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HomeMy WebLinkAbout94-39 - Resolutions RESOLUTION NO. 94-39 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF RANCHO CUCAMONGA, CALIFORNIA, RECOMMENDING TO THE CITY COUNCIL THE ADOPTION OF AN ORDINANCE AUTHORIZING THE CITY OF RANCHO CUCAMONGA TO ENTER INTO DEVELOPMENT AGREEMENT 94-01, FOR THE SUBAREA 18 SPECIFIC PLAN, AS PROVIDED FOR IN SECTION 65864 OF THE CALIFORNIA GOVERNMENT CODE, FOR REAL PROPERTY DESCRIBED HEREIN, AND MAKING FINDINGS IN SUPPORT THEREOF - APN: 209-272-01, 04, 07, AND 08; 210-081-22 AND 23; 210-082-02, 11, 17, 37, 38, AND 39; AND 210-361-01 THROUGH 26. A. Recitals. 1. An application for Development Agreement (Zone Change) has been filed with the Planning Department for the redevelopment of 380 acres of land bounded on the south by 4th Street, on the east by Milliken Avenue, on the north by the A. T. & S. F. (Metrolink) Railroad, and on the west by Cleveland Avenue and Utica Avenue. 2. The Planning Commission of the City of Rancho Cucamonga has heretofore held a duly noticed public hearing, as required by law, to consider the aforementioned Development Agreement. 3. The subject property of the Development Agreement is legally described herein. 4. A true and correct copy of the proposed Development Agreement is attached as Exhibit "A" to this Resolution. 5. The Planning Commission has reviewed and considered the associated Environmental Impact Report prepared for said project. 6. All legal prerequisites prior to the adoption of this Resolution have occurred. B. Resolution. NOW, THEREFORE, it is hereby found, determined, and resolved by the Planning Commission of the City of Rancho Cucamonga as follows: 1. All of the facts set forth in the Recitals, Part A, of this Resolution are true and correct. 2. This Commission specifically finds that the Development Agreement and each and every term and provision contained therein conforms to the General Plan of the City of Rancho Cucamonga. 3. This Commission hereby finds that an Environmental Impact Report has been completed in compliance with the California Environmental Quality Act, as amended, and the city's Environmental Impact Report Guidelines, and further, that this Commission has reviewed and considered the information contained in said Environmental Impact Report. PLANNING COMMISSION RESOLUTION NO. 94-39 DA 94-01 - GENERAL DYNAMICS May 25, 1994 Page 2 4. This Commission hereby recommends to the City Council approval of the Development Agreement attached hereto as Exhibit "A. " 5. The Secretary to this Commission shall certify to the adoption of this Resolution. APPROVED AND ADOPTED THIS 25TH DAY OF MAY 1994. PLANNING COMMI • , OF CITY OF RANCHO CUCAMONGA\ LTA BY: . /UEM.�_ E. bavi= Barke Chairman ATTEST: �1" S lot B r, ecre ary I, Brad Buller, Secretary of the Planning Commission of the City of Rancho Cucamonga, do hereby certify that the foregoing Resolution was duly and regularly introduced, passed, and adopted by the Planning Commission of the City of Rancho Cucamonga, at a regular meeting of the Planning Commission held on the 25th day of May 1994, by the following vote-to-wit: AYES: COMMISSIONERS: BARKER, LUMPP, MELCHER NOES: COMMISSIONERS: NONE ABSENT: COMMISSIONERS: MCNIEL, TOLSTOY RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO : City Clerk City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, California 91730 (Space above for Recorder' s Use Only) DEVELOPMENT AGREEMENT Between THE CITY OF RANCHO CUCAMONGA, CALIFORNIA and GENERAL DYrAMICS CORPORATION, a Delaware corporation Dated: , 1994 • DEVELOPMENT AGREEMENT BETWEEN THE CITY OF RANCHO CUCAMONGA AND GENERAL DYNAMICS CORPORATION CONCERNING SUB-AREA 18 SPECIFIC PLAN This Development Agreement is entered into this day of , 1994 , by and between General Dynamics Corporation, a Delaware corporation ( "GD" ) and the City of Rancho Cucamonga, a municipal corporation (City" ) pursuant to the authority of Sections 65864 through 65869 . 5 of the California Government Code . GD and its successors and assigns are referred to collectively hereinafter as the "Property Owner. " R E C I T A L S : A. To provide more certainty in the approval of development projects , encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California has adopted Sections 65864 , et seq. of the California Government Code authorizing City to enter -into binding development agreements with persons having legal or equitable interests in real property in order to establish development rights with respect thereto. B . The City adopted Resolution No. 18-40 on April 6 , 1981 pursuant to which it adopted the City of Rancho Cucamonga General Plan (as amended prior to the date of this Development Agreement, the "General Plan" ) . Pursuant to Resolution No. 81-128 approved on August 19 , 1981 and Ordinance No. 297 approved on September 17 , 1986 , the City adopted the Industrial Area Specific Plan for the City of Rancho Cucamonga (as amended prior to the date of this Development Agreement, the "IASP" ) . The Redevelopment Agency of the City of Rancho Cucamonga ( "RDA" ) approved the Rancho Redevelopment Project and Redevelopment Plan Amendment No. 1 by adopting Ordinance No. 316A on August 6 , 1987 (as amended prior to the date of this Development Agreement, the "Redevelopment Plan" ) . C. Property Owner owns fee title to approximately 380 acres of real property located entirely within the City and more completely described in Exhibit A attached hereto (the "Project Site" ) . Property Owner has applied to City for the approval of a Sub-Area 18 Specific Plan (the "Sub- 210212 1257571t 1 Area 18 Specific Plan" ) , certain conforming amendments to the General Plan and the IASP, and approval of a tentative parcel map as described in Section C. 1 below (collectively, the "Specific Plan Entitlements" ) . The Specific Plan Entitlements were approved by the City pursuant to [Describe Resolution/Ordinances] . In accordance with the rules , regulations and policies of the California Environmental Quality Act ( "CEQA" ) and the City ' s Guidelines for Implementing CEQA, the City has certified a Program EIR in connection with the Specific Plan Entitlements (the "EIR" ) as being accurate, adequate and complete in the environmental evaluation of the impacts associated with the Project and the implementation of this Development Agreement . D. The Sub-Area 18 Specific Plan contemplates a mixed-use development composed of a series of large anchor parcels surrounding an 18 -hole golf course . In addition to the golf course, some of the principal features of the Sub- Area 18 Specific Plan include: a re-use program for the three existing buildings located on approximately 75 acres of the Project Site north of 4th Street and east of Utica Street (including potential development of associated parking facilities) ; adaptive recreational , commercial , and office uses ; and the proposed site for a Metrolink station. The principal coals and objectives of the Sub-Area 18 Specific Plan are identified in detail in Specific Plan Entitlements , and include permitting greater planning flexibility and encouraging more creative and imaginative designs ; providing a process for initiation, review, and regulation of the project area that affords the maximum flexibility to the property owner within the context of an overall development program and phased subdivisions , coordinated with the provision of necessary public services and facilities; and promoting a more marketable commercial focus and enhancing the potential to create jobs and revenue . The development of the Project Site pursuant to the terms of the Specific Plan Entitlements is referred to hereinafter as the "Project" . E. This Development Agreement will enable City to realize significant financial , recreational , commercial and regional benefits and facilities . The development of the Project at the earliest practicable date will contribute toward the generation of City revenues and benefits and enhance the quality of life of present and future residents of the City. F. Property Owner and City hereby desire to provide for the development of the Project Site pursuant to 210212 1257571 2 • the rules , regulations , policies and provisions described further herein. G. As further set forth in [describe Ordinance] adopted by City on , 1994 , the execution of this Development Agreement and the performance of and compliance with the terms and conditions set forth herein by the parties hereto : ( i) is in the best interest in the City; (ii) will promote the public convenience, general welfare, and good land use practices in the City; (iii) will promote preservation of land values; (iv) will promote the policies and objectives of the Redevelopment Plan and encourage the development of the Project by providing a level of certainty to the Property Owner; (v) will provide for orderly growth and development of the City consistent with the City' s General Plan; and (vi) is consistent with the General Plan, the IASP, and the Specific Plan Entitlements . Agreement NOW, THEREFORE, in consideration of the above recitals, and the mutual promises and covenants of the parties herein contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows : Section 1 . GENERAL PROVISIONS . A. Term. The term of this Development Agreement shall commence on the effective date of the adopting Ordinance approving this Development Agreement and shall extend for a period of twenty (20) years thereafter, unless this Development Agreement is terminated, modified or extended by circumstances set forth in this Development Agreement (including, without limitation, the extensions provided below and any extension attributable to the "force majeure" circumstances described in Section 2 . C. 5 below) or by mutual consent of the parties hereto. Following the expiration of the term, this Development Agreement shall be deemed terminated and of no further force and effect; provided, however, that such termination shall not automatically affect any right or duty arising from project entitlements granted prior to, concurrently with, or subsequent to the approval of this Development Agreement . 21021212575711 3 B . Assignment . Subject to the terms of this Agreement, Property Owner shall have the right to convey, assign, sell , lease, sublease, encumber, hypothecate or otherwise transfer (for purposes of this Section 1B, "transfer") the Project Site in whole or in part, to any person, partnership, joint venture, firm or corporation at any time during the term of this Development Agreement . Upon the express assumption of any or all of the obligations of Property Owner under this Development Agreement by such purchaser or transferee of the Project Site or any portion thereof , Property Owner shall be relieved of its legal duty to perform said obligations under this Development Agreement at the time of assignment, except to the extent Property Owner is in Default of any of the terms of this Development Agreement when the property is sold or transferred. If one or more of such parcels comprising the Project Site are sold or transferred and there is noncompliance by the transferee owner with respect to the terms and conditions of this Development Agreement (to the extent such terms and conditions have been expressly assumed by such transferee) , or by the transferor with respect to any portion of the Project not sold or transferred, such noncompliance shall be deemed a breach of this Agreement by that transferee or transferor as applicable, but shall not be deemed to be a breach hereunder against other persons then owning or holding any interest in any other portion of the Project and not themselves in breach hereunder. Any alleged default shall be governed by the provisions of Section 3 below. In no event shall the reservation or dedication of a part or parts of the Project Site to a public agency cause a transfer of duties and obligations hereunder to such public agency unless specifically stated to be the case in this Development Agreement, any of the exhibits attached hereto, the instrument of conveyance used for such reservation or dedication, or other form of agreement with such public agency. C. Amendment of Agreement . This Development Agreement may be amended from time to time by mutual consent of the parties in accordance with the provisions of Government Code Sections 65867 and 65868 . Notwithstanding anything stated to the contrary herein, the parties may enter into one or more implementing agreements, in accordance with the following paragraph, to clarify the • 210212 12575711 4 intended application or interpretation of the Development Agreement . Property Owner and City acknowledge that the provisions of this Development Agreement require a close degree of cooperation between Property Owner and City, and that in the course of implementing the Project it may be necessary to supplement this Development Agreement to address the details of the parties ' performance and to otherwise effectuate the purpose of this Development Agreement and the intent of the parties with respect thereto. If and when, from time to time, the parties find that it is necessary or appropriate to clarify the application or interpretation of this Development Agreement without amending any of the Development Agreement ' s material terms, the parties may do so through an implementing agreement , which, after execution, shall be attached hereto as addenda and become a part hereof, and may be further changed or supplemented from time to time as necessary. Such implementing agreements shall only be executed by the Community Development Director (on behalf of the City) if the Community Development Director has determined that such implementing agreements are not materially inconsistent with this Development Agreement , the Specific Plan Entitlements, and the ordinances, rules, regulations and official policies in force at the time of execution of this Development Agreement . Any changes to this Agreement which would impose additional obligations on the City beyond those which would be deemed to arise under a reasonable interpretation of this Agreement , or would purport to change land use designations applicable to the Project Site under the Specific Plan Entitlements will be considered "material" and require a formal amendment of this Agreement . Section 2 . DEVELOPMENT OP THE PROPERTY. A. Land Use Entitlements . During the term of this Development Agreement , the permitted uses for the Project , or any portion thereof, the density and intensity of use, zoning, maximum height and size of proposed buildings, building and yard setback requirements, provisions for reservations or dedications, design and performance standards and other terms and conditions of development of the Project shall be those set forth in the Specific Plan Entitlements and any other applicable Project Entitlements (as hereinafter defined) . Pursuant to the procedures set forth in the Specific Plan, Property Owner may apply from time to time for the approval of a master plan ( "Master Plan") with 210212 [25757 1 5 respect to each Planning Area comprising the Project Site . Upon approval of such Master Plan, the Property Owner with respect to such Planning Area shall have the right to proceed with development in accordance with such Master Plan approval and shall be legally vested with respect to all land use designations, design and performance standards, provisions for dedications and reservations and other terms and conditions of development contained therein ( "Master Plan Entitlements" ) for a period of five (5) years following such approval . On the date of the Annual Review following such 5-year term, upon application by the Property Owner of such Planning Area, the Community Development Director shall determine whether the vesting of Master Plan Entitlements for the Planning Area should continue for an additional 5 - year period. Such determination shall be based upon the reasonable progress of development within the applicable Planning Area during the preceding 5-year period and the reasonable viability of the Master Plan for such Planning Area. Any decision by the Community Development Director not to extend the Master Plan Entitlements shall be appealable, in the first instance, to the Planning Commission in accordance with Section 17 . 02 . 080 A of the City Development Code, subject to further appeal to the City Council pursuant to Section 17 . 02 . 080B. The failure to extend such Master Plan Entitlements shall not in any way affect the other rights of the Property Owner vested under this Development Agreement and shall not affect any Project Entitlements applicable to any other Planning Area. Upon approval of each Development/Design Review application for any individual construction project within a Planning Area, all development plans approved in connection with such application shall be legally vested for a period of five (5) years thereafter, and the Property Owner with respect to such approved Development/Design Review shall be entitled to proceed with development on the basis thereof (the "Development/Design Review Entitlements" ) . The expiration of such Development/Design Review Entitlements shall not in any way affect the other Project Entitlements vested hereunder, including the Specific Plan Entitlements and Master Plan Entitlements applicable to the parcel in question, and any Project Entitlements, including any Development/Design Review Entitlements, applicable to any other parcel within the Project Site . The Specific Plan Entitlements, the Master Plan Entitlements, and the Development/Design Review Entitlements , along with all other rights vested under this Development Agreement are referred to hereinafter as the "Project Entitlements . " In consideration of this Development Agreement, Property Owner has agreed to pay or provide to City the 210212 12575711 6 fees , charges , public benefit payments , mitigations , improvements , dedications , reservations and other benefits expressly provided for and set forth in the Specific Plan Entitlements (collectively, "Exactions" ) , which Exactions are set forth in Exhibit "B" attached hereto (provided that, in the event of any conflict between Exhibit "B" and the terms of the Specific Plan Entitlements, the Specific Plan Entitlements shall control) . Other than the Exactions , City shall not impose or require any additional fees , charges, public benefit or facility payments , mitigations , improvements , dedications , reservations or benefits for development or construction of the Project, except as expressly permitted under this Section 2 , or as may be required by applicable state or federal law. B. Rules and Regulations . Pursuant to and consistent with California Government Code Section 65866 , except as otherwise explicitly provided in this Development Agreement , the ordinances , rules , regulations and official policies governing permitted uses of the Project Site, the density and intensity of such uses, and design, improvement , and construction standards and specifications applicable to development of the Project , shall be those ordinances, rules , regulations and official- policies and General Plan and IASP provisions in force at the time of execution of this Development Agreement, including but not limited to the zoning adopted pursuant to the Specific Plan Entitlements ( "Existing Laws" ) . City shall not be prevented in subsequent actions applicable to the Project, from applying new ordinances , rules, regulations , policies and General and Specific Plan provisions then in effect ( "Future Policies" ) which do not conflict with the Existing Laws, the Project Entitlements, or the express provisions of this Development Agreement . Such conflict shall be deemed to occur if , without limitation, such Future Policies : (i) modify the permitted types of land uses, the density or intensity of use, the maximum height or size of proposed buildings on the Property, building and yard setback requirements, or impose requirements for the construction or provision of on-site or off-site improvements or the reservation or dedication of land for public use, or the payment of fees or the imposition of exactions, other than as are in each case specifically provided for in this Development Agreement; ( ii) prevent the Property Owner from obtaining all necessary approvals, permits, certificates or other entitlements at such dates and under such circumstances as 210212 1257c m 7 the Property Owner would otherwise be entitled under this Development Agreement ; (iii) prevent or inhibit Property Owner from commencing, prosecuting and finishing on a timely basis the construction and development of the Project or the satisfaction of Property Owner ' s obligations hereunder in the manner and as contemplated by this Development Agreement . C. Timing of Development . 1 . Development of the Golf Course . GD has applied to City for the approval of a parcel map subdividing the Project Site into the Planning Areas identified in the Sub-Area 18 Specific Plan, providing for certain improvements necessary to operate the Golf Course (as defined below) , and deferring improvements on the remainder of the Project Site until individual Planning Areas are ready to be developed as contemplated in paragraph C . 2 below (the "Phase I Subdivision" ) . In consideration of the rights afforded it under this Development Agreement, Property Owner agrees that it will apply to City for the approval of grading and building permits necessary to develop an 18 -hole championship quality golf course within Planning Areas IA and IB (the "Golf Course" ) within 12 months after recordation of a final parcel map with respect to the Phase I Subdivision. No Development/Design Review shall ae required with respect to the Golf Course . Upon receipt of all necessary grading and building permits , Property Owner agrees to proceed diligently with the construction of the Golf Course and shall use its best reasonable efforts to complete construction of the Golf Course, including, without limitation, all improvements with respect thereto identified in the Phase I Subdivision, within 24 months after all applicable permits for construction have been issued. The periods for proceeding with development and construction of the Golf Course are subject to extension due to force majeure events as described in Section 2 .C. 5 below. 2 . Development of Remainder of Project Site. Neither Property Owner nor City can presently predict when or the rate at which phases of the Project Site will be developed, since such decisions depend upon numerous factors which are not within the control of Property Owner, including but not limited to market orientation and demand, interest rates, absorption, competition, and other factors . The parties expressly acknowledge and agree that Property Owner retains flexibility hereunder to develop the Property in such order and at such rate and times as are appropriate 210212 12575711 8 within the exercise of the Property Owner ' s business judgment . The City further acknowledges that GD may desire to market, sell , or otherwise arrange for disposition of some or all of the Planning Areas (including the Golf Course) comprising the Project Site, in whole or in part prior to development, and that the rate at which the Project develops will likely depend upon the business judgement of subsequent owners of the Project Site . 3 . Infrastructure Phasing. The principal infrastructure associated with the development of the Project is identified in Exhibit C attached hereto (the "Principal Infrastructure" ) . The Principal Infrastructure will be constructed in phases as individual Planning Areas are developed. The phasing of the Principal Infrastructure is described further in Exhibit C. 4 . City' s Cooperation. The City shall use its best good faith efforts to process and take final action on Property Owner' s applications for land use permits and approvals within the time periods set forth in the Sub-Area 18 Specific Plan. Such cooperation shall include, without limitation, using its reasonable efforts to process subsequent Development/Design Review projects in accordance with the time periods set forth in the following paragraph; completing any required environmental review in accordance with Section 2E below as soon as reasonably possible; in instances where a Property Owner is applying for concurrent land use approvals , including, subdivision, master plan, or Development/Design Review, carefully coordinating and streamlining all applicable filing and submission requirements, committee meetings, review processes, and hearings to avoid duplication and delays to the greatest extent practicable; and promptly processing all Non- Discretionary Permits in accordance with Section 2G below. Any future regulation, whether adopted by initiative or otherwise, limiting the rate or timing 'of development of the Project Site or the extent thereof shall be deemed to conflict with the rights to development of the Project hereunder and shall to that extent not be applicable to the development of the Property. City agrees to use its reasonable efforts to process all Development/Design Review Projects within Sub- Area 18 to be approved by the City Planner in accordance with the following schedule: (1) As soon as reasonably possible, but in any event within thirty (30) days of the submission of an 210212 12575711 9 application for Development/Design Review, the Community Development Department shall advise the applicant in writing of any additional information which needs to be provided in order to consider such application complete . If , after resubmittal by the applicant , additional information is still needed, the Community Development Department shall so notify the applicant within ten (10) days of such resubmission; provided, however, that such 10-day period shall not apply in the event required soils and drainage reports are not included in the initial submission, and such period shall not shorten the thirty (30) day period for reviewing the initial submission application. (2) In the event no further environmental review document is required, committee reviews and staff reports shall be completed fifteen (15) days after the date the application is deemed complete in accordance with paragraph (1) above (or, in the event the application is deemed complete prior to the initial 30-day period, within 45 days after initial submission of the application) . (3 ) In the event that no further environmental documentation is required as provided above, the City Planner shall make a final decision on the application within thirty (30) days after the application is deemed complete in accordance with paragraph (1) above (or if the application is deemed complete prior to the expiration of the first thirty (30) days after submission, within sixty (60) days after initial submission of the application) . 5 . Force Majeure . Notwithstanding anything to the contrary contained in this Development Agreement , Property Owner and City shall be excused from performance of their obligations hereunder during any period of delay caused by acts of God or civil commotion, riots, strikes, picketing, or other labor disputes, shortage of materials or supplies, or damage to or prevention of work by reason of fire, floods , earthquake, or other casualties, litigation, acts or neglect of the other party, or any other cause beyond the reasonable control of the City or Property Owner, as applicable . The time of performance of such obligations as well as the term of this Development Agreement shall automatically be extended by the period of such delay hereunder. D. Future Entitlements . City shall retain its discretionary review authority with respect to future entitlements for 210212 12575711 10 • development of the Project , including, but not limited to, to the extent applicable, tentative tract and parcel map approvals, Master Plan approvals , conditional use permits, and Development/Design Review. However, any such discretionary review shall be expressly subject to the provisions of this Development Agreement, and City may only impose conditions upon such discretionary entitlements which are consistent with the Project Entitlements, and the terms of this Development Agreement , except as otherwise specifically required by state or federal law. E . Environmental Review. Other than the mitigation measures and conditions of approval set forth in the EIR and the Specific Plan Entitlements (and any additional future mitigation programs contemplated therein) , no other mitigation measures for environmental impacts created by the Project, as presently approved and as addressed by the EIR, appear to be necessary. The EIR was prepared and certified as a Program EIR within the meaning of 14 Cal . Admin. Code § 15168, and is intended to analyze and cover the Project as a whole . In connection with City' s issuance of any discretionary permit or approval which is subject to CEQA, City shall promptly commence and diligently process any and all initial studies and assessments required by CEQA, and to the extent permitted by CEQA, the City shall use and adopt the EIR and other existing environmental reports and studies as adequately addressing the environmental impacts of such matter or matters without requiring new or supplemental environmental documentation. In the event CEQA requires any additional environmental review, the City may impose additional measures (or conditions) to mitigate as permitted by law the adverse environmental impacts of such discretionary entitlements which were not considered at the time of approval of the Project ; provided, however, that : (i) Unless required by state or federal law, no new or additional mitigation measures shall be imposed as a result of any Future Policies ; and (ii) City agrees and acknowledges that the traffic impact analysis ( "TIA" ) incorporated in the EIR has fully analyzed the traffic projected to be generated from the Project, and, in accordance with all applicable legal requirements, including, without limitation, the TIA Guidelines set forth in the San Bernardino County Congestion Management Plan ( "CMP" ) , a total of 45 , 200 trips may be generated prior to the year 2010 without the necessity of preparing a new TIA. In the event and at such time as the Project generates more than 45 , 200 vehicle trips, the City • 210212 12575711 11 may require a new TIA in accordance with such CMP standards as may exist at such time . Except in such event (and except for such traffic circulation/site-access analysis as may be reasonably required to determine the configuration and alignment of streets adjacent or internal to the Project) , no further TIA' s shall be required by the City with respect to implementation of the Project . The EIR, which has been certified as a Program EIR under CEQA, also satisfies the requirements of a Master EIR under Section 21157 of the Public Resources Code . Because the distinctions between a Program EIR and a Master EIR remain unclear pending adoption of revised State Guidelines for implementing CEQA, Property Owner has reserved the right to request City to adopt such additional resolutions and findings concerning the status of the EIR as a Master EIR if subsequent legal requirements make such designation advisable or desirable in implementing the intent of this Development Agreement . City agrees to fully cooperate with Property Owner in complying with such request, and will do so unless prohibited by applicable state or federal law. F. City Fees and Mandates by State or Federal Laws . The parties acknowledge and agree that the fees and impositions which may potentially be imposed by City on the Project and Property Owner fall within one of three categories (collectively, "Fees" ) : (a) fees for processing land use and building applications which are not otherwise governed by the provisions of Section 66000 of the Government Code (but which are subject to the limitations set forth in Sections 66013 , 66014 and 66016-66018 . 5 of the Government Code) (the "Processing Fees") ; (b) fees or other monetary exactions which are contemplated under ordinances or resolutions in effect as of the date of this Development Agreement and which purport to defray all or a portion of the cost of impacts to certain public facilities, improvements and other amenities from development projects, including any fees described in Government Code Sections 66000 et. seq. (collectively, the "Existing Fee Categories") (the Existing Fee Categories include any increases, decreases, or other modifications to existing fees, so long as such modified fees relate to the same category of impacts identified in the Existing Fee Categories) ; and (c) fees or other monetary exactions which may be imposed in the future by the City for purposes of defraying all or a portion of the cost of public facilities , improvements, or amenities related to development projects, but excluding the Existing Fee Categories ("Other Fees") . The Property Owner' s obligation to pay Fees shall be specifically governed by the following provisions : 210212 125757 1 12 1 . Processing Fees . The City may charge Processing Fees which are in force and effect on a City-wide basis at the time of a Property Owner ' s application for a land use or building permit or approval . The amount of any Processing Fees shall be determined by the City in accordance with all applicable laws, including Government Code Sections 66013 , 66014 and 66017- 66018 . 5 (or any successor laws , as applicable) . Unless otherwise agreed by Property Owner and City, the Processing Fees assessed Property Owner shall be the same as those imposed upon other development projects throughout the City. 2 . Existing Fee Categories . Exhibit D attached hereto contains a description of each of the Existing Fee Categories and the Property Owner' s obligations with respect thereto. Other than the obligations set forth in Exhibit D, neither Property Owner nor the Project shall be subject to any additional City- imposed fees, impositions or monetary exactions with respect to any Existing Fee Categories for a period of five (5) years following the date of this Agreement . No fees in respect of Existing Fee Categories shall be charged or assessed at any time against the Golf Course, the golf practice/training facilities and all golf- related improvements to be located within Planning Area III, or any improvements to be constructed thereon, including, without limitation, the clubhouse, maintenance building, practice facility structure, and any other golf- related facilities . Additionally, from and after the date Property Owner receives Development/Design Review approval for a construction project , to the extent any fees, impositions, or monetary exactions with respect to any Existing Fee Categories are not otherwise fixed pursuant to this Section 2 . F. 2 , for a period of five years after the date of such Development/Design Review approval, such fees shall be those adopted by the City as of the date of such Development/Design Review approval . The period during which fees are limited as described in this paragraph (and as further applied in paragraph 3 below) is referred to hereinafter as the "Fee Limitation Period. " 3 . Other Fees . In consideration of the Exactions and Property Owner' s agreement to cause the development of the Golf Course in accordance with the terms set forth above, no Other Fees shall be imposed upon Property Owner or the Project during the applicable Fee Limitation Period, except as may be specifically required to carry out any new state or federal law or mandate, or as necessary to mitigate environmental impacts of the project in accordance with Section 2E above. In such event, any such Other Fees shall be limited to Property Owner' s fair share contribution to impacts created by the Project, shall 21021212575711 13 not discriminate against the Property Owner (as compared to other property owners in the City) , and shall not duplicate any Exactions or other mitigations or fees contributed or paid by Property Owner or the Project . G. Non-Discretionary Permits . The parties acknowledge that in the course of implementing the Project, Property Owner will , from time to time, apply to City for various non-discretionary permits, licenses, consents, certificates, and approvals , including, without limitation, non-discretionary subdivision approvals , grading permits, building permits , certificates of occupancy, and any permits necessary to connect the Project to utility systems under the City' s jurisdiction (collectively, the "Non-Discretionary Permits" ) . Property Owner shall have the right to apply for any such Non-Discretionary Permits in accordance with the Existing Laws (and any applicable Future Policies pursuant to Section 2B) . City shall issue to Property Owner, upon such applications, all necessary Non-Discretionary Permits, subject to compliance with the terms of this Agreement, the City' s Existing Laws (and any applicable Future Policies pursuant to Section 2B) and payment of City' s usual and customary fees and charges for such applications and Non-Discretionary Permits (subject to the provisions of Section F. 1 above) . City further agrees that upon its approval of any plans, specifications, design drawings, maps , or other submittals of Property Owner in connection with such Non-Discretionary Permits (the "Approved Plans" ) , all further entitlements , approvals, and consents required from City to implement the Project which are consistent with and further implement such Approved Plans shall be expeditiously processed and approved by City in accordance with this Agreement . Property Owner shall be entitled to rely upon such Approved Plans in constructing, developing, and implementing the Project, and City shall not require Property Owner to modify or amend any such Approved Plans unless, and only to the extent, the conditions pursuant to which the Project will be implemented have materially changed subsequent to the approval of such Approved Plans in a manner which requires modifications in order to mitigate specifically identified threats to the public health and safety. H. Cooperation. 1 . Cooperation With Other Public Agencies . City hereby acknowledges that Property Owner may apply from time to time for permits and approvals as may be 210212 12575711 14 required by other governmental or quasi-governmental agencies having jurisdiction over the Project in connection with the development of , or provision of services to, the Project, including, without limitation, approvals in connection with developing and implementing a tertiary water system, potential transportation improvements , and other on- site and off-site infrastructure . City shall cooperate with Property Owner in its efforts to obtain such permits and approvals from such agencies (including, without limitation, the Cucamonga County Water District, Chino Basin Municipal water District , the Municipal Water District, and the City of Ontario) , and shall provide any documents or certificates reasonably required to process and obtain such permits and approvals . Such cooperation may specifically include assisting Property Owner in obtaining certain permits from the City of Ontario in connection with the potential discharge of surface water to drainage improvements to be located along 4th Street south of the Project Site. 2 . Construction of Off-Site Improvements . To the extent that Property Owner is required to construct any off-site improvements as a condition to developing the Project , City shall , through appropriate means (but at no out-of-pocket expense to City) , including, without limitation, condemnation proceedings (assuming all applicable findings can be made on the basis of substantial evidence in the record) or dedication requirements, obtain any necessary or appropriate off-site easements and rights- of -way. To the extent the purchase of off-site easements or access rights are required, through threat of condemnation or otherwise, Property Owner shall reimburse City for the acquisition costs with respect thereto. To the extent that such off-site improvements, or the construction of any substantial infrastructure on-site, substantially benefit other property owners within the IASP or other portions of the City, City agrees to reasonably assist Property Owner in obtaining reimbursement or other fair share .ontribution by such other benefitted property owners . Such assistance may include, without limitation, conditioning the approval of development projects proposed by such benefitted property owners upon such owners ' contribution on a fair share, pro- rata basis to the construction costs of such improvements . City specifically agrees that with respect to the infrastructure improvements identified in Exhibit C attached hereto which are adjacent to and benefit other properties (whether such properties are undeveloped or developed) , any further discretionary approvals sought by such property owners shall be conditioned to require fair share reimbursement to Property Owner for construction and related costs incurred in providing such improvements . 210212 12575711 15 3 . Public Financing. The parties hereby acknowledge that substantial public improvements must be constructed in order to develop the Golf Course and the remainder of the Project Site and that public financing of a substantial portion of these improvements will be critical to the economic viability of the Project . Subject to the City ' s ability to make all findings required by applicable law and complying with all applicable legal procedures and requirements, City agrees to cooperate with and assist Property Owner to the fullest extent possible in developing and implementing a public financing plan for the construction of the public infrastructure improvements described in Exhibit C hereto . The implementation of such plan may include, without limitation, the formation of one or more assessment districts or Mello-Roos community facilities districts . Such cooperation shall also include such coordination and assistance with the RDA as may be reasonably necessary or appropriate to facilitate the establishment and implementation of the public financing plan, the formation of a community facilities district or assessment district, or the issuance of bonds, certificates of participation, or other debt securities necessary to implement such plan. Section 3 . ANNUAL REVIEW. A. Good Faith Compliance . Pursuant to California Government Code Section 65865 . 1, City shall , once every twelve (12) months during the term of this Development Agreement, review the extent of good faith substantial compliance by Property Owner with the terms of this Development Agreement; provided, however, that it is intended that this review shall apply to the Project Site as a whole, as opposed to each individual Property Owner who may own a parcel comprising the Project Site . In connection with such annual review, the Property Owner shall provide such information as may be reasonably requested by the City in order to determine whether any provisions of this Agreement have been breached by such Property Owner. If at any time prior to the review period there is an issue concerning a Property Owner' s compliance with the terms of this Development Agreement, the provisions of this Section 3 will apply. B. Certificate of Compliance. If the Property Owner is found to be in compliance with this Development Agreement after annual review, the Community Development Director shall, upon written request 210212 12575711 16 by the Property Owner, issue a certificate of compliance ( "Certificate of Compliance" ) to the Property Owner stating that based upon information known to the City, the Development Agreement remains in effect and the Property Owner is not in default . The Certificate of Compliance shall be in recordable Eorm and shall contain such information as shall impart constructive record notice of compliance . The Property Owner may record the Certificate of Compliance in the Official Records of the County of San Bernardino. C. Finding of Default . If , upon completion of the annual review, the Community Development Director intends to find that the Property Owner has not complied in good faith with the material terms of this Development Agreement ("Default" ) , he shall first give written notice to such effect to the Property Owner. The notice shall be accompanied by copies of all staff reports, staff recommendations and other information concerning the Property Owner' s compliance with the terms of this Development Agreement as City may possess which is relevant to determining Property Owner' s performance under this Agreement . The notice shall specify in detail the grounds and all facts demonstrating such noncompliance, so that the Property Owner may address the issues raised on a point-by-point basis . Property Owner shall have twenty (20) days after its receipt of such notice to file a written response with the Community Development Director. Within 10 days after the expiration of such 20- day response period, the Community Development Director shall notify Property Owner whether Property Owner is deemed to be in Default under this Agreement ( "Notice of Default" ) . Such Notice of Default shall specify the instances in which the Property Owner has failed to comply with the Development Agreement and the terms under which compliance can be obtained. The Notice of Default shall also specify a reasonable time for the Property Owner to meet the terms of compliance, which time shall not be less than thirty (30) days from the date of the Notice of Default and shall be reasonably related to the time necessary to bring the Property Owner' s performance into good faith compliance. D. Right to Appeal . Upon receipt of a Notice of Default, Property Owner may appeal the Community Development Director' s decision directly to the City Council . Such appeal shall be initiated by filing a written notice of appeal with the City Clerk within ten (10) calendar days following Property Owner' s receipt of the Notice of Default . The hearing on • 2102121257M 1 17 such appeal shall be scheduled in accordance with Section 17 . 02 . 080 of the City Development Code . At the hearing, the Property Owner shall be entitled to submit evidence and to address all of the issues raised by the Notice of Default . If, after considering all of the evidence presented at the hearing, the City Council finds and determines on the basis of substantial evidence that the Property Owner is in Default, then the City Council shall specify in writing to the Property Owner the instances in which the Property Owner has failed to comply and the terms under which compliance can be obtained, and shall also specify a reasonable time for the Property Owner to meet the terms of compliance, which time shall not be less than thirty (30) days from the date of such notice and shall be reasonably related to the time necessary to bring the Property Owner' s performance into good faith compliance. E . Property Owner' s Cure Rights . If Property Owner is in Default under this Development Agreement , it shall have a reasonable period of time to cure such Default before action is taken by City to terminate this Agreement or otherwise amend or limit Property Owner' s rights hereunder. In no event shall such cure period be less than the time set forth in the finding of Default made pursuant to Sections 3C or 3D (as applicable) above or less than the time reasonably necessary to cure such default . Any such cure period shall be extended by the force majeure circumstances described in Section 2C above. Section 4 . ENFORCEMENT. A. Enforceable by Either Party. Subject to all requirements mandated by applicable state or federal or other law, this Development Agreement shall be enforceable by any party hereto. B. Cumulative Remedies . In addition to any other rights or remedies , any party may institute legal action to cure, correct or remedy any default (to the extent otherwise permitted herein and in Government Code Section 65864 et seq. or any successor laws and regulations) , to enforce any covenant or agreement herein, or to enjoin any threatened or attempted violation, including suits for declaratory relief, specific performance, and relief in the nature of mandamus . All of the remedies described above shall be cumulative and not exclusive of one another, and the exercise of any one or 210212 12575711 18 more of the remedies shall not constitute a waiver or election with respect to any other available remedy. The provisions of this Section 4B are not intended to modify other provisions of this Development Agreement and are not intended to provide additional remedies not otherwise permitted by law. • C. Attorneys ' Fees . In any legal proceedings brought by either party to enforce any covenant or any of such party' s rights or remedies under this Development Agreement, including any action for declaratory or equitable relief , the prevailing party shall be entitled to reasonable attorneys ' fees and all reasonable costs , expenses and disbursements in connection with such action. Any such attorneys ' fees and other expenses incurred by either party in enforcing a judgment in its favor under this Development Agreement shall be recoverable separately from and in addition to any other amount included in such judgment , and such attorneys ' fees obligation is intended to be severable from the other provisions of this Development Agreement and to survive and not be merged into any such judgment . Section 5 . MISCELLANEOUS PROVISIONS . A. Successors and Assigns . The terms of this Development Agreement shall be binding upon an inure to the benefit of the parties , and their successors and assigns . B. 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 the City and Property Owner is that of a government entity regulating the development of private property and the owner of such private property. C. Captions . The captions of this Development Agreement are for convenience and reference only and shall in no way define, 210212 12575711 19 explain, modify, construe, limit , amplify or aid in the interpretation, construction or meaning of any of the provisions of this Development Agreement . D. Mortgagee Protection. 1 . Discretion to Encumber. This Development Agreement shall not prevent or limit Property Owner, in any manner, at Property Owner' s sole discretion, from encumbering the Property or any portion of the Property or any improvement on the Property by any mortgage, deed of trust or other security device securing financing with respect to all or any part of the Property or any improvement thereon (a "Mortgage" ) . 2 . Effect of Default . This Development Agreement shall be superior and senior to any Mortgage subsequently placed upon the Property, or any portion thereof, or any improvement thereon, including the lien of any mortgage or deed of trust . Despite the foregoing, breach of any provision of this Development Agreement shall not defeat, render invalid, diminish or impair the lien of any Mortgage made in good faith and for value. 3 . Mortgagee Not Obligated. Notwithstanding anything in this Development Agreement to the contrary, (i) any holder of the beneficial interest under a Mortgage ( "Mortgagee" ) may acquire title to or possession of all or any portion of the Property or any improvement thereon pursuant to the remedies provided by its Mortgage, whether by judicial or nonjudicial foreclosure, deed in lieu of foreclosure, or otherwise, and such Mortgagee shall not have any obligation under this Development Agreement to construct, fund or otherwise perform any affirmative obligation or affirmative covenant of Property Owner hereunder or to guarantee such performance, and Mortgagee may, after acquiring title to all or any portion of the Property as aforesaid, assign or otherwise transfer the Property or any such portion thereof to any person or entity, and upon the giving of notice of such assignment or transfer to City and the assumption by the assignee or transferee of the obligations of Property Owner with respect to the Property or portion thereof so acquired which arise or accrue from and after the date of assignment or transfer, Mortgagee shall be relieved and discharged of and from any and all further obligations or liabilities under this Development Agreement with respect to the Property or portion thereof so assigned or transferred; and (ii) the consent of City shall not be required for the acquisition of all or any portion of the Property by any purchaser at a foreclosure sale conducted pursuant to the terms of any • 210212 12575711 20 Mortgage, and such purchaser shall , by virtue of acquiring title to the Property or such portion thereof , be deemed to have assumed all obligations of the Property Owner with respect to the Property or portion thereof so acquired which arise or accrue subsequent to the date of purchase, but such purchaser shall not be responsible for any prior defaults of Property Owner; provided, however, that in either of the instances referred to in clauses (i) and (ii) above, to the extent any obligation or covenant to be performed by Property Owner is a condition to the granting of a specific benefit or to the performance of a specific covenant by City, the performance thereof shall continue to be a condition precedent to City' s granting of such benefit and performance of such covenant hereunder. 4 . Notice of Default to Mortgagee; Right of Mortgagee to Cure . If a Mortgagee files with the City Clerk a written notice requesting a copy of any notice of default given Property Owner hereunder and specifying the address for delivery thereof , then City shall deliver to such Mortgagee, concurrently with delivery thereof to Property Owner, any notice given to Property Owner with respect to any claim of City that Property Owner has not complied with the terms hereof or is otherwise in Default hereunder. Each such Mortgagee shall have the right (but not the obligation) for a period of thirty (30) days after the expiration of any cure period given to Property Owner with respect to such Default, to cure said default ; provided, however, that if any such Default 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 if such Mortgagee commences to remedy or cure within such thirty (30) day period, and thereafter diligently pursues and completes such remedy or cure . Notwithstanding the foregoing, if the Default is of a nature which can only be cured by Mortgagee by obtaining possession, such Mortgagee shall be deemed to have remedied or cured such Default if such Mortgagee shall, within such thirty (30) day period, commence efforts to obtain possession and carry the same forward with diligence and continuity through implementation of foreclosure, appointment of a receiver or otherwise, and shall thereafter remedy or cure or commence to remedy or cure the Default within the cure period specified in Section 3E above . 5 . Bankruptcy. Notwithstanding the provisions of paragraph 4 above, if a Mortgagee is prohibited from commencing or prosecuting foreclosure or other appropriate proceedings in the nature thereof to obtain possession of the Project Site by any process or 210212 12575711 21 injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Property Owner, Mortgagee shall for the purposes hereof be deemed to be proceeding with diligence and continuity to obtain possession of the Property during the period of such prohibition if Mortgagee is proceeding diligently to terminate such prohibition. 6 . Amendment to Development Agreement . City and Property Owner agree not to modify or amend this Development Agreement or allow this Development Agreement to be modified or amended in any way, or cancel this Development Agreement, without the prior written consent of each Mortgagee, which consent shall not be unreasonably withheld or delayed. Notwithstanding anything stated above to the contrary, City and Property Owner shall cooperate in including in this Development Agreement by suitable implementing agreement from time to time any provision which may reasonably be requested by a proposed Mortgagee for the purpose of implementing the mortgagee-protection provisions contained in this Development Agreement and allowing such Mortgagee reasonable means to protect or preserve the lien of the Mortgage on the occurrence of a default under the terms of this Development Agreement . City and Property Owner each agree to execute and deliver (and to acknowledge, if necessary, for recording purposes) any implementing agreement necessary to effect such request ; provided, however, that any such implementing agreement shall not in any material respect adversely affect any rights of City hereunder or be materially inconsistent with the substantive provisions of this Development Agreement, the Specific Plan Entitlements and the Existing Laws . E. Consent . Where the consent or approval of a party is required in or necessary under this Development Agreement, unless the context otherwise indicates, such consent or approval shall not be unreasonably withheld. F. Entire Agreement . This Development Agreement and the documents attached hereto and referred to herein constitute the entire agreement between the parties with respect to the subject matter of this Development Agreement . G. Further Actions and Instruments . Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent • 210212 125757 1 22 contemplated hereunder in the performance of all obligations under this Development Agreement and the satisfaction of the conditions of this Development Agreement . H. 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. I . Recording. The City Clerk shall cause a copy of this Development Agreement to be recorded in the office of the Recorder of San Bernardino County no later than ten (10) days following execution of this Development Agreement by all parties . J. Time. Time is of the essence in this Development Agreement and of each and every term and condition hereof . K. Waiver. - The failure of either party at any time to seek redress for any violation of this Development Agreement or any applicable law or regulation or to insist upon the strict performance of any term or condition shall not prevent any subsequent act or omission of the same or similar nature which would have originally constituted a breach of or default under this Development Agreement from having all the force and effect of an original breach or default, and such subsequent act or omission may be proceeded against to the fullest extent provided by this Development Agreement . No provision of this Development Agreement shall be deemed to have been waived by a party unless the waiver is in writing and signed by such party. L. Partial Invalidity. If any term, covenant, condition or provision of this Development Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain- in full force and effect and shall in no way be affected, impaired or invalidated thereby. 210212 1257571 m 23 M. Notices . All notices between the City and the Property Owner and any transferee under this Development Agreement shall be in writing and shall be given by personal delivery, mail or facsimile. Notice by personal delivery or facsimile shall be deemed effective upon the delivery of such notice to the party for which it is intended at the address set forth below (or, in the case of a transferee, at the address specified by such transferee in a written notice to City) . Notice by mail shall be deemed effective two (2) business days after depositing such notice postage prepaid, registered or certified, return receipt requested, properly sealed with the United States Postal Service, addressed as set forth below, regardless of whether or when the notice is actually received. The parties ' current address are as follows : To City: City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, California 91730 Attn: Community Development Director To Property Owner: General Dynamics 5001 Kearny Villa Road San Diego, California 92123 Attn: Mr. Richard Hadinger With copies to: Mr. Stephen Eimer 1412 Canterra Court Pebble Beach, California 93953 Morrison & Foerster 555 West 5th Street, Suite 3500 Los Angeles, CA 90017-1027 Attention: Donald I . Berger, Esq. Either party may change its mailing address or the person to whom notices are to be sent at any time by giving written notice of such change to the other party in the manner provided herein. N. Binding Effect . The covenants and agreements contained in this Development Agreement shall inure to the benefit of , and shall be binding upon each of the parties and their respective heirs , administrators , successors and assigns . 210212prm 24 0. Indemnification. GD hereby agrees to indemnify, defend, and hold harmless City and its agents, officers , and employees (the "Indemnified Parties" ) from and against any claim, action, or proceeding against the Indemnified Parties to attack, set aside, void, or annul the approval of this Development Agreement . GD' s obligations under this Section 4 .0 are subject to and conditioned upon City and GD entering into a mutually satisfactory Joint Defense Agreement pursuant to which City shall cooperate fully with GD in the defense of the lawsuit, GD will be entitled to coordinate and direct the prosecution and defense of such lawsuit , and GD shall retain settlement authority with respect thereto. City and GD agree not to unreasonably withhold or delay their approval of such Joint Defense Agreement . IN WITNESS WHEREOF, the parties have duly executed this Development Agreement as of the day and year first above written. CITY OF RANCHO CUCAMONGA GENERAL DYNAMICS CORPORATION, a Delaware corporation By: _ By: Mayor Name: Its : ATTESTED TO: By: Name: Its : City Clerk APPROVED AS TO FORM: City Attorney • 210212 1257571 25 111-APR-94 16:50:26 . — -=� -_ _______TE, , ,,,, .„....... ,, --c,, F.......r,i_a___ , ,-..c.,,....— . ___ ,._ ,,,--,,, .,i7 AREA x �( � I� j\ O N G� \ � L 7 \ ' wA 8� ,, • \ • z . i I ' v1 1 i < PLANNING U PLANNING 3 I AAEA XI I' \ I I' na�aa IW AOO i I ' l• 1I ! 1 t- T � /N --� 1 :•... i __AREAI eG . ( PARE'A IMI II \ NItN( ' II PLANNING to IIl1 A... ,i nisA<T I 1 ti/4:7I 1 4 11 • wJ� 1 ti I I . r . 11 P PLANNING ` - it / / AR Iv e I / r • 17.111 Acne 11\f� ,----i./. ' . PLANNING PLANNING I 1 \ \\ \ Q AREA VI AREA VII �I/ _ D.i Ame U.0 A.rn i PLANNING 1 Y I,' AREA V 1 /// • /. L1 a asAn / all.—it ALLA._ .: ■ ... Se...J.1i .. .. .. _. __ Fourth Sane 1 Note: This figure represents the current proposed Land Use Plan for Sub- Area 18 and may be subject to future refinements and/or modifications. Refer to Section 4.2 Land Use Plan, Table 5-1 Summary Land Use by Planning Area and Table 5-2 Land Use Type Definitions for types of land • uses permitted in planning areas. 800' 400' 0' two' ?1,IS exhibit A Michael Bnndmart Associates• I2/93 Conceptual Development Plan 7909-000f Rancho Cucamonga ASP Sue-Area 18 Specific Plan EIR EXHIBIT B GENERAL DYNAMICS DEVELOPMENT AGREEMENT EXACTIONS The Specific Plan Entitlements (collectively, "Exactions")consist of the following documents, included herein by this reference: City Council Ordinance No. _ approving the Specific Plan 93-01 ("Subarea 18 Specific Plan"). Mitigation Monitoring Program for.the Rancho Cucamonga IASP Subarea 18 Specific Plan EIR, dated May 4, 1994, and prepared by Michael Brandman Associates. Planning Commission Resolution No. 94-32 approving Tentative Parcel Map 14647. EXHIBIT C GENERAL DYNAMICS DEVELOPMENT AGREEMENT INFRASTRUCTURE PHASING (SUB-AREA 18 SPECIFIC PLAN) PARCEL NUMBERS REFER TO PARCEL MAP 14647 Phase I: Golf Course and Driving Range (Parcels 1, 3, 12, 13) 1. Sixth Street a) Complete north half fronting Parcel 13, including asphalt, curb & gutter, street lights, sidewalk and street b) Widen north side pavement off-site (Parcels 9 & 11) to provide two westbound traffic lanes from Milliken to Cleveland c) Install street lights on south side from Milliken to Cleveland d) Install sidewalk and street trees fronting Parcels 1,3, 12 (s/s) e) Reconstruct median to eliminate eastbound left turn at mid-block f) Landscape median from Cleveland to east property line of Parcel 1 ** g) Install right turn lanes for Parcels 3 and 12 driveways 2. Fourth Street a) Install street lights, sidewalks and street tress fronting Parcel 1 or defer until Parcel 5, 6 or 7 develop 3. Cleveland a) Complete knuckle at Seventh Street b) Reconstruct Fourth Street intersection as drive approach or private street with right turn lane (provide emergency access to Fire District satisfaction) 4. Construct entry monument at Fourth/Milliken ** Items eligible for reimbursement Page Two 5. Underground existing overhead utilities: • a) South side of Sixth Street from W/o Cleveland to E/o Parcel 1. b) North side of Fourth Street from W/o Cleveland to E/o Parcel 1 (less than 66 1(V) c) Along north boundary of Parcel 13 (less than 66 I(V) 6. Storm Drains a) Install drainage facilities across Parcels 1 and 13 to serve Parcels 1, 3, 9, 10, 12, 13, 14 & 15 including a pipe under Sixth Street b) Install additional inlet facilities north of the Fourth/Cleveland intersection, to maximize use of existing capacity c) Extend inlet facilities at Sixth/Cleveland,with pavement widening d) Install drainage facilities or roadway improvements on north side of Sixth Street to eliminate surface flows across Sixth Street at Milliken Parcel 2: 1. Sixth Street a) Install median landscaping from Utica to Cleveland (Reimbursement eligible) " b) Install bus bay east of Utica 2. Utica Avenue a) Install sidewalk east side b) Widen west side 10 feet asphalt only Parcel 4: Reuse 1. Utica Avenue Install sidewalk, east side Parcel 5: 1. Fourth Street a) Rehab/reconstruct pavement north of centerline from Utica to east property line of Parcel 1 (using Phase I fees) b) Install sidewalk, street lights, bus bay and driveway right turn lane c) Underground existing overhead utilities (less than 66 KV) from Edo Cleveland to W/o Utica ** Items eligible for reimbursement Page Three 2. Utica a) Install sidewalk east side b) Widen Fourth intersection as needed (determine by traffic counts) Parcel 6: 1. Fourth Street a) Rehab/reconstruct pavement north of centerline from Cleveland to Milliken (Phase I fees; reimburse from Parcel 7) •* b) Install street lights c) Underground existing overhead utilities (less than 66 i d) Install storm drain 2. Install interior street from Fourth Street to Milliken serving Parcels 6, 7, 8 ** (with reimbursement), including right turn lanes on Fourth and Milliken and street lights* Parcel 7: 1. Fourth Street a) Rehab/reconstruct pavement north of centerline from Cleveland to Milliken (Phase I fees; reimburse from Parcel 6) ** b) Install street lights and bus bay c) Underground existing overhead utilities (less than 66 I d) Install storm drain 2. Install interior street from Fourth Street to Milliken serving Parcels 6, 7, 8 ** (with reimbursement), including right turn lanes on Fourth and Milliken and street lights* 3. Milliken a) Install street lights • Sidewalk, street trees, and driveway right turn lanes upon development *• Items eligible for reimbursement Page Four Parcel 8: 1. Sixth Street a) Realign Sixth/Milliken intersection to eliminate 12' centerline offset, including median, for 600' W/o Milliken b) Landscape median (Parcel 9 to reimburse half) ** c) Underground existing overhead utilities 2. Milliken a) Install bus bay b) Install street lights 3. Install interior street from Fourth to Milliken serving Parcels 6, 7, 8 ** (with reimbursement), including right turn lanes on Fourth and Milliken and street lights* Parcel 9: I. Sixth Street a) Realign Sixth/Milliken intersection to eliminate 12' centerline offset, including median, for 600' W/o Milliken b) Landscape median, (Parcel 8 to reimburse half) ** c) Complete north half including asphalt, curb & gutter, and street lights d) Install bus bay Parcel 10: Metrolink, by City Parcel 11: 1. Sixth Street a) Complete north half including asphalt, curb & gutter, and street lights and right turn lane b) Install catch basins 2. Cleveland a) Complete east half, including street lights Parcel 14: Metro link, by City Parcel 15: Metrolink, by City * Sidewalk, street trees, and driveway right turn lanes upon development ** Items eligible for reimbursement 1 EXHIBIT p EXISTING FEE CATEGORIES 1 . Transportation Development Fee . City Ordinance No. 445 ; City Resolution No. 91- 092 . The Fee is intended to mitigate the traffic impacts caused by new development and redevelopment in the City to certain thoroughfares , bridges , and related traffic improvements . The Fee is $1, 487 . 00 per Equivalent Dwelling Unit (EDU) . The schedule of Land Use Equivalents , reflecting EDU' s for different types of land uses, is set forth in Resolution No. 91- 092 . The Property Owner shall be subject to the foregoing Transportation Development Fee, except as follows: (a) No Fee shall be charged with respect to any golf-related improvements constructed on Parcels 1, 3 , 12, and 13 of Tentative Parcel Map 14647, including, without limitation, with respect to any golf course , driving range, golf practice or training facilities , club house, or golf maintenance improvements . (b) Parcels 2 , 4 , and 5 of Tentative Parcel Map 14647 contain three existing buildings and will only be subject to the Fee in the event and to the extent of : (i) the demolition and reconstruction of the existing buildings; or (ii) the addition of floor space to the existing building. In the event of such new construction activities, the Fee shall be based upon the uses proposed for such new building or such addition to existing floor space. 2 . Community Beautification Fee. Resolution No. 92-223 -A. For each hotel or motel a fee is assessed in the amount of twenty cent ($ .20) per square foot of gross building area under roof for community beautification. Each addition of 650 square feet or more under roof is also subject to the twenty cent ($ .20) per square foot fee. This Fee shall be applicable to Parcels 5 , 6 , and 7 to the extent development of a hotel or motel occurs . 3 . In;ri u F a for Ccnst notion of Milliken Avenue Medi 4 Landscaping. Resolution 89-574 . All undeveloped properties fronting on Milliken Avenue from 4th Street to 6th Street are subject to a fee to offset construction costs associated with the Milliken Avenue Median Landscaping. The applicable fee is $86 . 00 per linear foot . Parcels 7 and 8 are subject to this Fee . 1