally deleted. First American Trt/e Insurance Company Order Number: NCS -741888 -SAI Page Number: 4 8. This item has been intentionally deleted. 9. This item has been intentionally deleted. 10. The lien of special tax assessed pursuant to Chapter 2.5 commencing with Section 53311 of the California Government Code for Community Facilities District No. 08-1 (Platinum Triangle), as disclosed by Notice of Special Tax Lien recorded August 12, 2008 as Instrument No. 2008000383751 of Official Records. 11. The lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code. 12. Water rights, claims or title to water, whether or not shown by the public records. 13. Rights of parties in possession. The Followina Matters Affect Parcels 1 and 2: 14. A right of way over said land for poles lines and incidental purposes as conveyed to the Southern Sierras Power Company by deed recorded October 23, 1928 in Book 212, Page 99 of Official Records, the center line of said right of way is described as follows: Beginning at the West line at a point 630 feet North of the Southwest corner of Lot 3 and running thence East parallel to and 630 feet North of the South line of said Lot 3, a distance of 1304.6 feet. Note: all right, title and interest in said right of way has been conveyed to Southern California Edison Company, a corporation, by a Quitclaim Deed recorded April 10, 1963 in Book 6503, Page 518 of Official Records. 15. An easement for pole lines and incidental purposes, recorded October 4, 1950 as Instrument No. 21427 of Torrens. In Favor of: Southern California Edison Company Affects: The South 30 feet of Parcel 1, as described therein 16. An easement for road, public utility and incidental purposes, recorded June 27, 1962 in Book 6159, Page 450 of Official Records. In Favor of: The City of Anaheim, a municipal corporation Affects: The Southerly 45 feet of said Parcel 1, as described therein The Followina Matters Affect Parcel 3: 17. A right of way over a portion of Parcel A for pole lines and incidental purposes as conveyed to the Southern Sierras Power Company, by deed recorded October 23, 1928 in Book 212, Page 99 of Official Records, the centerline of said right of way is described as follows: Beginning at the West line at a point 630 feet north of the Southwest corner of Lot 3 running thence East parallel to and 630 feet North of the South line of said Lot 3 a distance of 1304.6 feet. First American Title lnsurancL- Company Order Number: NCS -741888 -SAI Page Number: 5 18, An easement for either or both pole lines, conduit and incidental purposes, recorded April 4, 1963 in Book 6496, Page 110 of Official Records. In Favor of: Affects: Southern California Edison Company As described therein 19. An easement for storm drain and incidental purposes, recorded October 23, 1967 in Book 8412, Page 889 of Official Records. In Favor of: Orange County Flood Control District Affects: As described therein The Following Matters Affect Parcel 4: 20. The reservation for roads, railroads, ditches of a strip of land 30 feet wide, along, adjoining and each side of the section lines and a strip of land 20 feet wide, along, adjoining and each side of the quarter section lines as reserved by the Stearns Ranchos Company, recorded on June 3, 1891 in Book 12, Page 368 of Deeds, as Instrument No. 6035. 21. An easement for pole lines and incidental purposes, recorded October 23, 1928 in Boo_ k 212, Page 99 of Official Records. In Favor of: The Southern Sierras Power Company Affects: As described therein Said right of way since has been quitclaimed to Southern California Edison Company in an instrument recorded April 10, 1963 in Book 6503, Page 518 of Official Records. 22. An easement for public utility and incidental purposes, recorded August 3, 1962 in Book 6201, Page 447 of Official Records, In Favor of: City of Anaheim 23. 24. 25. 26. Affects: As described therein An easement for road and public utility and incidental purposes, recorded May 5, 1993 as Instrument No. 93-0301664 of Official Records. In Favor of: Affects: The City of Anaheim As described therein The terms and provisions contained in the document entitled "Covenant not to Contest" recorded January 20, 1994 as Instrument No. 94-0044537 of Official Records. An easement for public utility, ingress & egress and incidental purposes, recorded August 16, 1995 as Instrument No. 95-0353848 of Official Records. In Favor of: The City of Anaheim, a municipal corporation Affects: As described therein The terms, provisions and easement(s) contained in the document entitled 'Temporary Easement Agreement" recorded June 8, 2006 as Instrument No. 2006000386567 of Official Records. First American Title Insurance Company Order Number: NCS -741888 -SAI Page Number: 6 27. An easement for traffic signal and incidental purposes, recorded July 29, 2009 as Instrument No. 2009-407598 of Official Records. In Favor of: City of Anaheim Affects: As described therein The Following Matters Affect Parcels 5, 6 and 7• 28. An easement for road and incidental purposes, recorded February 8, 1928 in Book 130, Page 192 of Official Records. In Favor of: Jacob E. Schumacher Affects: As described therein 29. An easement for pole lines and incidental purposes, recorded October 4, 1950 as Instrument No. 21427 of Torrens. In Favor of: Southern California Edison Company Affects: As described therein 30. An easement for street and incidental purposes, recorded May 28, 1962 as Book 6124, Page 280 of Official Records. In Favor of: S.A. Melugin and Jessie P. Melugin Affects: Parcel 5, As described therein 31. An easement for road, public utility and incidental purposes, recorded June 27, 1962 as Book 6159, Page 450 of Official Records. In Favor of: The City of Anaheim, a municipal corporation Affects: Southerly 45 feet of Parcel 6, As described therein 32. An easement for either or both pole lines, conduits and incidental purposes, recorded April 4, 1963 in Book 6496, Page 110 of Official Records. In Favor of: Southern California Edison Company Affects: Parcel 6, As described therein 33. An easement for road, public utility and incidental purposes, recorded March 20, 1964 in Book 6971, Page 879 of Official Records. In Favor of: The City of Anaheim, a municipal corporation Affects: Parcel 6, As described therein 34. An easement for road, public utility and incidental purposes, recordedJuly 21, 1967 in Book 8.317, Page 428 of Official Records. In Favor of: Okeh Caterers, a California corporation Affects: Parcel 6, As described therein 35. The fact that the land lies within the boundaries of the Anaheim Stadium Redevelopment Project Area, as disclosed by the document recorded August 12, 1994 as Instrument No. 94-0499613 of Official Records. 36. The effect of a map purporting to show the land and other property, filed in Book 72, Page 18 of Record of Surveys. First Amefican Tide Insurance Company Order Number: NCS -741888 -SAI Page Number: 7 The Followina Matters Affect all Parcels: 37. The terms and provisions contained in the document entitled "Development Agreement No. 2006-00002" recorded January 22, 2008 as Instrument No. 2008000031001 of Official Records. The terms and provisions contained in the document entitled "Amendment No. 1 to Development Agreement No. 2006-00002" recorded February 23, 2009 as Instrument No. 2009-81176 of Official Records. The terms and provisions contained in the document entitled "Memorandum of Amended and Restated Development Agreement No. 2006-00002 (Development Agreement No. 2006-000028)" recorded December 17, 2012 as Instrument No. 2012000780841 of Official Records. 38. Covenants, conditions, restrictions and easements contained in the document entitled "Reciprocal Easement Agreement" recorded May 31, 2013 as Instrument No. 201300.0.333048 of Official Records. 39. The following matters disclosed by an ALTA/ACSM survey made by Hunsaker & Associates Irvine, Inc. on January 24, 2006 and last revised September 30, 2014, designated Job No. 4015-1: A. An unrecorded easement or lesser right for sewer and/or drainage, as disclosed by drainage inlets and manholes located outside of easement areas throughout the property. B. An easement or lesser right for fire hydrants and fire department connections located at multiple points throughout the property. C. An unrecorded easement or lesser right for gas meters and any underground lines appurtenant thereto located at multiple points on the property. D. The fact that a chain link fence encroaches onto the property to the north. E. An unrecorded easement or lesser right for overhead electric lines and power poles located on the Northeast corner of the property. F. The fact that a concrete wall, chain link gate and concrete pad encroach onto the adjacent property to the East. G. The fact that a chain link fence meanders over the boundary line onto adjacent property at multiple points on the property. H. The fact that a gate and chain link fence are located in and block access to the easements recorded in Book 6496, Page 110, Book 6536, Page 153 and Book 8317, Page 428. I. The fact that a wood fence blocks access via driveways located on the property in two locations. J. The fact that electric vaults, electric risers and transformers are located outside of the designated easements at multiple points on the property. K. The fact that abandoned railroad tracks encroach onto the Northerly portion of the property. L. The fact that a concrete walk is located inside the easement recorded as Instrument No. 93- 0301664. first American Tide Insurance Company Order Number: NCS -741888 -SAI Page Number: 8 M. The fact that multiple parking spaces and/or parking lot is located within the easement for road purposes recorded in Book 130, Page 192. N. The fact that a chain link fence and multiple gates are located within the easement recorded runs through the easement recorded in Book 130, Page 192. 0. The fact that there is vehicle and pedestrian ingress and egress onto the property over the adjoining property to the North without benefit of an easement. P. The fact that a building located on the Land encroaches onto the easement for street purposes contained in the document recorded May 31, 2013 as Instrument No. 2013000333048 of Official Records and referred to in Exception 38 herein. First American Title Insurance Company Order Number: NCS -741888 -SAI Page Number: 9 INFORMATIONAL NOTES 1. Taxes for proration purposes only for the fiscal year 2015-2016. First Installment: $82,860.55, PAID Second Installment: $82,860.55, PAID Tax Rate Area: 01-007 APN: 083-270-69 (Portion of Community Facilities District included) (Affects portion of Parcel 4) 2. Taxes for proration purposes only for the fiscal year 2015-2016. First Installment: $1,606.51, PAID Second Installment: $1,606.51, PAID Tax Rate Area: 01-007 APN: 083-270-70 (Portion of Community Facilities District included) (Affects portion of Parcel 4) 3. Taxes for proration purposes only for the fiscal year 2015-2016. First Installment: $13,188.23, PAID Second Installment: $13,188.23, PAID Tax Rate Area: 01-007 APN: 083-270-73 (Portion of Community Facilities District included) (Affects Parcel 5) 4. Taxes for proration purposes only for the fiscal year 2015-2016 First Installment: $21,738.29, PAID Second Installment: $21,738.29, PAID Tax Rate Area: 01-007 APN: 083-270-74 (Portion of Community Facilities District included) (Affects Parcel 6) First American Trt/e Insurance Company Order Number: NCS-741888-SA1 Page Number: 10 5. Taxes for proration purposes only for the fiscal year 2015-2016. First Installment: $6,956.51, PAID Second Installment: $6,956.51, PAID Tax Rate Area: 01-007 APN: 083-270-75 (Portion of Community Facilities District included) (Affects Parcel 7) 6. Taxes for proration purposes only for the fiscal year 2015-2016. First Installment: $34,373.91, PAID Second Installment: $34,373.91, PAID Tax Rate Area: 01-007 APN: 083-270-67 (Portion of Community Facilities District included) (Affects portion of Parcel 3) 7. Taxes for proration purposes only for the fiscal year 2015-2016. First Installment: $60,533.86, PAID Second Installment: $60,533.86, PAID Tax Rate Area: 01-007 APN: 083-270-47 (Portion of Community Facilities District included) (Affects Parcel 2 and portion of Parcel 1) 8. The property covered by this report is vacant land. 9. According to the public records, there has been no conveyance of the land within a period of twenty four months prior to the date of this report, except as follows: A document recorded November 06, 2014 as INSTRUMENT NO. 2014000453671 of Official Records. From: LNR PLATINUM STADIUM, LLC, A DELAWARE LIMITED LIABILITY COMPANY To: LTG PLATINUM LLC, A CALIFORNIA LIMITED LIABILITY COMPANY 10. This preliminary report/commitment was prepared based upon an application for a policy of title insurance that identified land by street address or assessor's parcel number only. It is the responsibility of the applicant to determine whether the land referred to herein is in fact the land that is to be described in the policy or policies to be issued. 11. Should this report be used to facilitate your transaction, we must be provided with the following prior to the issuance of the policy: First American TZYe Insurance Company Order Number: NCS -741888 -SAI Page Number: 11 A. WITH RESPECT TO A CORPORATION: 1. A certificate of good standing of recent date issued by the Secretary of State of the corporation's state of domicile. 2. A certificate copy of a resolution of the Board of Directors authorizing the contemplated transaction and designating which corporate officers shall have the power to execute on behalf of the corporation. 3. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California. 4. Requirements which the Company may impose following its review of the above material and other information which the Company may require. B. WITH RESPECT TO A CALIFORNIA LIMITED PARTNERSHIP: 1. A certified copy of the certificate of limited partnership (form LP -1) and any amendments thereto (form LP -2) to be recorded in the public records; 2. A full copy of the partnership agreement and any amendments; 3. Satisfactory evidence of the consent of a majority in interest of the limited partners to the contemplated transaction; 4. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California. 5. Requirements which the Company may impose following its review of the above material and other information which the Company may require. C. WITH RESPECT TO A FOREIGN LIMITED PARTNERSHIP: 1. A certified copy of the application for registration, foreign limited partnership (form LP -5) and any amendments thereto (form LP -6) to be recorded in the public records; 2. A full copy of the partnership agreement and any amendment; 3. Satisfactory evidence of the consent of a majority in interest of the limited partners to the contemplated transaction; 4. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California. 5. Requirements which the Company may impose following its review of the above material and other information which the Company may require. D. WITH RESPECT TO A GENERAL PARTNERSHIP: 1. A certified copy of a statement of partnership authority pursuant to Section 16303 of the California Corporation Code (form GP -I), executed by at least two partners, and a certified copy of any amendments to such statement (form GP -7), to be recorded in the public records; 2. A full copy of the partnership agreement and any amendments; 3. Requirements which the Company may impose following its review of the above material required herein and other information which the Company may require. E. WITH RESPECT TO A LIMITED LIABILITY COMPANY: 1. A copy of its operating agreement and any amendments thereto; 2. If it is a California limited liability company, a certified copy of its articles of organization (LLC -1) and any certificate of correction (LLC -11), certificate of amendment (LLC -2), or restatement of articles of organization (LLC -10) to be recorded in the public records; 3. If it is a foreign limited liability company, a certified copy of its application for registration (LLC -5) to be recorded in the public records; 4. With respect to any deed, deed of trust, lease, subordination agreement or other document or instrument executed by such limited liability company and presented for recordation by the Company or upon which the Company is asked to rely, such document or instrument must be executed in accordance with one of the following, as appropriate: First American Tide Insurance Company Order Number: NCS -741888 -SAI Page Number: 12 (i) If the limited liability company properly operates through officers appointed or elected pursuant to the terms of a written operating agreement, such documents must be executed by at least two duly elected or appointed officers, as follows: the chairman of the board, the president or any vice president, and any secretary, assistant secretary, the chief financial officer or any assistant treasurer; (ii) If the limited liability company properly operates through a manager or managers identified in the articles of organization and/or duly elected pursuant to the terms of a written operating agreement, such document must be executed by at least two such managers or by one manager if the limited liability company properly operates with the existence of only one manager. 5. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California. 6. Requirements which the Company may impose following its review of the above material and other information which the Company may require. WITH RESPECT TO A TRUST: 1. A certification pursuant to Section 18100.5 of the California Probate Code in a form satisfactory to the Company. 2. Copies of those excerpts from the original trust documents and amendments thereto which designate the trustee and confer upon the trustee the power to act in the pending transaction. 3. Other requirements which the Company may impose following its review of the material require herein and other information which the Company may require. G. WITH RESPECT TO INDIVIDUALS: 1. A statement of information. The map attached, if any, may or may not be a survey of the land depicted hereon. First American Title Insurance Company expressly disclaims any liability for loss or damage which may result from reliance on this map except to the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title insurance policy, if any, to which this map is attached. *****To obtain wire instructions for deposit of funds to your escrow file please contact your Escrow Officer. ***** First American Title Insurance Company Order Number: NCS-741888-SAl Page Number: 13 LEGAL DESCRIPTION Real property in the City of Anaheim, County of Orange, State of California, described as follows: PARCEL 1: THAT PORTION OF THE SOUTH 667.79 FEET, MEASURED ALONG THE WEST LINE OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTH LINE OF SAID LOT 3 WITH A LINE WHICH IS PARALLEL WITH AND DISTANT EASTERLY 781.93 FEET MEASURED AT RIGHT ANGLES, FROM THE WEST LINE OF SAID LOT 3; THENCE NORTHERLY ALONG SAID PARALLEL LINE A DISTANT OF 667.79 FEET; THENCE EAST PARALLEL WITH THE SOUTH LINE OF SAID LOT 3 A DISTANCE OF 250.00 FEET; THENCE SOUTHERLY, PARALLEL WITH SAID WEST LINE OF LOT 3, A DISTANCE OF 667.69 FEET TO THE SOUTH LINE OF SAID LOT 3; THENCE WEST ALONG SAID SOUTH LINE OF LOT 3 A DISTANCE OF 250.00 FEET TO THE POINT OF BEGINNING. PARCEL 2: THAT PORTION OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, AGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE NORTH LINE OF THE SOUTH 667.79 FEET OF SAID LOT, NORTH 890 59'00" EAST 272.10 FEET FROM THE INTERSECTION OF SAID LINE WITH A LINE WHICH IS PARALLEL WITH AND EASTERLY 781.93 FEET, MEASURED AT RIGHT ANGLES FROM THE WEST LINE OF SAID LOT, THENCE SOUTH 89° 59'00" WEST 139.13 FEET, ALONG SAID NORTH LINE TO A POINT ON THE SOUTHEASTERLY LINE OF THE ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY'S 30.00 FOOT WIDE RIGHT OF WAY AS DESCRIBED IN A DEED RECORDED JUNE 17, 1960 IN BOOK 5292, PAGE 508 OF OFFICIAL RECORDS, SAID SOUTHEASTERLY LINE BEING A CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 374.26 FEET, A RADIAL TO SAID POINT BEARS SOUTH 16° 17' 15" EAST; THENCE NORTHEASTERLY 283.43 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 430 23' 25" TO A POINT OF CUSP WITH A COMPOUND CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 3672.29 FEET; THENCE SOUTHWESTERLY 61.23 FEET ALONG SAID COMPOUND CURVE THROUGH A CENTRAL ANGLE OF 00 57' 19" WEST 8.53 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 344.26 FEET; THENCE SOUTHERLY 119.12 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 190 49'31" TO THE POINT OF BEGINNING. PARCEL 3: PARCEL 2, AS SHOWN ON A MAP FILED IN BOOK 27, PAGE 33 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA. PARCEL 3A: AN EASEMENT FOR ROAD PURPOSES OVER THE EAST 25.00 FEET OF THE WEST 781.93 FEET OF THE NORTH 371.04 FEET OF THE SOUTH 667.79 FEET OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA. First American Title Insurance Company Order Number: NCS-741888-SAl Page Number: 14 PARCEL 4: THE NORTH 472.79 FEET OF THE SOUTH 667.79 FEET OF THE WEST 513.67 FEET OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA, SAID WEST 513.67 FEET BEING MEASURED TO THE CENTER LINE OF PLACENTIA AVENUE ON SAID MAP AS AN UNNAMED ROAD. PARCEL 4A: AN EASEMENT FOR DRAINAGE PURPOSES OVER THE FOLLOWING DESCRIBED LAND: THE SOUTH 5 FEET OF THE NORTH 20 FEET OF THE EAST 243.26 FEET OF THE WEST 756.93 FEET OF THE NORTH 371.04 FEET OF THE SOUTH 667.79 FEET OF LOT 3, TRACT NO. 71, AS PER MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 5: THE EASTERLY 310.00 FEET OF THE WESTERLY 513.67 FEET OF THE SOUTH 195.00 FEET OF LOT 3 OF TRACT NO. 71, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGE 22 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA. SAID WESTERLY 513.67 FEET BEING MEASURED FROM THE CENTERLINE OF PLACEN11A AVENUE, AS SHOWN ON SAID MAP AS AN UNNAMED ROAD. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN THAT CERTAIN JUDGEMENT AND FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 70 55 14, A CERTIFIED COPY OF WHICH WAS RECORDED MAY 13, 1997 AS INSTRUMENT NO. 19970222990 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY. PARCEL 6: THE SOUTH 296.75 FEET OF THE EAST 243.26 FEET OF THE WEST 756.93 FEET OF LOT 3 IN TRACT NO. 71 IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 10 PAGE 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN THAT CERTAIN JUDGEMENT AND FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 70 55 14, A CERTIFIED COPY OF WHICH WAS RECORDED MAY 13, 1997 AS INSTRUMENT NO. 19970222990 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY, PARCEL 6A: AN EASEMENT FOR ROAD PURPOSES OVER THE EAST 25.00 FEET OF THE WEST 781.93 FEET OF THE SOUTH 296.75 FEET OF LOT 3 IN TRACT NO. 71 IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 10 PAGES 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 7: THE WEST 203.67 FEET, MEASURED FROM THE CENTER LINE OF PLACENTIA AVENUE, ADJOINING ON THE WEST OF THE SOUTH 195.00 FEET OF LOT 3 OF TRACT NO. 71, IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN First American Tide Insurance Company Order Number: NCS -741888 -SAI Page Number: 15 BOOK 10 PAGE 22 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN THE LAND DESCRIBED IN THAT CERTAIN JUDGEMENT AND FINAL ORDER OF CONDEMNATION, SUPERIOR COURT CASE NO. 70 55 14, A CERTIFIED COPY OF WHICH WAS RECORDED MAY 13, 1997 AS INSTRUMENT NO. 19970222990 OF OFFICIAL RECORDS OF SAID ORANGE COUNTY. ALSO EXCEPT ALL RIGHT, TITLE AND INTEREST IN ANY OIL, GAS, PETROLEUM OR OTHER MINERAL OR HYDROCARBON SUBSTANCES WITHIN OR BENEATH THE BOUNDARIES OF SAID PROPERTY, WITHOUT THE RIGHT TO ENTER UPON THE SURFACE OF SAID LAND OR TO USE SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE PRESENT SURFACE, AS RESERVED IN THE DEED FROM REESE MILNER, A MARRIED MAN RECORDED JULY 13, 1965 IN BOOK 7590, PAGE 498 OF OFFICIAL RECORDS. APN: 083-270-69 (Affects: portion of Parcel 4), 083-270-70 (Affects: portion of Parcel 4), 083-270-73 (Affects: Parcel 5), 083-270-74 (Affects: Parcel 6), 083-270-75 (Affects: Parcel 7), 083-270-67 (Affects: portion of Parcel 3) 083-270-47 (Affects: Parcel 2 and portion of Parcel 1) 083-270-71 (Affects: portion of Parcel 4) 083-270-72 (Affects: portion of Parcel 4) 083-270-61 (Affects: portion of Parcel 3) and 083-270-37 (Affects: portion of Parcel 1) First American Tide Insurances Company Order Number: NCS -741888 -SAI Page Number: 16 The First American Corporation First American Title Company Privacy Policy We Are Committed to Safeguarding Customer Information In order to better serve your needs now and in the future, we may ask you to provide us with certain information. We understand that you may be concerned about what we will do with such information - particularly any personal or financial information. We agree that you have a right to know how we will utilize the personal information you provide to us. Therefore, together with our parent company, The First American Corporation, we have adopted this Privacy Policy to govern the use and handling of your personal information. Applicability This Privacy Policy governs our use of the information which you provide to us. It does not govern the manner in which we may use information we have obtained from any other source, such as information obtained from a public record or from another person or entity. First American has also adopted broader guidelines that govern our use of personal information regardless of its source. First American calls these guidelines its Fair Information Values, a copy of which can be found on our website at www.firstam.com. Types of Information Depending upon which of our services you are utilizing, the types of nonpublic personal information that we may collect include: • Information we receive from you on applications, forms and in other communications to us, whether in writing, in person, by telephone or any other means; • Information about your transactions with us, our affiliated companies, or others; and • Information we receive from a consumer reporting agency. Use of Information We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your information to nonaffiliated partes except: (1) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law. We may, however, store such information indefinitely, including the period after which any customer relationship has ceased. Such information may be used for any internal purpose, such as quality control efforts or customer analysis. We may also provide all of the types of nonpublic personal information listed above to one or more of our affiliated companies. Such affiliated companies include financial service providers, such as title insurers, property and casualty insurers, and trust and investment advisory companies, or companies involved in real estate services, such as appraisal companies, home warranty companies, and escrow companies. Furthermore, we may also provide all the information we collect, as described above, to companies that perform marketing services on our behalf, on behalf of our affiliated companies, or to other financial institutions with whom we or our affiliated companies have joint marketing agreements. Former Customers Even if you are no longer our customer, our Privacy Policy will continue to apply to you. Confidentiality and Security We will use our best efforts to ensure that no unauthorized parties have access to any of your information. We restrict access to nonpublic personal information about you to those Individuals and entities who need to know that information to provide products or services to you. We will use our best efforts to train and oversee our employees and agents to ensure that your information will be handled responsibly and in accordance with this Privacy Policy and First American's Fair Information Values. We currently maintain physical, electronic, and procedural safeguards that comply with federal regulations to guard your nonpublic personal information. First American Title Insurance Company Order Number: NCS -741888 -SAI Page Number: 17 CLTA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE (02-03-10) EXCLUSIONS In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from: 1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning: (a) building; (d) improvements on the Land; (b) zoning; (e) land division; and (c) land use; (f) environmental protection. This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27. 2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15. 3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17. 4. Risks: (a) that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; (b) that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date; (c) that result in no loss to You; or (d) that first occur after the Policy Date - this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28. 5. Failure to pay value for Your Title. 6. Lack of a right: (a) to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and (b) in streets, alleys, or waterways that touch the Land. This Exclusion does not limit the coverage described in Covered Risk 11 or 21. 7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or similar creditors' rights laws. LIMITATIONS ON COVERED RISKS Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows: For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A. Your Deductible Amount Our Maximum Dollar Covered Risk 16: 1% of Policy Amount or $2,500.00 (whichever is less) $10,000.00 Covered Risk 18: 1% of Polity Amount or $5,000.00 (whichever is less) $25,000.00 Covered Risk 19: 1% of Policy Amount or $5,000.00 (whichever is less) $25,000.00 Covered Risk 21: 1% of Policy Amount or $2,500.00 (whichever is less) $5,000.00 ALTA RESIDENTIAL TITLE INSURANCE POLICY (6-1-87) EXCLUSIONS In addition to the Exceptions in Schedule B, you are not insured against loss, costs, attorneys' fees, and expenses resulting from: 1. Governmental police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning: (a) and use (b) improvements on the land (c) and division (d) environmental protection This exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date. This exclusion does not limit the zoning coverage described in Items 12 and 13 of Covered We Risks. 2. The right to take the land by condemning it, unless: (a) a notice of exercising the right appears in the public records on the Policy Date (b) the taking happened prior to the Policy Date and is binding on you If you bought the land without knowing of the taking First American TI -de Insurance Company Order Number: NCS -741888 -SAI Page Number: 18 3. Title Risks: (a) that are created, allowed, or agreed to by you (b) that are known to you, but not to us, on the Policy Date -- unless they appeared in the public records (c) that result in no loss to you (d) that first affect your title after the Policy Date -- this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks 4. Failure to pay value for your title. 5. Lack of a right: (a) to any land outside the area specifically described and referred to in Item 3 of Schedule A OR (b) in streets, alleys, or waterways that touch your land This exclusion does not limit the access coverage in Item 5 of Covered Title Risks. 2006 ALTA LOAN POLICY (06-17-06) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. a. Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to i. the occupancy, use, or enjoyment of the Land; ii. the character, dimensions, or location of any improvement erected on the Land; iii. the subdivision of land; or iv, environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exdusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. b. Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13, or 14); or e. resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage, 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing -business laws of the state where the Land is situated, 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth -in -lending law. 6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is a. a fraudulent conveyance or fraudulent transfer, or b. a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy. 7. Any lien on the Tide for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk 11(b). The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a standard Coverage policy will also include the following Exceptions from Coverage: EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of: First American Title Insurance Company Order Number: NCS -741888 -SAI Page Number: 19 I. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, Interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the land or that may be asserted by persons in possession of the land. 3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the land and not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof, (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the public records. 2006 ALTA OWNER'S POLICY (06-17-06) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: a. Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to i. the occupancy, use, or enjoyment of the land; ii. the character, dimensions, or location of any improvement erected on the Land; iii. the subdivision of land; or iv. environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. b.Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at Date of Policy, but known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13, or 14); or e, resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing -business laws of the state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth -in -lending law. 6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is a. a fraudulent conveyance or fraudulent transfer, or b. a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy. 7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk I I(b). The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of: First American True Insurance Company Order Number: NCS -741888 -SAI Page Number: 20 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 3. Easements, liens Or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the public records. ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY (07-26-10) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. a. Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to i. the occupancy, use, or enjoyment of the Land; ii. the character, dimensions, or location of any improvement erected on the Land; iii. the subdivision of land; or iv, environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. b. Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided Under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or e. resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing -business laws of the state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth -in -lending law. This Exclusion does not modify or limit the coverage provided in Covered Risk 26, 6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11. 7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy, This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25. 8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6. 9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is a. a fraudulent conveyance or fraudulent transfer, or b. a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy, First American Tide Insurance Company EXHIBIT "I" TERM EXTENSION MILESTONES The Agreement shall be extended an additional five (5) years beyond the Initial Term provided Developer has obtained all required permits, paid the associated fees, and commenced construction on Development Area 1 prior to expiration of the Initial Term (the "First Extended Term ") and thereafter diligently pursues the completion of construction of Development Area 1. The Agreement shall be extended an additional ten (10) years beyond the First Extended Term provided Developer has obtained all required permits, paid the associated fees, and commenced construction on Development Area 2 prior to expiration of the First Extended Term (the "Second Extended Term") and thereafter diligently pursues the completion of construction of Development Area 1. n18866.01/oc EXHIBIT "I" 374444-00001/8-18-16/wrd/11 -2- EXHIBIT "J" PUBLIC FACILITIES PLAN 1118866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrd/Ir -3- Public Facilities Plan "LTG PLATINUM CENTER" TENTATIVE TRACT MAP No. 17918 Project Address: 2050 S. State College Boulevard & 2015-2025 E. Orangewood Avenue Anaheim, CA 92806 Prepared for: imp LTG Platinum LLC 350 S. Grand Avenue, Suite 3950 Los Angeles, CA 90071 (213) 225-6300 Prepared by: Hunsaker & Associates Irvine, Inc. 3 Hughes Irvine, CA 92618 (949) 583-1010 Preparation Date: August 16, 2016 W.O. 4015-2 Table of Contents Page No. Introduction.........................................................................................................................1 ExistingSite Conditions.....................................................................................................1 ProjectDescription.............................................................................................................1 StreetImprovements...........................................................................................................3 WaterImprovements...........................................................................................................4 SewerImprovements..........................................................................................................4 Site Drainage & Storm Drain Improvements.....................................................................5 ElectricImprovements........................................................................................................6 Phasing................................................................................................................................6 Infrastructure Phasing Exhibits.........................................................................................7 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan Introduction The LTG Platinum Center Public Facilities Plan is a report which provides a summary of the project's public backbone improvements with supporting private infrastructure and associated construction phasing for street, water, sewer, storm drain and electric facilities and to be implemented with the development. The Public Facilities Plan is intended to accompany the project's Development Agreement as an "attachment" or "exhibit" to specify and provide clear depiction of the public infrastructure improvements and phasing to be implemented with the project. Existing Site Conditions The approximate 14.8 -acre project site is located on the northeast corner of Orangewood Avenue and State College Boulevard within Sub -Area C of the Gateway District of the Platinum Triangle Master Land Use Plan (as part of the project's entitlements, the site will be incorporated into the Stadium District) and Platinum Triangle Mixed -Use Overlay Zone in the City of Anaheim. Existing site conditions consist of one commercial building located in the westerly portion of the project site off of the State College Boulevard frontage. The remainder of the site is vacant with remnant concrete slabs left over from previously demolished commercial buildings along with areas of disturbed vegetation and a large stockpile of recycled/crushed concrete near the eastern end. The topography of the site is relatively flat with the highest elevation at approximately 149 feet above mean sea level at the northeastern portion of the site, while gradually descending to the lowest elevation on site of approximately 145 feet above mean sea level along the southern portion of the site. An existing Orange County Flood Control District (OCFCD) parcel and subsurface drainage facility (E12) bisects the project site, running north -south, approximately 250 feet west from the centerline of Dupont Drive. Surrounding land uses consist of Angel Stadium to the north, a vacant lot to the east (currently proposed for residential development), Orangewood Avenue to the south with existing commercial and light industrial development beyond, and State College Boulevard to the west with existing commercial and residential development beyond. Project Description The proposed project, "LTG Platinum Center" is a Master Site Plan and Tentative Tract Map (TTM No. 17918) entitlement application for a vibrant development with vertically and horizontally integrated mixed uses including up to 433,000 gross square feet of retail floor space, 200 room hotel, 405 residential units, 77,000 gross square feet of office floor space and associated multi-level parking structures, public plaza/open space corridors and service areas over two Development Areas totaling approximately 10.84 acres. Development Area 1, approximately 2.74 acres, is located east of the OCFCD parcel and will be the development's first phase. Development Area 2, approximately 8.1 acres, is located west of the OCFCD parcel and will be the development's second phase. Within the development areas Page 11 August 16, 2016 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan will be 1.14 acres of open space, consisting of a public promenade through the center of the site extending from the intersection of Orangewood Avenue and State College Boulevard to Development Area 1. The public promenade will feature a Town Square for hosting crowd - based activities; such as concerts, special events, craft fairs and Farmer's Markets. In addition to the project's two development areas, approximately 0. 17 acres of open space and 3.79 acres of street area (public and private streets) are provided with the project to comprise the property's 14.8 -acre gross area. Refer to the following Development Summary Table for a complete breakdown of the project's land uses and development area use allocations and building height restrictions. LTG PLATINUM CENTER - DEVELOPMENT SUMMARY TABLE Project Area Summary (Acres) Development Areas 10.84 AC Private Street (Artisan Court) 1.13 AC Private Street (A" Street) 0.28 AC Connector Street (Dupont Dnve� 0.49 AC Arterial Streets (Orangewood Ave. & State College Blvd 1.89 AC Openace 0.17 AC _. Gross Project Area 14.80 AC Development Areas Summary Maximum Maximum Residential Maximum Hotel Rooms Maximum Maximum ment Development Area Size (Acres) Commercial Floor Space Dwelling & Floor Space Office Floor Space Building Height (Gross Sq. Ft.) Units (DU) (Keys/Gross Sq. Ft. (Gross Sq. Ft.) (Feet) 1 2.74 45,000 255 - 80 85 2 8.10 _ 388,000 150 200/150,000 77,000 _ 350 Notes: 1) Area calculations are approximate and subject to change with final mapping. 2) Gross Project Area and Private Street area excludes the Orange County Flood Control District property (0.38 acres) which bisects the project site in between Development Areas 1 and 2. 3) Development Area acreages do not include street dedication or easement areas for connector, arterial and private streets. 4) Floor space areas for Commercial, Hotel and Office uses are gross area calculations. 5) Public Plaza and circulation areas are excluded from the Maximum Commercial Floor Space (gross area in square feet) allocated for Development Areas 1 and 2. 6) Density transfers between Development Areas may be permitted subject to the project's Development Agreement. 7) 1.14 acres of public open sace, consisting of a townsquare, is included in the Development Areas. Access points to the site will be provided off of its perimeter streets, Orangewood Avenue to the south ("A" Street and office entrance), Artisan Court to the north ("A" Street, 2 entrances and 1 service/loading dock location) and Dupont Drive to the east (2 entrances and 1 service/loading dock location), allowing for well planned circulation and distribution of vehicular traffic. In addition to the site's perimeter streets, "A" Street, which is located over the OCFCD property bisecting the site, provides an important north -south connection between Orangewood Avenue and Artisan Court. Page 12 August 16, 2016 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan Street Improvements Arterial Streets Adjacent arterial streets, State College Boulevard and Orangewood Avenue, will be constructed to ultimate half -section improvements along the project site's frontage per the Platinum Triangle Implementation Plan dated March 2016. Accordingly, with implementation of the project the easterly roadway paving of State College Boulevard will be narrowed by approximately four feet from the existing easterly curb location, to provided a 59 -foot half -section from centerline to curb and a 13 -foot parkway with 7 -foot sidewalk for the ultimate 72 -foot right-of-way half -section. An additional right-of-way dedication is required for State College Boulevard to accommodate the northbound right -turn lane proposed at Artisan Court. The northerly roadway of Orangewood Avenue will be widened with project implementation approximately 18 feet with Development Area 1 and approximately 8 feet with Development Area 2, from the existing northerly curb locations as well as providing 10 -foot ultimate parkway improvements. The Parkway improvements will include a 5 -foot planter area, curb adjacent and a 7.5 -foot sidewalk (2.5 feet of the sidewalk is located in the setback area outside of public right-of-way) to provide the ultimate 60 -foot half -section improvement in the typical condition. Additionally, any required modifications to Orangewood Avenue's landscape median along the project frontage will be implemented with the roadway widening. In addition to the roadway, median and parkway improvements, right-of-way will be dedicated along the property's Orangewood Avenue frontage to provide the ultimate street section per the Platinum Triangle Implementation Plan. With Development Area 1 an approximate 15 -foot strip of right-of-way dedication will be required beyond the existing northerly right-of-way limits. With Development Area 2, the right-of-way dedication, will range from approximately 7 feet to 9 feet in width, to complete the ultimate street section for Orangewood Avenue. Connector Street As part of the project's development, a public connector street will be provided with the extension of Dupont Drive along the site's easterly boundary from Orangewood Avenue. The proposed public connector street will be designed to meet the minimum typical connector street section from the Platinum Triangle Master Land Use Plan with minimum 26 -foot roadway width and additional turning lanes to accommodate the entries to LTG Platinum Center and The George Apartments (east of Dupont Drive) off of Dupont Drive and the intersection with Orangewood Avenue. The north half of Dupont Drive's westerly parkway will consist of 10 -foot parkways with 5 -foot sidewalks and 5 -foot landscape planter or tree wells per the typical Connector Street section. The southern half of Dupont Drive's westerly parkway will consist of a 9 -foot Urban Sidewalk with tree wells, above grade planters/pots and benches appropriately placed to coincide with the ground floor commercial uses along this frontage. Private Streets In addition to the project's arterial street improvements and connector street extension, a private street to extend Artisan Court along the site's northerly boundary, connecting State College Boulevard to Dupont Drive will be constructed to provide access to both Development Areas 1 and 2. An off-street 10 -foot wide multipurpose trail will be provided along the northern edge of Artisan Count in the road's parkway to accommodate all modes of travel. The Artisan Court Page 13 August 16, 2016 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan private street connection to Dupont Drive will also function as link between Orangewood Avenue and State College Boulevard for residents and visitors of LTG Platinum Center. "A" Street is an internal north -south private street connection of Orangewood Avenue to Artisan Court, located over the OCFCD property to provide access and convenient on -street diagonal parking for Development Areas 1 and 2. "A" Street will also provide a bus stop and drop-off area for the project's hotel use. Refer to the Infrastructure Phasing Exhibits for Phase 1 and Phase 2 Street Improvements at the end of the report for illustration of the project's proposed street improvements. Water Improvements The project's domestic water service and fire protection will be provided by the City of Anaheim's existing water facilities (12" water main lines) in State College Boulevard and Orangewood Avenue. Water services to the project site will be stubbed out from State College Boulevard and Orangewood Avenue to allow for connection to the site's on-site private water system. Additionally, a water main line will be extended from the system in State College Boulevard through Artisan Court (private street) and Dupont Drive to connect to the system in Orangewood Avenue, providing an additional loop and a more robust system for the project area. Refer to the Infrastructure Phasing Exhibits for Phase 1 and Phase 2 Water Improvements at the end of the report for illustration of the project's proposed public water improvements. Sewer Improvements On-site sewer for Development Area 1, east of the Southeast Anaheim Channel (OCFCD Facility No. E12), will be drained to the south in both a private sewer line located in the setback area along "A" Street and a public sewer line located at the intersection of Dupont Drive and Orangewood Avenue. Both Phase 1 sewer lines will connect into the City of Anaheim's 15" sewer main line in Orangewood Avenue and ultimately convey to the existing 48" Orange County Sanitation District (OCSD) trunk line in Orangewood Avenue prior to the abandoned siphon segment of the City's existing 12" sewer main. Similarly, Development Area 2, west of the Southeast Anaheim Channel, will be drained both west and east to private sewer lines which connect into the City's Orangewood Avenue system prior to discharge into the 48" OCSD trunk line in Orangewood Avenue. The westerly portion of Development Area 2 will be served by a private on-site sewer system located within the setback area along State College Boulevard draining south to Orangewood Avenue. The easterly portion of Development Area 2 will be served by a private sewer line located in the west parkway of "A" Street draining south to Orangewood Avenue. Refer to the Infrastructure Phasing Exhibits for Phase 1 Sewer Improvements at the end of the report for illustration of the project's proposed public sewer improvements. Page 14 August 16, 2016 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan Site Drainage and Storm Drain Improvements In the pre -development condition, the project site is divided into 3 drainage areas: Eastern, Central and Northwestern. The Eastern drainage consists of approximately 4.25 acres of the eastern project site. Runoff from this drainage is conveyed southwesterly as gutter flow and discharged to the gutter system on Orangewood Avenue. Runoff is then conveyed westerly to a catch basin prior to discharging to the Southeast Anaheim Channel (OCFCD Facility No. E12), which traverses the site in a north to south direction and separates the Eastern drainage from the remaining site drainages. The Central drainage is approximately 8.31 acres and consists of the central, western and southwestern portions of the project site. Runoff from this drainage is conveyed as surface flow and gutter flow to a catch basin located just east of the intersection of Orangewood Avenue and State College Boulevard. Runoff is then conveyed easterly to the Southeast Anaheim Channel. The Northwestern drainage is approximately 3.62 acres. Runoff from this drainage is conveyed as gutter flow to a drain inlet located in the northeastern portion of the drainage area. Runoff is then conveyed easterly to the Southeast Anaheim Channel. All runoff entering the Southeast Anaheim Channel is then conveyed approximately 0.5 miles south and southeast to Santa Ana River (OCFCD Facility No. E01) and then southwesterly to the Pacific Ocean. Post -development drainage areas and flow directions will be consistent with pre -project conditions. Runoff from the building rooftops and development areas will be conveyed to area drains and conveyed downward to the proposed on-site private storm drain systems located along Orangewood Avenue in Development Areas 1 and 2 and along the west side of the OCFCD property in "A" Street (draining south to Orangewood Avenue) for the site's Eastern and Central drainage areas. The Northwestern drainage area will be conveyed to a proposed public storm drain system in Artisan Court. Once collected, all site runoff from the three drainage areas will be discharged to the Southeast Anaheim Channel via connections to existing City of Anaheim storm drain facilities in Artisan Court and Orangewood Avenue and conveyed southerly to the Santa Ana River. Flows will be retained on-site in underground detention facilities to mimic existing drainage patterns and avoid impacting existing downstream facilities including the Southeast Anaheim Channel (OCFCD Facility No. E12). Runoff from the proposed project streets and improvements to State College Boulevard and Orangewood Avenue will be conveyed to proposed gutters and conveyed to proposed catch basins in State College Boulevard and Orangewood Avenue prior to discharging to the Southeast Anaheim Channel and the Santa Ana River. Refer to the Infrastructure Phasing Exhibits for Phase 1 and Phase 2 Storm Drain Improvements at the end of the report for illustration of the project's proposed public storm drain improvements. Page 15 August 16, 2016 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan Electric Improvements The project's electric service will be provided by the City of Anaheim's existing electric facilities in State College Boulevard and future planned facilities in Dupont Drive in connection with the propose residential development east of Dupont Drive and north of Orangewood Avenue (The George). Electric services to the project site will be stubbed out from State College Boulevard and Dupont Drive to allow for connection to the site's on-site electrical system. Additionally, electric conduit will be extended from the system in State College Boulevard through Artisan Court (private street) to Dupont Drive, to provide a more robust system for the project area. Refer to the Infrastructure Phasing Exhibits for Phase 1 and Phase 2 Electric Improvements at the end of the report for illustration of the project's proposed electric system improvements. Phasing Phasing for all proposed backbone public improvements (and supporting private infrastructure) to serve the project have been illustrated in the development's Infrastructure Phasing Exhibits included at the end of this report to identify which public improvements are required to serve Development Area 1 (Phase 1) and Development Area 2 (Phase 2) with incremental backbone improvements construction. Page 16 August 16, 2016 LTG Platinum Center Tentative Tract Map No. 17918 Public Facilities Plan Infrastructure Phasing Plan Exhibits Page 17 August 16, 2016 LEGEND 4,44 E I I �A PROPOSED PHASE I PAVEMENT (PUBLIC) PROPOSED PHASE 1 PRIVATE STREET PAVEMENT (PRIVATE) 26 -FOOT WIDE PHASE 1 TEMPORARY ACCESS ROAD (PRIVATE) EXISTING PAVEMENT NOTE: PARKWAY IMPROVEMENTS (HAROSCAPE AND LANDSCAPING) AND LANDSCAPE MEDIANS (IF APPLICABLE) SHALL BE PROVIDED IN CONJUNCTION WITH STREET PAVING AS SHOWN HEREON UNLESS OTHERWISE NOTED. PREPARED FOR: LTG Pl ft n LLC 350 S. GRAND AVENUE SUITE 3950 LOS ANGELES. CA 90021 (2i3) 225-6300 PREPARED BY: \J HVNSAKER & ASSOCIATES SCALE: i"=100' 8/15/2016 71 LEGEND C — — — PROPOSED PHASE 2 PAVEMENT _ — — — — 7T (PUBLIC) V _ -- III II PROPOSED PHASE 2 PRIVATE STREET PAVEMENT (PRIVATE) _ PROPOSED PHASE 1 PAVEMENT 1 I (PUBLIC) - PROPOSED PHASE 1 PRIVATE EXISTING CURB II STREET PAVEMENT (PRIVATE) EXISTING PAVEMENT 1 ULTIMATE MEDIAN WITH d 3 ' DUAL LEFT TURN LANE POCKETS II OCFCD PROPERTY „•„ NOTE: PARKWAY IMPROVEMENTS (HARDSCAPE AND 0.38 Acres (Net) LANDSCAPING) AND LANDSCAPE MEDIANS .I IU PHASE 2 } zs' .,as IONJUNCTIONLEWISHALL BE TH STREET PAVING AS C SHOWN HEREON UNLESS OTHERWISE NOTED. 41 Development Area PHASE 1 8. 10 Acres (Net) (Lot z) Development Area 1 n2.74 Acres (Net) PREPARED FOR: (Lot 1) 4 LTG Plaftn LLC K �'• •%, +n 350 S. GRAND AVENUE. j ULTIMATE MEDIAN WITH ,I + SURE 3950 400' LEFT TURN LANE POCKETLOS ANGELES, OA 90071 (213) 225-6300 ."•5L 1, I _ l y \ I M1t EXISTING CURB PREPARED BY: EXISTING CURB '4k -- __ I f P r•Airw�R' EXISTING CURB SCALE: 1"=100' i 1, 8/15/2016 PUBLIC FACILITIES PLAN INFRASTRUCTURE PHASING EXHIBIT STREET PAVEMENT PHASE 2 PWT HY: Irvin T- O M: Aug. 16, 2018 01:17:29 PM FRE: F:\0108\--m9\S�179f8\7W\InM1oel t..e Pl ,e E.hi—\9lroe 17918 � 2,dr exis" LAIC USE A&M Ise E,t LEGEND W— PROPOSED PHASE I WATER SfA ;. . — —W— — EXISTING WATER PROPOSED PHASE I FIRE HYDRANT w / 1 1 L © `•,, - . ", .'" r••{ EXISTING FIRE HYDRANT PROPOSED METER AND BACKFLOW IF ® PROPOSED DOC EXISTING CURB IIS 0 PROPOSED IRRIGATION METER AND BACKFLOW "Y I 1 '< �, "'•" _ O PROPOSED 2 INCH WATER METER OCFCD PROPERTY 1 I 0.38 Acres (Net) " PHASE 2 # V Development Area PHASE I use 0 1 1 y 2 8.10 Acres (Net) c 'I (Lot 2) Development Area 1 I 2.74 Acres (Net) I PREPARED FOR: (Lot 1) I�,. LTG Plaftn LLC If _ y{ I 750 S GRAND AVENUE, LOS SURE 7950 ' AAGELES, W .90071 (21J) 225-6700 I 1 Ifs" t ' _ EXISTING CURB PREPARED BY: EXISTING CURB -I — — — -+w — — — — = ORANGEWOOD AVENUE ------- -W - ,,,.,� AK :R: ASSOCIATES SCALE: 1"=100' tmr�w wFr�w 117/' ,.., , ,.., —,t.•--- x.,. -- _,:.. __ _� -_. _ �1 :,WT — ;—C a 8/15/2016 PUBLIC FACILITIES PLAN INFRASTRUCTURE PHASING EXHIBIT WATER PHASE 1 PLOTIEO 6V: Fvin Timq 0.4TE: Auq. 15. 3015 05:05:35 FM i1lE: F:\0)05\PlPnninq\SLnN 1]g16\LTM\Inhaein,clura PM1Peing EsM1ipiln\WMer_T1A1 1)818 PM1aae 1.Evq Y EXISTING CURB -' PLOTTED - — Tung — A 9. 15. 2016 0-6:39 PN g„ LEGEND -W PROPOSED PHASE 2 WATER -1-�- PROPOSED PHASE 2 FIRE HYDRANT II I PROPOSED METER AND BACKFLOW p.„ (PHASE 2) ® PROPOSED DDC (PHASE 2) Q PROPOSED IRRIGATION METER AND BACKFLOW (PHASE 2) PROPOSED 2 INCH WATER METER (PHASE 2) 'W ------ % PHASE 1 WATER PHASE i FIRE HYDRANT C PROPOSED METER AND BACKFLOW (PHASE 1) ' PROPOSED DDC (PHASE 1) _ PROPOSED IRRIGATION METER -.,.,. AND BACKFLOW (PHASE 1) N4 '---'--"--- L6C 2 INCH WATER METER (PHASE 1) - -W- - EXISTING WATER �Td"b EXISTING FIRE HYDRANT 1114 PREPARED FOR: LTG Platbm LLC 350 S. GRAND AVENUE, SUITE J950 LOS ANGELES, CA 90071 (2/J) 225-6700 PREPARED BY: J HUNSAKEA &ASSOCIATES SCALE: 1"=100' 8/15/2016 17916\TW\Inl,uetrda PI,Pein9 E,FiEHe\Wptar_TT4 ARpSAN-COURT PROPOSED PHASE 7 SEWER MANHOLE O EXISTING SEWER MANHOLE I EXISTING CURB I IIITff I I I ATE SEWER OCFCD PROPERTY 111 0.38 Acres (Net) m PHASE 2 25 IVB t II Development Area LMW 1y 21 1 8.10 Acres (Net) y l PHASE 1 (Lot 2) a 0 Development Area ? ' i? o I 12.74 Acres (Net) S I PREPARED FOR: Jl 1 (Lot 1) �; III LTG Plaftn LLC ' ) ATE SEWER I 350 S. GRAND AVENUE, SURE J950 ANGELES, LOS AES, CA 900 ]1 (21J) 225-6J00 1 -- EXISTING CURB SEWER al I I PREPARED BY: K1 'InI N I ` ��-- � x 5 i ORANGEWOOD AVENUE PVBUC SEWER --5------- ____S---------0--- -- TES SCALE. 1"=100' ti e H: .., ... SOCIA 1 • e EXISTING CURB 8/15/2016 SEWER PHASE 1 PLOR BY: Inm —g DAM Aug. 15, 2016 05:09:23 PM FILE: F:\0108\Plenning\S.LTiM 1791B\rTM\Inlrvet—I— P—mg UhIbII 17918 Pbaee 1.Ewg 1 e, A"mL&b UM ACM LW 71av , LEGEND r, x'•°' S PROPOSED PHASE 1 SEWER 1 1 I 1«• o 'r ! — —S— — EXISTING SEWER ARpSAN-COURT PROPOSED PHASE 7 SEWER MANHOLE O EXISTING SEWER MANHOLE I EXISTING CURB I IIITff I I I ATE SEWER OCFCD PROPERTY 111 0.38 Acres (Net) m PHASE 2 25 IVB t II Development Area LMW 1y 21 1 8.10 Acres (Net) y l PHASE 1 (Lot 2) a 0 Development Area ? ' i? o I 12.74 Acres (Net) S I PREPARED FOR: Jl 1 (Lot 1) �; III LTG Plaftn LLC ' ) ATE SEWER I 350 S. GRAND AVENUE, SURE J950 ANGELES, LOS AES, CA 900 ]1 (21J) 225-6J00 1 -- EXISTING CURB SEWER al I I PREPARED BY: K1 'InI N I ` ��-- � x 5 i ORANGEWOOD AVENUE PVBUC SEWER --5------- ____S---------0--- -- TES SCALE. 1"=100' ti e H: .., ... SOCIA 1 • e EXISTING CURB 8/15/2016 SEWER PHASE 1 PLOR BY: Inm —g DAM Aug. 15, 2016 05:09:23 PM FILE: F:\0108\Plenning\S.LTiM 1791B\rTM\Inlrvet—I— P—mg UhIbII 17918 Pbaee 1.Ewg ' Y EXISTING CURB -- .«J LEGEND —S PROPOSED PHASE 2 SEWER ` PROPOSED PHASE 2 SEWER MANHOLE ------S•----- PROPOSED PHASE 1 SEWER • PROPOSED PHASE 1 SEWER MANHOLE —S— — EXISTING SEWER O EXISTING SEWER MANHOLE —e.. SCALE: 1"=100' I PU— W: Irvin Tang pA : Aug. 15. 2016 050-5 PM FILE: F:\OIMPI.-g\5A_TOA PREPARED FOR: LTG Nathn LLC 350 S. GRAND AVENUE SUITE 3950 LOS ANGELES, CA 90071 (213) 225-6300 PREPARED BY: HUNSA E0. 6 ASMOrIgES 8/15/2016 I Pno„ing E.men.\se.., rn ngln P�.,.. vnW,. 1 t�I i � i. �• e>Qsalo r.Ann ese ACM LW �ar»�O npv LEGEND ;$ .Bo ., — — — .,..., V 1Y , o ,,.. •a �� — — — �Sp---- PROPOSED PHASE I STORM DRAIN � Spy PROPOSED PHASE 1 CATCH BASIN - AR17SAN FOURT _ UNDERGROUND DETENTION FACILITY ' PHASE 7 -SD- EXISTING STORM DRAIN — ! D EXISTING CATCH BASIN fff I I EXISTING CURB I / 1 0 OCFCD PROPERTY III 1 m PHASE 2 0.38 Acres (Net) 2s, I I �•�. Y• b 1 14p+y' Development Area SII 1 PHASE 1 W 1 8.10A (Net) 1, I I •e,'`",'� �! (Lot 2) I Development Area 2.74 Acres (Net) S I I PREPARED FOR - (Lot t) LTG Rafln B LLC ..I I �• 350 S. GRAND AVENUE, 1. SURE 3950 los AANGELES, 225-6300 ]i r •'' PRIVATE17 EXISTING CURB � ,' STORM DRAIN I'I PREPARED BY- .., V• 1 • I " S as_ r� ORANGEWOOD AVENUE — �D— — — — — — — — �D- — - ! --------------- _ I-------SD--------- -------- — — TEl 1•niw j1 Y SCALE: 1"=100' ,•..•..: .,:., EXISTING CURB 8/15/2016 PUBLIC FACILITIES PLAN INFRASTRUCTURE PHASING EXHIBIT STORM DRAIN PHASE 1 PLOTTED BY: Imn Tung WE: I g. f5. 2018 05:12:32 PM F- F:\01OB\P—in9\SA_1TM 1T91B\TiAI\InhoaFveture Ph-- E.M1iLite\Stm. O..1. n 11e1e Pw..e. 1 — AMTAAIS LAW use ACM use �nsa+gtarts � 7av t { Avv { I i { carr a• awbo ��,« n LEGEND .o PROPOSED PHASE 2 STORM DRAIN PROPOSED PHASE 2 CATCH BASIN _.-- ,.e IIIIIIII x _ ' UNDERGROUND DETENTION FACILITY ARTISANOURT _ _ ., PHASE 2 I vapW smuCNq ,t9p. - L_ ---_--J -----SD----- PROPOSED PHASE 1 STORM DRAIN — + PROPOSED PHASE 1 CATCH BASIN 1 � f----------- UNDERGROUND DETENTION FACILITY • EXISTING CURB L—` -------J PHASE 1 -'SD— EXISTING STORM DRAIN EXISTING CATCH BASIN OCFCD PROPERcc TY I PHASE 2 0.38 Acres (Net) 12 ✓:" ' m Develo entArea I ISI—i Ih p2 PHASE 1 W Iuse os�am ee 8.10 Aces (Net) (Lot 2) i ) Development Area 2 I 1 j 2.74 Acres (Net) I i° PREPARED FOR: a (Lot 1) I II LTG Plaftn LLC 350 S. GRAND AVENUE. sum LOS ANGELES,, 5 CA 90071 PRIVATE STORM DRAIN (21J) 225-6300 ' I EXISTING CURB to li STORY VIPAVY PREPARED BY: i sD---------- QRANCFWOOD AVENUE — -sD — — — -- — — — — -SD — s _ -- -- — ------- -------------- HUN SAKE. k ASSOCIATES _ 7-- SCALE 1-100 _ _ __mss EXISTING CURB8/15/2016 VKM DRAIN PRASE 2 1>91B\iTN\InlrcetrucNre Pl,aneq Ex�roile\9lorm Orcin TTI f>9,. Pn�.. � nom,. / LEGEND xlsnN ®(FLUSH VAULT (7'XI8'X8') (FLUSH MOUNTED) %1 -E' — — ELECTRIC TRENCH EXISTING .9. • ELECTRIC POLE \•d— — " PHASE 1 ® ELECTRIC VAULT (7'X18'X8') (FLUSH MOUNTED) ® ELECTRIC TRANSFORMER PAD a (48"X54') (ABOVE GRADE) ELECTRIC PULLBOX (.3'X5'X4') (FLUSH MOUNTED) E ELECTRIC TRENCH I Y EXISTING CURB -- I PLOTTED 0Y: hvin Ting - M9. 15..16 05:0]:5] PM i1lE: PREPARED FOR: LTG Plaft m LLC 350 S. GRAND AVENUE. SUITE 3950 LDS ANGELES, CA 90071 (213) 225-6300 PREPARED BY: 1 �,�1IAIIJ/ '' HUNSAKEA 6 ASSOCIATES SCALE: 1"=100' ; 8/15/2016 / LEGEND XIE STING ELECTRIC VAULT (7'XI8'X8') Ix (FLUSH MOUNTED) *"°• -E' — — ELECTRIC TRENCH EXISTING • W957M L" tse AC= tsr rW57M ZaWI& xeuc AWWA7 av ,•., '«�—I PHASF I i ELECTRIC VAULT (7'XIS'X8') (FLUSH MOUNTED) oy ELECTRIC TRANSFORMER PAD + (48'X54) (ABOVE GRADE) s ELECTRIC PULLBOX (3'X5'X4') (FLUSH MOUNTED) ------E•----- ELECTRIC TRENCH PHASE 2 ELECTRIC VAULT (7'X18'X8") (FLUSH MOUNTED) ® ELECTRIC TRANSFORMER PAD (48"X54) (ABOVE GRADE) . ' e ELECTRIC PULLBOX (3'X5'X4') (FLUSH MOUNTED) n� —f um { PREPARED FOR: LTG Plath nt LLC _ — i — — — — ARI/— — SAN COURT saaxiwff mxcri.6.eow; I,., O • � EXISTING CURB, 1 O q OCFCD PROPERTY V4 PHASE 2 0.38 Acres (Net) Z,. �U I Development Area PHASE 1 6 2 "� fH 8.10 Acres (Net) (Lof z) i Development Area 12 b 2.74 Acres (Net) rH (Lot 1) / LEGEND XIE STING ELECTRIC VAULT (7'XI8'X8') —"" (FLUSH MOUNTED) *"°• -E' — — ELECTRIC TRENCH EXISTING • ELECTRIC POLE ,•., '«�—I PHASF I i ELECTRIC VAULT (7'XIS'X8') (FLUSH MOUNTED) oy ELECTRIC TRANSFORMER PAD (48'X54) (ABOVE GRADE) s ELECTRIC PULLBOX (3'X5'X4') (FLUSH MOUNTED) ------E•----- ELECTRIC TRENCH PHASE 2 ELECTRIC VAULT (7'X18'X8") (FLUSH MOUNTED) ® ELECTRIC TRANSFORMER PAD (48"X54) (ABOVE GRADE) . ' e ELECTRIC PULLBOX (3'X5'X4') (FLUSH MOUNTED) n� —f um ELECTRIC TRENCH PREPARED FOR: LTG Plath nt LLC EXISTING CURB — — — —E — — — — ——OR4KG00. AEZNI/i — — _ SCALE: 1"=100' HUNSAKEA 6 ASSOCIATES 1..1. �r.w .....w 8/15/2016 PUBLIC FACILITIES PLAN INFRASTRUCTURE PHASING EXHIBIT ELECTRIC PHASE 2 PLOTTED - Win Tung Mn:/ 9, 15, 2016 -N.28- Ri : F:\Otoa\Pl.nnin9\�17a19\TTM\lnf, e,,.—,..,.,6.,F,—, — ".,• —..— �.__ EXHIBIT "K" STANDARD FORM OF TENANT LEASE FOR POLICE SUBSTATION 1118866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrd/lr -4- EXHIBIT "L" FORM OF IRREVOCABLE OFFER OF DEDICATION RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Anaheim 200 S. Anaheim Blvd. Suite 217 Anaheim, CA 92805 Attn: City Clerk (Space Above For Recorder's Use) This document is recorded at the request and for the benefit of the City of Aneheim and is exempt from the payment of recording fees pursuant to Government Code § 6103 and § 28383. IRREVOCABLE OFFER OF DEDICATION OF FEE TITLE TO SURPLUS PROPERTY (LTG PLATINUM PROJECT, SURPLUS PROPERTY) RECITALS: A. LTG Platinum LLC ("Owner"), is the Owner of approximately 14 acres of certain real property located at the northeast corner of State College Boulevard and Orangewood Avenue, more particularly described in Exhibit "A" attached hereto (the "Property"). B. On , 2016, the City Council (the "City") approved Ordinance No. approving that certain Development Agreement No. 2015-00001 ("Development Agreement") between the City of Anaheim and LTG Platinum LLC vesting the Development Approvals set forth in the Development Agreement. C. In order to satisfy Section 12.3 of the Development Agreement and a condition of approval imposed on the project, Owner desires to provide this Irrevocable Offer of Dedication to the City in order to satisfy the aforesaid condition of approval and section 12.3 of the Development Agreement which require Owner to dedicate for conveyance fee title, at no cost to the City, that certain real property described in Exhibit "B" ("Surplus Property"). DEDICATION: Based upon the foregoing Recitals, which are incorporated herein by this reference, and for good and valuable consideration, the receipt and sufficiency of which is acknowledged by Owner, Owner hereby irrevocably offers to dedicate to the City fee title to the Surplus Property described in Exhibit "B" attached hereto (the "Dedication Area"). The City's right to accept this 1118866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrd/Ir -5- irrevocable offer of dedication shall be contingent upon satisfaction of the condition set forth in section 12.3 of the Development Agreement. Prior to the City's acceptance of the offer of dedication, Owner reserves the right to occupy and use the Dedication Area and the City shall have no liability or responsibility therefor. City shall accept the grant of Fee Title in a written acceptance executed by City and recorded in the Official Records. This offer of dedication shall run with the land and shall be binding upon all of Owner's successors and assigns to Owner's interest in the Property for the benefit of the City and shall be irrevocable to the full extent permitted by law, subject only to the condition set forth herein. Dated: , 2016 LTG Platinum LLC, a California limited liability company M. Name: 1118866.01/oc EXHIBIT "1" 374444-00001/8-18-16/wrd/Ir -6- STATE OF CALIFORNIA ) ss. COUNTY OF ) On , 2001, before me, , a Notary Public, personally appeared Ara Sevacherian, personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Notary Public 1118866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrdAr -7- EXHIBIT "A" (Legal Description of Property) [To Be Inserted] I I.8866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrd/Ir -8- EXHIBIT "N" LEGAL DESCRIPTION OF SURPLUS PROPERTY EXHIBIT "A" LEGAL DESCRIPTION In the City of Anaheim, County of Orange, State of California, being that portion of Parcel 2 as describe in the Grant Deed recorded September 29, 2011 as Instrument No. 2011000484643 of Official Records in the office of the County Recorder of said county, lying within Lot 3 of Tract No. 71, as per map recorded in Book 10, Page 22 of Miscellaneous Maps, in the office of said County Recorder, described as follows: Commencing at the northwesterly corner of said Parcel 1; thence along the northerly line of said Parcel 1, South 89107'47" East 132.89 feet to the True Point of Beginning; thence continuing along said northerly line, South 89°07'47" East 139.14 feet to a non -tangent curve concave easterly having a radius of 344.26 feet, a radial line to the beginning of said curve bears North 77°39'57' West, northerly 119.12 feet along said curve through a central angle of 19°49'39', North 32°09'33" East 8.53 feet to a curve concave northwesterly having a radius of 3672.29 feet, northeasterly 61.23 feet along said curve through a central angle of 0°5719" to a point of cusp with a curve concave northwesterly having a radius of 374.26 feet, a radial line to said point of cusp bears South 58°4746" East and southwesterly 283.43 feet along said curve through a central angle of 43°2324" to the True Point of Beginning. Containing an area of 0.134 acres, more or less. As shown on Exhibit "B", attached hereto and by this reference made a part hereof. Robert L. Wheeler IV y L.S. 8639 Date: U 9108 � August 9, 2016 WO No. 4015-2 Page 1 of 1 IMA Legal No. 8859 BvR. Wheeler Checked By: P. Huddleston 1118866.01/OC EXHIBIT "I" 374444-00001 /8-18- l6/wrd/1r -11- EXHIBIT `B" (Legal Description of Surplus Property) [To Be Inserted] 1118866.01/oc EXHIBIT "I" 3 74444-0000 1 /8-18-16/wrd/Ir -9- EXHIBIT "M" DEPICTION OF SURPLUS PROPERTY TO BE DEDICATED TO CITY 1118866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrd/lr -10- EXHIBIT "B" N58°47'46"W RAD PARCEL B PARCEL 2 u INST. NO. 2011000484643, O.R. h L� P.O.C. RIM, 2006-262 1415e24'22'W 4 RAD ___= _J / �1 / �.�`��J. 35 /:. —3 �A323� N89"07'47"W 272.10' ! - 132.89' -- ' '--- 139.14' N 77°39'57' W --RAD-- O I Q < N711/ J< 250.00' Da => PARCEL 3 761,83--{ INST. N0. 2011000484643, 0. R. I iC C� -i —j Lu IN I I � i � O _ UNE TABLE UNE BEARING LENGTH _ N32°09'33'E_ 8.53' IL1 �_ -- - - CURVE TABLE 5'LY UNE OF LOT 3, - CURVE RADIUS LENGTH I M.M. 10/22 I C1 �19r'4344.26' 119.12' ��3 3672.29' 61.23' M8781.93 -un ' I ,787.93'_ ORANGEWOOD AVE ®HUN R I N & ASSOCIATES I V N E I N C EXHIBIT "B" PIAt"NG ENGINEERINGSURVEYING nave Mathes • hN-e, U 9261a• PR NO S83-VIO -n: 190 5030759 CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA oArt:08/09/16 o ie --- eY° T. VO a 'J. KINNIE SCALE- i"= 100' W.O. 4015-2 nom. I: Platinum Trion le\LD\8859\SHT01.dw H&A LEGAL No. 8859 SHEET 1 OF 1 1118866.01/OC EXHIBIT "I" 374444-00001/8-18-16/wrd/lr -10- EXHIBIT "C" DEVELOPMENT AGREEMENT 2015-00001 (DEV2015-00024) LT Platinum Center NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY PRIOR TO FINAL TRACT MAPAPPROVAL 1 Prior to the approval of the Final Tract Map, the applicant shall Public Works submit, and the Streets and Sanitation Division of the Public Works Department, Department shall approve, the following items: Streets & • Sewer and storm drain manhole locations and Detour Plan Sanitation Criteria Division • Trash truck turning radius The approved information shall be shown on each Street Improvement Plan submitted to the Public Works Department. 2 All existing structures shall be demolished. The developer shall obtain Public Works a demolition permit from the Building Division. Department, Development Services Division 3 Prior to final map approval, the legal property owner shall furnish a Public Works Subdivision Agreement to the City of Anaheim, in a form to be Department, approved by the City Attorney's Office, agreeing to complete the Development public improvements required as conditions of the map at the legal Services property owner's expense. Said agreement shall be submitted to and Division approved by the City of Anaheim and shall than be recorded concurrently with the final map. All public improvements shall be constructed within one year of recordation of the final map. 4 The existing vehicular access rights to State College Boulevard and Public Works Orangewood Ave. shall be released and relinquished to the City of Department, Anaheim. The vehicular access rights to Artisan Court, except at the Development private street openings, shall be released and relinquished to the City Services of Anaheim. Division 5 A maintenance covenant shall be submitted to the Subdivision Section Public Works and approved by the City Attorney's office. The covenant shall include Department, provisions for maintenance of private facilities such as private sewer, Development Private Street, and private storm drain improvements; compliance with Services approved Water Quality Management Plan; and a maintenance exhibit. Division Maintenance responsibilities shall include all drainage devices, parkway landscaping and irrigation on State College Boulevard, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Dupont Street and Artisan Court, the private street name signs and the Private Streets. The covenant shall be recorded concurrently with the final map. 6 A 30 -foot corridor shall be reserved west of the centerline of Dupont Public Works Drive for a future storm drain box. Department, Development Services Division 7 Lettered lots B and C shall be recorded as part of the final map on the Public Works north side of Artisan Court along and adjacent to the stadium property Department, and shall be maintained by the property owner. Development Services Division 8 The legal property owner shall offer for dedication to the City of Public Works Anaheim an additional four (4) feet of sidewalk for an easement behind Department, the ultimate right-of-way along Dupont Drive for pedestrian walkway Development purposes. Services Division 9 The final tract map shall be submitted to and approved by the Public Works Department of Public Works and the Orange County Surveyor for Department, technical review and confirmation that all applicable conditions of Development approval have been complied with and then shall be filed in the Office Services of the Orange County Recorder. Division 10 The property owner shall irrevocably offer to dedicate to the City of Public Works Anaheim easements for road, public utilities and other public purposes Department, for the widening of State College Boulevard, Orangewood Avenue, Development and Dupont Drive to the ultimate right-of-way, including necessary Services construction easements As identified in the Platinum Triangle Master Division Land Use Plan and City of Anaheim Public Works Department Standards. 11 The legal property owner shall offer for dedication to the City of Anaheim an additional two and one half (2.5) feet for a sidewalk easement behind the ultimate right-of-way along Orangewood Avenue for pedestrian walkway purposes. 12 Easements shall be provided by the property owner/developer for Public surface mounted switches that are integral to electrical circuits to the Utilities satisfaction of the Public Utilities Department. The property Department, owner/developer shall install the duct bank, substructures and provide Electrical NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY switch easements as the new streets are installed. The Public Utilities Engineering Department will specify the duct bank and easement configurations Division when a load schedule is available. This information shall be specifically shown on the street improvement plans submitted by the property owner/developer. The backbone circuits will serve the electrical systems required for the individual residential and commercial buildings. 13 Prior to the recordation of the final map, the applicant shall submit, and Fire the Fire Chief and City Attorney's Office shall approve, an agreement Department for the installation of traffic signal preemption equipment for the surrounding controlled intersections. 14 Prior to the approval of the Final Tract Map, final Street Improvement Public Works Plans in conjunction with the approved Master Site Plan shall be Department, submitted to the City Traffic and Transportation Manager for review Traffic and approval. The plans shall include, but not be limited to, street Engineering revisions as required by the City Traffic and Transportation Manager, Division on -street parking spaces shall be posted, "No Overnight Parking, Except by Permission of the Management", the location of traffic signal box locations, and traffic signal modifications required at the intersections of State College Boulevard and Artisan Court, State College Boulevard and Orangewood Avenue, and Dupont Drive and Orangewood Avenue. The plan shall indicate all construction staging areas with reserved space for construction parking and shall also designate truck routes to the satisfaction of the Traffic and Transportation Manager. The final Street Improvement Plan shall provide details sufficient to ensure that all street improvements will occur during the initial street construction. Streets shall be constructed in accordance with Exhibit "J" (Public Facilities Plan) of the Amended and Restated Development Agreement and with the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Amended and Restated Development Agreement. 15 Prior to the approval of the Final Tract Map, the property Public Works owner/developer shall post a bond for all street and traffic related Department, public improvements, including, but not limited to, traffic signals, Development directional signage, striping, and median islands, sidewalk, and Services landscape parkway as required by Mitigation Monitoring Plan No.334 Division referenced herein in Condition No. 168. PRIOR TO APPR O VA OF FINAL SITE PLANS NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 16 Plans shall indicate that assigned parking spaces shall be provided for Planning and each residential unit. Building Department, Planning Services Division 17 Architectural plans shall demonstrate that all air conditioning facilities Planning and and other roof- and ground -mounted equipment shall be properly Building shielded from view with roof plans, elevations, and line -of -sight plans. Department, Planning Services Division 18 Plans shall identify the location of a mail delivery parking stall and Planning and indicate that the stall shall be posted with a sign that indicates it is a Building reserved space for mail delivery. Department, Planning Services Division 19 Plans shall indicate that above -ground utility devices are located on Planning and private property and outside any required setback areas adjacent to Building arterial highways or connector streets. Department, Planning Services Division 20 Prior to the approval of each Final Site Plan including a podium Public structure, plans shall indicate that all transformers and switching Utilities equipment shall be located within electric equipment rooms located Department, within the podium structure. Said locations shall be reviewed and Electrical approved by the Public Utilities Department prior to the approval of Engineering the Final Site Plan. Division 21 Plans shall show that 4 -foot -high address numbers shall be displayed Police on the roof of each building in a contrasting color to the roof material. Department; Said numbers shall not be visible from view of the street or adjacent Planning and properties. Building Department, Planning Services Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 22 Plans shall identify easements for emergency, public utility and other Public Works public purposes for fire access as required. Department, Development Services Division 23 Prior to the approval of each Final Site Plan for each podium building, Public Works plans shall indicate that a minimum horizontal clearance of 16 feet or Department, other clearance as determined acceptable by the Streets and Sanitation Streets & Division of the Public Works Department shall be provided and Sanitation maintained on the ground floor parking structure to allow access for Division the trash bin retrieval vehicle. A "No Parking Between the Hours of 7 a.m. and 5 p.m." sign shall be posted to allow trash bin retrieval access. Said information shall be specifically shown on plans submitted for building permits. 24 Prior to the approval of each Final Site Plan, plans shall indicate that Public Works trash storage areas and trash chutes shall be provided and maintained Department, in a location acceptable to the Public Works Department, Streets and Streets & Sanitation Division. Sanitation Division 25 Prior to approval of each Final Site Plan for residential buildings with Public Works podium or structured parking, plans shall indicate that a separate 8' x Department, 10' enclosed and secured bulky item storage area, located within 25' Streets & of the trash pick-up area, shall be provided and maintained, as required Sanitation by the Public Works Department, Streets and Sanitation Division. Division 26 Prior to the approval of each Final Site Plan, an on-site trash truck Public Works turnaround area shall be provided per Engineering Standard Detail No. Department, 476 and maintained to the satisfaction of the Public Works Streets & Department, Streets and Sanitation Division. Sanitation Division 27 Prior to the approval of each Final Site Plan, plans shall show any Public Works proposed gates and shall demonstrate that gates shall not be installed Department, across any driveway or private street in a manner which may adversely Traffic affect vehicular traffic on the adjacent public street. The location of Engineering any proposed gates shall be subject to the review and approval of the Division City Traffic and Transportation Manager. The approved gate locations shall be specifically shown on plans submitted for building permits and all gates shall be installed prior to the first final building and zoning inspection for the parking lot/parking structure. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 28 Prior to approval of each Final Site Plan with security gates and vehicle Public Works turn -around lanes, the location of said gates and lanes and how they Department, will function shall be reviewed and approved by the City Traffic and Traffic Transportation Manager and the Fire Department. Engineering Division; Fire Department 29 Prior to approval of the final site plan for the second phase, the plans Police shall depict a warm shell for up to a 2,000 square foot Police Substation Department; at the BO parking level in the underground parking structure, along Planning and with twelve (12) dedicated parking spaces. Building Department, Planning Services Division 30 Prior to approval of each Final Site Plan, the property owner shall Public identify easements for all large domestic above -ground water meters Utilities and fire hydrants, including a five (5) -foot wide easement around the Department, fire hydrant and/or water meter pad; and twenty (20) foot wide Water easements for all water service mains and service laterals all to the Engineering satisfaction of the Water Engineering Division. The easements shall Division be granted on the Water Engineering Division of the Public Utilities Department's standard water easement deed. The easement deeds shall include language that requires the property owner to be responsible for restoring any special surface improvements, other than asphalt paving, including but not limited to colored concrete, bricks, pavers, stamped concrete, decorative hardscape, walls or landscaping that becomes damaged during any excavation, repair or replacement of City owned water facilities. Provisions for the repair, replacement and maintenance of all surface improvements other than asphalt paving shall be the responsibility of the property owner and included and recorded in the CC&Rs. PRIOR TO ISSUANCE OF GRADING PERMITS 31 Prior to grading plan approval, the water quality management plan Public Works shall address the following items: Department, • The WQMP shall include information such as soils analysis, Development prior contamination, depth to groundwater, etc. to determine Services the acceptability and capability of this site to use infiltration. Division • The criteria identified in the DAMP in order to allow infiltration to occur on a site must be evaluated and deemed adequate for the determination to be made to infiltrate onsite. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • The applicant shall obtain approval for infiltration from the City and from the Orange County Water District. The City will coordinate the review of this proposed infiltration system to obtain comments. • The WQMP and grading plans shall show that flows are conveyed to the infiltration areas. The WQMP shall show the required pretreatment for any focused infiltration. The pretreatment system may be landscape swales, filter strips or bio -retention areas (rain gardens), prior to reaching the infiltration system. 32 Prior to grading plan approval, the applicant shall submit a Drainage Public Works Study prepared by a registered professional Civil Engineer in the State Department, of California. The Study shall be based upon and reference the latest Development edition of the Orange County Hydrology Manual and the applicable Services City of Anaheim Master Plan of Drainage for the project area. All Division drainage sub -area boundaries per the Master Plan for Drainage shall be maintained. The Study shall include: an analysis of 10-, 25- and 100 - year storm frequencies; an analysis of all drainage impacts to the existing storm drain system based upon the ultimate project build -out condition; and address whether off-site and/ or on-site drainage improvements (such as detention/ retention basins or surface runoff reduction) will be required to prevent downstream properties from becoming flooded. 33 Prior to grading plan approval, the applicant shall demonstrate that Public Works coverage has been obtained under California's General Permit for Department, Stormwater Discharges Associated with Construction Activity by Development providing a copy of the Notice of Intent (NOI) submitted to the State Services Water Resources Control Board and a copy of the subsequent Division notification of the issuance of a Waste Discharge Identification (WDID) Number. The applicant shall prepare and implement a Stormwater Pollution Prevention Plan (SWPPP). A copy of the current SWPPP shall be kept at the project site and be available for City review on request. 34 Prior to issuance of the grading permit and right-of-way construction Public Works permit for the storm drain and sewer, whichever occurs first, a Save Department, Harmless agreement in -lieu of an Encroachment Agreement is required Development to be executed, approved by the City and recorded by the applicant on Services the property for any storm drains connecting to a City storm drain. Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 35 Project improvement plans shall incorporate the required drainage Public Works improvements, and the mechanisms proposed in the approved Department, Drainage Report. No offsite run-off shall be blocked during and after Development grading operations or perimeter wall construction. Services Division 36 Prior to obtaining a grading permit for "A" street, the record owner Public Works shall provide a copy of the right of entry from the Orange County Department, Flood Control District (OCFCD). Development Services Division 37 The developer shall improve the downstream storm drain as Public Works determined by the approved preliminary drainage report. The plans for Department, all required storm drain improvements shall be approved prior to Development issuance of grading permits. All required storm drain improvements Services shall be operational prior to final building and zoning inspections. Division 38 Prior to the approval of a mass or rough grading permit, portions of Public Works existing infrastructure to be replaced shall be demolished. The Department, property owner/developer shall obtain a demolition permit from the Streets & Building Division of the Planning and Building Department. Plans Sanitation submitted for the demolition permit shall include a demolition Division recycling plan which has been reviewed and approved by the Public Works Department, Streets and Sanitation Division. The demolition recycling plan shall indicate type of material to be demolished, anticipated tonnage diverted and anticipated tonnage landfilled. Inert demolition material (dirt, concrete, masonry, asphalt, etc.) shall be disposed of in an inert reclamation site, or diverted by other means rather than landfilled. 39 The developer/owner shall obtain a permit from City's Environmental Public Services Division prior to installation of an infiltration system (i.e. dry Utilities well). The infiltration system shall be located at least 100 feet Department, horizontally from any water supply wells. The vertical distance from Water the bottom of the infiltration system to the seasonal high groundwater Engineering level shall be at least 10 feet. In addition, the infiltration system shall Division be located at least 10 feet horizontally from any existing or proposed water mains or laterals. 40 The developer/owner shall submit a set of improvement plans for Public Public Utilities Water Engineering review and approval in determining Utilities the conditions necessary for providing water service to the project. Department, Water NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Engineering Division 41 The public water main, services and facilities located in Artisan Court Public shall be located such that there is a minimum of ten feet of horizontal Utilities clearance from all major structure or footings. In addition, a 16 foot Department, minimum vertical clearance above the finished surface shall be Water provided over water mains, services and facilities (fire hydrants, Engineering meters, backflow devices, etc.). Division PRIOR TO ISSUANCE OF BUILDING PERMITS 42 The developer shall submit street improvement plans for the work on Public Works State College Boulevard, Orangewood Avenue, Dupont Drive, and Department, Artisan Court including but not limited to curb and gutter, sidewalk Development and landscape, median island, storm drain and sewer facilities, and Services traffic signals as depicted in the Master Site Plan and Platinum Division Triangle Master Land Use Plan. The landscape and irrigation improvement plans shall be prepared in accordance with the Public Works Landscape and Irrigation Manual for Public Street and Highway. 43 The developer shall post a security to guarantee the construction of Public Works public works improvements in an amount approved by the City Department, Engineer and in a form approved by the City Attorney. Development Services Division 44 Prior to the approval of each building permit for a parking structure, Public Works plans shall demonstrate that at -grade ducts and overhead pipes shall Department, not encroach in the parking space area or required vehicle clearance Development area in parking structures. Services Division 45 Prior to approval of each building permit for residential buildings Public Works with podium or structured parking, plans shall indicate that a separate Department, 8' x 10' enclosed and secured bulky item storage area, located within Streets & 25' of the trash pick-up area, shall be provided pursuant to condition Sanitation 23• Division 46 Prior to the approval of each building permit, an on-site trash truck Public Works turnaround area shall be provided per condition 26. Department, Streets & NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Sanitation Division 47 Prior to the approval of each building permit, plans shall indicate that Public Works trash storage areas and trash chutes shall be provided and maintained Department, in a location acceptable to the Public Works Department. Streets & Sanitation Division 48 Plans shall show any proposed gates and shall demonstrate that gates Public Works shall not be installed across any driveway or private street in a Department, manner which may adversely affect vehicular traffic on the adjacent Traffic public street per condition 27. The location of any proposed gates Engineering shall be subject to the review and approval of the City Traffic and Division Transportation Manager. 49 Prior to the approval of each street improvement plan for the connector Planning and streets within the project boundary, the property owner/developer shall Building submit production landscape plans for the street parkways designed in Department, conformance with the approved Landscape Plans of each Final Site Planning Plan exhibit and Section 4 of the Platinum Triangle Master Land Use Services Plan (PTMLUP). Division 50 Prior to the issuance of the first building permit associated with each Planning and Final Site Plan, all units shall be assigned street addresses by the Building Planning and Building Department. Street names for any new public Department, or private street (if requested by the property owner/developer or Planning required by the City) shall be submitted to and approved by the Services Building Division. Division 51 Plans shall indicate that the public parking structures shall be posted Planning and "No Overnight Parking, Except by Permission of the Management." Building Department, Planning Services Division 52 Plans shall indicate that assigned parking spaces shall be provided for Planning and each residential unit. Building Department, Planning Services Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 53 Architectural plans shall demonstrate that all air conditioning facilities Planning and and other roof- and ground -mounted equipment shall be properly Building shielded from view with roof plans, elevations, and line -of -sight plans. Department, Planning Services Division 54 Plans shall identify the location of a mail delivery parking stall and Planning and indicate that the stall shall be posted with a sign that indicates it is a Building reserved space for mail delivery. Department, Planning Services Division 55 Prior to the issuance of the first building permit for each Final Site Planning and Plan, plans shall show that satellite or other cable/transmission Building television wiring (concealed from outside the building) shall be Department, provided to each unit and a note shall be added to the construction Planning drawings stating that individual television service involving the Services installation of individual dish receivers/transmitters on the exterior of Division the building shall not be allowed. 56 Prior to the issuance of the first building permit for the approved Planning and Final Site Plan, the above -ground utility devices noted in condition Building 17 shall be specifically shown on construction plans in locations Department, substantially in accordance with the approved Final Site Plan. Planning Services Division 57 The applicant shall submit, and the Planning Services Division shall Planning and approve, a written disclaimer that will be distributed to prospective Building buyers/lessees indicating that they are purchasing/leasing property that Department, is within close proximity to Angel Stadium of Anaheim, The City Planning National Grove of Anaheim and Honda Center and that the nature of Services these venues includes potentially audible noise (such as crowd noise, Division vehicular traffic noise, fireworks, and amplified sound) during events, and traffic delays during event times. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 58 Prior to issuance of a building permit for the second phase, the owner Planning and shall submit, and the City shall approve, an irrevocable license that Building provides for public access to the Town Square, Main Street and Department, Urban Oasis areas designated on the Master Site Plan during normal Planning operating hours (10 a.m. to 10 p.m.) from the time the project is ServicesDivision completed until operations for the project cease. Such irrevocable license shall be recorded and run with the land until it terminates pursuant to the terms of the license. Such irrevocable license shall contain terms providing for and governing City events in the Town Square including, but not limited to, those substantially consistent with the terms listed on Exhibits "D -l" and "D-2" to this Development Agreement. 59 Prior to issuance of a building permit for the second phase, the owner Police shall submit, and the City shall approve, a formal agreement or Department; covenant that shall be recorded and run with the land. The agreement Planning and shall confirm the owner's provision of a warm shell for up to a 2,000 Building square foot Police Substation at the B01 parking level in the Department, underground parking structure, along with twelve (12) dedicated Planning parking spaces. A tenant improvement allowance of $50 per square Services foot shall be provided by the owner. The Police Department shall be Division responsible for the construction of any tenant improvements within the substation shell. 60 Prior to issuance of any residential building permit, park fees shall be Community paid subject to Chapter 17.34 of the Anaheim Municipal Code. Services Department 61 The property owner/developer shall coordinate with Electrical Public Engineering to establish electrical service requirements and submit Utilities electric system plans, electrical panel drawings, site plans, elevation Department, plans, and related technical drawings and specifications. Electrical Engineering Division 62 Prior to connection of electrical service, the legal owner shall provide Public to the City of Anaheim a Public Utilities easement with dimensions as Utilities shown on the approved utility service plan. Department, Electrical Engineering Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 63 Prior to connection of electrical service, the legal owner shall submit Public payment to the City of Anaheim for service connection fees. Utilities Department, Electrical Engineering Division 64 The legal owner shall post an electrical performance bond as Public determined by Public Utilities. Utilities Department, Electrical Engineering Division 65 Prior to approval of permits for improvement plans, the property Public owner/developer shall coordinate with Electrical Engineering to Utilities establish electrical service requirements and submit electric system Department, plans, electrical panel drawings, site plans, elevation plans, and related Electrical technical drawings and specifications. Engineering Division 66 Prior to connection of electrical service, the legal owner shall provide Public to the City of Anaheim a Public Utilities easement with dimensions as Utilities shown on the approved utility service plan. Department, Electrical Engineering Division 67 Prior to the issuance of the first residential building permit for each Public Final Site Plan, the property shall be served with underground utilities Utilities per the Electrical Rates, Rules, and Regulations, and the City of Department, Anaheim Underground Policy. Electrical Engineering Division 68 Prior to issuance of the first building permit for each Final Site Plan, Public the property owner/developer shall coordinate its service requirements Utilities and relocation issues with the City of Anaheim Public Utilities Department, Department and the other utility companies involved. Electrical Engineering Division 69 The easements required by Condition No. 95 shall be irrevocably Public offered for dedication to the City of Anaheim prior to issuance of the Utilities Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY first building permit for the Final Site Plan, the first builder final Water parcel map, or approval of the water improvement (UWM) plan. Engineering Division 70 Prior to the issuance of the first building permit for each Final Site Fire Plan, or prior to the delivery of combustible materials for construction Department of buildings, whichever occurs first, the property owner/developer shall complete all necessary water facilities to provide the fire flows required by the Fire Department. Said information shall be specifically shown on plans submitted for building permits. 71 Prior to the issuance of the first building permit for each building and Fire prior to structural framing, fire hydrants shall be installed and charged Department as required by the Fire Department and shall meet minimum Fire Department Specifications and Requirements for spacing, distance to structure and available fire flow. 72 Prior to the issuance of the first building permit for each building, the Fire width of all exterior stairwells shall be as determined by the Fire Department Department in conformance with emergency evacuation standards. 73 Plans for each building shall depict an automatic fire sprinkler system Fire to be designed, installed and maintained as required by the Fire Department Department. 74 A fire alarm system shall be designed as required by the Fire Fire Department. Said information shall be specifically shown on plans Department submitted for building permits. 75 The applicant shall submit, and the Fire Department and the City Fire Attorney's Office shall approve, a recorded use agreement for all Department parcels sharing fire protection equipment and associated appurtenances. 76 Plans shall depict emergency vehicular access in accordance with Fire Fire Department Specifications and Requirements. Department 77 Prior to the issuance of permits for each parking structure, plans shall Police show that closed circuit television (CCTV) security cameras shall be Department installed to monitor the parking structures and the mailrooms to the satisfaction of the Anaheim Police Department. Further, 2 -way communication devices shall be placed in the parking structure as required by the Police Department. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 78 Plans shall indicate that each individual building and unit shall be Police clearly marked with its appropriate building number and address. Department These numbers shall be positioned so they are easily viewed from vehicular and pedestrian pathways throughout the complex. Main building numbers shall be a minimum of 12 inches in height. Main building numbers and address numbers shall be illuminated during hours of darkness. 79 Plans shall show that 4 -foot -high address numbers shall be displayed Police on the roof of each building in a contrasting color to the roof material. Department; Said numbers shall not be visible from view of the street or adjacent Planning and properties. Building Department, Planning Services Division 80 Plans shall indicate that controls to pedestrian and vehicular access Police points for residential uses shall be provided to prevent unwanted Department entry and that a digital keypad entry system shall be provided to facilitate quick response by emergency personnel. 81 Plans for each parking structure shall indicate that adequate lighting Police shall be provided on all levels of the parking structures, including Department circulation areas, aisles, passageways, recesses, and grounds contiguous to buildings. Lighting shall be of sufficient wattage to provide adequate illumination to make clearly visible the presence of any person on or about the premises during the hours of darkness and provide a safe, secure environment for all persons, property, and vehicles on-site. A minimum lighting level of one (1) foot-candle measured at the parking surface shall be maintained for the parking structure with a maximum to minimum ratio no greater than 10:1. 82 All electrically operated gates providing emergency vehicle access Police shall include the installation of an electronic access system which Department allows for the use of a public safety radio frequency to open the gate. 83 Plans shall show that common rooms, such as gym facilities, recreation Police areas, laundry rooms, conference rooms, etc., shall have transparent Department doors, view panels installed in solid doors, or a window installed next to the door for increased visibility into the room. Said features shall be installed prior to the first final building and zoning inspection for each recreation area. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 84 All facilities in this project fall within the Platinum Triangle and are Police subject to Public Safety Impact Fees. Department 85 Prior to issuance of building permits, the building pads shall be Public Works certified for compaction by the soils engineer and for line and grade Department, by the civil engineer. All pad grade changes shall be submitted to the Development City as part of a grading permit application for review and approval. Services The compaction report shall document all required soil fill and Division reconditioning procedures by the grading contractor, including compaction testing protocol and maintenance of records. Areas that are not fully documented and certified by the geotechnical engineer and inspected by the City up to the final pad elevation may need to be over -excavated to the satisfaction of the site soils engineer and city staff. 86 Parkway landscaping and sidewalk shall be constructed with the Public Works parkway irrigation connected to the on-site irrigation system and Department, maintained by the property owner on Orangewood Avenue, State Development College Boulevard, and Dupont Street. A bond shall be posted in an Services amount approved by the City Engineer and a form approved by the Division City Attorney prior to issuance of a building permit. A Right of Way Construction Permit shall be obtained from the Development Services Division for all work performed in the right-of-way. The landscape parkway improvements shall be constructed pursuant to Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities). 87 Prior to the issuance of the first building permit for each Final Site Public Works Plan, the property owner/developer shall provide the Public Works Department, Department, Streets and Sanitation Division with a final demolition Streets & recycling report signed by the property owner/developer indicating Sanitation actual tonnage of waste diverted and landfilled. Division 88 Prior to the issuance of the first building permit for each building, plans Public Works shall be submitted providing a separate Knox box for the trash truck at Department, each applicable gate entrance. Streets & Sanitation Division 89 Prior to the issuance of the first building permit for each Final Site Public Works Plan, the applicant shall submit, and the Streets and Sanitation Division Department, of the Public Works Department shall approve, a final written Solid Streets & Waste Management Plan signed by the property owner. Said Solid Sanitation Waste Management Plan shall be referred to in the project's Division NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Covenants, Conditions and Restrictions (CC&Rs) which shall be recorded for the property. 90 Provide a dedicated easement to the City of Anaheim for the public Public water main and laterals located in Artisan Court, including the section Utilities of main crossing the OCFCD property in Artisan Court. An Aerial Department, encroachment license will be required for all portions of the proposed Water parking structure located above the City of Anaheim water easement. Engineering Division 91 The onsite water system shall be private. Separate water services and Public meters for fire protection, domestic, and irrigation shall be provided Utilities and shown on plans submitted to the Water Engineering Division of Department, the Anaheim Public Utilities Department. Water Engineering Division 92 All backflow equipment shall be located above ground outside of the Public street setback area in a manner fully screened from all public streets Utilities and alleys. Any backflow assemblies currently installed in a vault will Department, have to be brought up to current standards. Any other large water Water system equipment shall be installed to the satisfaction of the Water Engineering Engineering Division outside of the street setback area in a manner Division fully screened from all public streets and alleys and shall not be installed behind structure walls or other obstructions. Said information shall be specifically shown on plans and approved by Water Engineering and Cross Connection Control Inspector. 93 All requests for new water services, backflow equipment, or fire lines, Public as well as any modifications, relocations, or abandonments of existing Utilities water services, backflow equipment, and fire lines, shall be Department, coordinated and permitted through the Water Engineering Division of Water the Anaheim Public Utilities Department. Engineering Division 94 All existing water services and fire services shall conform to current Public Water Services Standards Specifications. Any water service and/or fire Utilities line that does not meet current standards shall be upgraded if continued Department, use if necessary or abandoned if the existing service is no longer Water needed. The owner/developer shall be responsible for the costs to Engineering upgrade or to abandon any water service or fire line. Division 95 The Owner shall irrevocably offer to dedicate to the City of Anaheim Public (i) an easement for all large domestic above -ground water meters and Utilities fire hydrants, including a five (5) -foot wide easement around the fire Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY hydrant and/or water meter pad. (ii) a twenty (20) foot wide easement Water for all water service mains and service laterals all to the satisfaction of Engineering the Water Engineering Division. The easements shall be granted on the Division Water Engineering Division of the Public Utilities Department's standard water easement deed. The easement deeds shall include language that requires the Owner to be responsible for restoring any special surface improvements, other than asphalt paving, including but not limited to colored concrete, bricks, pavers, stamped concrete, decorative hardscape, walls or landscaping that becomes damaged during any excavation, repair or replacement of City owned water facilities. Provisions for the repair, replacement and maintenance of all surface improvements other than asphalt paving shall be the responsibility of the Owner and included and recorded in the Master CC&Rs for the project. 96 The developer/owner shall submit a water system master plan, Public including a hydraulic distribution network analysis, for Public Utilities Utilities Water Engineering Division review and approval. The master plan Department, shall demonstrate the adequacy of the proposed public main in Dupont Water Drive and Artisan Court to meet both the project's and "Lyon Engineering Apartments — Orangewood LLC's" water demands and fire protection Division requirements without reducing existing service levels or impacting any existing water supply or conveyance facilities. Any off-site water system improvements required to serve the project shall be done in accordance with Rule No. 15A.6 of the Water Utility Rates, Rules and Regulations. If development is to be constructed in more than one phase, the master plan shall include a phasing plan with supporting hydraulic network analysis for the various phases showing that any proposed incremental phasing is adequate to provide municipal demands and fire flow protection for the proposed development phasing and the water facilities installed under said incremental phasing are sized to provide the future municipal demands and fire protection for the Project. 97 The developer/owner shall submit to the Public Utilities Department Public Water Engineering Division an estimate of the maximum fire flow rate Utilities and maximum day and peak hour water demands for the project. This Department, information will be used to determine the adequacy of the existing Water water system to provide the estimated water demands. Any off-site Engineering water system improvements required to serve the project shall be done Division in accordance with Rule No. 15A.6 of the Water Utility Rates, Rules, and Regulations. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 98 Water improvement plans shall be submitted to the Water Engineering Public Division for approval and a performance bond in the amount approved Utilities by the City Engineer and form approved by City Attorney shall be Department, posted with the City of Anaheim. Water Engineering Division 99 Individual water service and/or fire line connections will be required Public for each parcel or residential or commercial unit per Rule 18 of the City Utilities of Anaheim's Water Rates, Rules and Regulations. Department, Water Engineering Division 100 Water submetering shall be furnished and installed by the Owner/Developer and a water submeter shall be installed to each individual unit. Provisions for the ongoing maintenance and operation (including meter billing) of the submeters shall be the responsibility of the Owner/Developer and included and recorded in the Master CC&Rs for the project. 101 Prior to the issuance of the first building permit for each building, Public Platinum Triangle water facilities fees and/or advances to the Water Utilities Engineering Division shall be paid in accordance with Rule 15D of the Department, Water Utility Rates, Rules and Regulations. Water Engineering Division 102 Prior to the issuance of the first building permit for each building, the Public owner/developer shall contact the Public Utilities Department Water Utilities Engineering Division for recycled water system requirements and Department, specific water conservation measures to be incorporated into the Water building and landscape construction plans. Engineering Division 103 Water facilities shall be protected from runoff from adjacent Public properties. Said protection shall be specifically shown on plans Utilities submitted for building permits. Department, Water Engineering Division 104 If the development is to be constructed in phases, the installation of Public services/meters/backflow prevention devices will only be allowed for Utilities NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY active development phases. Future services/meters/ backflow Department, prevention devices shall be installed in conjunction with subsequent Water development phases. Stub outs and/or inactive services will not be Engineering allowed. Division 105 Prior to the issuance of the first building permit for Development Area Public Works 1, the property owner/developer shall design and submit to the City of Department, Anaheim for review and approval the traffic signal modifications for Traffic the existing traffic signal at the intersection of State College Boulevard Engineering and Artisan Court. The traffic signal at Dupont Drive and Orangewood Division Avenue will be a project design feature if not already constructed by others. If already constructed, then property owner/developer shall design and submit to the City of Anaheim for review and approval the traffic signal modifications for the existing traffic signal at Dupont Drive and Orangewood Avenue, including the restriping of the northbound approach to one left -turn and one left/thru/right lane. Construction of the traffic signal modification at the intersections of State College Boulevard and Artisan Court, and Dupont Drive and Orangewood Avenue shall be completed prior to the certificate of occupancy for Development Area 1. Modifications to the timeframe to complete the above -noted improvements may be approved by the City as set forth in the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Amended and Restated Development Agreement provided said modifications do not result in any environmental impacts. 106 Prior to the issuance of the first building permit for Development Area Public Works 2, the property owner/developer shall design and submit to the City of Department, Anaheim for review and approval the traffic signal modifications for Traffic the existing traffic signals at the intersections of State College Engineering Boulevard and Artisan Court, State College Boulevard and Division Orangewood Avenue, and Dupont Drive and State College Boulevard. Construction of the traffic signal modification at the intersections of State College Boulevard and Artisan Court and State College Boulevard and Orangewood Avenue shall be completed prior to any certificate of occupancy of Development Area 2. Modifications to the timeframe to complete the above -noted improvements may be approved by the City as set forth in the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Amended and Restated Development Agreement provided said modifications do not result in any environmental impacts. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 107 Building Plans shall show four entry gates are provided at the Western Public Works Commercial Garage (Intersection B) entrance per the Project Traffic Department, Study, dated August 2016. Traffic Engineering Division PRIOR TO FIRST FINAL BUILDING AND ZONING INSPECTION FOR EACH FINAL SITE PLAN 108 Prior to the first final building and zoning inspection for each Final Site Planning and Plan, the property owner/developer shall execute and record with the Building Orange County Recorder an unsubordinated declaration of Covenants, Department, Conditions and Restrictions (CC&Rs) to run with the land, satisfactory Planning to the Planning and Building Director, Public Works Director and the Services City Attorney, creating maintenance obligations to maintain private Division on-site common areas and facilities (collectively referred to hereinafter as the "Maintenance Areas and Facilities") as indicated below: • Private drives and parking (if applicable), including sidewalks, landscaping, street lighting, mounted lighting, signage, striping and parkways. • Private sewer lines, grease interceptors, manholes and clean outs. • Private storm drain lines, area drains, inlets, manholes and catch basins. • Treatment Controls Best Management Practices for Water Quality Management Plan Best Management Practices. • Demonstrate that the applicant is prepared to implement all non-structural BMP's described in the Project WQMP as required pursuant to condition 31. • Demonstrate that an adequate number of copies (for all responsible parties) of the approved Project WQMP are available on-site as required pursuant to condition 31. • Internal landscape areas, courtyards, common areas. • Internal hardscape. • On-site fountains and art elements. • Enclosed parking structures with mail facilities, trash collection areas, and bicycle storage. • Recreational amenities areas including pools & spas, barbecue areas, clubhouse meeting room(s) and workout room. • Public restrooms. • Site lighting systems. • Trash collection and facilities including the Solid Waste Management Plan for the project required by condition 89. 0 Squeal -free surface in parking structures. NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • Maintenance of on-site signs and awnings. • Outdoor seating and dining areas. • Maintenance of all security equipment required by the Police Department including antennas providing radio communication. • Maintenance of private water meters. • Removal of graffiti within 24 hours of occurrence. • A sign shall be posted in each trash collection area indicating "No Parking Between the Hours of 7 a.m. and 5 p.m." to allow sufficient access for the trash bin retrieval vehicle pursuant to condition 23. • Maintenance of all special surface improvements within adjacent public street right-of-way if approved in conjunction with a Final Site Plan. • Requirement for lease agreements or purchase and sales agreements for each commercial establishment to include a provision for hours of delivery to be limited to 7 a.m. to 10 p.m. daily. • Requirement for lease agreements or purchase and sales agreements for each commercial establishment to include a provision there shall be no public telephones located outside any building. • Provision for the maintenance of all associated private water line improvements. • Ongoing during operation, provision for the property to be permanently maintained in an orderly fashion by providing regular landscape maintenance and removal trash or debris. • Provision for the replacement of any tree planted on-site in accordance with project landscaping plans in a timely manner in the event that it is removed, damaged, diseased, and/or dead. 109 The legal owner shall install street lights as determined and planned by Public Public Utilities. The legal owner shall post a bond for street lighting as Utilities determined by Public Utilities per Rule 24 front foot fees. Department, Electrical Engineering Division 110 The property owner/developer shall provide the City of Anaheim with Public a public utilities easement (per final electrical design), along/across Utilities high voltage lines, low voltage lines crossing private property, and Department, around all pad -mounted transformers, switches, capacitors, etc. Said Electrical NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY easement shall be submitted to the City of Anaheim prior to connection Engineering of electrical service. Division 111 Any required relocation of City electrical facilities shall be completed Public at the property owner/developer's expense. Landscape and/or Utilities hardscape screening of all pad -mounted equipment shall be required Department, outside the easement area of the equipment, unless otherwise approved Electrical by the Public Utilities General Manager. Said information shall be Engineering specifically shown on plans submitted for building permits. Division 112 Owner shall install an approved backflow prevention assembly on the Public water service connection(s) serving the property, behind property line Utilities and building setback in accordance with Public Utilities Department Department, Water Engineering Division requirements. Water Engineering Division PRIOR TO FINAL BUILDING AND ZONING INSPECTION FOR EACHBUILDING OR PHASE 113 The automatic fire sprinkler system required by condition 73 shall be Fire installed as required by the Fire Department. Department 114 A fire alarm system shall be installed as required by condition 74. Fire Department 115 Lockable pedestrian and/or vehicular access gates shall be equipped Fire with Knox devices as required and approved by the Fire Department. Department 116 Prior to the first final building and zoning inspection for each Final Site Fire Plan or approval of on-site water plans, whichever occurs first, unless Department each commercial building is initially connected to separate fire services, an unsubordinated covenant satisfactory to the City Attorney's office shall be recorded prohibiting any individual sale of buildings until separate fire services are installed in the buildings(s) subject to the sale. 117 Prior to the final Public Works inspection for the public street Public Works improvements, and prior to the final building and zoning inspection for Department, each Final Site Plan, the property owner/developer shall: Development • Demonstrate that all structural BMP's described in the Project Services WQMP have been constructed and installed in conformance with Division approved plans and specifications; • Demonstrate that the applicant is prepared to implement all non- structural BMP's described in the Project WQMP; and, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • Demonstrate that an adequate number of copies of the approved Project WQMP are available on-site. 118 Prior to final building and zoning inspections of each development Public Works phase, all required WQMP items for proper operation of the system Department, shall be inspected and operational. Development Services Division 119 All required public street, landscaping, irrigation, sewer and drainage Public Works improvements shall be constructed prior to final building and zoning Department, inspections and are subject to review and approval by the Development Construction Services inspector. Services Division 120 The developer shall improve the streets as depicted on the Master Site Public Works Plan and Tentative Tract Map No. 17918. Department, Development Services Division 121 The property owner/developer shall construct sewers and storm drains Public Works to serve the ultimate development of the property as provided by area- Department, wide engineering studies to be conducted prior to issuance of any Development building permits for the first permitted building and updated prior to Services the issuance of any building permits for each subsequent permitted Division building. All studies shall be subject to the approval of the City Engineer. The property owner/developer shall construct improvements identified in such studies. The systems may be constructed incrementally subject to the approval of the City Engineer provided that said incremental phasing is adequate to provide capacity for the proposed development phasing and providing that the timing is in accordance with the detailed phasing plan required by Section 9.3 (Timing, Phasing and Sequence of Public Improvements and Facilities) of this Development Agreement. 122 All irrevocable offers to dedicate easements required by this permit Public Works shall be approved and accepted by the Public Works Department. Department, Development Services Division 123 All air conditioning facilities and other roof- and ground -mounted Planning and equipment shall be properly shielded from view as depicted on the Building approved building plans pursuant to conditions 17 and 53. Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Planning Services Division 124 A mail delivery parking stall shall be provided and posted with a sign Planning and that indicates it is a reserved space for mail delivery as required by Building Conditions 18 and 54. Department, Planning Services Division 125 Wiring for satellite or other cable/transmission television required by Planning and condition 55 shall be installed in conformance with the approved Building building plans. Department, Planning Services Division 126 A "No Parking Between the Hours of 7 a.m. and 5 p.m." sign shall be Planning and posted to allow trash bin retrieval access as required by Condition 23. Building Department, Planning Services Division 127 Public parking structures shall be posted "No Overnight Parking, Planning and Except by Permission of the Management' as required by condition Building 51. Department, Planning Services Division 128 Evidence in the form of a letter from the property owner/developer Planning and shall be provided to the Planning Services Division showing Building implementation of the requirement for assigned resident parking Department, described in conditions 16 and 52. Planning Services Division 129 All cameras and communication devices required by condition 77 shall Police be installed. Department 130 All building numbers and addresses shall be installed on each building Police as required by condition 78. Department NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 131 Four (4) -foot -high address numbers shall be displayed on the roof of Police each building in a contrasting color to the roof material as required by Department conditions 21 and 79. 132 Pedestrian and vehicular access controls required by condition 80 shall Police be installed and the system's entry code provided to the Anaheim Department Police Department Communications Bureau and the Anaheim Fire Department prior to the first final building and zoning inspection for each building. 133 In order to facilitate efficient and rapid access by emergency vehicles Police and personnel, all electrically operated gates providing emergency Department vehicle access shall include the installation of an electronic access system which allows for the use of a public safety radio frequency to open the gate. 134 Parking structure lighting shall be installed as required by condition 81 Police prior to the first final building and zoning inspection for each parking Department structure. 135 Features required in common rooms, such as gym facilities, recreation Planning and areas, laundry rooms, conference rooms, etc., pursuant to condition 83 Building shall be installed prior to the first final building and zoning inspection Department, for each common area. Building Division 136 Prior to occupancy, the legal owner shall install street lights as Public determined and planned by Public Utilities. Utilities Department, Electrical Engineering Division ONGOING DURING PROJECT CONSTRUCTION 137 An all-weather access road as approved by the Fire Department shall Fire be provided during construction. Department 138 Emergency vehicular access shall be provided and maintained in Fire accordance with Fire Department Specifications and Requirements. Department ONGOING DURING PROJECT OPERATION 139 The applicant shall distribute the written disclaimer required by Planning and condition 57 to prospective buyers/lessees indicating that they are Building purchasing/leasing property that is within close proximity to Angel Department, NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY Stadium of Anaheim, The City National Grove of Anaheim and Honda Planning Center and that the nature of these venues includes potentially audible Services noise (such as crowd noise, vehicular traffic noise, fireworks, and Division amplified sound) during events, and traffic delays during event times. 140 At all times when a restaurant is open for business, the premises shall Police be maintained as a bona fide public eating place, as defined by Section Department 23038 of the State of California Business and Professions Code, and shall provide a menu containing an assortment of foods normally offered in such restaurant. 141 The approved ABC license types shall be as follows: Police • One (1) Type 20 or Type 21 license for a market with a Department minimum of 17,000 square feet. • Two (2) Type 75 licenses for brewpubs. • Nineteen (19) Type 41 or 47 licenses for restaurants. 142 Managers and owners shall contact the Department of Alcohol Police Beverage Control obtain LEAD (Licensee Education on Alcohol and Department Drugs) training for themselves, servers, and wait staff. 143 There shall be no live entertainment, amplified music or dancing Police permitted on the premises of any restaurant at any time unless the Department proper permits have been obtained from the City of Anaheim. 144 The sale of any alcoholic beverages for consumption off the premises Police is prohibited at all restaurants within the project. Department 145 There shall be no exterior advertising of any kind or type, including Police advertising directed to the exterior from within, promoting or Department indicating the availability of alcoholic beverages in any restaurant within the project. 146 A restaurant's alcoholic beverage license shall not be exchanged for a Police public premise (bar) type license; nor shall any restaurant be operated Department as a public premise as defined in Section 23039 of the Business and Professions Code. 147 No restaurant shall charge an admission fee, cover charge, or impose a Police minimum purchase requirement. Department 148 Every restaurant operator shall comply with Section 24200.5 of the Police Business and Professions Code so as not to employ or permit any Department persons to solicit or encourage others, directly or indirectly, to buy NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY them drinks in the licensed premises under any commission, percentage, salary or other profit-sharing plan, scheme or conspiracy. 149 All activities occurring in conjunction with the operation of any Police commercial establishment shall not cause noise disturbance to Department surrounding uses as set forth in Chapter 6.70 of the Anaheim Municipal Code. 150 Ongoing during business operations, the property owner shall be Public Works responsible for restoring any special surface improvements, other than Department, asphalt paving, within any right-of-way, public utility easement or City Development easement area including but not limited to colored concrete, bricks, Services pavers, stamped concrete, walls, decorative hardscape or landscaping Division that becomes damaged during any excavation, repair or replacement of Public City owned water facilities. Utilities, Water Engineering Division 151 The property owner/developer shall operate the project in accordance Public Works with the approved written Solid Waste Management Plan required by Department, condition 89, as it may be modified from time to time subject to written Streets & approval by the Director of Public Works. Sanitation Division 152 The separate 8' x 10' enclosed and secured bulky item storage area Public Works required by conditions 25 and 45 shall be maintained to the Department, satisfaction of the Public Works Department. Streets & Sanitation Division 153 On-site trash truck turnaround area required per conditions 26 and 46 Public Works shall be maintained to the satisfaction of the Public Works Department, Department. Streets & Sanitation Division 154 Parking gates approved per conditions 27 and 48 shall be installed Public Works prior to the first final building and zoning inspection for the parking Department, lot/parking structure. Traffic Engineering Division 155 All automatic fire sprinkler systems shall be maintained as required by Fire the Fire Department. Department NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY 156 The fire alarm system required by condition 74 shall be maintained to Fire the satisfaction of the Fire Department. Department 157 The property owner/developer shall not provide "event parking" for Planning and Honda Center, The City National Grove of Anaheim or Angel Stadium Building of Anaheim unless approved by the City. Department, Planning Services Division 158 All dwelling units within the project shall be used for permanent Planning and residency. Rental or occupancy of entire units for less than 30 days Building shall be prohibited. Department, Planning Services Division GENERAL 159 Prior to City acceptance of the public right-of-way improvements for Public Works all collector streets identified on the Final Site Plans, said streets shall Department, be posted with "No Stopping Any Time" signs except where Traffic designated turn-out areas are provided for loading and unloading and Engineering designated on-street parking areas. Such signs shall be shown on street Division improvement plans submitted by the property owner/developer for the review and approval by the Public Works Department and the location of such signs shall be reviewed and approved by the City Traffic and Transportation Manager. The property owner/developer shall be responsible for all costs associated with the installation of such signs. 160 A minimum of two connections to public water mains and water Public looping inside the project are required. Developer is responsible for Utilities, installing the public water main in Artisan Court and Dupont Drive. Water The public water main shall be a minimum of 12-inches in diameter Engineering and sized to handle the demands of both the project and "Lyon Division Apartments — Orangewood LLC". 161 The following minimum horizontal clearances shall be maintained Public between proposed water main and other facilities: Utilities, 10-feet minimum separation (outside wall-to-outside wall) Water from sanitary sewer mains and laterals Engineering • 5-feet minimum separation from all other utilities, including Division storm drains, gas, and electric NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY • 6-feet minimum separation from curb face • 10-feet minimum separation from all trees • 10-feet minimum separation from structure footings and walls • There shall be a 1 foot minimum vertical clearance between proposed water connections and all other utilities including electric, gas, sewers and storm drains. 162 No public water main or public water facilities shall be installed in "A" Public Street (emergency access/service road). All water facilities in "A" Utilities, Street shall be private. Water Engineering Division 163 No public water mains or laterals shall be allowed under parking stalls Public or parking lots. No public water main or public water facilities shall Utilities, be installed in private alleys or paseo areas. Water Engineering Division 164 On an annual basis and as part of the Development Agreement Annual Planning and Review, the property owner/developer shall provide an updated Building Development Summary Table to the Planning Services Division of the Department, Planning and Building Department until project build out. Planning Services Division 165 The property owner developer shall be responsible for compliance with Planning and and any direct costs associated with the monitoring and reporting of all Building mitigation measures set forth in the attached Mitigation Monitoring Department, and Reporting Plan (MMP) No. 334, established by the City of Planning Anaheim as required by Section 21081.6 of the Public Resources Code Services to ensure implementation of those identified mitigation measures Division within the timeframes identified in the measure. MMRP No. 334 is made a part of these conditions of approval by reference. 166 Signage shall be consistent with Section 18.20.150 (Signs) of the Planning and Platinum Triangle Mixed Use (PTMU) Overlay Zone. Building Department, Planning Services Division 167 Compliance with the Anaheim Public Safety Radio System Coverage Police Ordinance is required. To request a copy of the ordinance, contact Department Officer Berger at (714) 765-3859 or mberger@anaheim.net. A copy NO. REVIEW SIGNED CONDITIONS OF APPROVAL BY OFF BY of the ordinance can also be viewed/downloaded online through the City of Anaheim web site under "City Records": http://www.anaheim.net/. 168 The required public improvements shall be installed pursuant to Public Works Section 9.3, Timing, Phasing and Sequence of Public Improvements Department, and Facilities, of the Development Agreement. Development Services Division 169 All fire services 2 -inch and smaller shall be metered with a UL listed Public meter, Hersey Residential Fire Meter with Translator Register, no Utilities equals. Department, Water Engineering Division 170 The applicant is responsible for paying all charges related to the planning and processing of this discretionary case application within 30 days of the issuance of the final invoice or prior to the issuance of building permits Building for this project, whichever occurs first. Failure to pay all charges shall Department, result in delays in the issuance of required permits or may result in the planning revocation of the approval of this application. Services Division 171 The project is expressly conditioned upon the applicant's indemnifying Planning and and holding harmless the City, its agents, officers, council members, Building employees, boards, commissions and their members and the City Department; Council from any claim, action or proceeding brought against any of City the foregoing individuals or entities, the purpose of such litigation Attorney's being to attack, set aside, void or annul any approval of the application Office or related decision, or the adoption of any environmental documents which relates to the approval of the Proposed Actions. This indemnification shall include, but is not limited to, all reasonable damages, costs, expenses, attorney fees or expert witness fees that may be awarded to the prevailing party, and costs of suit, attorneys' fees, and other costs, liabilities and expenses arising out of or in connection with the approval of the application or related decision, whether or not there is concurrent, or passive negligence on the part of the City, its agents, officers, council members, employees, boards, commissions and their members and the City Council. The property owner/developer shall have the right to select legal counsel. The City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, NO. CONDITIONS OF APPROVAL REVIEW BY SIGNED OFF BY and the applicant shall reimburse the City for any costs and expenses reasonably incurred by the City in the course of the defense. No later than 30 (thirty) days following the City Council's adoption of the Ordinance adopting Development Agreement No. 2015-00001, the legal property owner shall provide a letter to the City satisfactory to the City Attorney's Office memorializing the foregoing. PJ WAV IIRIMW►Tirdd!g Y •- Ww— 01 � ".�" .. oil T� r fin i for it ^^•; _ .. t ��;_. . FS .... _._ ,^.rim F, j ��I - - �... . .. � �' •�� '�`:r-'- sly.. _ / �;� iR1w mi'-" 4F. M w# { A ., � �� � - �� n�63 ��: _p 1 i + Mow, a AM i y 4 LENNAR� N M -- LT PL A I lJ a Fr4'in�(t1 Nu4yQ v►+.r.r � t li J P C E 14TE .,mac« w , � -� � u °` • ; ,� '--- LYON Project StatusApproved t T�H`E IRVINE ----� ` COW" 'PANY iThe Platinumheim Citv Boundary - ; h A }..Li.: E * 4f Ameuca r 'r yrs �.a� t r; � � � ii . F e `•`tlti_ �1 �� � A�r�al le�T'.: atella*Ave Kate Ila Ave r t r c - •.. :..r :.^�' ` '" - ART a. G . g,. a _ ETC ,, h,�etrolink m �Ity Pd �t cna` ` = , r• "i. OVA+%i711'I(T1 Of t Ei} GO 77 Angel Stardium . at .Itnahe�m EiGene A. ,tt l Way L Gens Aa�try 4�1ay , jj r, roi E Oran` e+;vaodlAve-..R&-angewood Ave y�.. Hour Fitnes P n L ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ 0 DEVELOPMENT AR ■ IN =A's' LT PLATINUM LLC. DE' IGI . HOPSCAPE LANDSCAPE RHOS CLIMENTI HALE STUDIOS 1a011C. LT PLATINUM CENTER 11- MASTER SITE PLAN DEVELOPMENT AREA DIAGRAM i. g- CA 50021 T92322s.snoo Leoz c..,,a n.., s.a. naso L C soo zoao ss<.,.ege �. ,CAsoon T.2i2. s2so ,, g a oa T.z2aoesigoo A—.- C. Aucusn.2016 4 DEVELOPMENT SUMMARY TABLE Proiect Area Summary (Acres) Development Areas 10.89 AC Private Street (Artisan Court) 1.13 AC Private Street ("A" Street) 0.28 AC Connector Street (Dupont Drive)0.44 AC Arterial Streets (State College Blvd. & Orangewood Ave.) 1.89 AC Open Space 0.17 AC Gross Project Area 14.8 AC Development Areas Summary Maximum Maximum Residential Maximum Hotel Rooms Maximum Maximum Development Size Commercial Dwelling & Floor Space Office Building Area(Acres) ( ) S Floor Space Units (Keys/Gross Sq. Floor Space Height (Gross Sq. Ft.) (DU) Ft.) (Gross Sq. Ft.) (Feet) 1 2.79 45,000 255 - - 85 2 8.10 388,000 150 1 200/150,000 77,000 350 Notes: 1. Area calculations are approximate and subject to change with final mapping. 2. Gross Project Area and Private Street area excludes the Orange County Flood Control District property (0.38 acres) which bisects the project site in between Development Areas 1 and 2. 3. Development Area acreages do not include street dedication or easement areas for connector, arterial and private streets. 4. Floor space areas for Commercial, Hotel and Office uses are gross area calculations. 5. Public Plaza and circulation areas are excluded from the Maximum Commercial Floor Space (gross area in square feet) allocated for Development Areas 1 and 2. 6. Density transfers between Development Areas may be permitted subject to the project's Development Agreement. 7. Conditional Use Permit required for Building Heights exceeding 100 feet and setback modifications. 8. 1.14 acres of open space, consisting of an urban park, is included in the Development Areas. APP[IcA^'' LTPLATINUMLLC. ecs;cM1 HOPSCAPE ANoscnae RIDS CIEMENTI HALE STUDIOS aeo yea. LT PLATINUM CENTER o MASTERSITEPLAN DEVELOPMENT SUMMARY TABLE iso sc.,�a n,., s�,b 39so 3sosc,.bn. ,s.a.39so s.—o..,C-0011323 2oaoss.A928 nuGusT1.10 �e�n.gd.•,U900)i i:2i3.225.6300 fie. n.p.M.,G900>i T:2i3.225.6350 b.Mp.I..,Cn9000a is 323JBSieoO 4..n.m,Cn92B5 3D DIAGRAM KEY: COMMERCIAL RETAIU RESTAURANTS COMMERCIAL RETAIL/ RESTAURANTS AND/OR RESIDENTIALAMENITIES RESIDENTIAL OFFICE HOTEL APPLICANT: LT PLATINUM LLC. DESIGN: 14OPSCAPE I LANDSCAPE RIDS CLEMENTI HALE STUDIOS PROJECT: LT PLATINUM CENTER d`i1gn stu°" MASTER SITE PLAN 3D DIAGRAM 3505G.u.d A+., Sun.3950 3505G...d Auu, Su�u 3950 639N L h 91.d., S.1a 100 30a0551m BHd 6 W Myan,U90071 T: 313.85.6350 Wa. u. me.l AUGUSi1, 3016 �u+A.Ban,G900T is 3111-00 6Mn,CA 900091:38.]65.1800 aw�.nm,CA91B06 PLAN - L01. A I � ARTISAN COURT ° ❑ ADING ❑ cB�rrn PARKING ❑ REST BOH COMMERCIAL BOH J m COMMERCIAL w i 0 COMMERCIAL I e OFFICE i SETBACK LINE— """" ULTIMATE ROW ORANGEWOOD AVE. .. - PROPERTY LINE APPLICANT: LT PLATINUM LLC. DtlsicN: HOPSCAPE LANDSCAPE RIDS CLEMENTI HALE STUDIOS PROJECT: LT PLATINUM CENTER dImr- 350SG..MAw1 S 1150 3SOSG..d Aw4S 3950 639 N. LweFme.1BM., S=ir100 2000 SSr.b86N Lw A.L.I..,U90011 i:113S15.6300 Lw Aw U900111:213.215.6350 Ia AA.le,U900001313.)85.1800 A..6..::,CA-06 KEY. COMMERCIAL RETAIU RESTAURANTS ULTIMATE ROW COMMERCIAL RETAIU RESTAURANTS 0 SETBACK_AND/OR RESIDENTIAL AMENITIES PROPERTY LINE �' / RESIDENTIAL OFFICE ARTISAN COURT 4 BOH PARKING 4 w 6 L y COMMERCIAL 4 ZI �, °'�"s"• I L S a a� BOH[ � SI e LOAD 15 4 _ k�' I HOTEL LYON APARTMENTS COMM rod11�� PARKING � p REST .B'l LOBBY r j I ' COMMERC MASTER SITE PLANPLAN L01 SCALE: 1'=90' N _ AUGUS11, 1016 0 10 35 50 100 100 % PLAN - L02 F—_— RESIDENTIAL PARKING HOTEL E aNd RESIDENTIAL COMMERCIAL 0 m m _o COMMEtRQIAL PARKING 20.0' i •a�Y .ana• COMM. I COMMERCULL 9 I __- ---- I I lRESIDENTIAL L_ _ _ _ _ _ _ _ _ _ _ — _ — _ _ _ — _ — _ _ _ — L— _ — _ — _ _ _ _ APPLICANT: LTPLATINUMLLC. DESIGN: NQPS4;PE LANDSCAPE RIDS CLEMERTI HALE STUDIOS PPOLECT. LT PLATINUM CENTER �° MASTER SITE PLAN 3505Ga3q.,B LwA.6W,C07-20131260 3505G ..Mq..Lrt3950—NLFm, ..mBM PLAN _ L02 ATW902550 m3..,Cw9000e T318 wrF.m,CA92B06 AUGUSTi, 2016 KEY: COMMERCIAL RETAIL/ RESTAURANTS / COMMERCIAL RETAIU RESTAURANTS ANDIOR RESIDENTIAL AMENITIES / RESIDENTIAL OFFICE HOTEL — BOH PARKING olio SCALE: m i0o zoo O 8 PLAN - L03 F .. PARKIN .31'>• G I RESIDENTIAL HOTEL I ,3811' COMMERCIAL \ j COMMERCIAL COMMERCIAL li i II' OFFICE I ------------- - -- -- -- - 1 j ----------------------------------- L --- ---- --- ----------—L_—_--------------------- - -------------APPLICANT: LTPLATINUMLLC. DESIGN. NOPSCAPE I LANDSCAPE RIDS CLEMENTI HALE STUDIOS PROJECT: LT PLATINUM CENTER qnrtu°b MASTER SITE PLAN 3505G...da 00713950 3505 G.e.d A.., 5.n.3950 539 N.L...M.e.18iM..5o�n 100 3w0551au BW-Sr1,x015 L. y ,cA9oon --5.63001,,,u3,�..,u9oon r: xl3.ns.53so —0--90—r:3:3>Bs3eoo a,,,1ca9xeo5 RESIDENTIAL 31-0 PARKING ,B1', ' RESIDENTIAL KEY: COMMERCIAL RETAIU RESTAURANTS ANORIAL RETAIU SIDENTIAL RESTAURANTS AMENITIES DIORE RESIDENTIAL OFFICE HOTEL _ BOH PARKING PLAN _ L03 SCALE:035'-�9°' 9 PP PLAN - L06 II I Irl I RESIDENTIAL i ------__--- II �I I jl jj OFFICE I I ------I -- ----- - ---------------------------- -------- L L ------------------------------------------ KEY: - ----- ---------------------- KEY: COMMERCIAL RETAIU RESTAURANTS COMME AND/OR R RESIDENTIAL IAL AMENTESAL RETAIU N RESIDENTIAL ' OFFICE - HOTEL BOH PARKING APPLICANT: LT PLATINUM LLC. DESIGN: HgPSCAPE LANDSCAPE RIUS CLENENTI HALE STUUIUS °RaECT: LT PLATINUM CENTER N �39�so MASTERSITE PLAN PLAN L06 SCALE: I'=90' 3505 G..Ma,., S.rt.3950 3506 G..�d a.. 5m 639 H. 1...A-- BM., 5oir100 30d0 SS.ea Bud \e.aryNn, C4900T ):313.335.6300 Lw q.p.M., Cn 900T T:3133I5.6350 b. o..,CA90009 T: 333.]85.1800 A_sT1,315 0'10' 35' '0 M.F.nn,Ca93305 0 50 100 300 PLAN - B01 _-_____-______--- _ II i I II I I II I RESIDENTIAL I'. aY HOTEL .I� I`I� RESI HOTEL PARKING PARKING ZONE 20NE I I I I Ii SUBSTATION OFFICE PARKING ZONE -i OFFICE ABOVE _ _ ------ •-------------. _- SETBACK LINE _-__ _-_____ � ULTIMATE ROW ----------------------------------------- L- _ _ _ _ _ - - _ _ _ _ - _� PROPERTY LINE KEY: ' COMMERCIAL RETAIU RESTAURANTS / COMMERCIAL RETAIL/ RESTAURANTS AND/OR RESIDENTIAL AMENITIES RESIDENTIAL AMENITIES HOTEL JW BOH PARKING - POLICE SUB -STATION/ PARKING APPLICANT_ LT PLATINUM LLC. DESIGN. HQPSC,"E LANDSCAPE RIDS CLEMENTI HALE STUDIOS PROJECT: LT PLATINUM CENTER N III- 1. MASTER SITE PLAN PLAN _ B01 SCALE: 1'=90' O 3-0-G..Mnw, 5.x.3950 3505 Gr.M a w, I.;,. 39-0 639 N.l.Munem BlW., Sulu 100 ]IMO -N.0 BH! 0 " Le.4y.I..,G900]t r: ]I3 ]1s.6300 b. ! ,CA 900T L:zl3.11-6310 LnMM..,CA90004 F333]B-.1800 M,.F.:.,Cw93806 AUGU-rl,z0i6 OIO zs 50 100' 20 HIGHRISE RESIDENTIAL 350' HT / 150 DU v% V7, A \% 41 40or ENTRY PLAZA—' WEST PARKING STRUCTURE 94'-4... HT OFFICE 120' HT / 77,000 SF HOTEL TOWNS 0bkRE_ ,-,,-,-.,,,,­ -ew.I 180' HT 200 KEYSI - -10I COMMERCIALRETAILIRESTAURANTS COMMERCIAL RETAIL/ RESTAURANTS AND�OR RESI DENTAL AMEN ITiES RESIDENTIAL OFFICE BCH PARK!NG COMMERCIAL RETAIL / RESTAURANT 38' HT / 388,000 SF PODIUM RESIDENTIAL APARTMENT 85' HT / 255 DU SITE COVERAGE - BUILDING FOOTPRINT/ GROSS PARCEL AREA I` � ' I ❑ � Iii SITE COVERAGE - PLAN VIEW 272,070 sf / 511,720 sf 53.2% BUILDING FOOTPRINT GROSSPARCELAREA (INCLUDING EXPOSED LANDSCAPE) SITE COVERAGE - 3D VIEW APPLICANT LT PLATINUM LLC. DESIGN. HOPSCAPE IANDSCA❑E RHS CLEMEHT1 HALE STUDIOS PRosEc LT PLATINUM CENTER MASTER SITE PLAN SITE COVERAGE DIAGRAM xsoee...e n»s.a.nnso esosc...e<„s.,.• eas x. L.aP,,.,,,ei.e.. s.,.. goo o maozz�.,. eib aueusn.:o�e 13 io, n.ea..,uoom� n 3.ozs.eaoo �-A,w.a,.0-011 12G.zzs e3so i„a,a....Cna000n .: az3.res ieo a,.eam. -2— SHADOWs TUDI ES APDLICANT. LT PLATINUM LLC. DESIGN : ^NDSCAPE RIDS CIEMENTI HALE STUDIOS PaaecT' HQPSCAPE LT PLATINUM CENTER MASTER SITE PLAN SUN/ SHADOW DIAGRAM -SPRING * h oa6 350p5 G.I.ap.p 6.n.3550 360SG.MAw, 6.rt.3950 639 N. L.m6mem Bial., 5.ia i0o x06066.w. Ble m yo,G900T T:xi3.3xs.63oo Le.A.3an,G90Wl i:IAlxs.6350 lw A..�n,cA9o00a 43 x3]96.1000 AM ,'m 9- __TI,­ 15 SUMMER SOLSTICE -JUNE 21 APPLICANT: LT PLATINUM LLC. DESIGN: LANDSCAPE RIO ELEMENT HALE STUDIOS PROJECT: HOPSCkAPi LT PLATINUM CENTER SUN/ SHADOW DIAGRAM -SUMMER MASTER SITE PLAN 3505 G..M nw, OS.:rc 3650 3505 O..Na 00712 639U.lsrcMA9Bi0113.r00 30nOzzr.r. B�.d aUGUzi i, 2O tl Le•a�g.kycg50)�i:1i3.3]z.6100 le. A.g.h,G900)I T:3i3Y15.ti350 Lmq.g.I...Cg9000a i:3E3 ]85.800 a..n.:m,Ga93005 APPLICANT LT PLATINUM LLC. DESIGN, HQPSCAPE LANDSCAPE RIOS CLEMENTI NATE STUDIOS PRo'ec-. LT PLATINUM CENTER 5G.<.a nw5k""'_. MASTER SITE PLAN SUN/ SHADOW DIAGRAM -FALL 350, ...3950 3505 G.<M_S.rt<3950 639N.L�d.."tBIM., S.n.100 ..0551—BIM 1o,n�g<I.,,C.900)I 1:213.225.6300 �a A�.I,I.CA900)I1:213.325.6350 L..A_i.. 9000.T:323.785a i< .IB00 M:i..,C.92006 AUGusN.316 WINTER SOLSTICE -DECEMBER 22 naaucnNi: LT PLATINUM LLC. oeslcN: HOpSCAPE LnNoscnae RIDS CIEMENII HALE STUDIOS aeaecT. LT PLATINUM CENTER °" MASTERSIT�EPLAN SUN/ SHADOW DIAGRAM -WINTER 3505G...tl A.., 5.8.3950 3502 G...d Aw, 5.11.3950 53913. L...6.eirc BIN. SWb100 E -Ang—,U90091 is 313.135.6300 Lev A.e.l..,<A 900T is it3.335.6350 Iw A.0-CA9000-313185.1800 30905XAl nUGU5i1i 16 A..F:n,,CA93B05 LOADING DOCK EXHIBITS LOADING DOCK DIAGRAM -^�� 1 Y NLTW�IML b EAST PARCEL P ARTISAN N_ _- C ARTISAN CO- - — ---- -- - _ -- -- �, CENTRAL rt ------ CENTRAL 4 i� II COLLECTION } TRASH i 4 � �2' KEYCOLLECTION 1 I 'I T r, II rl I DOCK. it Ani e I I I I Ib t 1 14 r IL' LOADING �; rl,�I� , f , ♦ I IIjI, I I I �R�17 I i I ii DOCK y i *w.T ms I LI I IX I c � I Ir I O I � I 9� I QII II I-' I I I � W I I 4 11" 11 : 17 I F I , I I vslo I I I Z I 'll I d -.• TRUCK SCALE: 1'=60' N DIAGRAM zo I I' *o'-0" I I I I /1 I I N1310 I I 14 .11' 11' 17 I I I i . I I I I I I I APPLICANT: LT PLATINUM LLC. DESIGN: HOPSCAM LANDSCAPE RIDS CLEMEHTI HALE STUDIOS PROJECT: LT PLATINUM CENTER 350SG,.I-95ud=3950 3505G..N Aw,5oin3950 939 e.1.<xmM.elw., s=, MASTER SITE PLAN 00]I 7:213.225.6300 b.M3=W,U900]I 7:213.325.6350 InA.y.1..,U90000 i:323]B5.1800 2aosn... eLe aW«_.GA92306 AUGUSTI,2016 1 Y NLTW�IML b P ARTISAN N_ _- } I Ipp ---------------TRASH r CENTRAL rt 4 COLLECTION �2' I T r, rl LOADING DOCK. it Ani e I I I I Ib t 1 14 I / I' � I IIjI, I I I �R�17 I i I y i *w.T ms I fi" I IX c I Ir O I � d I QII II I-' I I I � I I 4 11" 11 : 17 I I , I I vslo I I I I 'll I TRUCK SCALE: 1'=60' N DIAGRAM zo LOADING DOCK DIAGRAM - WEST PARCEL rlanuaemwL ARTISAN COURT 7 — 78S-1 i' 7� LOADING DOCK I � I I \\ TRASH COLLECT] N J I , %I ^ i I I i I � I I \ I I , MUL3weE1ML b N — f– 'ARTISAWCOdRT H =� 111Rd3BElTUI b f TF - ARTISAN f_ a COURT_�- RTI --- -- ARTISAN COURT � �.. ---------------------- LOADING — TRASH 4 DOCK — COLLECT] N J I , I Iii iw za I I I 1 1•\ I I I APPLICAN r: LT PLATINUM LLC. DESIGN: MOPSC"E LANDSCAPE RIDS CLEMENTI HALE STUDIOS PROJECT: LT PLATINUM CENTER N p....PoO A,M„m,,�At�06 SCALE: 1=90' 3505GMAw,0ola50 MASTER SITE PLAN TRUCKmG39s3oI0 ".°S*I'°°'°DIAGRAM °'° 21 so. '°° )°° O 21 LOADING DOCK DIAGRAM - WEST PARCEL uun+aernu - ARTISAN COURT a ARTISAN COURT LOADING \ TRASH`• DOCK COLLECTI N J i1 1 it r 2a i I ice` V v� I I 1 —mm T AR'� APPLICANT: LT PLATINUM LLC. DESIGN: FIOPSCI�PE LANDSCAPE RIDS CEEMENEI HAEE STUDIOS PROJECT: LT PLATINUM CENTER N 31N0 S5.w BIW MASTER SITE PLAN TRUCK SCALE: 1'=90' O 3505G..MA,., 5.8.3950 3505 G.. 63 MA.r, 508.3950 9 x. L..eF.w.18M., 5.ie.100 -A.g.4s,GA90021T:213.225b300 WA.Hln.04900217:213335.6350 -eA.e.I--00047323185.1800 A..F.:.,-92806 AUG -1,2016 DIAGRAM 0'10 25' S0' 100 200' 22 1' LOADING TRASH DOCK COLLECTI J iI 1 / 1 N7 1 7 I Im I ' Ili 1 , ARTISAN COURT LOADING \ TRASH`• DOCK COLLECTI N J i1 1 it r 2a i I ice` V v� I I 1 —mm T AR'� APPLICANT: LT PLATINUM LLC. DESIGN: FIOPSCI�PE LANDSCAPE RIDS CEEMENEI HAEE STUDIOS PROJECT: LT PLATINUM CENTER N 31N0 S5.w BIW MASTER SITE PLAN TRUCK SCALE: 1'=90' O 3505G..MA,., 5.8.3950 3505 G.. 63 MA.r, 508.3950 9 x. L..eF.w.18M., 5.ie.100 -A.g.4s,GA90021T:213.225b300 WA.Hln.04900217:213335.6350 -eA.e.I--00047323185.1800 A..F.:.,-92806 AUG -1,2016 DIAGRAM 0'10 25' S0' 100 200' 22 STATE COLLEGE BLVD. CONDOMINIUM TOWER PLANTING PARKWAY MULTI -USE TRAIL SETBACK '."""........ ULTIMATE R.O.W. --------- PROPERTY LINE AREA FROM CURB TO BUILDING w ULTIMATE RIGHT OF WAY 0' SETBACK = OLu ' Q t N 1 1 I ! i A— CAN!. LT PLATINUM LLCHgPSCAPE LANDSCAPE RIO$ OLEMENTI HALE STUDIOS LT PLATINUM CENTER a,sy�:sm �o az .. A...s.,,.395o . a 0 .s.n.395a 6391 ..m..,al.,.s.,,.00 ,..,. A 900„ T z 3 zz 63 ,N...900, T 2,3 29.6350 ­a,a_.CA90001,:3�3Tas.�aoo PROPERTY LINE m w T J � a b � ie MULTI -USE TRAIL ARTISAN COURT 129' v d g o• b I PARKING +014, MASTERSSI106PLAN CONDOMINIUM TOWER — ENLARGED PLAN 24 STREETSCAPE : STATE COLLEGE BOULEVARD DETAIL P� 7' wide Sidewalk C.LP. topcast cencrete wuh score pattern i ' Alternating lowering stmt tree Tababula chrywtncha ruin. 24° hov Alternating. palm stree'-trc -, Wash,ngtoma roWsta rI 18' brown tnml: height 6' ParFway M hIegL Mrga-Ipso- Smple specle: planting Setback planting, varies u APPLICANT: LTPLATINUMLLC. DESIGN LANDSCAPE PROJECT HOPS �4PE RIGS CtEMENTI HALE STUDIOS LT PLATINUM CENTER Sun�3950 3505G..Man,5.in3950 639N.L..Mnarc BIW., S.iT.100 20a055em BW Le. A.B.I..,G900T T. 213.225.6300 I—A.g.W 904)17:213.225-o L.. A.0., CA 90— T. 323.)85.1800 A..n.;,.,G92805 TYPICAL SECTION STREET PLANTING PALLETTE Washingtoniarobust* TabehuiaehWotrieha Mexican Fan Palm Golden Trumpet Tree Muh7enba gia Deer Grass MASTER SITE PLAN STATE COLLEGE -STREETSCAPE AUGUST1,2015 t tA AWY Av � !�.,J� • � K� _1 \ pyx,- �� ,� �. til' fy �i� • J ;" Gl 3L �. e , r_ a !•� �J 44✓a �� :t i� � :,AAA l �.;• r s - I v� iis■■ i ■ ■lk;,�`�, y ARTISAN COURT ZT APPLICANT: LT PLATINUM LLC. DESIGN: HQPSCAN LANDSCAPE RIDS CEEMENTI UAE STUDIOS PROJECT T_ LT PLATINUM CENTER N sOSc.."d a..�5"�n 355o 50 SO.Md A..�sd 39150 MASTER SITE PLAN ARTISAN SCALE: I'=l0' �. 9 .0 ml r:nu3s.woo B"S-Z 30x059—.I-b Aucusn,301s os 10 n O 29 Mpl°.,4900)1 1:313335.6350 635 N.I....nme"e <<.A.„�..�A565o<..3333a610oo .. U�533o GARAGE 5O 106 KEY C ------------ APPLICANT: LTPLATINUMLLC. DEv.cN Hgfte PE y� n E eo n..9s.x. also zzs.eaoo w e ,co soon r. nn.zzssaso ARTISAN COURT ENLARGED SECTION MULTI -USE TRAIL B01 LANDSCAPE RIDS CEEMENTI HALE STUDIOS PROJECT LT PLATINUM CENTER N MASTER SITE PLAN SECTION - SCALE: P-'°' ei.a. s.,a,00 639N.— �.,, zoao aHa ,�..9°P°<.:3 3.,a ,a°o s aPa 11c°sT, 2016 ENLARGED ° 30 42'-8"- L03 IRV 31'-4"- L02.5 Z 20'-0"- L02 / ,IRV 12' MINIMUMz 11 / 13' / 18' �L IL_, 2 Lu / 10' 4• ��i � U A�. — MULTI -USE TRAIL B01 LANDSCAPE RIDS CEEMENTI HALE STUDIOS PROJECT LT PLATINUM CENTER N MASTER SITE PLAN SECTION - SCALE: P-'°' ei.a. s.,a,00 639N.— �.,, zoao aHa ,�..9°P°<.:3 3.,a ,a°o s aPa 11c°sT, 2016 ENLARGED ° 30 ARTISAN C'( -)I 1RT PI ol,,iTIM(-- Etc f Jt4A 14t f r Iry )'4A" A+-�s►vG� ,ArLTiJani 6140 C6uryvp-v 0-p—� APPSI CANT, LT PLATINUM LLC. DESIGN. HQPS�4pE LANDSCAPE RIDS CLEIOENTI HALE STUDIOS PP°JECT: LT PLATINUM CENTER ;S-39 ARTISAN COURT -PLANTING wa.39so c..e A.. s X71 B9s0 MASTER SITE PLAN CA 900]1 is 313.1] 5. A3 3505 b3—&...nme.�Blw., 323,70 00 ie. A.q.4•,C4900]i is 313.315.6350 NaO SBe.0 BW �e•n.BN...CA9000a is 313.]85.1800 A..M1.m, CA93806 AUGUST t, 1016 N n=ai-icn�� LTPLATINUMLLC. DESIGNQ H PS .APE Leos gZ., n.1, 0'071 071 naso 2xs.aneo LANDSCAPE RIDS CLEMENTI HALE STUDIOS , 1—loo u n .uaoo0e.o7 -23.785,1800 .ffL1C jn.+.0 PROJECT. LT PLATINUM CENTER M40 A—,cA-6 MASTERSITE PLAN nucu 1, s 32 STREETSCAPE : ARTISAN COURT DETAIL PLAN APP[i.ANT LTPLATINUMLLC. DEVGN HQPSCAPE LANDSCAPE RIOS CLEMENTI HALE STUDIOS g: stwm o s o..1011 zero ta. p cnsomi .11 -o t.. n.ra1-.,<19nsoon r:21322s.a3so L-A.S1. cas000a -23.7851800 ieoo TYPICAL SECTION STREET PLANTING PALLETTE A/hiriajulihrissin Silk Tree Agars attenuate Fntuca idahotnsis Muhlmbergia rigmsWntringia fruticosa Foxtail Agave Idaho Fescue Deer Grass Coast Rosemary berms: candmsatus Mahonia ayvifolium Palystichum munitum Wild Rye Oregon Grape Western Sword Fern oPOJECT LT PLATINUM CENTER 204 CP9W MAST'ERSIT�E6PLAN ARTISAN COURT-STREETSCAPE 33 41 44 -47 46- Pot ARTISAN COURT E OCFCD SETBACK .................... ULTIMATE R.O.W. --------- PROPOSED PROPERTY LINE --------- CURRENT PROPERTY LINE LTG PROPERTY PARKWAY / GREEN MULTI -USE TRAIL ANAHEIM STORM DRAIN EASEMENT I EAST PARCEL'TRANSFORMERS - � I I , I I I , I PROPOSFn PRnPFRTY I wr: �''�I NAP „v 1 1 top 1 APPLICANT: LTPLATINUMLLC. DESIGNQ H PSSM 3505 G..::ea.., 5::�r.3950 3505 Grwd Aw, L8.3950 lw a.�.., Ca 500]1 L:113.335.6300 Lw AnB.In, CP 900)1 1:313335.6350 TRANSFORMERS UNDERGROUND SWITCH LANDSCAPE RIDS CLEMENT) HALE STUDIOS PROJEC- LT PLATINUM CENTER N.Iw IM1 l8M.,Lib100 lw ft-,CA90—f: 333.785.1800 a..6.,m,Cn93806 MASTER SITE PLAN -.usT1,3016 I 1 I I I I I I I I I y I I I I if TRANSFORMERS- EAST PARCEL - NORTH RTH 35 l }i iC s I06 1 r iI INA � •i. ''AireAl ARTISAN COURT DUPONT STREET EAST PARCEL PARKING DUPONT STREET STREETSCAPE : DUPONT STREET DETAIL PLAN APPLICANT: LT PLATINUM LLC. DES c NQPSCAPE re,.., ASO SG..MA..g0u1 35a 5G.. a 5'r 3950. 6 ,Cn 0071 i.213.326.630o Lmnnr.ln, CA9=11:213.235.6360 e Sidewalk concrete with x 2 1/2' score n V Z W Q a Q z O r tree planting julibrissin 4" box lell 3112' x T 18"Wx18"HX48" •w` Albiziajulibrissin Sllk Tree LANDSCAPE RIDS CLEUENTI RRE STUDIOS PROJECT: LT PLATINUM CENTER Lm Ay. CACA9000a T:323.]aS.1000 A�uFw SCAIM06 TYPICAL SECTION STREET PLANTING PALLETTE MEMO Agave attenuata Festuca idahoensis Muhlenbergia rigens Westringia fruticosa Foxtail Agave Idaho Fescue Deer Grass Coast Rosemar, .3 �. Leymus condensatus Mahonia aquifolium Polystichum munitum Wild Rye Oregon Grape Western Sword Fern MASTER SITE PLAN DUPONT STREET -STREETSCAPE AUGUST I, 2016 39 6 A APPLICANT: LT PLATINUM LLC. DESIGN: HOPSCAPE LANDSCAPE RIOS CLEMENTI HALE STUDIOS 11111eCT. LT PLATINUM CENTER MASTER SITE PLAN PARKING SCALE: I'=60' 3505G..nda. ,5.1..3950 3505G...d a�., S.n.3950 lw A.g.b., CA90004 i'iui00 304055.m8M Le. A.y.4.,U900I�i:313 135.6300 535 H.L...nme.e5"333.305.1800 aUGu5ii, 3016 50' i0o' N 4� CA 90031 7:313.335.5350 A_,._,U53�o5 CONSTRAINTS 35 KEY PROPERTY LINE ULTIMATE RIGHT OF WAY _- SETBACK SETBACK rOil i = U Lau ° qElmOCFCD 0 -- C, X; SETBACK 1 O'❑ ° 195 E7fn ° El I,Iry , ULTIMATE R.O.W. Ix i o - PROPERTY LINE z PARKING 90 I o ppm ANAHEIM STORM DRAIN ' - X N S i N EASEMENT 9:3 O rn w G' U D 0❑ p ❑� BELOW GRADE UTILITY ZONE m 2' 2� 10' i` 29' - 18 25' 18' 18' 25' 18' `29' O�- 5, H 29' V MINIMUM - lx. t - ON THE PROPERTY EAST OF THE ORANGE COUNTY FLOOD CONTROL DISTRICT (OCFCD), THE CONSTRUCTIBLE WIDTH IS LIMITED TO 195' IN THE EAST/ WEST DIRECTION FROM THE OCFCD PROPERTY LINE (WEST) TO THE ULTIMATE RIGHT-OF-WAY (EAST). IN ORDER TO ACCOMODATE THE PARKING STALLS AND THE DRIVE AISLE DIMENSIONS, THE APARTMENTS HAVE BEEN DESIGNED WITH A 29' DEPTH. DUE TO THE LIMIT IN BUILDABLE WIDTH ON THE SITE, LT PLATINUM LLC. REQUESTS A VARIANCE FROM THE PARKING STALL DEPTH STANDARDS (CITY OF ANAHEIM STANDARD DETAIL NO. 471 - PARKING DIMENSIONS FOR STRUCTURES) TO BE 18' IN LIEU OF 19', WHILE ALL THE OTHER DESIGN STANDARDS WILL COMPLY WITH STANDARD DETAIL NO. 471. APPLICANT: LT PLATINUM LLC. DESIGN: 119PSCAPE LANDSCAPE RIDS CLEMEHTI HALE STUDIOS PROJECT, LT PLATINUM CENTER N ��IVA�i PARKING SCALE: I'=60' sose,«aq�, s.;..3gso 3sosc...aq..m vseo vq e. L.mem.e,aw., m�.mo 05keb eiw MASTER SITE PLAN Le. q.3 G9oo11 r: z13115.630o Ln q.e.M., Cag00I1 r213.zzs.6350t:333.7L.1 0 q�.M1.m,Ca9zoo6 aUGU5Tl.3ol6 O 42 CONSTRAINTS -BLOW JUSTIFICATION FOR PARKING STALL DEPTH STANDARDS: This request for parking stall depth is as was approved for Lennar's A -Town and Lyon's George parking garage standards. On the property east of Orange County Flood Control District, the constructible width is limited to 195' in the east/west dimension: from the OCFCD property line to the west and the Ultimate Right -of -Way to the east. In order to accommodate for parking stall and drive aisle dimensions, the apartments have been designed to 29' in depth. The following exhibits describe our limitation in width for our project. Starting from the west towards the east, we are constrained by: • OCFCD Property Line • 10' below grade utilities zone • 29' deep apartment units • 5' corridor • 2' structure between wood structure and concrete parking structure • Two sets of double -loaded parking with 18' deep stalls and 25' wide drive aisles with a 1' minimum structural separation in between the aisles • 2' structure between wood structure and concrete parking structure • 5' corridor • 29' deep apartment units • 9' below grade utilities zone • Anaheim storm drain easement on the east side of our property Due to the limit in buildable width on the site, LT Platinum LLC requests a variance from the parking stall depth standards (City of Anaheim Standard Detail No. 471 — Parking Dimensions for Structures) to be 18' in lieu of 19', while all the other parking design standards will comply with Standard Detail No. 402, 436 470, and 471. RENDER EAST FACADE DUPONT 01-10001m,NEW, IS ME ■OWN, mm ■ r -.fit■ ■ i r■■ �■ ■w■ i fly[ ■ ,arm ■ ■ an 0'. M ■i j e% y■ ■ ■ ■�I-fit ■ ■ ow i �(m ■ ■ ■ im _■ ■ APPLICANT, LT PLATINUM LLC. DESIGN: HOPSCAPE LANDSCAPE RIDS CLEMEMTI HALE STUDIOS PROJECTS LT PLATINUM CENTER """= MASTER SITE PLAN RENDER - DUPONT AVE. 3505 G..MA.A Sort.3950 3505 G..d A,a, Sart. 3950 9N.L.�eF,nem BAd, Soiat00 b.An3.aA CA 900>I T:3133M.6300 W An3.In.,CA900T1 T: 313335.6350 Len A.,0=. 90.=-7:333.985.1800 3WOSSae.BHe AUGUSTI,316 44 7+ - 4.41 ---------- -----� ...� .7 -FM 1,1111ti� l n v 4810 MM— _ Wit 00 -Y • ., �R � '� ail „� .q: ' /1+ s yM1 �+nm IOt7 00 0 ®r / �" ►' r AID * F�. ^h h / ♦`+ TH E T SQUARE THETOWN SQUARE: LEVEL1 AREA: 15,000 sf HIGHLYACTIVE- AN AREA IN THE CENTER OF THE PROJECT THAT IS CONFIGURED TO ACCOMODATE EVENTS THAT WILL INCORPORATE ALL FORMS OFCOMMUNITY RELATED ACTIVITY THAT IS MORE CROWD BASED: oc 00000000000000-eo,pp,,,,O�p0010,-OQaQo0 o O ;T 00 = 0 0 <D -0 C, .0. � � , � ,_;, THE FRONT PORCH 00*0 ON 0 Q 0 0 0 A-11CAvf, LTPLATINUMLLC. D'YGN HpPSCAPE LANDSCAPE RIBS CLEMENT HA1E STUDIOS PROJECT LT PLATINUM CENTER �"' 9°o g MASTER SITE PLAN URBAN SPACE: TOWN SQUARE 3505Gr.:.e A..,0;"3950 MAO SSem B2 a 11 46 3505 G..M Av, .ie. 639 rv. Larenmom er.a., Suin t00 LorAng.I..,CA 900]1 i. 213315.6300 le•A�gr4.,CA900]f T: 213125.6350 L A�.r.. CA9000a T3x3�es e00 A.ex' cn9xe0 1 y THE TOWN SQUARE 46 It 1 R:: if 4ked tic THE TOWN SQUARE: EVENT PROGRAMMING lit } lit li }f }f t CONCERT (STANDING) CONCERT (SITTING) FARMERS MARKET GALA 2000 people standing 750 people sitting 54 (10110') stalls + 8 food trucks 200 people + dining space 4500sf standard size toot A-CANI LT PLATINUM LLC. osic,N. N���PE LANDSCAPE R10S CLEMENT HALE STUDIOS PROSEcr LT PLATINUM CENTER "°°" .900, . ° oa dos ,Z—A MASTER SITE PLAN TOWN SQUARE EVENT PROGRAMMING CAPACITY zzs635o 9000 ,.,� „ , < 323. s aoo .m. mob _�s..3o,a as uY 1 � t I�Yx ..:� _ _...�......�..� .� -�� _rr. .�v:c.. .y; ... � ter•= ��� � �. �t� ey �r� r;.� %TRE a O- 17�1 ]��j;r + fir. l '�' •� �i C y I �V 4 a_ M ALAIL f Ah . � Y i THE OASIS PALEY PARK, NYC zDNN3 C RE FEA ON APN 232-0V�D Wy DF AN4WAV d Inc RUI-NG (70 3F 42 A LOT 2 8.10 Ai:ras (Net) 1,1-1�- Amon= -Saw --jj OCFCD PROPE, 0.38 Acres (Net) LOT 274 A.— (W) A — ----------- ---- - ULTIMATE STREET SECTIONS ARTISAN COURT IL 9RAAKQ!L AVENUE DUPoNT DRIVE —N. I VICINITY MAP SITE NOTES awa -rx LEGAL DESCRIPTION . -- 11"' STATEMENT OF OWNERSHIP LEGEND LOT SUMMARY TABLE DEVIATION REQUESTS PREPARED FOR PREPARED 11., P Tr LTC Platiman LLC UNSAKER & ASSOCIATES c TENTATIVE TRACT MAP NO. 17918 FOR CONDOMINIUM PURPOSES TENTATIVE TRACT MAP c— 1 Platinum Center City of Anaheim F� Exisrnaraim use APR oe9-Wade. j VICINITY MAP SITE NOTES awa -rx LEGAL DESCRIPTION . -- 11"' STATEMENT OF OWNERSHIP LEGEND LOT SUMMARY TABLE DEVIATION REQUESTS PREPARED FOR PREPARED 11., P Tr LTC Platiman LLC UNSAKER & ASSOCIATES c TENTATIVE TRACT MAP NO. 17918 FOR CONDOMINIUM PURPOSES TENTATIVE TRACT MAP c— 1 Platinum Center City of Anaheim 14 EXSTYIG LA/i> USE AXED IASE FX[STdNG z"A FY FtECREAIION �asinia9m - PREPARED FOR: PREPARED BY: DRAWN BY: LP TENTATIVE TRACT MAP NO. 17918 - LTG%a1MmLLC ®HUNSAKER&ASSOCIATES I R K I N E, N G FOR CONDOMINIUM PURPOSES EXISTING CONDITIONS MAP Cj— 2 -` _ _'¢Yu m �`p��Jn-wa '� EXiSTMG EASEMENTS Platinum Platinum Center REVISIONS APPROVED CHEY: CKED B Fu FIR KID E g aN EASCMENI FOR POLE I— NO INCIDExiAt PURPoSES IN N— SOUTHER Or N ILIFORNM .,SDH- G- - E ` COMPANY RFCORO(0 OLrORFR I, 1950 AS - RAWNr NO PIA1] pF iORRExs CASNFNi Uf5 wnHx iHC AGNI DF Wal FOR ORAxCC Do A—.. (TO REUAIM) M )(AN ND EASCufxr FOR rRAFnC SICHAL AINCIDERUPURPOSC L 9 IN FAKER Or - _ t �`----- - - - CITY of ,NN H, O RECORpEO JULY 19, 1009 AS W1IRUM[N1 N0. 1009 10]39. OF OFFICIAL RECORDS (TO REMAIN) _ -�— J AN E45EOE AFAR RwD, PU.LM UII(1 -NCI TAL WrpPpSCS RECEROFC ­1 II, 1961 IN BOOK O OF O_ 1 ��V"ll _ — - - - - _ _VTO _ I ill- - - - - - - - - - - - - - - Ax LASEM(N11 0 ORAINACfL PURPOSES. (10 RNAN) G - G I (i I I O AM EASEMENT FOR RAILROAD 11—­M Fro Br amrcumco) I I O 'AN W eASNEIF FOR STREET AID IMMITINTAL PURPoSCE RECOBver r 1.. 1961 IN BOOK 6121. PAGE 1.0. 0r Orn-, RCcOR (TO —IN) II P © AN CASEANAD FOR RID AMC INCIDENTAL PURPOSES IN FAWN Or JACOB E. SCHUMAc,:R By DEED (-- P I, ; RECORDED FEBRUARY B, 191E IN BOI TSC. PAGE 191 OF OFFICIAL RCCOR05. (TO R,AIAIN) \ -'3'• ; i AM CASfM.1 f0.A 1 LINES AND xCATCH IL WRPoSCS IN (AKAR I IERRAS THE SOUTHERN SPOW[R O ED NNv FD OCTOBER 1J 1918 IN BOOK 111 PACF 99 OF OFFICIAL RECORDS COH ( , Fi A • I 0 SOUTHER CALIFORNM EDISON BY A QUITCLAIM DEED RECORDED APRIL 10 1963 IN BOOK 6503 I AGC OF SIB Of OffICML RECORDS n°', a I 1 .., (10 BC OVITClAIMCO) W Q EXIBTING BUILDING (TO BE DEMOLISHED) O aN FOR ROAD PURPOSES. (TO RfMArH) .I AN EASEMENT FOR ROAD AND PUBLIC UE-LRY AND TNG 27, 0 PURPOSES IN 59, OF THE CITY OF © NAHE-M. A ERRIDARPAL RECORDED JUNE 11, 1961 IN BOOK 6159, ACF 150 AND II , 1964 INpN, RELORDFC FEBRUARY I6. 1961 IN BOOK 6959, PALE 615, BOTH OF OFFICIAL RECORDS. (i0 REMAIN) Wl - ENi R STORM GRAIN ANO INCIDENTAL PURPOSES R Or ORANGE FAYD COUNTY fL000 IN AN EASf`'ITR, ® CONTROL OSTRICi, RECORDED OCTOBER 13. 1111 IN BEAK 8111, PAC( B.9 Of OF(ICML RECORDS. (10 REMAIN) �J. P 1 O AN EASCI FOR NTE, PUBLIC UTILITY AND INCIONIAL PURPo9E5 IN FAYOR OF 1. CITY 01 4NAH'M(NIN. RECORDED P �s^ X I E,I,IS L.AAU (ASE' AID= !SE AUGU51 3, 1961 IN BOOK 6101 PAGE 117 01OFFICIAL RECORDS. (TO RCWIN) O AH EASEMENT FOR ROAD, PUBLIC OTAffy AND INCIDCNIAL PPMW5CS IN FAVOR O THE CITU Of P ANAHEIM. RECORDED .. I EX6TNG ZOKV[i ANY 5, 1993 AS INSTRUMENT N0, 93-OWITTRA OF OFFICIAL RECORDS. (TO II Q 7 - AN CASEMENT FOR PUBLIC UDUTY, INGRESS AND (CRESS. AND INC-DENIAL PURPoSES IN N— Or MC Q CRY OF ELD"M. RECORDED AUS­ 16, 1995 AS IHSTRUMFM rv0. 95 035JB1. OF OFFICIAL RECORDS. SOUTHERN EAp M, FOR POLE LINES, CONCURS 1x0 1, IRI iAt PURPoSES IN OE O APRIL I 63 IN C(To (: 110 pECOROSIA BOOK 6196. PACE 115 OF 0(FMIAI BECOUNCLAIMEO)ORO(0 r -I O CASEMENT FOR RID AND PUBLIC UTILITIES AND INERTCHIAL PURPoSES TO ME CITY OF S AMA HE-M. RECORDED YAY 6. 1965 IN BOOK 6556. PAGE ISN OF OFFICML RECORDS (TO BC ODIC RAID) J - O COW AMU, COMIRDOMS, RESTRICTIONS AND CISEMENTS RELOADED J 15, 1965 IN BOOK Ts55. PAGE 101 Or OFFICIAL RECORDS. (r0 RCYI-N) - T RERRS TO COYYfxTS, CONDITIONS. RFSTRIC— AND EASEMENTS CDH.— IN ME DOCUMENT N­ 'RECIPROCAL EASEMENT A6REfMENT' RECORDED NAY 31. 1015 AS IMSTRUMENI H0, I13000.r5SO1B, O.R. R 1, ACCESS CASEANAP BETWEEN INTEGRAL PROPERTY AND THE LHR ­TY OO f _ x SIIOWNIEST HCRCOECAS MATT(_ AN EASEMENT EOR SPICE, PURPoSES SHOWN HEREON AS ORANGEWOO - - - - - - - - OHOIIT[S A r(uPORARY FIRE CASEMENT SNEWn HCPCDx AS ---- L__ OX war DEDICATION row Dupom D Rrcxr EF - RIYC AND ORANCCWOOD AVENUE A L. A —.- .,. F L. G 14 �asinia9m - PREPARED FOR: PREPARED BY: DRAWN BY: LP TENTATIVE TRACT MAP NO. 17918 - LTG%a1MmLLC ®HUNSAKER&ASSOCIATES I R K I N E, N G FOR CONDOMINIUM PURPOSES EXISTING CONDITIONS MAP Cj— 2 _ _'¢Yu m �`p��Jn-wa '� PLANNING • fNONEERttIG SURVEYING rN.•xynW .l•:.. u9nx. Ix L9AM sv.M1N- Platinum Platinum Center REVISIONS APPROVED CHEY: CKED B Fu FIR KID City of Anaheim g IIIIIIIIIIIIIIIII I IIIIIIIII IIIIIIIII IIIIIIIII �>W�LSF A"W L�E FX6]YAi Z.W0 PISLC flECREATXJN APN 2a2-GU.6G (d y OF AN4lAbV + q,l OCFCD PROPERTY - 0.38 Acres, (Net) Development Area 8.10 Acres, (Net) (Lot 2) C' Development Area .^ 2.71 Acres (Net) (Lot 1) i 1 I I o I o I x ' EXLSAtYO DJ USE nexFn usE £X4e ZGNWt by0wU5T27D A av3-vo-ae ULTIMATE STREET SECTIONS STATE CO rE BOU FY `ARTISAN COURT �oRANGEW000 AVENUC """�"' M ^ ... •.'°"°•°,""§••`•' a •�•••• OUPONT DRIV[ I h -g w VICINITY MAP LEGEND � � P �no�cr ecuxwnr iNE �I. d - eznoMo nnexcn.we ,.. 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"All IA— S APPROXIMATE RAW EARTHWORK QUANTITIES* LjG ,Invrn LLC HUNSA�E,R & ASSOCIATES MNNINL 4RIG I SURVEYING .. 1=9) TENTATIVE TRACT MAP No 9181 FOR CONDOMINIUM PURPOSES 'ONCEPTUAL GRADING PLANI C- 4 Plenum Center City .fAnaheim o nax use Exist MUsMAL APN 0.3-46 F T - — --- --------- NOTES 1— 'I A 1. "All IA— S APPROXIMATE RAW EARTHWORK QUANTITIES* LjG ,Invrn LLC HUNSA�E,R & ASSOCIATES MNNINL 4RIG I SURVEYING .. 1=9) TENTATIVE TRACT MAP No 9181 FOR CONDOMINIUM PURPOSES 'ONCEPTUAL GRADING PLANI C- 4 Plenum Center City .fAnaheim NOTES LEGEND EK57NSF LAND LISE MXFD USE -IRR- APN 193-2]6-40 •Ifs' yy fin„ j, �.;� `�lj . � =f• - a ■ on