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HomeMy WebLinkAbout16A Res 2015-15 DA/SP/GPA/CZ/EA 14-332 - TPM 36792 and TM 36793 - The Millennium 03-26-2015CITY OF PALM DEJEFU -- DEPARTMENT OF COMMUNIT DE�/L'fUll r�-:M/i�n.•.wwAVaiai-wsSww SfYr-'wa+Rt r+.�>C .mow,. ..++rY ., r .< rrG...C1r. •Y �',✓':.�b!)w. ..3.i.ty a_ STAFF REPORT REQUEST: CONSIDERATION OF A MITIGATED NEGATIVE DECLARATION OF ENVIRONMENTAL IMPACT, A DEVELOPMENT AGREEMENT, A SPECIFIC PLAN, A GENERAL PLAN AMENDMENT AND A CHANGE OF ZONE TO ESTABLISH LAND USE DESIGNATIONS, A TENTATIVE PARCEL MAP TO ESTABLISH NINE PARCELS WITHIN THE SPECIFIC PLAN AREA, AND A TENTATIVE TRACT MAP TO SUBDIVIDE 38+ACRES INTO 166 SINGLE-FAMILY HOME LOTS, LOCATED ON 152 ACRES NORTH OF GERALD FORD DRIVE, SOUTH OF PACIFIC UNION RAILROAD, EAST OF PORTOLA AVENUE AND WEST OF TECHNOLOGY DRIVE SUBMITTED BY: Eric Ceja, Associate Planner APPLICANTS: PD 80 T & S, LLC 38 Clancy Lane South Rancho Mirage, CA 92270 Palm Desert University Gateway, LLC 38 Clancy Lane South Rancho Mirage, CA 92270 CASE NOS: DA/SP/GPA/CZ/EA 14-332 TPM 36792, TTM 36793 DATE: March 12, 2015 CONTENTS: 1. Draft Development Agreement and Specific Plan Ordinance No. 1281 2. Draft General Plan Amendment Resolution No. 2015-14 3. Draft Change of Zone Ordinance No. 1282 4. Draft Tentative Parcel Map 36792 and Tentative Tract Map 36973 Resolution No. 2015-15 5. Legal Notice 6. "The Millennium" Specific Plan Document 7. Development Agreement 8. Tentative Parcel Map 36792 9. Tentative Tract Map 36793 10. Tentative Tract Map 36793 Conceptual Site Plan 11. General Plan and Zoning Amendment Exhibits 12. Initial Study and Mitigated Negative Declaration 13. Draft Planning Commission Meeting Minutes - February 17, 2015 Staff Report DA/SP/GPA/CZ/EA Page 2 of 17 March 12, 2015 Recommendation 14-332; TPM 36792; TTM 36793: The Millennium 1. Waive further reading and pass to second reading City Council Ordinance No. 128t approving Development Agreement 14-332, The Millennium Palm Desert Specific Plan and a Mitigated Negative Declaration of Environmental Impact. 2. Waive further reading and adopt City Council Resolution No. 2015-14 approving General Plan Amendment 14-332. 3. Waive further reading and pass to second reading City Council Ordinance No. 1282 approving Change of Zone 14-332. 4. Waive further reading and adopt City Council Resolution No. 2015-15 approving Tentative Parcel Map 36792 and Tentative Tract Map 36793, subject to conditions. Executive Summary Approval of staffs recommendation will result in the approval of The Millennium Palm Desert Specific Plan, a Development Agreement, Tentative Parcel and Tentative Tract Maps, and a Change of Zone and General Plan Amendment, to cover the project area. The project, referred to as "The Millennium Palm Desert," covers 152 acres of a multi - phased, multi -use development inclusive of 166 detached single-family homes, 450 to 550 multi -family housing units, 10 acres of business park development, 40 acres for hotel and retail developments, and a 27-acre regional park. Architectural plans are not a part of this proposal and each parcel, with the exception of the single-family home site, will require independent review and public hearings through the City's Precise Plan process. Staff is recommending that the City Council not approve the related Land Swap Agreement as part of their consideration until all parties are in good standing with the City as described in the report below. Planning Commission The City's Planning Commission held a public hearing to consider the proposed applications and the Mitigated Negative Declaration at their meeting on February 17, 2015. The commissioners discussed the various aspects of the project including the request for additional heights in Planning Area 1, and Planning Areas 7 and 8. Ultimately, the Commissioners voted in favor 3-0-2, with two commissioners absent, to recommend approval of the documents to the City Council. No members from the public spoke in favor or against the proposed project. Parks and Recreation Commission The City's Parks and Recreation Commission reviewed the proposed land swap at their meeting on November 4, 2014. At that meeting the Commission discussed the land value of the City parcels and the land value of the developer's parcels. Generally, the Commission was in favor of the land swap, but continued the item until land appraisals G:\Plammnq\Eric Ceja\Case Files\The North\City Council= - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 3 of 17 March 12, 2015 could be provided to ensure land values were similar. On January 13, 2015, the Commission received a memo from staff regarding the completed appraisal and methodology used. The Commission again was in favor of the land exchange as the land adjacent to the future overpass would be better used for commercial development and sales tax generation. The Commission voted 4-1-3, with 3 commissioners absent, to recommend approval of the land swap. Background A. Property Description: The proposed Specific Plan encompasses 152 acres bounded by Gerald Ford Drive to the south, Union Pacific Railroad to the north, Portola Avenue to the west, and Technology Drive to the east. The project area is undeveloped, relatively flat, and consists of blow sand and native vegetation. The Union Pacific Railroad, Interstate 10 (1-10) and Southern California Edison (SCE) easements bound the property to the north. B. General Plan and Zoning: Zone: P.R.-22 (Planned Residential 22 d.u./ac)/Planned Community Development Overlay General Plan: I -BP (Industrial Business Park)/MU (Mixed Use Commercial/High Density (RH) 10-22 du/ac)/OS/PP (Open Space Parks) C. Adjacent Zoning and Land Use: North: City Limits — Union Pacific Railroad/Interstate 10 South: P.C.D. — Planned Community Development/P.R.-5 — Planned Residential (University Park) — Vacant East: P.C.D./F.C.O.Z — Planned Community Development/Freeway Commercial Overlay Zone — Miscellaneous retail, restaurants, Department of Motor Vehicles, and hotels West: P.R.-5 — The Gallery (Single -Family Homes) Project Description The applicant has submitted a Specific Plan document (Attachment 6) that includes amendments to the City's General Plan and Zoning land use designations, a Tentative Tract and Tentative Parcel Map to subdivide the areas within the Specific Plan boundaries, and a Development Agreement to establish timing and responsibilities for improvements G \Planning\Eric Ceja\Case Files\The North\City Council\CC - Millennium Staff ReDort.doc Staff Report DA/SP/GPA/CZ/EA Page 4 of 17 March 12, 2015 14-332; TPM 36792; TTM 36793: The Millennium within the Specific Plan area. A. Specific Plan The applicant has submitted a Specific Plan document to develop 152 acres in the City of Palm Desert. The Specific Plan includes information related to the existing conditions of the site, existing and proposed street circulation patterns, a land use plan, development standards, and design criteria for the development of nine (9) independent Planning Areas (PA). The objective of the Specific Plan is to provide the City with a range of housing options, development that supports the University of California, Riverside (UCR) and California State University, San Bernardino (CSUSB) Palm Desert campuses, expand employment opportunities and the sales tax base within the City, and the development of a high quality, well designed project that creates synergies between a mix of compatible land uses. The Specific Plan also emphasizes the importance and desire to provide non -vehicular travel and connectivity between the nine (9) Planning Areas. The Planning Areas within the Specific Plan are as follows. Planning Area 1: PA1 consists of 38 acres located at the southeast corner of Portola Avenue and Dinah Shore Drive. PA1 is proposed to be zoned Planned Residential — 6 units per acre (P.R.-6). The development of the PA is expected to be single-family detached homes, with three distinct product types and lot sizes. Lot sizes will be a minimum of 7,200 square feet, 5,000 square feet, and 3,200 square feet for cluster type housing. The following development standards are proposed for PA1: Planning Area 1 Development Standards* Maximum Overall Density 6 units/acre Minimum Lot Size 3,800 s.f. Minimum Lot Width 50 ft. Minimum Lot Depth 64 ft. Front Yard Setback min. 10 ft.** Front Yard Setback, Garage min. 15 ft.** Single -Family Detached Side Yard Setback min. 5 ft. each side Cluster Units - Side Yard Setback min. 3 ft. each side Street Side Yard Setback 10 ft. Rear Yard Setback min. 10 ft. Maximum Lot Coverage 50% Maximum Height, 1 story 20 ft. Maximum Height, 2 story 27 ft. Maximum No. of Stories 2 Minimum Unit Size 1,000 s.f. `Development standards not listed in this table shall be consistent with the Zoning Ordinance Development Standards for the Planned Residential district, Section 25.10.050.B. "For clustered units, auto court units or similar product, the front yard setback on drive aisles or alleys can be 3 feet. G:\Planning\Eric Ceja\Case Files\The North\City Council\CC - Millennium Staff Report doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 5 of 17 March 12, 2015 Planning Area 2: PA2 consists of 3.2 acres located at the northeast corner of Gerald Ford Drive and Portola Avenue. PA2 is proposed to be zoned General Commercial (C- 1). This commercial designation allows for a range of commercial uses including retail, office, and convenience shopping. PA2 is bounded by PA1 to the north and east. A pedestrian connection is provided between PA1 and PA2 for residents. Planning Area 3: PA3 consists of 21.6 acres located at the northeast corner of Portola Avenue and Dinah Shore Drive. PA3 is proposed to be zoned Planned Regional Commercial (PC3) with a Freeway Commercial Overlay Zone (FCOZ). Both the PC3 and FCOZ zoning designations allow big- and mid -sized retail stores, drive-thru restaurants, entertainment and cultural uses, offices, and hotel development. Planning Area 4: PA4 consists of 10 acres located along the north side of Technology Drive. PA4 borders PA9 to the west and vacant land to the east. PA4 is proposed to be zoned Service Industrial for the development of a business park. PA4 is expected to develop employment opportunities with a research and development emphasis in close proximity to the UCR and CSUSB Palm Desert campuses. Planning Area 5 and 6: PA5 consists of 3.5 acres located along the south side of Technology Drive. PA6 consists of 12.3 acres located at the northwest corner of Technology Drive and Gerald Ford Drive. Both parcels are proposed to be zoned Planned District Commercial (PC2). The PC2 zone is intended to provide commercial services in close proximity to residential development. The PC2 zone allows mid -sized commercial retail and office uses, grocery stores, and hotels. The Specific Plan identifies specific development standards for PA3, 5, and 6 (page 24) as follows: Plannina Area 3. 5 and 6 Develooment Standards* Minimum Lot Size 1 acre Front Yard Setback min. 0 ft. Side Yard Setback min. 0 ft. Street Side Yard Setback 0 ft. Rear Yard Setback min. 0 ft. Maximum Lot Coverage 50% Maximum Height, Retail and Office" 35 ft. Maximum Height, Hotel and Mixed Use" 50 ft. Maximum No. of Stories, Retail and Office 3 Maximum No. of Stories, Hotel and Mixed Use 4 Maximum Building Size 100,000 s.f. Minimum Landscaping % of lot area 15% 'Development standards not listed in this Table shall be consistent with the Zoning Ordinance Development Standards for the Planned Commercial district, Section 25.16.050, unless modified with approval of a Precise Plan. " Maximum height not including architectural projections and towers, which may exceed this standard. Maximum area for any single commercial enterprise GAPlanning\Eric Ceja\Case Files\The North\City Council\CC - Millennium Staff Report.doc Staff Report DA/S P/G PA/CZ/EA Page 6 of 17 March 12, 2015 14-332; TPM 36792; TTM 36793: The Millennium In addition to the permitted uses of the PC2 zone and the development standards listed above, the Specific Plan proposes that PA5 and PA6 may utilize the City's Mixed Use Overlay Zone (MUOZ). The MUOZ allows developers to integrate housing units of up to 24 units per acre when mixed in with a commercial or office development. Planning Area 7 and 8: PA7 consists of 10 acres located at the northeast corner of Technology Drive West and Gerald Ford Drive. PA8 consists of 10 acres located at the northwest corner of Technology Drive West and Gerald Ford Drive. The proposed zoning for both PAs is Planned Residential — 22 units per acre (P.R. - 22). The PAs are envisioned to develop as multi -story multi -family rental housing. PA7 will be developed by private developers while PA8 will be controlled by the City for future development of affordable housing. The Specific Plan proposes the following development standards for PA 7 and PA8 (page 25): Planning Area 7 and 8 Development Standards*/** Maximum Density 22 units/acre Minimum Density 18 units/acre Front Yard Setback min. 10 ft. Side Yard Setback min. 8 ft. Combined both sides min. 16 ft. Street Side Yard Setback 10 ft. Rear Yard Setback min 10 ft. Maximum Lot Coverage 50% Maximum Height 40 ft. Maximum No. of Stories 3 Common Area Open S ace per unit 250 s.f. *Development standards not listed in this Table shall be consistent with the Zoning Ordinance Development Standards for the Planned Residential district, Section 25.10.050. ** Development Standards may be modified with approval of a Precise Plan. Planning Area 9: PA9 consists of 27 acres located in the middle of the project site. PA9 is proposed to be zoned Open Space for the future development of a regional park. Along with PA8, PA9 will be controlled by the City for future development at a time deemed appropriate by the City. B. Development Agreement The Development Agreement (DA) (Attachment 7) contains information related to the timing and responsibilities of certain improvements within the Specific Plan boundaries. Improvements include the build -out of roadways, drainage and utilities, and build -out of the Specific Plan within a twenty (20) year period. The DA also includes provisions that the developer provide at least sixty-six (66) affordable housing units within PA7 and that the developer enter into a Housing Agreement with the City. A land swap of City -owned parcels for other parcels owned by the developer within the project area is also discussed in the DA. G:\Planning\Enc Ceja\Case Files\The North\City Council\CC - Millennium Staff Report.00c Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 7 of 17 March 12, 2015 C. Land Exchange Agreement The City currently owns two (2) parcels totaling 34 acres within the Specific Plan boundaries, located at the northeast corner of Portola Avenue and Dinah Shore Drive. The land was purchased by the City in 2006 for the purposes of developing affordable housing and a regional park. A Land Swap Agreement has been submitted by the applicant to exchange the City's 34 acres for 37 acres owned by the developer and a 3.5-acre parcel for -the future Portola Avenue Interchange. If approved by the City Council, the developer would acquire 23 acres from the City for PA3 and 10 acres from the City for PA1. In exchange, the City would acquire 10 acres for PA8 and 27 acres for PA9 for the development of an affordable housing site and regional park. Staff recommends that no action on the land exchange be taken by the City Council at this time. A decision by the City to buy, sell, or exchange property that has not been offered on the open market should withstand public scrutiny as to price, terms, and identities of involved parties. Towards this end, staff recommends that the City Council defer approval of the land exchange until all parties to the exchange are in good standing relative to noticed violations of the Palm Desert Municipal Code. D. Tentative Parcel/Tract Map, General Plan and Zoning Amendments A Tentative Parcel Map 36792 (TPM 36792 - Attachment 8) has been submitted to establish nine (9) separate parcels Planning Areas, which are governed by the Specific Plan document. These nine (9) parcels range in size from 3.2 acres (PA2) to 38 acres (PA1). General Plan Amendment and Change of Zone applications (Attachment 11) have been submitted to establish the land use designations for each of the nine (9) parcels. As proposed, these amendments change the existing General Plan and Zoning land use designations from "Industrial Business Park" and "Planned Community Overlay" to specific land use designations for each of the nine (9) PAs. The land use designations for each of the PAs are as follows: Planning Area Acres Proposed General Plan Designation Proposed Zoning Designation 1 38 Medium Density Residential Planned Residential — 6 2 3.2 Community Commercial General Commercial/C-1 3 21.6 Regional Commercial Planned Commercial — 3/FCOZ 4 10 Business Park Service Industrial 5 3.5 Community Commercial Planned Commercial -2 6 12.3 Community Commercial Planned Commercial -2 7 15 High Density Residential Planned Residential - 22 8 10 High Density Residential Planned Residential - 22 9 27 Open Space — Regional Park Open Space Of the nine (9) PAs, PA1 is anticipated to be the first developed within the Specific Plan boundaries. A Tentative Tract Map 36793 (TTM 36793 - Attachment 9) has been submitted to further subdivide the 38-acre PA into 166 single-family residential lots, (3AP1anning\Enc Ceja\Case Files\The North\City Council= - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 8 of 17 March 12, 2015 private streets, and common area open space. The tentative tract map subdivides the 38 acres into three (3) separate lot size types; each expected to develop with separate residential product types. Approximately ten (10) acres of the site will have minimum lot sizes of 7,200 square feet; seven (7) acres will have minimum lot sizes of 5,000 square feet; and, eight (8) acres will have minimum lot sizes of 3,800 square feet. In addition, common area lots are provided to serve as open space and provide pedestrian connections to surrounding public streets and future commercial development. E. Circulation The project area is bounded by Gerald Ford Drive to the south, Portola Avenue to the west, and Technology Drive to the east. Gerald Ford Drive is built -out to its ultimate configuration and will require minor improvements, including a turn pocket for traffic turning north onto Portola Avenue, and perimeter sidewalks and landscaping. Portola Avenue is also built -out to its ultimate configuration and will require new striping, a bike lane, perimeter sidewalk, and landscape improvements. Technology Drive currently terminates as a cul-de-sac west of the existing DMV building. The street right-of-way is 72 feet in width, 52 feet curb -to -curb. Technology Drive will be extended through the project area and connect to Gerald Ford Drive. Extension of Technology Drive is not expected until PA4, 7, or 8, are ready for development. Once complete, Technology Drive will be three (3) lanes with sidewalks and perimeter landscape. Dinah Shore Drive currently terminates at its intersection with Portola Avenue. The street will be extended through the project area and connect to Gerald Ford Drive at Pacific Avenue to the southeast. Improvements include a new traffic light signal at Portola Avenue and Dinah Shore Drive and new round -a -bouts and street narrowing for traffic calming along the Dinah Shore Drive extension. Sidewalks and perimeter landscape will be included as part of the street. In an effort to reduce the total number of driveways onto public streets, and to minimize traffic disruptions, the Specific Plan identifies potential driveway connections (Exhibit 10 - page 27). Driveways are coordinated and shared between some parcels to direct traffic onto smaller public streets such as Technology Drive and Dinah Shore Drive. F. Special Project Considerations Mid -Valley Bike Path: In 2013, the City Council adopted the Coachella Valley Association of Governments (CVAG) Non -Motorized Transportation Plan (NMTP) which included plans for a multi -use path to be constructed along the City's northern boundary. Referred to as the "Mid -Valley Bike Path" (MVBP), the path connects Bob Hope Drive to the west to Washington Street to the east. Approximately one (1) mile of the MVBP runs along the project areas' northern boundary, with nearly half of the MVBP running along the City's future park site. Construction of the MVBP is expected GARanning\Enc Ceja\Case Files\The North\City Council= - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 9 of 17 March 12, 2015 to occur within the project area from Technology Drive to Portola Avenue. Final design and alignment are still pending final approval. Portola Interchange: Portola Avenue is scheduled for the construction of a new interchange at Interstate 10. Construction of the interchange is expected to begin within the next five to eight years. The project area abuts the eventual Portola Avenue interchange and 3.5 acres of land is being set aside to accommodate the slope of the interchange. University Park Area: The University Planning Park Area (UPPA), which includes all lands north of Frank Sinatra Drive between Monterey Avenue and Tamarisk Row Drive, was approved in 2000 and last updated by the City Council in 2013. The UPPA analyzed land uses within the northern portion of the City that centered on the eventual development of a joint UCR and CSUSB campus. The UPPA was also updated to reflect changes in the City's Housing Element, which identified specific sites within the UPPA boundaries for affordable housing units. The Specific Plan area is within the UPPA boundaries. Although most of the land within the project boundaries is currently zoned for Industrial Business Park uses, a 10-acre parcel is identified for 200 housing units. Analysis A. The Millennium Specific Plan The current zoning designation for the properties within the Specific Plan boundaries is "Planned Community Overlay District" (PCD). This zoning designation encourages master planning for coordinated land uses on properties over 100 acres. In order to comply with the zoning designation, the applicant has prepared a Specific Plan for City review. The Millennium Specific Plan document has been prepared in accordance with State Government Code Section 65450-65457, which sets standards for document content and provides direction for adoption. The plan, itself, must be consistent with the City's General Plan and must contain statements regarding the relationship of the Specific Plan to the City's General Plan. Statements regarding consistency are provided in the Specific Plan (pages 37-62), and staff supports the Specific Plan document as a means of identifying desirable land uses and development within this portion of the City. As proposed, the Specific Plan establishes a distinct land use pattern that provides a balance of both housing and employment opportunities as well as open space and recreation. Although each PA will be developed independently, language contained within the Specific Plan calls for each PA to develop with high quality design, support of the UCR/CSUSB Palm Desert campuses, coordinated parking areas and landscape theme, and pedestrian connectivity throughout the project area. The Specific Plan is compliant with State regulations and the City's Planned Community Overlay District. GAPlanning\Enc Ceja\Case Files\The North\City Council= - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 10 of 17 March 12, 2015 Staff supports the use of a Specific Plan to cover the 152 acres in this portion of the City. Infrastructure distribution, including sewer, water, electricity, natural gas, communications, solid waste and drainage, is also included in the document. Infrastructure for such utilities is available in the immediate vicinity and the utility companies have confirmed that existing services are adequate to serve the build -out of the Specific Plan boundaries. B. General Plan Amendment and Change of Zone The Specific Plan covers an area of approximately 152 acres. The current General Plan designation for most of this area is "Industrial — Business Park," with approximately eight (8) acres designated for "Mixed Use" at the southeastern portion of the project boundaries and approximately 42 acres for "Open Space" at the northeast corner of Portola Avenue and Gerald Ford Drive. The General Plan Amendment would change these designations to Medium Density Residential, Community Commercial, Regional Commercial, Business Park, High Density Residential, and Open Space. The current zoning designations for the Specific Plan project area are Planned Residential (P.R. — 22) with a Planned Community Overlay District (P.C.D.). The P.C.D encourages the preparation of specific or master plans as a means of coordinating land uses. As proposed, the Specific Plan complies with the City's P.C.D. designation. The General Plan Amendment and Change of Zone applications are necessary to carry out the vision of the Specific Plan. The change of zone maintains higher density residential land use as desired by the UPPA and provides the City with land use designations for a regional park. The change of zone is consistent with existing zoning designations of surrounding properties and the UPPA and existing designations within the project area. C. Tentative Parcel Map 36792 Planning Area 2: Development standards and land uses within this PA will conform to the City's zoning ordinance. No special development standards are proposed for this PA. Staff supports a change of zone from Planned Community Overlay District (P.C.D) to General Commercial (C-1) at this location as the smaller parcel size is ideal for convenience retail and personal services, and is in close proximity to residential land uses that can support commercial businesses at this location. A Precise Plan will be submitted at a later date for Planning Commission review and approval prior to development of PA2. PA2 is bounded by public streets to the south and west and PA1 to the north and east. A pedestrian access way between PA1 and PA2 is provided to facilitate pedestrian mobility and reduce the number or vehicle trips generated between the two sites. This access will be gated for residents of PA1 and residents will be given a key or key code to use the connection. Staff is very supportive of this path as it provides better GAPianning\Eric Ceja\Case Files\The North\City Council\CC - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 11 of 17 March 12, 2015 pedestrian connectivity between the two PAs and establishes the pedestrian connectivity desired throughout the Specific Plan boundaries. Planning Area 3, 5, and 6: PA3 will be zoned Planned Regional Commercial (PC3) and the parcel size is similar to other regional commercial developments within the City. The proposed development standards for PA3 conform to the Zoning Ordinance development standards for a PC3 zoning district, with the exception of a 50-foot height limit for hotel development. The maximum building height in the PC3 zoning district is 35 feet. Staff is supportive of the height increase, only for hotel development, as existing hotels in the vicinity were approved at 42 feet (Hampton Inn) and 56 feet (Fairfield Inn) in height. In addition, the distance of the parcel from existing residential development limits impacts on surrounding views. The parcel will also be partially screened from residents to the west by the eventual Portola Avenue interchange. Final site design and architectural plans will also need to be submitted prior to development of PA3, which will allow staff and the Planning Commission to evaluate sight lines, building massing and aesthetics, and impacts of taller building developments. Staff also supports application of the City's Freeway Commercial Overlay Zone (FCOZ) on PA3 as it is adjacent to the future Portola Avenue Interchange. The FCOZ allows for a greater number of uses, including hotel and drive-thru restaurants, which are well suited land uses for both freeway traffic and surrounding residential land uses. Application of the City's FCOZ on PA3 is similar to other freeway adjacent commercial centers in the City including Monterey Shore Shopping Center and Desert Country Plaza. PA5 and PA6 will be zoned Planned District Commercial (PC2). This zoning district permits the greatest diversity of commercial land uses and is ideal for commercial parcels in close proximity to residential development. It is anticipated that since these parcels are not adjacent to the Cook Street interchange, they will develop to serve the existing and future residents in the area. Since hotel development is a permitted use in the PC2 zone, potential exists for freeway oriented hotel development. Staff supports the proposed zone change from Planned Residential — 22 (PR — 22) to Planned District Commercial (PC2) at these locations. Staff also supports the option of PA5 and PA6 to utilize the City's Mixed Use Overlay Zone (MUOZ). Currently, the City's General Plan identifies this general area for eight (8) acres of mixed use development. Keeping the potential option for mixed use in the area is ideal as the properties are adjacent to existing commercial development, are situated between future residential and commercial developments, and are in close proximity to the UCR/CSUSB Palm Desert campuses and freeway access. Staff has requested a condition that the Change of Zone application for PA5 and PA6 includes the MUOZ. Planning Area 4: PA4 consists of 10 acres located along the north side of Technology Drive on the eastern portion of the Project Area. PA4 will be zoned Service Industrial GAPlanningTric Ceja\Case Files\The North\City Council\CC - Millennium Staff Report.doc Staff Report DA/S P/G PA/CZ/EA Page 12 of 17 March 12, 2015 14-332; TPM 36792; TTM 36793: The Millennium and it is anticipated to develop as a business park. No special development standards are proposed for this PA. Staff supports a change of zone from Planned Community Overlay District (P.C.D) to Service Industrial (SI) at this location as it is in close proximity to the UCR/CSUSB Palm Desert campuses, lacks visibility along major roadways that traditional commercial development requires, and provides additional employment opportunities to residents. A Precise Plan will be submitted at a later date for Planning Commission review and approval prior to development of PA4. Planning Area 7 and 8: PA7 and PA8 will be zoned Planned Residential — 22 units per acre (PR — 22). The proposed density conforms to the existing zoning designations within the project boundaries. The Specific Plan proposes development standards similar to the development standards established for PR zones with the exception of maximum building height and maximum number of stories. Standard Existing Code Specific Plan Maximum Building Height 24 feet 40 eet Maximum # of Stories 2 3 Staff supports granting additional building height and an additional story at this location. The sites are at a lower grade than surrounding parcels outside of the Specific Plan boundaries, and the additional heights are more in line with existing and proposed multi -story development in the vicinity. In addition, increases in the building height will help achieve the desired densities for the parcels while also preserving land for open space and residential amenities. The increase in the maximum building height allows for more imaginative architectural design and is in keeping with the P.R. zoning designation, which encourages innovative and unique developments. Generally, staff supports the increases in density, height and the number of stories within the Specific Plan boundaries. One of the objectives of the Specific Plan is to encourage non -vehicular travel between the different Planning Areas. The additional density, height and stories requested help achieve this objective by concentrating a greater number of uses, residents, and employment opportunities in close proximity to one another. The proximity of such uses and the emphasis of providing non -vehicular routes of travel can only be achieved by locating more compact development within a smaller land area. Therefore, staff supports the applicant's request for more intense land uses in this area as a means of meeting the Specific Plan's objectives. Final site design, building design, architecture and orientation are yet to be proposed, and the applicant will need to submit a Precise Plan application for staff and Planning Commission review prior to development of PA7 or PA8. Planning Area 9: PA9 consists of 27 acres located in the middle of the Specific Plan boundaries. PA9 is proposed to be zoned "Open Space" for the future development of a regional park. The parcel is part of the proposed Land Swap Agreement. Exact timing for development of the park is unknown; however, development of the park is not GAPlanning\Eric Ceja\Case Files\The North\City CouncihCC - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 13 of 17 March 12, 2015 expected until more homes are built in the area. Final design and park layout will be reviewed at a later date by the City's Parks and Recreation Commission. D. Tentative Tract Map 36793 and Planning Area 1 Planning Area 1 PA1 will be zoned Planned Residential — six (6) dwelling units per acre. The proposed density is in keeping with the density of surrounding residential developments, which are 5 units per acre. Staff supports this density at this location as it helps to transition from the lower density single-family subdivisions to the west to the denser multi -family developments proposed to the east. The Planned Residential (PR) zoning district encourages flexibility, creativity, and imaginative designs for a mixture of residential densities and housing types. The PR zone also contains specific development standards for two-story homes, minimum yard separation, and private road widths. Although design criteria are established in the zoning ordinance, a Specific Plan may provide alternative standards within the project area that supersede the zoning ordinance. The proposed development standards for PA1 generally conform to the development standards of the PR zone; however, the Specific Plan permits two-story homes at 27 feet in height, whereas the zoning ordinance limits two-story homes to 24 feet in height. Staff is supportive of the 3-foot increase in building height as not all homes within PA1 will be two-story, homeowners within the PA will be informed of the potential for two-story homes, and the additional building height allows for greater flexibility in building design and architecture. In addition, the applicant has indicated that PA1 will be a mixture of single -story and second -story homes. Some second -story homes will be included in the larger lot sizes but most will be concentrated on the smaller lots located along the Dinah Shore Drive extension. Concentration of second -story homes along Dinah Shore Drive is ideal as it is the lowest elevation of PA1. Building massing and home design along this portion of Dinah Shore Drive also help to slow traffic and establish the area as a residential community. Tentative Tract Map 36793 PA1 will be subdivided into 166 single-family home lots with the approval of Tentative Tract Map 36793. The subdivision will contain a mixture of three distinct lot sizes and product types (Attachment 10). The larger lots, at a minimum of 7,200 square feet, are located along the southern and western portion of the PA. These lots will predominately be for single -story homes with 15-foot minimum front yard setbacks, 20-foot minimum rear yard setbacks, and 5-foot minimum side yard setbacks. These setback standards are in line with the City's development standards for single-family home development. 5,000 square foot lots are located in the middle portion and along the northwest corner of the PA. These lots will have a mixture of single -story and two-story detached homes. GAPlanning\Eric Ceja\Case Files\The North\City Council=- Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 14 of 17 March 12, 2015 The setback standards include 10-foot front yard, 20-foot rear yard, and a 5-foot side yard setback. These setback standards are in line with the City's development standards for single-family home development and are similar to setbacks of nearby residential development. 3,200 square foot lots are located along the extension of Dinah Shore Drive. The smaller lots provide a unique configuration with vehicular access to homes via an auto - court. The design and use of auto -courts is well established with the Spanish Walk development in the City of Palm Desert. Setbacks for these lots will be a minimum of 3 feet from the front yard (which faces the auto -court), 15-foot side yard setback and 10- foot minimum rear yard setbacks. Design of these homes is expected to be predominately two -stories. Architecture, landscaping and perimeter wall designs will be subject to the Planning Division's Architectural Review application. The applicant, prior to grading or construction homes or infrastructure improvements, will be required to receive approval from the City's Architectural Review Commission. E. Land Exchange Staff supports the concept of the land exchange of 34 acres of City -owned land for 37 acres of land owned by the applicant, and a dedicated 3.5-acre parcel to accommodate the future Portola Avenue Interchange. The City -owned parcels are located adjacent to the future Portola Avenue Interchange, but the land at this location is better suited for commercial development. The City is receiving a net of 37 acres as additional acres are being used to accommodate the road extensions for Dinah Shore Drive and Technology Drive. The 37 acres that the City receives are located in the middle of the project boundaries and adjacent to residential uses. The property has better visibility along Dinah Shore Drive and Gerald Ford Drive, has vehicular access from Dinah Shore Drive and Technology Drive, and has better pedestrian access since it abuts residential property, than the parcel adjacent to the interchange. The City completed an appraisal for the parcels to be swapped. The appraisal identified that the parcels to be exchanged were equal in value based on their current zoning designations. The City Council is the only body that can approve a land exchange such as the one proposed here. As of the date of preparation of this report, staff does not recommend that the land exchange be consummated, since one of the minor parties involved has outstanding obligations to the City on another project. Staff suggests that the City Council not approve of the land exchange until all involved parties are in good standing with the City regarding compliance with the Palm Desert Municipal Code. G:\Planning\Eric Ceja\Case Files\The North\City Council= - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 15 of 17 March 12, 2015 Environmental Review For the purposes of CEQA, the Director of Community Development has determined that the proposed project will not have a significant negative impact on the environment and staff has prepared Mitigated Negative Declaration (MND of Environmental Impact). The initial study and MND are attached as part of this report and filing of the MND has occurred in accordance with CEQA Guidelines. Findings of Approval 1. That the density of the proposed subdivision is consistent with applicable general and specific plans. The project includes a mix of housing densities inclusive of single-family detached homes and multi -family apartment units with affordable housing components. General Plan Land Use Element Residential Goal 1 proposes that'A balanced range of housing types, densities and affordabilities that accommodate existing and future residents across all socio-economic sectors of the community." The Specific Plan, and the parcel and tract maps that initiate the subdivision of land within the project boundaries, comply with this General Plan Goal in that sixty-six (66) affordable housing units will be provided by the developer upon completion of the project and the City will construct up to 200 units for affordable housing. The single-family portion of the Specific Plan also provides a mix of product types and lot sizes. The diverse range of housing types within the project area complies with this goal and the mix of densities is consistent with the City General Plan. The project is also within the University Park Planning Area (UPPA), which is a special study area intended to build on synergies created by the proximity of the UCR/CSUSB Palm Desert campuses. As such, the UPPA calls for a wide range of residential, commercial, resort, business park and institutional uses within the planning area. Higher residential densities are applied to accommodate a greater number of residents closer to the universities. The Specific Plan provides guidelines for the inclusion of a mix of housing types and densities, including densities that comply with the City's Medium High Density Overlay. As proposed, the project conforms to densities of the UPPA. 2. That the design or improvement of the proposed subdivision is consistent with applicable general and specific plans. The design and improvements of the parcel and tract maps have been reviewed by the Planning Department, Fire Department, and Public Works Department for consistency with the General Plan and emergency services. The lot sizes, street and utility improvements, circulation patterns, and drainage improvements meet all requirements of the General Plan. All existing perimeter streets are in conformance with the General Plan and minor striping and roadway dedication is needed to complete existing street. G:\Planning\Enc Ceja\Case Files\The North\City Council= - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 16 of 17 March 12, 2015 In addition, the applicant will complete Dinah Shore Drive and Technology Drive to their ultimate build -out. Internal project streets that serve Tentative Tract Map 36793 conform to City standards and are consistent with adjoining residential developments. 3. That the site is physically suitable for the type of development. The 152 acres contained in the Millennium Specific Plan is suitable for the development proposed. Environmental, cultural, and other special studies were prepared for lands within the project area. No environmental issues were identified that would indicate that development in this area would be unsuitable. In addition, existing commercial and residential developments have successfully constructed similar types of development in the immediate vicinity. No obstacles to development of surrounding subdivisions were experienced and, due to the proximity and similarity of the proposed development, it's reasonable to conclude that the site is physically suitable for it. The property is suitable for the proposed development as conditioned and mitigated as described in the draft Initial Study and Environmental Assessment. 4. That the site is physically suitable for the proposed density of development. The project area borders existing single-family development to the west and existing commercial development to the east. As proposed, the site layout and distribution of land uses are consistent with surrounding development. The Specific Plan proposed commercial and hotel development within the eastern portion of the project area at heights and intensities similar to existing commercial and hotel uses in the vicinity. The Specific Plan also proposes lower density single-family homes directly across from existing single-family homes. The proposed single-family home densities are similar to and compatible with surrounding single-family developments. In addition, the location of the lower density single-family within the western portion of the project area provides a buffer and transition to denser multi -family housing in the middle of the project area. The proposed project densities are similar to existing multi -family residential development within the UPPA. The proposed density for the multi -family site is consistent with the High Density Overlay zone provided in the UPPA. The location of the higher density residential uses is well suited as they are in close proximity to existing and future employment opportunities and recreational open space. The infrastructure, soils, and terrain serving the development will adequately support these densities. 5. That the design of the subdivision and the proposed improvements are not likely to cause substantial environmental damage or substantially and unavoidably injury to fish or wildlife or their habitat. For purposes of CEQA, a Mitigated Negative Declaration of Environmental Impact has been prepared. The design of the project will not cause substantial environmental damage or injure fish or wildlife or their habitat since the surrounding area has been G:\Planning\Enc Ceja\Case Files\The North\City Council\CC - Millennium Staff Report.doc Staff Report DA/SP/GPA/CZ/EA 14-332; TPM 36792; TTM 36793: The Millennium Page 17 of 17 March 12, 2015 developed with similar densities and limited wildlife is present at the site. Environmental studies performed at the site did not identify any endangered or sensitive species. In addition, the project will pay into the Coachella Valley Multi -Species Habitat Conservation fund for the development of raw land. 6. That the design of the subdivision or the type of improvements is not likely to cause serious public health problems. The design and layout of the 166 single-family lot subdivision are in compliance with all grading requirements and the properties will be developed in accordance with the Uniform California Building Code. Grade changes in the community are accommodated by the street layout and open space provided throughout the subdivision. Pedestrian access is provided to adjoining land uses and surrounding roadways, which decreases the need for vehicular traffic between adjoining properties. Mitigation measures are also in place to minimize air pollution on sensitive land uses located within 500-feet of Interstate 10. 7. That the design of the subdivision or the type of improvements will not conflict with easements, acquired by the public at large, for access through or use of, property within the proposed subdivision. The proposed project will utilize and enhance existing drainage easements located along the northern boundary of the project. The parcel map identifies the use of this area and will record an easement for drainage purposes. Improvements related to drainage will be provided to ensure the project area accommodates 100% of the 100- year storm. Surrounding perimeter City streets are built -out to the General Plan designation and the developer will complete Dinah Shore Drive and Technology Drive to their ultimate build -out. The City's Mid -Valley Bike Path will also be completed by the developer within the Project Area, providing additional access through and around the site. Pedestrian connections will also be provided throughout the project area. Submitted By: Z - 6;'_ Eric Ceja, A eociate Planner Depart mej3t .l= e ' -7 Lauri Aylaian, Director of Community eve opment M. Wohlmuth, City Manager Ceja\Case Files\The North\City Council\CC - Millennium Staff Report.doc RECEIVED CITY CLERK'S OFFICE PALM DESERT, CA 2015 MAR 12 PM 2: 16 March 12, 2015 Palm Desert City Council Dear City Council Members, I am the President of the Casablanca Owners Association located directly south of the Villa Portofino Development and directly south of the vacant property owned by Tom Tolkheim. As I am sure you are aware, we have lived with the elevated sand berms on Mr. Tolkheim's property for 15 years. We have come to you, the City Council, on a number of occasions in regards to this nuisance. At the time that the Villa Portofino property was acquired by Family Development, you advised them to come to an agreement with our Development, which they did. That property was then acquired by Comstock Homes. They have honored the agreement to the utmost. At the time they started to grade their property, it is our understanding that Mr. Tolkheim was offered to have his property graded by them. He refused. We were advised back in November that Mr. Tolkheim was applying to the City of Palm Desert for permits to start building a new development on another property and had been advised that the permits would be withheld until he graded this property. I am now told that the City has backed off from that stance. We are imploring you to continue with this requirement. As said, we have lived with this nuisance for far too long. Family Development was prepared to rectify this problem as was Comstock Homes. We feel that Mr. Tolkheim has taken a retaliatory position in this and we are suffering the effects. We believe you should continue to support City Staff's original position that Mr. Tolkheim not be granted new permits until he fulfills his grading commitment at Villa Portofino. If he is granted a new permit there will be no incentive to do the desperately needed grading. Please take this in consideration as you make your decisions this evening. Thank you for your consideration, Gail Christiansen President Casablanca Owners Association .•�C�u9. wii iv ORDINANCE NO. a ' AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING THE MILLENNIUM PALM DESERT SPECIFIC PLAN, DEVELOPMENT AGREEMENT 14-332, AND ADOPTING A MITIGATED NEGATIVE DECLARATION FOR THE DEVELOPMENT OF A MULTI -USE PROJECT ON 152 ACRES LOCATED NORTH OF GERALD FORD DRIVE, EAST OF TECHNOLOGY DRIVE, WEST OF PORTOLA AVENUE, AND SOUTH OF UNION PACIFIC RAILROAD CASE NO: SP/DA/EA 14-332 WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 171h day of February, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of the above noted and adopted Planning Commission Resolution 2645 recommending approval of The Millennium Palm Desert Specific Plan and supporting applications, to the City Council; and WHEREAS, the City Council of the City of Palm Desert, California, did on the 12tn day of March, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of The Millennium Palm Desert Specific Plan, Development Agreement 14-332, and adopting a Mitigated Negative Declaration for the above noted project; and WHEREAS, said applications have complied with the requirements of the "City of Palm Desert Procedure for Implementation of the California Environmental Quality Act," Resolution No. 2014-41, the Director of Community Development has determined that the project will not have a negative impact on the environment and that a mitigated negative declaration can be adopted; and WHEREAS, at said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did find the following facts and reasons to exist to justify the approval of said request: The Millennium Palm Desert Specific Plan, Development Agreement, General Plan Amendment, Change of Zone, Tentative Parcel Map 36792, and Tentative Tract Map 36793, as proposed, are consistent with the goals and policies of the Palm Desert General Plan including that the project will provide alternate means of transportation, development of a segment of the Mid -Valley Bike Path, provide additional affordable housing units, provide local employment centers in close proximity to residential land uses, increase the City's sales tax base, and provide recreational open space. 2. The Millennium Palm Desert Specific Plan complies with provisions of the University Park Planning Area in that the plan provides a balance of land use intensities and open space, provides for efficient multi -modal interconnectivity, and complies with the "High -Density Overlay" provisions for the area. ORDINANCE NO. 1281 3. The Millennium Palm Desert Specific Plan will provide land use compatibility within the boundaries of the planning area and with adjacent properties as the proposed uses and development standards are similar to existing uses to the south, west and east. 4. The Millennium Palm Desert Specific Plan is suitable and appropriate for the property in that the property has been designated for commercial, industrial, residential and open space uses and that development will comply with applicable City standards and standards approved as part of the Specific Plan. 5. That the proposed Tentative Parcel Map and Tentative Tract Map are not detrimental to the public health, safety or general welfare, or be materially injurious to the surrounding properties or improvements in the City of Palm Desert. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AS FOLLOWS: 1. That the above recitations are true and correct and constitute the findings of the City Council in this case. 2. That the City Council does hereby approve the Millennium Palm Desert Specific Plan and Development Agreement, and adopt the Mitigated Negative Declaration, as proposed. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Palm Desert, California, at its regular meeting held on the 1P day of March, 2015, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: SUSAN MARIE WEBER, MAYOR U"n *IIts RACHELLE D. KLASSEN, CITY CLERK CITY OF PALM DESERT, CALIFORNIA \\srv-fl12k3\groups\P1anning\Eric Ceja\Case Files\The North\City CouncACC - SP DA EA Ord . . d0 (: X 2 ORDINANCE NO. 1281 DEVELOPMENT AGREEMENT BETWEEN THE CITY OF PALM DESERT, CALIFORNIA And PD 80 T&S, LLC, a Nebraska Limited Liability Company And Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company Dated: 4822-(X)01-0929.1 7 2 5(H).00882\9606407.6 DRA1- I' 3/6/15 15 ORDINANCE NO. 1281 RECORDING REQUESTED BY AND FOR RECORDER'S USE ONLY WHEN RECORDED MAIL TO: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: City Clerk Record for the Benefit of the City of Palm Desert Pursuant to Government Code Section 6103 (Space Above This Line Reserved for Recorder's Use Only) DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT ("Agreement") is made and entered into as of this day of , 2015, by and between the City of Palm Desert, California, a municipal corporation organized and existing under the laws of the State of California (the "City"), and PD 80 T&S, LLC, a Nebraska Limited Liability Company ("PD 80") and Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company ("PD Gateway")(PD 80 and PD Gateway are hereinafter collectively referred to as "Owner"), pursuant to the authority of Sections 65864 — 65869.5 of the California Government Code and the applicable provisions of the municipal code of the City of Palm Desert. The City and the Owner are hereinafter, from time to time, individually referred to in this Agreement as a "Party" and collectively referred to as the "Parties." RECITALS A. These Recitals refer to and utilize certain capitalized terms which are defined in this Agreement. The Parties intend to refer to those definitions in conjunction with the use thereof in these Recitals. B. California Government Code Sections 65864 through 65869.5, inclusive (the "Development Agreement Legislation"), authorize the City to enter into development agreements in connection with the development of real property within its jurisdiction. On August 22, 2013, the City enacted by Ordinance No. 1259, amending Municipal Code Section 25, and including Sections 25.78.060 (the "Development Agreement Ordinance"), which establishes procedures and requirements for the consideration of development agreements pursuant to the Development Agreement Legislation. C. City is currently the owner of two parcels of land, identified as Assessor's Parcel Nos. 694- 120-012 and 694-120-013, collectively "Current City Property", which parcels are generally located north and south of Technology Drive, on the east side of Portola Avenue. D. Owner, is currently the owner of multiple parcels of land located within the City. Specifically, PD Gateway is the owner of Assessor's Parcel Nos. 694-120-017-8, 694-190- 4822-W01-6929.1 2 72 500.00882\960640 7.6 DRAFT 3/6/15 ORDINANCE NO. 1281 064-7, 694-120-019-0 and 694-190-076-8 and PD 80 is the owner of Assessor's Parcel Nos. 694-120-015-6, 694-120-016-7 and 694-190-059-3, all of which shall collectively be referred to herein as "Current Owner Property," which parcels are generally located on the north side of Gerald Ford Drive, between Portola Avenue and Technology Drive. Owner is entitled to have filed the application for and to enter into this Agreement. The Project consists of the future development of the City Property and the Owner Property ("Project Property"). E. Concurrent with entering into this Agreement, City and Owner will enter into an Agreement For Exchange of Real Property ("Land Swap Agreement'), by which City and Owner will exchange portions of Current City Property for portions of Current Owner Property ("Exchange"). Upon completion of the Exchange, City will own parcels 8, 9 and E as described on Tentative Parcel Map 36792 ("City Property") and Owner will own parcels 1 through 7 on Tentative Parcel Map 36792 ("Owner Property"). F. The City Property and Owner Property are located at an important entry point to the City and the coordinated development of the Project pursuant to this Agreement represents an important and mutually beneficial economic development and land usage planning opportunity for the City and Owner. Owner desires to move forward with the Project in accordance with the Project Approvals. G. The City has determined that the development of the Project as contemplated by this Agreement is consistent with and in furtherance of the development goals, policies, general land uses and development programs of the City as set forth in the City's General Plan and is consistent with the Planned Residential and Planned Commercial Zones adopted on , 2015 by Ordinance No. affecting both the Owner Property and the City Property. H. City has further determined that entry into this Agreement will further the goals and objectives of the City's land use planning policies by, among other things, encouraging investment, providing precise and supplemental criteria for the uses, design, circulation and development of the City Property and Owner Property, including flexibility in land use options which may be altered in order to respond to future changes in the surrounding areas, eliminating uncertainty in planning for, and securing orderly processing and development of, the Project. The benefits conferred on the City by Owner herein will (i) insure consistent, comprehensive planning which will result in aesthetically pleasing, environmentally harmonious, and economically viable development within the City; (ii) provide for the creation of a high -quality, aesthetically pleasing entry statement for the City; (iii) provide affordable housing opportunities within the project boundaries; (iv) provide certain road and infrastructure improvements within the project boundaries; (v) create a vibrant mixed use project that enhances the community; and (vi) further the development objectives of the City in an orderly manner, all of which will significantly promote the health, safety and welfare of the residents of the City. 4822-0001-61Y29.1 3 72 5l H ).0088 2\9606407.6 DRAFT 3 6/15 ORDINANCE NO. 1281 In exchange for these benefits to the City, Owner desires to receive the assurance that it may proceed with the Project in accordance with the Project Approvals and at a rate of development of its choosing, subject to the terms and conditions contained in this Agreement. 1. By adopting this Agreement, the City Council has elected to exercise certain governmental powers at the present time rather than deferring such actions until an undetermined future date and has done so intending to bind the City and the City Council and intending to limit the City's future exercise of certain governmental powers, to the extent permitted by law. J. This Agreement has undergone extensive review by the City's staff, the Planning Commission and the City Council. K. To ensure that the intentions of the City and Owner with respect to the Project Approvals are carried out, the Parties desire voluntarily to enter into this Agreement to facilitate development of the Project, subject to the conditions and requirements included in this Agreement. NOW, THEREFORE, pursuant to the authority contained in the Development Agreement Legislation, and in consideration of the mutual covenants and promises of the Parties herein contained, the Parties agree as follows: AGREEMENT 1. Definitions. 1.1. Defined Terms. Each reference in this Agreement to any of the following terms shall have the meaning set forth below for each such term. 1.2. Affordable Housing Cost. The term "Affordable Housing Cost" means a housing cost which does not exceed 30 percent of the Gross Income of the household, and the term "housing cost" shall have the meaning ascribed to such term in Title 25 of the California Code of Regulations Section 6920, as such regulations may be amended from time to time, and the term "Gross Income" shall have the meaning ascribed to such term in Title 25 of the California Code of Regulations Section 6914, as such regulations may be amended from time to time. 1.3. Agreement. This Development Agreement. 1.4. Building Ordinances. Those building standards, of general and uniform application throughout the City and not imposed solely with respect to the Owner's Property, in effect from time to time that govern building and construction standards within the City, including, without limitation, the 4822-0001-6929.1 4 72 500.00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 City's building, plumbing, electrical, mechanical, grading, sign, and fire codes. 1.5. City Council. The legislative body of the City of Palm Desert. 1.6. City Property. Parcels 8, 9 and E as described on the final recorded form of Tentative Parcel Map 36792, attached hereto as Exhibit "C". 1.7. Current City Property The real property and any improvements thereon which are described in Exhibit "A" to this Agreement. 1.8. Current Owner Property. The real property and any improvements thereon which are described in Exhibit "B" of this Agreement. 1.9. Effective Date. The Effective Date of this Agreement shall be the date on which the Enacting Ordinance became effective, which shall be thirty (30) days from the date of the second reading of the Enacting Ordinance by the City Council. 1.10. Enacting Ordinance. Ordinance enacted by the City Council on , 2015, approving this Agreement. 1.11. Existing Land Use Ordinances. The Land Use Ordinances in effect as of the Effective Date. 1.12. Land Use Ordinances. The ordinances, resolutions, codes, rules, regulations and official policies of the City, governing the development of the Project, including but not limited to, the permitted uses of land, the density and intensity of use of land, and the timing of development, all as applicable to the development of the City Property and Owner Property. Specifically, but without limiting the generality of the foregoing, Land Use Ordinances shall include City's General Plan, the City's zoning ordinance and the City's subdivision code, but shall exclude the Building Ordinances. 1.13. Mortp;age. A mortgage, deed of trust, sale and leaseback arrangement in which all or a part of the Owner's Property, or an interest in it, is sold and leased back concurrently, or other transactions in which all or a part of the Owner's Property, or an interest in it, is pledged as security, contracted in good faith and for fair value. 1.14. Owner Property. Parcels 1 through 7 of the final recorded form of Tentative Parcel Map 36792. 1.15. Person or Family of Very Low, Low, or Moderate Income, or Very -Low Income Household, a Low Income Household, or a Moderate -Income 4822-W01-6929.1 5 725(H).00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 Household. Means a person, family or household meeting the income qualifications limits set forth in California Health and Safety Code Sections 50093, 50105, 50052.5, and 50053, and Title 25 of the California Code of Regulations Section 6910, et seq., as the case or context may require, as such statutes and regulations may be amended from time to time, and any successor statutes thereto. 1.16. Project. The development of residential, commercial, industrial and public buildings and facilities and associated amenities, and on -site and off -site improvements, as permitted under and described in the Project Approvals to be constructed on the City Property and Owner Property, as the same may hereafter be further refined, enhanced or modified pursuant to the provisions of this Agreement. 1.17. Project Approvals. Owner has applied for and obtained various environmental and land use approvals and entitlements related to the development of the Project, as described below. "Project Approvals" shall mean all of the approvals, plans and agreements described in this section 1.14: 1.15.1 Mitigated Negative Declaration MND 14-332 approved on 1.15.2 Tentative Track Map 36793 approved on 1.15.3 Development Agreement DA 14-332 approved only Ordinance No. 1.15.4 General Plan Amendment GPA 14-332 , approved on 1.15.5 Change of Zone CZ 14-332, approved on 1.15.6 Tentative Parcel Map No.36792, approved on 1.15.7 Specific Plan No. SP 14-332 approved on, 1.15.8 Subsequent Approvals. In order to develop the Project as contemplated in this Agreement, the Project may require land use approvals, entitlements, development permits, and use and/or construction approvals other than those listed in Sections 1.15.1 through 1.15.7, above, which may include, without limitation: development plans, amendments to applicable redevelopment plans, conditional use permits, variances, subdivision approvals, street abandonments, design review approvals, demolition permits, improvement agreements, infrastructure agreements, Fading permits, building permits, right-of-way permits, lot line adjustments, site plans, certificates of occupancy, parcel maps, lot splits, landscaping plans, master sign programs, transportation demand management programs, encroachment permits, and amendments 4822-M01-6929A 6 725(X).00882\9606407.6 DRAT`(' 3/6/15 ORDINANCR NO. 1281 thereto and to the Project Approvals (collectively, "Subsequent Approvals"). At such time as any Subsequent Approval applicable to the Property is approved by the City, then such Subsequent Approval shall become subject to all the terms and conditions of this Agreement applicable to Project Approvals and shall be treated as a Project Approval under this Development Agreement. 1.18. Stipulated Judgment. Stipulated Judgment is the Judgment pursuant to the stipulation filed with the Superior Court on May 15, 1994, and as subsequently amended, by and between the City of Palm Desert and all persons interested in the matter of the Redevelopment Plan for the Palm Desert Redevelopment Project Area No. 2 et. al. 2. Term, Amendment. 2.1 Term. The term of this Agreement (the "Term") shall commence on the Effective Date and shall terminate on the twenty (20) year anniversary date of the Effective Date, unless sooner terminated or extended as hereinafter provided. This Agreement may be extended by mutual consent of the Parties. 2.2 Extension of Term Due to Litigation. In the event that litigation is filed by a third party (defined to exclude City and Owner and any assignee or Transferee of Owner) which seeks to invalidate this Agreement or any of the Project Approvals, the Term shall be extended for a period equal to the length of time from the time a summons and complaint and/or petition are served on the defendant(s)/respondent(s) until the resolution of the matter is final and not subject to appeal. 2.3 Amendment. The Parties to this Agreement at their sole discretion and by their mutual written consent may from time to time amend the provisions and terms of this Agreement and the Exhibits hereto. Any amendment to this Agreement or the Exhibits hereto as provided herein shall be effected only upon compliance with the procedures for amendment, if any, required by the Development Agreement Legislation and the Development Agreement Ordinance. The City shall, after any such amendment takes effect, cause an appropriate notice of such amendment to be recorded in the official records of the County of Riverside. 3. General Development of the Project. 3.1 Land Swap Agreement. 4822-W01-6929. t 7 72 500.0088 2\9606407.6 DRAFT 3/6/1 S ORDINANCE NO. 1281 The City and Owner shall enter into a Land Swap Agreement concurrently with this Agreement resulting in the conveyance of the City Property totaling 36.4± acres, for 37t acres of the Owner Property identified as Parcel 8 and Parcel 9 of the recorded version of Tentative Parcel Map 36792. Pursuant to the Land Swap Agreement, the City shall, prior to the completion of the Exchange and at its expense, cause up to 3.5 acres of a portion of City Property, Assessor's Parcel No. 694-120-012, to be dedicated to the City for public right of way (Parcel E of Tentative Parcel Map 36792). The right of way is necessary for the construction of the Portola Avenue interchange at Interstate 10. The construction of the interchange, and any construction on the 3.5 acres of right of way, shall be the City's responsibility. The Owner shall not be required to contribute to the construction of any part of the interchange, however, this shall not be deemed a waiver or relief from payment of standard City -imposed development fees which may, in whole or in part, contribute to the construction of the interchange, which fees may include, but not be limited to TUMF fees and traffic mitigation fees. The Parties acknowledge that after the Exchange, a stockpile of dirt ("Dirt") will be located on Parcel E and Parcel 3. The City agrees that it shall dust seal the Dirt and that the Dirt located on Parcel 3 may be used by either the City or the Owner on a first come, first serve basis. The Parties agree that no Dirt may be exported from the Project Property without the prior written approval of both the City and Owner, except the City may export the Dirt for use on any portion of the future Portola/I10 Interchange. 3.2 Project. (a) The Project is defined and described in the Project Approvals, which specifies for the purpose of this Agreement all of the following aspects of the Project: (i) proposed land uses of all of the Property, including 9 separate planning areas ("Planning Areas") with unique development characteristics; (ii) the maximum (and probable) density and intensity of development of the Property and/or Planning Areas; (iii) certain requirements relating to access and traffic circulation within the Owner Property and City Property and/or Planning Areas; (iv) certain design guidelines relating to the construction of on -site and off -site improvements; (v) procedures for development within the Planning Areas. (b) Upon closing of the Land Swap Agreement, Owner shall have the vested right to develop Planning Areas 1 through 7, inclusive, of the Project in accordance with, and development of the Project during the Term shall be governed by, the Project Approvals and, to the extent not inconsistent with or modified by the Project Approvals, the Existing Land Use Ordinances. Except as provided in Section 4, Owner's right to develop Owner Property in accordance with this Section 3 shall be without regard to future ordinances, resolutions, rules, regulations and policies of the City or referenda of the voters of the City, 4822-0001-6929.1 8 725(X).00882\9606407.6 DRAFr 3i6n 5 ORDINANCE NO. 1281 including, without limitation, those with respect to moratoriums for utility service, other than ordinances, resolutions, rules, regulations and policies of the City which limit or condition the rate, timing or sequencing of development of the Property and which are required solely as a result of then existing shortages of utility service capacity or facilities. (c) City shall have the right, but not the obligation, to develop Planning Area 8 and 9 as affordable housing and a regional park site, subject to any reconfiguration of the parcels and changes in densities as deemed necessary by the City, and generally as described in the Project Approvals. The City shall, however, provide a landscaping buffer of at least 75 feet in width on the east side of Dinah Shore Drive, from Gerald Ford Drive to the roundabout (d) The Parties agree that the storm water drainage for all the Planning Areas must be coordinated. Upon closing of the Land Swap Agreement, the Owner and the City shall be responsible for the costs associated with the construction of drainage facilities on their properties, except as provided herein. The Parties further agree that a centralized storm water drainage system which utilizes the existing drainage ditch identified as Assessor's Parcel No. 694-120-017, and extends that drainage ditch along the northern property line of Assessor's Parcel No. 694-120-012 is the preferred alternative for centralized storm water drainage. The Owner has prepared, and the City has reviewed and approved, a comprehensive hydrology study dated for all the properties involved in this Agreement. The City shall allow drainage across or under Planning Areas 8 and/or 9, consistent with the approved hydrology plan and as indicated in the Tentative Parcel Map 36792, to implement the storm water drainage plan. The Owner shall cause to be constructed, at its expense, any facilities required to convey storm water from its property to the aforementioned drainage ditch or retention basins on City's property. The costs associated with improvements within the drainage ditch and the retention basins on Planning Area 9 shall also be borne by Owner. The Owner shall be responsible for construction and costs associated with the drainage of Planning Areas 1 through 7, including any and all facilities in the ditch and across Planning Area 9. The City shall be responsible for final drainage construction for Planning Areas 8 and 9, except for retention basins on Planning Area 9. Concurrent with the recording of the final version of Tentative Parcel Map 36792, Owner shall record Conditions Covenants and Restrictions, in a from approved by City, requiring Owner, its successors and assigns to maintain the its drainage facilities across City's property and in the ditch, and reimburse the City for maintenance of the retention basins on Planning Area 9. After completion of City's development of Planning Area 9, Owner shall reimburse City for 100% of maintenance of westerly retention basin but only for its fair share of on -going maintenance of the easterly retention basin on Planning Area 9. (e) The Parties acknowledge that the City plans to construct a regional park on Planning Area 9. The City will consult with Owner in the development of the park master plan, and consider the Owner's comments in its design of park improvements. The Parties further acknowledge that soccer, baseball or other sports fields may be part of the park plan. The City agrees that the placement of night -lighting for said sports fields could be detrimental to the enjoyment of private property used for residential purposes within the Specific Plan. The City therefore agrees that all lighting plans for Planning Area 9 shall be 4822-0001-6929.1 9 72500.00882\9606407.6 URAF r 3/6/15 ORDINANCE NO. 1281 submitted to the Owner for review and that the City shall use reasonable efforts to minimize adverse impacts associated with lighting of the sports fields, consistent with providing appropriate lighting. All lighting plans shall be subject to the City's Outdoor Lighting Requirements. The City further agrees that it will maintain the Planning Area as native desert until the City is prepared to develop the park site. Should the Coachella Valley Water District request that well site(s) be provided within the Project boundaries, the City at its sole expense shall provide no more than one (1) well site within Planning Area 9. The Parties acknowledge that any and all fees paid by the Owner toward its Quimby Fees as set forth in California Government Code Section 66477 et seq., may be applied to the purchase and/or construction of Planning Area 9 park facilities. (f) The Parties acknowledge that street improvements relating to the extension of Technology Drive and Dinah Shore Drive (extended) will be necessary to implement the Project. Improvement of streets within the Project is expected to occur concurrent with development of adjacent parcels. The Parties agree that half -street improvements will be the responsibility of the Party whose property abuts said street. All street improvements shall be completed to the satisfaction of the Public Works Director. The Parties further agree that should the Owner complete these improvements to provide access to any portion of the Project in advance of the development of any portion of Planning Areas 8 or 9 by the City, the City shall reimburse the Owner for the City's fair share of the approved soft and hard cost of the improvements. Reimbursement shall be made to the Owner within 60 days of submittal of an invoice to the City. Should the City improve roadways within the Project to serve Planning Areas 8 and/or 9, the Owner shall reimburse the City, within 60 days of submittal of an invoice, the Owner's fair share of these improvements when the road improvement work is complete. Failure of either Party to timely pay the approved soft and hard cost of the improvements contemplated by this Section 3.1 (f) shall be an Event of Default under Section 7. The City agrees that Owner shall have no obligation to bond for any City Property to be improved by Owner. (g) The Parties acknowledge that as of the Effective Date, the Housing Element of the Palm Desert General Plan identifies the need for affordable housing units on the Owner Property. These units are included in the Housing Element as a result of the City's previous Regional Housing Need Assessment and the provisions of the Stipulated Judgment. The Owner agrees to develop, at its sole discretion and expense, affordable rental housing in Planning Area 7. The Owner further agrees to construct 6.66% (approximately 22 units) of the total number of units in this Planning Area to be affordable to very low income households, 6.67% affordable to low income households (approximately 22 units), and 6.67% (approximately 22 units) of these units to be affordable to moderate income households. Such units shall be available at an Affordable Housing Cost relative to the income category. Owner agrees to enter into a housing agreement with City further defining the affordable component. Such agreement shall be entered into prior to the approval of a precise plan application for Planning Area 7. No affordable housing shall be required to be built within Planning Area 1. Should the Stipulated Judgment be reversed, terminated or otherwise eliminated as a City obligation, the City and Owner will negotiate in good faith regarding an affordable housing 4822-M01-6929.1 10 725M.00882\9606407.6 DRAFT 3/6/1 S ORDINANCE NO. 1281 requirement for Owner's Property, consistent with any city-wide affordable housing requirement. Any requirement imposed on Planning Area 1 shall be in lieu fees only; no affordable housing shall be required to be built on Planning Area 1. (h) The Parties acknowledge the City has adopted the Coachella Valley Association of Governments (CVAG) Non -Motorized Transportation Plan which includes plans for a multi -use path to be constructed along the City's northern boundary. The path is referred to as the Mid -Valley Bike Path ("MVBP") which abuts and is within the Project boundaries of the Specific Plan. The Owner, at its sole discretion, shall either pay reasonable in lieu fees ($772,504) for the construction of the MVBP along the full northern boundary of the Project from Technology Drive to Portola Avenue or construct the MVBP to City standards, which standards shall be consistent with the construction quality of the MVBP in its entirety, prior to the issuance of the eightieth (80) building permit for Planning Area 1, assuming that the MVBP has been fully designed and approved by the City. In the event the City has not fully designed and approved the MVBP at the time of the issuance of the eightieth (80) building permit, the Parties shall renegotiate the timing on the construction or payment of the in lieu fee. The Owner shall not be responsible for the construction of any other facilities or fees associated with the MVBP. (i) Owner shall install a traffic signal at Portola Avenue and Dinah Shore Drive prior to any access being granted to the extension of Dinah Shore Drive. The cost of the installation of the traffic signal shall be shared equally between the City and Owner. Owner shall not be required to pay any signal fees for the Project. 3.3 Project Timing; Construction Entitlement. The Parties acknowledge that neither the City nor the Owner can at this time predict when or the rate at which or the order in which parts of the Project will be developed. Such decisions depend upon numerous factors which are not within the control of City or Owner, such as market orientation and demand, interest rates, competition and other similar factors. In particular, and not in any limitation of any of the foregoing, since the California Supreme Court held in Pardee Construction Co. v. City of*Camarillo (1984) 37 Cal.3d 465, that failure of the parties therein to consider and expressly provide for the timing of development resulted in a later -adopted initiative restricting the timing of development to prevail over such parties' agreement, it is the Parties' desire to avoid that result by acknowledging that, unless otherwise provided for in this Agreement, Owner shall have the vested right to develop the Project in such order and at such rate and at such times as Owner deems appropriate in the exercise of its business judgment, provided that Owner is in compliance with the Project Approvals. Therefore, the Parties hereto acknowledge and expressly agree that Owner is hereby granted by the City the vested and guaranteed right to develop the Project pursuant to the Project Approvals and at such rate and at such times as Owner deems appropriate within the exercise of its sole subjective business judgment. Furthermore, Owner acknowledges and expressly agrees that the City has the option to develop Planning Areas 8 and 9 at such rate and at such times as City deems appropriate within the exercise of its sole subjective judgment. 4822-(H)01-6929.1 1 l 72 S(A).00882\9b0G407. G DRAT 3/6/15 ORDINANCE NO. 1281 City expressly agrees that Owner shall be entitled to apply for precise plans, subdivision maps, building permits, occupancy certificates and other land use and development entitlements for its use at any time provided that such application is made in accordance with the Project Approvals and this Agreement. Notwithstanding any provisions to the contrary in this Agreement or the Existing Land Use Ordinances, Owner shall have the right, but not the obligation, to obtain from the City, all necessary approvals, consents, permits, or other entitlements for the construction of the maximum number of square feet of gross floor area or maximum number of dwelling units of any permitted use under the Specific Plan specified with respect to any designated Planning Area set forth in the Specific Plan. 3.4 Buildini Permits and Other Approvals and Permits. Subject to (a) Owner's compliance with this Agreement, the Project Approvals , the Existing Land Use Ordinances and the Building Ordinances, and (b) payment of the usual and customary fees and charges of general application charged for the processing of such applications, permits and certificates and for any utility connection, or similar fees and charges of general application, the City shall process and issue to Owner promptly upon application therefor all necessary use permits, building permits, occupancy certificates, and other required permits for the construction, use and occupancy of the Project, or any portion thereof, as applied for, including connection to all utility systems under the City's jurisdiction and control (to the extent that such connections are physically feasible and that such utility systems are capable of adequately servicing the Project). 3.5 Procedures and Standards. The standards for granting or withholding permits or approvals required hereunder in connection with the development of the Project shall be governed as provided herein by the standards, tenns and conditions of this Agreement and the Development Plan, and to the extent not inconsistent therewith, the Existing Land Use Ordinances, but the procedures for processing applications for such permits or approvals (including the usual and customary fees of general application charged for such processing) shall be governed by such ordinances and regulations as may then be applicable and which are consistent with the Project Approvals. 3.6 Effect of Agreement. This Agreement shall constitute a part of the Enacting Ordinance, as if incorporated by reference therein in full. The Parties acknowledge that this Agreement grants Owner the right to develop the Project pursuant to specified and known criteria and rules as set forth in the Project Approvals and the Existing Land Use Ordinances, and to grant the City and the residents of the City certain benefits which they otherwise would not receive. This Agreement shall be binding upon the City and its successors in accordance with and subject to its tenns and conditions notwithstanding any subsequent action of the City, whether taken by ordinance or resolution of the City Council, by referenda, initiative, or 4822-W01-6929.1 12 72500.00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 otherwise. The Parties acknowledge and agree that by entering into this Agreement and relying thereupon, the Owner has obtained, subject to the terms and conditions of this Agreement, a vested right to proceed with its development of the Project in accordance with the proposed uses of both the Owner Property as well as the City Property, the density and intensity of development of both the Owner Property as well as the City the Property and the requirements and guidelines for the construction or provision of on -site and off -site improvements as set forth in the Project Approvals and the Existing Land Use Ordinances, and the timing provisions of Section 3.3, and the City has entered into this in order to secure the public benefits conferred upon it hereunder which are essential to alleviate current and potential problems in the City and to protect the public health, safety and welfare of the City and its residents, and this Agreement is an essential element in the achievement of those goals. If any City law, including ordinances, resolutions, rules, regulations, standards, policies, conditions and specifications (collectively "City Laws") are enacted or imposed by a citizen -sponsored initiative or referendum, or by the City Council directly or indirectly in connection with any proposed initiative or referendum, which City Law would conflict with this Agreement, such City Law shall not apply to the Project Property or Project. The Parties, however, acknowledge that the City's approval of this Agreement and the City Approvals are legislative actions subject to referendum. Without limiting the generality of the foregoing, no moratorium or other limitation whether relating to the rate, timing, phasing or sequencing of development affecting subdivision maps, building permits, or other Subsequent Approvals shall apply to the Project Property or Project. Owner agrees and understands that the City does not have authority or jurisdiction over another public agency's authority to grant a moratorium or to impose any other limitation that may affect the Project Property or Project. 3.7 Operating Memoranda. Owner and City acknowledge that the provisions of this Agreement require a close degree of cooperation between Owner and City, and that refinements and further development of the Project may demonstrate that changes or additional provisions are appropriate with respect to the details of performance of the Parties under this Agreement in order to effectuate the purpose of this Agreement and the intent of the Parties with respect thereto. If and when, from time to time, the Parties find that such changes or additional provisions are necessary or appropriate, and subject to the provisions of the next succeeding sentence, they shall effectuate such changes or provide for such additional provisions through operating memoranda to be approved in good faith by the Parties, which, after execution, shall guide implementation of this Agreement and may be further changed or supplemented from time to time as necessary, with further good faith approval of Owner and City. Upon receipt by the City of an opinion of the City Attorney to the effect that the subject matter of such operating memoranda does not require the amendment of this Agreement in the manner provided in Section 65868 of the California Government Code, then no such operating memoranda shall require prior notice or hearing, or constitute an amendment to this Agreement; and in the case of the City, such operating memoranda may be approved and executed by its City Manager without further action of the City Council. Failure of the Parties to enter into any such 4922-M01-6929.1 13 725(x).00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 operating memoranda shall not affect or abrogate any of the rights, duties or obligations of the Parties hereunder or the provisions of this Agreement. 4. Specific Criteria Applicable to Development of the Project. 4.1 Applicable Ordinances. Except as set forth in the Project Approvals and subject to the provisions of Section 4.2 below, the Existing Land Use Ordinances shall govern the development of the Property hereunder and the granting or withholding of all permits or approvals required to develop the Property; provided, however, that (a) Owner shall be subject to all changes in processing, inspection and plan -check fees and charges imposed by City in connection with the processing of applications for development and construction upon the Property so long as such fees and charges are of general application and are not imposed solely with respect to the Project Property; (b) Owner shall abide by the Building Ordinances in effect at the time of such applications; and (c) Development Impact Fees to be paid by Owner during the first two (2) years of this Agreement shall be those in effect at the Effective Date of this Agreement. 4.2 Amendment to Applicable Ordinances. Any change to the Existing Land Use Ordinances that conflicts with the Project Approvals shall nonetheless apply to the Project Property if, and only if (i) it is consented to in writing by Owner in Owner's sole and absolute discretion; (ii) it is determined by City and evidenced through findings adopted by the City Council that the change or provision is reasonably required in order to prevent a condition dangerous to the public health or safety; (iii) it is required by changes in State or Federal law; (iv) it consists of changes in, or new fees permitted by, Section 4.l;or (v) it is otherwise expressly permitted by this Agreement. In the event that the City zoning ordinance is amended by the City in a manner which provides more favorable site development standards for the Project Property or any part thereof than those in effect as of the Effective Date, Owner shall have the right to notify the City in writing of its desire to be subject to all or any such new standards for the remaining term of this Agreement. If City agrees, by resolution of the City Council, such new standards shall become applicable to the Project Property or portions thereof. Should City thereafter amend such new standards, upon the effective date of such amendment, the original new standards shall continue to apply to the Project Property as provided above, but Owner may notify City in writing of its desire to be subject to all or any such amended new standards and City shall agree in the manner above provided to apply such amended new standards to the Project Property. 4.3 Easements; Abandonments. City shall cooperate with Owner in connection with any arrangements for abandoning existing utility or other easements and the relocation thereof or creation of any new easements within the Project Property necessary or appropriate in connection with the development of the Project; and if any such easement is owned by City, City shall, at the request of Owner and in the manner and to the extent permitted by law, take such action and execute 4822-0001-6929.1 14 72500.00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 such documents as may be necessary to abandon existing easements and relocate them, as necessary or appropriate in connection with the development of the Project, all at the cost and expense of the Owner. In addition, to the extent that temporary or permanent easements on property adjacent or in close proximity to the Project Property will be required in order for Owner to develop all or portions of the Project, the City shall cooperate with Owner in efforts to obtain or secure any such required easements. 5. Periodic Review of Compliance. In accordance with Govt. Code Section 65865.1, the Director of Community Development shall review this Agreement at least each calendar year during the term of this Agreement. At such periodic reviews, Owner and City must demonstrate their good faith compliance with the terms of this Agreement. Owner and City agree to furnish such evidence of good faith compliance. 6. Permitted Delays, Supersedure by Subsequent Laws. 6.1 Permitted Delays. In addition to any other provisions of this Agreement with respect to delay, Owner and City shall be excused from perfonnance of their obligations hereunder during any period of delay caused by acts of mother nature, civil commotion, riots, strikes, picketing, or other labor disputes, shortage of materials or supplies, or damage to or prevention of work in process by reason of fire, floods, earthquake, or other casualties, litigation, acts or neglect of the other party, any referendum elections held on the Enacting Ordinance, or the Land Use Ordinances, or any other ordinance effecting the Project or the approvals, permits or other entitlements related thereto, or restrictions imposed or mandated by governmental or quasi- goverunental entities, enactment of conflicting provisions of the Constitution or laws of the United States of America or the State of California or any codes, statutes, regulations or executive mandates promulgated thereunder (collectively, "Laws"), orders of courts of competent jurisdiction, or any other cause similar or dissimilar to the foregoing beyond the reasonable control of City or Owner, as applicable. Each Party shall promptly notify the other Party of any delay hereunder as soon as possible after the same has been ascertained. The time of perfonnance of such obligations shall be extended by the period of any delay hereunder. 6.2 Supersedure of Subsequent Laws or Judicial Action. The provisions of this Agreement shall, to the extent feasible, be modified or suspended as may be necessary to comply with any new Law or decision issued by a court of competent jurisdiction (a "Decision"), enacted or made after the Effective Date which prevents or precludes compliance with one or more provisions of this Agreement. Promptly after enactment of any such new Law, or issuance of such Decision, the Parties shall meet and confer in good faith to determine the feasibility of any such modification or suspension based on the effect such modification or suspension would have on the purposes and intent of this Agreement. In addition, Owner and City shall have the right to challenge the new Law or the Decision preventing compliance with the terms of this Agreement. In the event that such challenge is successful, this Agreement shall remain unmodified and in full force and effect, except that the Term shall be extended, in accordance with Section 2.1 above, for a period of 4822-0001-60r29.1 15 72 5(H).0088 2\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 time equal to the length of time the challenge was pursued, to extent such challenge delayed the implementation of the project. 7. Events of Default, Remedies, Termination. 7.1 Events of Default. Subject to any extensions of time by mutual consent in writing, and subject to the provisions of this Agreement regarding permitted delays, the failure of either Party to perform any material term or provision of this Agreement shall constitute an event of default hereunder ("Event of Default") if such defaulting Party does not cure such failure within one hundred and twenty (120) days following receipt of written notice of default from the other Party; provided, however, that if the nature of the default is such that it cannot be cured within such one hundred and twenty (120) day period, the commencement of the cure within such one hundred and twenty (120) day period and the diligent prosecution to completion of the cure shall be deemed to be a cure within such period. Any notice of default given hereunder shall specify in detail the nature of the alleged Event of Default and the manner, if any, in which such Event of Default may be satisfactorily cured in accordance with the terms and conditions of this Agreement. During the time periods herein specified for cure of a failure of performance, the Party charged therewith shall not be considered to be in default for purposes of termination of this Agreement, institution of legal proceedings with respect thereto, or issuance of any permit, map, certificate of occupancy, approval or entitlement with respect to the Project. 7.2 Remedies. Upon the occurrence of an Event of Default, the non -defaulting Party shall have such rights and remedies against the defaulting party as it may have at law or in equity, including, but not limited to, the right to terminate this Agreement or seek mandamus, specific performance, injunctive or declaratory relief, but not the right to damages, except to enforce payment obligations provided for under the terms of this Agreement. Notwithstanding the foregoing and except as otherwise provided in Section 8.4 hereof, if either Owner or City elects to terminate this Agreement as a result of the occurrence of an Event of Default, such proceeding of termination shall constitute such Party's exclusive and sole remedy, and with respect to such election. 7.3 Waiver; Remedies Cumulative. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party shall not constitute waiver of such Party's right to demand strict compliance by such other Party in the future. All waivers must be in writing to be effective or binding upon the waiving Party, and no waiver shall be implied from any omission by a Party to take any action with respect to such Event of Default. No express written waiver of any Event of Default shall affect any other Event of Default, or cover any other period of time specified in such express waiver. 4822-M01-6929.1 16 725(H .00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 7.4 Effect of Termination. Termination of this Agreement by one Party due to the other Party's default, or as a result of the exercise of the right of termination provided to the Owner under Section 7.2 hereof, shall not affect any right or duty emanating from any approvals, permits, certificates or other entitlements with respect to the Project Property or the Project which were issued, approved or provided by the City prior to the date of termination of this Agreement. If City terminates this Agreement because of Owner's default, then City shall retain any and all benefits, including money, land or improvements conveyed to or received by the City prior to the date of termination of this Agreement, subject to any reimbursement obligations of the City. If Owner terminates this Agreement because of City's default, or as a result of the exercise of the right of termination provided to the Owner under Section 7.2 hereof, then Owner shall be entitled to all of the benefits arising out of, or approvals, permits, certificates or other entitlements" on account of, any Exactions paid, given or dedicated to, or received by, City prior to the date of termination of this Agreement. Except as otherwise provided in this Section 7.4, all of the rights, duties and obligations of the Parties hereunder shall otherwise cease as of the date of the termination of this Agreement. If this Agreement is terminated pursuant to any provision hereof, then the City shall, after such action takes effect, cause an appropriate notice of such action to be recorded in the official records of the County of Riverside. The cost of such recordation, shall be borne by the Party causing such action. 7.5 Third Party Actions. Any court action or proceeding brought by any third party to challenge this Agreement or any permit or approval required from City or any other governmental entity for development or construction of all or any portion of the Project, whether or not Owner is a party defendant to or real party defendant in interest in such action or proceeding, shall constitute a permitted delay under Section 7.1. 8. Encumbrances on Propertx. 8.1 Discretion to Encumber. The Parties hereto agree that this Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering the Project Property or any portion thereof or any improvements thereon with any Mortgage or other security device securing financing with respect to the Project Property. The City acknowledges that the lenders providing such financing may require certain modifications to this Agreement, and the City agrees upon request, from time -to -time, to rneet with Owner and/or representatives of such lenders to negotiate in good faith any such request for modification. City further agrees that it will not unreasonably withhold its consent to any such requested modification. 4822-0001-6(n9.1 17 725(X).00882\9606407.6 DRAFT 3/6/1 S ORDINANCE NO. 1281 8.2 Mortgage Protection. This Agreement shall be superior and senior to the lien of any Mortgage. Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any Mortgage made in good faith and for value, and any acquisition or acceptance of title or any right or interest in or with respect to the Site or any portion thereof by a Mortgagee (whether pursuant to a Mortgage, foreclosure, trustee's sale, deed in lieu of foreclosure or otherwise) shall be subject to all of the tenns and conditions of this Agreement. 8.3 Mortgagee Not Obligated. Notwithstanding the provisions of Section 8.1, no Mortgagee will have any obligation or duty under this Agreement to perform the obligations of Owner or other affirmative covenants of Owner hereunder, or to guarantee such performance, except that to the extent that any covenant to be performed by Owner is a condition to the performance of a covenant by City, the performance thereof shall continue to be a condition precedent to City's performance hereunder. 8.4 Estoppel Certificates. Either Party may, at any time, and from time to time, deliver written notice to the other Party requesting such Party to certify in writing that, to the knowledge of the certifying Party, (i) this Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Agreement has not been amended or modified, or if so amended or modified, identifying such amendments or modifications, and (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, describing therein the nature and amount of any such defaults. A Party receiving a request hereunder shall execute and return such certificate within thirty (30) days following the receipt thereof. City acknowledges that a certificate hereunder may be relied upon by transferees, assignees and lessees of the Owner and the holders of any Mortgage. 9. Transfers and Assignments; Effect of Agreement on Title. 9.1 Rights and Interests Appurtenant. The rights and interests conveyed as provided herein to Owner benefit and are appurtenant to the Project Property. Owner has the right to sell, assign and transfer any and all of its rights and interests hereunder and to delegate and assign any and all of its duties and obligations hereunder. Such rights and interests hereunder may not be sold, transferred or assigned and such duties and obligations may not be delegated or assigned except in compliance with the following conditions: (i) Said rights and interests may be sold, transferred or assigned only together with and as an incident of the sale, lease, transfer or assignment of the portions of the Project Property to which they relate, including any transfer or assignment pursuant to any foreclosure of a Mortgage or a deed in lieu of such foreclosure. Following any such sale, transfer or assignment of any of the rights and interests of Owner under this Agreement, the 4822-W01-699.1 18 72 5 W.00882\9606407.6 DRAT= r 3/6/15 ORDINANCE NO. 1281 exercise, use and enjoyment thereof shall continue to be subject to the terms of this Agreement to the same extent as if the purchaser, transferee or assignee were Owner hereunder. 9.2 Covenants Run with Land. (i) All of the provisions, agreements, rights, powers, standards, terms, covenants and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors (by merger, consolidation, or otherwise) and assigns, devisees, lessees, and all other persons acquiring any rights or interests in the Project Property, or any portion thereof, whether by operation of laws or in any manner whatsoever, and shall inure to the benefit of the Parties and their respective heirs, successors (by merger, consolidation or otherwise) and assigns; (ii) All of the provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land pursuant to applicable law; (iii) Each covenant to do or refrain from doing some act on the Project Property hereunder (A) is for the benefit of and is a burden upon every portion of the Property, (B) runs with such lands, and (C) is binding upon each Party and each successive owner during its ownership of the Project Property or any portions thereof, and shall benefit each Party and its lands hereunder, and each such other person or entity succeeding to an interest in such lands. 10. Notices. Any notice to either party shall be in writing and given by delivering the same to such party in person or by sending the same by registered or certified mail, return receipt requested, with postage prepaid, to the following addresses: If to City: City Clerk of the City of Palm Desert 73-510 Fred Waring Drive Palm Desert, California 92260 If to Owner: PD 80 T&S, LLC 30875 Date Palm Drive Cathedral City, CA 92234 Attention: Mr. Ted Seldin And to: Palm Desert University Gateway, LLC 30875 Date Palm Drive Cathedral City, CA 92234 Attention: Mr. Ted Seldin And to: Lewis Brisbois Bisgaard & Smith LLP 78-075 Main Street, Suite 203 4822-M01-6929.1 19 72500.00882\9606407.6 DRAFT 3/6/ 1 S ORDINANCE NO. 1281 La Quinta, California 92253 Attention: Gregory R. Oleson Esq. Either Party may change its mailing address at any time by giving written notice of such change to the other Party in the manner provided herein. All notices under this Agreement shall be deemed given, received, made or communicated on the date personal delivery is affected or, if mailed, on the delivery date or attempted delivery date shown on the return receipt. 11. Indemnification. 11.1 Owner's Obligation. Owner will defend, indemnify and hold the City and its elected officials, officers, employees, agents and volunteers free and harmless from any loss, cost or liability (including, without limitation, liability arising from injury or damage to persons or property, including wrongful death and worker's compensation claims), which results from (i) any obligation of Owner which arises from the development of the Project Property, specifically excluding however Planning Areas 8 and 9, including, without limitation, obligations for the payment of money for material and labor; (ii) any failure on the part of Owner to take any action which it is required to take as provided in this Agreement; (iii) any action taken by Owner which it is prohibited from taking as provided in this Agreement and (iv) any claim which results from any willful or negligent act or omission of Owner. Anything contained herein notwithstanding, City shall be responsible for any loss, cost or liability (including, without limitation, liability arising from injury or damage to persons or property, including wrongful death and worker's compensation claims), which results from or is caused by City's own negligent acts or omissions or intentional conduct, and not caused to any extent by Owner's negligent acts or omissions or intentional conduct. In the event of any administrative, legal or equitable action instituted by a third party challenging the validity of any provision of this Agreement, the procedures leading to its adoption, or the Project Approvals for the Project, Owner and City each shall have the right, in its sole discretion, to elect whether or not to defend such action. Owner shall defend, indemnify, and hold harmless the City (including its agents, officers and employees) from any such action, claim, or proceeding with counsel chosen by the City, subject to Owner's approval of counsel, which shall not be unreasonably denied, and at Owner's sole expense. If the City is aware of such an action or proceeding, it shall promptly notify Owner and cooperate in the defense. Owner upon such notification shall deposit with City sufficient funds in the judgment of City Finance Director to cover the expense of defending such action without any offset or claim against said deposit to assure that the City expends no City funds. If both Parties elect to defend, the Parties hereby agree to affirmatively cooperate in defending said action and to execute a joint defense and confidentiality agreement in order to share and protect information, under the joint defense privilege recognized under applicable law. As part of the cooperation in defending an action, City and Owner shall coordinate their defense in order to make the most efficient use of legal counsel and to share and protect information. Owner and City shall each have sole discretion to terminate its defense at any time. The City shall not settle any third party litigation of Project Approvals without Owner's consent, which consent shall not be unreasonably withheld, conditioned or delayed. 4822-M01-6<n9.1 20 72 500.00882\9606407. G DRAIT 3/6/15 ORDINANCE NO. 1281 11.2 Environmental Assurances. Both Parties agree to indemnify and hold the other Party and its elected officials, its officers, employees, agents and volunteers, as may be applicable, free and harmless from any liability deriving from the execution or performance of this Agreement, based or asserted upon any act or omission of either Party, its officers, agents, employees, contractors, subcontractors and independent contractors for any violation of any federal, state or local law, ordinance or regulation relating to hazardous or toxic materials, industrial hygiene, or environmental conditions created by the other Party or its officers, agents or employees, contractors, subcontractors and independent contractors after the Effective Date on or under the Project Property, including, but not limited to soil and groundwater conditions, and each Party shall defend, at its expense, including attorneys fees, the other Party and its elected officials, employees, agents and volunteers, as applicable, in any action based or asserted upon any such alleged act or omission. Either Party may in its discretion participate in the defense of any such action. The provisions of this Section 11.2 shall survive the termination or expiration of this Agreement. 12. Miscellaneous. 12.1 Relationship of Parties. The Parties specifically acknowledge that this Agreement is a contract that has been negotiated and knowingly and voluntarily entered into by the City and Owner and that the Owner is an independent contractor and not an agent or partner of the City. The Parties further acknowledge 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 Agreement. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the Parties in the business of Owner, the affairs of the City, or otherwise. City and Owner hereby renounce the existence of any form of joint venture or partnership between them, and agree that nothing contained in this Agreement or in any document executed in connection with this Agreement shall be construed as snaking the City and Owner joint venturers or partners. The only relationship between the City and Owner is that of a governmental entity regulating development and the owner of the Project Property and developer of the Project. 12.2 Consents. Unless otherwise herein provided, whenever approval, consent, acceptance or satisfaction (collectively, a "Consent') is required of a Party pursuant to this Agreement, it shall not be unreasonably withheld or delayed. Unless provision is otherwise specified in this Agreement or otherwise required by law for a specific time period, Consent shall be deemed given within thirty (30) days after receipt of the written request for Consent, and if a Party shall neither approve nor disapprove within such thirty (30) day period, or other time period as may be specified in this Agreement or otherwise required by law for Consent, that Party shall 4822-W01-6929.1 21 72 5(A),00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 then be deemed to have given its consent. If a Party shall disapprove, the reasons therefor shall be stated in reasonable detail in writing. This Section does not apply to development approvals by the City. 12.3 Not a Public Dedication. Except as otherwise expressly provided herein, nothing herein contained shall be deemed to be a gift or dedication of the Project Property, or of the Project or any portion thereof, to the general public, for the general public, or for any public use or purpose whatsoever, it being the intention and understanding of the Parties that this Agreement be strictly limited to and for the purposes herein expressed for the development of the Project as private property. 12.4 Severability. If any term, provision covenant or condition of this Agreement shall be determined invalid, void or unenforceable by judgment or court order, the remainder of this Agreement shall remain in full force and effect, unless enforcement of this Agreement as so invalidated would be unreasonable or grossly inequitable under all the relevant circumstances or would frustrate the purposes of this Agreement. 12.5 Exhibits. Each reference to a Section or Exhibit in this Agreement shall mean the sections of this Agreement and the exhibits attached to this Agreement, unless the context requires otherwise. Each such exhibit is incorporated herein by this reference. 12.6 Entire Agreement. This written Agreement and the Exhibits hereto contain all the representations and the entire agreement between the Parties with respect to the subject matter hereof. Except as otherwise specified in this Agreement and the Exhibits hereto, any prior correspondence, memoranda, agreements, warranties or representations are superseded in total by this Agreement and Exhibits hereto. 12.7 Govemina, Law; Construction of Agreement. This Agreement, and the rights and obligations of the parties, shall be governed by and interpreted in accordance with the laws of the State of California. The provisions of this Agreement and the Exhibits hereto shall be construed as a whole according to their common meaning and not strictly for or against any party and consistent with the provisions hereof, in order to achieve the objectives and purposes of the parties hereunder. The captions preceding the text of each Section and subsection hereof are included only for convenience of reference and shall be disregarded in the construction and interpretation of this Agreement. Wherever required by the context, the singular shall include the plural and vice versa. 12.8 Signature EqM. 4822-0001-6929.1 22 72500.00882\9606407.6 DRAh7 3/6/15 ORDINANCE NO. 1281 The signatures of the Parties of this Agreement may be executed and acknowledged on separate pages which, when attached to this Agreement, shall constitute this as one complete Agreement. 12.9 Time. Time is of the essence of this Agreement and of each and every term and condition hereof. 12.10 Prevailing Party's Attorney's Fees and Costs. If any Party to this Agreement shall fail to perform any of its obligations hereunder, or if a dispute arises with respect to the meaning or interpretation of any provision hereof or the performance of the obligations of any Party hereto, the defaulting Party or the Party not prevailing in such dispute, as the case may be, shall promptly pay any and all costs and expenses (including without limitation, all court costs and reasonable attorneys' fees and expenses) incurred by the other Party with respect to such dispute or in enforcing or establishing its rights hereunder. 12.11 Incorporation of Recitals. The Recitals and all defined terms set forth herein are hereby incorporated into this Agreement as if fully and completely rewritten. 12.12 Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of Owner and the City and their successors -in -interest, heirs and assigns. No other person or entity shall have any right of action based upon any provision in this Agreement. 12.13 Interpretation. This Agreement is the product of mutual negotiations and participation by both the City and Landowner. For purposes of construing the meaning or effect of this Agreement, or any portion hereof, it shall be presumed this Agreement was drafted by both Parties and not as if it had been prepared by one Party or the other. Each Party to this Agreement specifically acknowledges that it had sufficient opportunity to review the Agreement, confer with its separate legal counsel regarding the meaning of this Agreement and any provision contained herein, and negotiate revisions to this Agreement. Each Party relies solely upon its own judgment and the advice of its counsel in interpreting the provisions of this Agreement and is not relying on any representation, interpretation, presumed assent, or implied ab*reement of the other Party which is not expressly contained in this Agreement. Accordingly, neither Party shall use or rely upon California Civil Code Section 1654 in order to interpret any uncertainty in the meaning of this Agreement. 4822-M01-6929. 123 725 (H).OU 8R2\9606407.6 DRAFr 3/6/15 ORDINANCE NO. 1281 IN WHITNESS WHEREOF, the Parties have executed this Agreement as of the date and y ear first above -written. OWNER: PD 80 T&S, LLC, a Nebraska Limited Liability Company And Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company by its Manager, PD 80 Management, Inc. By: Ted Seldin, President CITY: CITY OF PALM DESERT, CALIFORNIA, a municipal corporation organized and existing under the laws of the State of California 19A Susan Marie Weber, Mayor Attest: Rachelle Klassen, City Clerk Approved as to Form By: David Erwin of Best Best & Krieger LLP City Attorney 4822-1xu0 1-6929.1 24 725(X 00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Riverside On , before me, , a Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature 4822-M01-6929. 12 5 72500,00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 EXHIBIT A CITY PROPERTY (to be attached prior to recording) 725m-00882\9606407.6 4822-wm-b()29. l 26 DR A F1' 3/6/ 15 ORDINANCE NO. 1281 EXHIBIT B OWNER PROPERTY (to be attached prior to recording) 4822-0001-6929.1 27 725(A).00882\9606407.6 DRAFT 3/6/15 ORDINANCE NO. 1281 725W 00882\9606407.6 DRAFT 310115 EXHIBIT C TENTATIVE PARCEL MAP 63792 (to be attached prior to recording) 4922-0001-6929. 128 RESOLUTION NO. 2015-14 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A GENERAL PLAN AMENDMENT AS PART OF THE MILLENNIUM PALM DESERT SPECIFIC PLAN FOR THE DEVELOPMENT OF A MULTI -USE PROJECT ON 152 ACRES LOCATED NORTH OF GERALD FORD DRIVE, EAST OF TECHNOLOGY DRIVE, WEST OF PORTOLA AVENUE, AND SOUTH OF UNION PACIFIC RAILROAD CASE NO: GPA 14-332 WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 17th day of February, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of the above noted and adopted Planning Commission Resolution 2645 recommending approval of The Millennium Palm Desert Specific Plan and supporting applications, to the City Council; and WHEREAS, the City Council of the City of Palm Desert, California, did on the 12th day of March, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of The Millennium Palm Desert Specific Plan and above noted General Plan Amendment; and WHEREAS, said applications have complied with the requirements of the "City of Palm Desert Procedure for Implementation of the California Environmental Quality Act," Resolution No. 2014-41, the Director of Community Development has determined that the project will not have a negative impact on the environment and that a mitigated negative declaration can be adopted; and WHEREAS, at said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did find the following facts and reasons to exist to justify the approval of said request: The Millennium Palm Desert Specific Plan, Development Agreement, General Plan Amendment, Change of Zone, Tentative Parcel Map 36792, and Tentative Tract Map 36793, as proposed, are consistent with the goals and policies of the Palm Desert General Plan including that the project will provide alternate means of transportation, development of a segment of the Mid -Valley Bike Path, provide additional affordable housing units, provide local employment centers in close proximity to residential land uses, increase the City's sales tax base, and provide recreational open space. 2. The Millennium Palm Desert Specific Plan complies with provisions of the University Park Planning Area in that the plan provides a balance of land use intensities and open space, provides for efficient multi -modal interconnectivity, and complies with the "High -Density Overlay" provisions for the area. 3. The Millennium Palm Desert Specific Plan will provide land use compatibility within the boundaries of the planning area and with adjacent properties as the RESOLUTION NO. 2015-14 proposed uses and development standards are similar to existing uses to the south, west and east. 4. The Millennium Palm Desert Specific Plan is suitable and appropriate for the property in that the property has been designated for commercial, industrial, residential and open space uses and that development will comply with applicable City standards and standards approved as part of the Specific Plan. 5. The General Plan Amendment is in the public interest and that the general plan, as amended, will remain internally consistent. The General Plan Amendment is necessary to execute the development plans for The Millennium Palm Desert Specific Plan. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AS FOLLOWS: 1. That the above recitations are true and correct and constitute the findings of the City Council in this case. 2. That the City Council does hereby approve General Plan Amendment 14-332 as proposed. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Palm Desert, California, at its regular meeting held on the 12th day of March, 2015, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: SUSAN MARIE WEBER, MAYOR ATTEST: RACHELLE D. KLASSEN, CITY CLERK CITY OF PALM DESERT, CALIFORNIA \\srv-fil2k3\groups\Planning\Enc Ceja\Case Files\The North\City Council= -General Plan Amd Reso . . C{O C X 2 LJ ORDINANCE NO. 1281� is AN ORDINANCE OF THE CITY COUNCIL 0►1771" E" DESERT, CALIFORNIA, APPROVING A CHANGE OF ZONE APPLICATION FOR THE MILLENNIUM PALM DESERT SPECIFIC PLAN FOR THE DEVELOPMENT OF A MULTI -USE PROJECT ON 152 ACRES LOCATED NORTH OF GERALD FORD DRIVE, EAST OF TECHNOLOGY DRIVE, WEST OF PORTOLA AVENUE, AND SOUTH OF UNION PACIFIC RAILROAD CASE NO: CZ 14-332 WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 17th day of February, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of the above noted and adopted Planning Commission Resolution 2645 recommending approval of The Millennium Palm Desert Specific Plan and supporting applications, to the City Council; and WHEREAS, the City Council of the City of Palm Desert, California, did on the 12th day of March, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of The Millennium Palm Desert Specific Plan and above noted Change of Zone application; and WHEREAS, said applications have complied with the requirements of the "City of Palm Desert Procedure for Implementation of the California Environmental Quality Act," Resolution No. 2014-41, the Director of Community Development has determined that the project will not have a negative impact on the environment and that a mitigated negative declaration can be adopted; and WHEREAS, at said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did find the following facts and reasons to exist to justify the approval of said request: The Millennium Palm Desert Specific Plan, Development Agreement, General Plan Amendment, Change of Zone, Tentative Parcel Map 36792, and Tentative Tract Map 36793, as proposed, are consistent with the goals and policies of the Palm Desert General Plan including that the project will provide alternate means of transportation, development of a segment of the Mid -Valley Bike Path, provide additional affordable housing units, provide local employment centers in close proximity to residential land uses, increase the City's sales tax base, and provide recreational open space. 2. The Millennium Palm Desert Specific Plan complies with provisions of the University Park Planning Area in that the plan provides a balance of land use intensities and open space, provides for efficient multi -modal interconnectivity, and complies with the "High -Density Overlay" provisions for the area. 3. The Millennium Palm Desert Specific Plan will provide land use compatibility within the boundaries of the planning area and with adjacent properties as the ORDINANCE NO. 1282 proposed uses and development standards are similar to existing land uses to the south, west and east. 4. The Millennium Palm Desert Specific Plan is suitable and appropriate for the property in that the property has been designated for commercial, industrial, residential and open space uses and that development will comply with applicable City standards and standards approved as part of the Specific Plan. 5. That the proposed change of zone application is consistent with the Planned Community Development overlay zone, which requires property owners to coordinate development activities through the establishment of a master and/or specific plan document. The change of zone application is consistent with The Millennium Palm Desert Specific Plan and is necessary to execute the development of said plan. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AS FOLLOWS: 1. That the above recitations are true and correct and constitute the findings of the City Council in this case. 2. That the City Council does hereby approve Change of Zone 14-332 as proposed. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Palm Desert, California, at its regular meeting held on the 12th day of March, 2015, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: ATTEST: RACHELLE D. KLASSEN, CITY CLERK CITY OF PALM DESERT, CALIFORNIA SUSAN MARIE WEBER, MAYOR G:\Planning\Edc Ceja\Case Files\The North\City Council\CC - Change of Zone Reso..docx al RESOLUTION NO. 2015-15 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING TENTATIVE PARCEL MAP 36792 TO SUBDIVIDE 152 ACRES IN TO NINE PARCELS FOR THE MILLENNIUM PALM DESERT SPECIFIC PLAN AND TENTATIVE TRACT MAP 36793 TO SUBDIVIDE 38+ ACRES INTO 166 SINGLE-FAMILY LOTS FOR PLANNING AREA 1 OF THE MILLENNIUM PALM DESERT SPECIFIC PLAN, LOCATED ON THE SOUTHEAST CORNER OF DINAH SHORE DRIVE AND PORTOLA AVENUE CASE NO: TPM 36792 AND TTM 36793 WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 17th day of February, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC, for approval of the above noted and adopted Planning Commission Resolution 2645 recommending approval of The Millennium Palm Desert Specific Plan and supporting applications, including the Tentative Parcel and Tentative Tract Map, to the City Council; and WHEREAS, the City Council of the City of Palm Desert, California, did on the 12th day of March, 2015, hold a duly noticed public hearing to consider the request by PD 80 T & S, LLC and Palm Desert University Gateway, LLC , for approval of the above noted Tentative Parcel and Tentative Tract Map; and WHEREAS, said applications have complied with the requirements of the "City of Palm Desert Procedure for Implementation of the California Environmental Quality Act," Resolution No. 2014-41, the Director of Community Development has determined that the project will not have a negative impact on the environment and that a mitigated negative declaration can be adopted; and WHEREAS, at said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did find the following facts and reasons to exist to justify the approval of said request: 1. The Millennium Specific Plan, Tentative Parcel Map 36792, and Tentative Tract Map 36793, as proposed, are consistent with the goals and policies of the Palm Desert General Plan including that the project will provide alternate means of transportation, development of a segment of the Mid -Valley Bike Path, provide additional affordable housing units, provide local employment centers in close proximity to residential land uses, increase the City's sales tax base, and provide recreational open space. 2. The Millennium Specific Plan complies with provisions of the University Park Planning Area in that the plan provides a balance of land use intensities and RESOLUTION NO. 2015-15 open space, provides for efficient multi -modal interconnectivity, and complies with the "High -Density Overlay" provisions for the area. 3. The Millennium Specific Plan will provide land use compatibility within the boundaries of the planning area and with adjacent properties as the proposed uses and development standards are similar to existing uses to the south, west and east. 4. The Millennium Specific Plan is suitable and appropriate for the property in that the property has been designated for commercial, industrial, residential and open space uses and that development will comply with applicable City standards and standards approved as part of the Specific Plan. 5. That the proposed Tentative Parcel Map detrimental to the public health, safety injurious to the surrounding properties or Desert. FINDINGS FOR APPROVAL: and Tentative Tract Map are not or general welfare, or materially improvements in the City of Palm That the density of the proposed subdivision is consistent with applicable general and specific plans. The project includes a mix of housing densities inclusive of single-family detached homes and multi -family apartment units with affordable housing components. General Plan Land Use Element Residential Goal 1 proposes that 'A balanced range of housing types, densities and affordabilities that accommodate existing and future residents across all socio-economic sectors of the community." The Specific Plan, and the parcel and tract maps that initiate the subdivision of land within the project boundaries, comply with this General Plan Goal in that sixty-six (66) affordable housing units will be provided by the developer upon completion of the project and the City will construct up to 200 units for affordable housing. The single-family portion of the Specific Plan also provides a mix of product types and lot sizes. The diverse range of housing types within the project area complies with this goal and the mix of densities is consistent with the City General Plan. The project is also within the University Park Planning Area (UPPA), which is a special study area intended to build on synergies created by the proximity of the UCR/CSUSB Palm Desert campuses. As such, the UPPA calls for a wide range of residential, commercial, resort, business park and institutional uses within the planning area. Higher residential densities are applied to accommodate a greater number of residents closer to the universities. The Specific Plan provides guidelines for the inclusion of a mix of housing types and densities, including densities that comply with the City's Medium High Density Overlay. As proposed, the project conforms to densities of the UPPA. GAPlanning\Eric Ceja\Case Files\The North\City Council\CC - TPM_TTM Reso..docx 2 RESOLUTION NO. 2015-15 2. That the design or improvement of the proposed subdivision is consistent with applicable general and specific plans. The design and improvements of the parcel map has been reviewed by the Planning Department, Fire Department, and Public Works Department for consistency with the General Plan and emergency services. The lot sizes, street and utility improvements, circulation patterns, and drainage improvements meet all requirements of the General Plan. All existing perimeter streets are in conformance with the General Plan and minor striping and roadway dedication is needed to complete existing streets. In addition, the applicant will complete Dinah Shore Drive and Technology Drive to their ultimate build -out. 3. That the site is physically suitable for the type of development. The 152 acres contained in The Millennium Palm Desert Specific Plan is suitable for the development proposed. Environmental, cultural, and other special studies were prepared for lands within the project area. No environmental issues were identified that would indicate that development in this area would be unsuitable. In addition, existing commercial and residential developments have successfully constructed similar types of development in the immediate vicinity. No obstacles to development of surrounding subdivisions were experienced and, due to the proximity and similarity of the proposed development, it's reasonable to conclude that the site is physically suitable for it. The property is suitable for the proposed development as conditioned and mitigated as described in the draft Initial Study and Environmental Assessment. 4. That the site is physically suitable for the proposed density of development. The project area borders existing single-family development to the west and existing commercial development to the east. As proposed, the site layout and distribution of land uses are consistent with surrounding development. The Specific Plan proposes commercial and hotel development within the eastern portion of the project area at heights and intensities similar to existing commercial and hotel uses in the vicinity. The Specific Plan also proposes lower density single-family homes directly across from existing single-family homes. The proposed single-family home densities are similar to and compatible with surrounding single-family developments. In addition, the location of the lower density single-family within the western portion of the project area provides a buffer and transition to denser multi -family housing in the middle of the project area. The proposed project densities are similar to existing multi -family residential development within the UPPA. The proposed density for the multi -family site is consistent with the High Density Overlay zone provided in the UPPA. The G1P1anning\Enc Ceja\Case Files\The North\Gty Council\CC - TPM_TTM Reso..docx 3 RESOLUTION NO. 2015-15 location of the higher density residential uses is well suited as they are in close proximity to existing and future employment opportunities and recreational open space. The infrastructure, soils, and terrain serving the development will adequately support these densities. 5. That the design of the subdivision and the proposed improvements are not likely to cause substantial environmental damage or substantially and unavoidably injury to fish or wildlife or their habitat. For purposes of the California Environmental Quality Act (CEQA), a Mitigated Negative Declaration of Environmental Impact has been prepared. The design of the project will not cause substantial environmental damage or injure fish or wildlife or their habitat since the surrounding area has been developed with similar densities and limited wildlife is present at the site. Environmental studies performed at the site did not identify any endangered or sensitive species. In addition, the project will pay into the Coachella Valley Multi -Species Habitat Conservation fund for the development of raw land. 6. That the design of the subdivision or the type of improvements is not likely to cause serious public health problems. The design and layout of the parcel map is in compliance with all grading requirements and the properties will be developed in accordance with the Uniform California Building Code. Grade changes in the project area are accommodated by the street layout and open space. Pedestrian access is provided to adjoining land uses and surrounding roadways, which decreases the need for vehicular traffic between adjoining properties. Mitigation measures are also in place to minimize air pollution on sensitive land uses located within 500-feet of Interstate 10. The parcel map is not likely to cause serious public health problems within the project area. 7. That the design of the subdivision or the type of improvements will not conflict with easements, acquired by the public at large, for access through or use of, property within the proposed subdivision. The proposed project will utilize and enhance existing drainage easements located along the northern boundary of the project. The parcel map identifies the use of this area and will record an easement for drainage purposes. Improvements related to drainage will be provided to ensure the project area accommodates 100% of the 100-year storm. Surrounding perimeter City streets are built -out to the General Plan designation and the developer will complete Dinah Shore Drive and Technology Drive to their ultimate build -out. The City's Mid -Valley Bike Path will also be completed by the developer within the Project Area, providing additional access through and around the site. Pedestrian connections will also be provided throughout the project area. GAPlanning\Enc Ceja\Case Files\The North\Gty Council\CC - TPM_TTM Reso .docx 4 RESOLUTION NO. 2015-15 NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AS FOLLOWS: 1. That the above recitations are true and correct and constitute the findings of the City Council in this case. 2. That the City Council does hereby approve Tentative Parcel Map 36792 and Tentative Tract Map 36793 as proposed. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Palm Desert, California, at its regular meeting held on the 12th day of March. 2015, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: ATTEST: RACHELLE D. KLASSEN, CITY CLERK CITY OF PALM DESERT, CALIFORNIA SUSAN MARIE WEBER, MAYOR GAPlanning\Eric Ceja\Case Files\The North\City Council= - TPM_TTM Reso..docx 5 RESOLUTION NO. 2015-15 CONDITIONS OF APPROVAL TPM 36792 AND TTM 36793 DEPARTMENT OF COMMUNITY DEVELOPMENT: 1. The development of the property shall conform substantially with exhibits on file with the Department of Community Development, as modified by the following conditions. 2. The applicant shall record both Parcel Map 36792 and Tract Map 36793 within two (2) years of project approval. Construction of improvements, in accordance with the approved Development Agreement, shall commence within two (2) years from the date of approval unless a time extension is granted; otherwise, said approval shall become null, void and of no effect whatsoever. 3. The development of the property described herein shall be subject to the restrictions and limitations set forth herein which are in addition to the approved Specific Plan and all Palm Desert Municipal ordinances and state and federal statutes now in force, or which hereafter may be in force. 4. Prior to issuance of a building permit for construction of any use or structure contemplated by this approval, the applicant shall first obtain permits and/or clearance from the following agencies: Coachella Valley Water District (CVWD) Public Works Department Fire Department Evidence of said permit or clearance from the above agencies shall be presented to the Department of Building & Safety at the time of issuance of a building permit for the use contemplated herewith. 5. A cultural resources inventory shall be completed by a qualified archeologist prior to any development activities within the project area. 6. Should human remains be discovered during the construction of the proposed project, the project coordinator will be subject to either the State Law regarding the discovery and disturbance of human remains or the Tribal burial protocol. In either circumstance all destructive activity in the immediate vicinity shall halt, and the County Coroner shall be contacted pursuant to State Health and Safety Code 7050.5. If the remains are determined to be of Native American origin, the Native American Heritage Commission (NAHC) shall be contacted. The NAHC will make a determination of the Most Likely Descendent (MLD). The City and Developer will work with the designated MLD to determine the final disposition of the remains. G \PlanningTdc Ceja\Case Files\The North\Gty Council\CC - TPM_TTM Reso..docx A RESOLUTION NO. 2ni 5-1 5 7. All sidewalk plans shall be reviewed and approved by the Department of Public Works. 8. Each Planning Area shall be subject to all applicable fees at time of issuance of building permits for improvements within that Planning Area. 9. The applicant shall provide a pedestrian connection between Planning Area 1 and Planning Area 2. The pedestrian connection shall be construction prior to build -out of Planning Area 1, at the time Planning Area 2 is developed, or whichever occurs first. 10. Prior to the development and construction of improvements within Planning Area 1 of the Specific Plan, the applicant shall submit an Architectural Review application for the interior common area and perimeter landscaping, perimeter wall design, and home architectural plans for the residential units. Submittal of these plans shall be in accordance with the Community Development Department's Architectural Review application. 11. Prior to the development and construction of improvements within Planning Areas 2 thru 7, the property owner shall submit a Precise Plan application to the City's Community Development Department. Precise Plan applications shall be submitted for the development of a single Planning Area or multiple Planning Areas. The Precise Plan application will require public hearings with the City's Planning Commission. 12. The applicant shall enter into a Housing Agreement with the City prior to the development of Planning Area 7. The Agreement shall be in accordance with provisions related to affordable housing contained in the Development Agreement. 13. All Planning Areas shall develop in a manner consistent with the Development Standards contained in the Specific Plan. All other development standards, not addressed in the Specific Plan, shall comply with the Palm Desert Municipal Code. 14. The Mixed Use Overlay District shall be applied to Planning Areas 5 and 6 of the Millennium Palm Desert Specific Plan. 15. The developer shall install center medians and perimeter roadway and center median landscape in accordance with the Development Agreement for the Dinah Shore Drive extension, between Portola Avenue and Gerald Ford Drive. The developer shall maintain the landscape, including electrical and water metering, in accordance with City standards along this portion of Dinah Shore Drive for a period of no less than five (5) years from the time of median landscape completion. 16. The applicant shall submit landscape plans for the installation of tree plantings and irrigation improvements along the project's northern boundary, along with the Architectural Review application for the development of Planning Area 1. GARanning\Eric Ceja\Case Files\The North\City Council= - TPM_TTM Reso. docx 7 RESOLUTION NO. 2015-15 Landscape improvements along the northern boundary shall be completed prior to the issuance of the 80th building permit for Planning Area 1. 17. The developer shall coordinate the placement and construction of driveway accesses along Dinah Shore Drive and Technology Drive in order to minimize the total number of driveway approaches into individual Planning Areas. The placement of driveways to serve individual Planning Areas shall generally conform to Exhibit 10 of The Millennium Specific Plan. 18. The applicant shall pay into the City's Public Art Fee for Planning Area 1 of the Specific Plan. It is recommended that this fee be used for an onsite public art project within Planning Area 1. The remaining Planning Areas shall pay into the City's Public Art Fee at the time a Building Permit is issued for the development of said Planning Areas. 19. Lighting plans shall be submitted in accordance with P.D.M.C. Section 24.16 for any landscape, architectural, street, or other lighting types within the project area. 20. All mitigation measures identified in the CEQA Environmental Assessment and Initial Study shall be incorporated into the planning, design, development, and operation of the project. 21. The Final Development Agreement shall be recorded within ten (10) days of final approval of the project by the City Council. DEPARTMENT OF PUBLIC WORKS: Tentative Parcel Map 36792 1. The parcel map shall be submitted to the City Engineer for final review and approval. 2. Easements for drainage, bike paths, sidewalks, and public utility purposes shall be required on the parcel map. 3. Waiver of access rights consistent with Exhibit 10 of the Specific Plan shall be granted on the parcel map. 4. Right-of-way as may be necessary for the construction of required public improvements shall be provided on the parcel map. 5. Horizontal control requirements shall apply to this map, including state plan coordinates, which shall conform to City of Palm Desert specifications. 6. Pad elevations, as shown on the tentative map, are subject to review and modification in accordance with Chapter 27 of the Palm Desert Municipal Code. GAPlanning\Enc Ceja\Case Files\The North\Gty Council= - TPM_TTM Reso..docx RESOLUTION NO. 2015_15 7. The applicant shall abide by all provisions of City of Palm Desert Ordinance 843, Section 24.20 Stormwater Management and Discharge Ordinance. 8. Mass grading shall be allowed for this parcel map if a semi -permanent water system is installed after grading and the area had dust suppressant applied every six months thereafter. 9. Prior to City Council approval of final parcel map 36792, the applicant shall construct or enter into an agreement and post security, in a form and amount acceptable to the City Engineer, guaranteeing the construction of all off -site improvements. Improvement shall be in accordance with the approved Development Agreement and shall include; but are not limited to: a. The extension of Technology Drive. Technology Drive west shall be limited to right-in/right-out access on Gerald Ford Drive. The applicant shall not be responsible for security for any portion of Technology Drive adjacent to City properties. b. Construction of an eight (8) foot wide sidewalk and an eight (8) foot wide striped bike lane on the east side of Portola Avenue. c. Construction of landscape medians on Dinah Shore Drive. The maintenance of the medians shall be the responsibility of the owner/association. The developer shall maintain the median on Dinah Shore Drive for a period of five (5) years or until the Park is constructed. d. Installation of a City designed traffic signal at the intersection of Dinah Shore Drive and Portola Avenue. Applicant shall be responsible for 50% of the cost of the improvements. Once installation is complete, the owner shall submit a request for reimbursement of the cost of installation to the Public Works Department for City Council approval. e. Construction of a pork chop island on the southwest corner of Dinah Shore Drive and Portola Avenue. Applicant shall be responsible for 50% of the cost of the improvements. Once installation is complete, the owner shall submit a request for reimbursement of the cost of installation to the Public Works Department for City Council approval. f. Construction of traffic circles on Dinah Shore Drive, midway between Portola Avenue and Gerald Ford Drive, as shown on the tentative map. g. The extension of Dinah Shore Drive from Portola Avenue to Pacific Drive consistent with the provisions of the Development Agreement. 10. Parcel Map 36792 shall retain to the 100-year storm within the parcel boundary. 11. The applicant shall be responsible for 100% of the maintenance of the Mid -Valley Channel adjacent to this parcel map. 12. The developer shall have the option, in accordance with the Development Agreement, to develop the Mid -Valley Bike Path within the Specific Plan boundaries GAPlanning\Enc Cela\Case Piles\The North\City Council= - TPM_TTM Reso..docx 9 RESOLUTION NO. 2015-15 or submit a payment in lieu of construction of the Mid -Valley Bike Path in the amount of $772,504. 13. The owner/association of any parcel contributing drainage to the Mid -Valley Channel shall have maintenance responsibilities. 14. The applicant shall submit Covenants, Conditions, and Restrictions (CC&R's) concurrently with the final map for review and approval by the Public Works Department and the Community Development Department. Once approved by the City, the CC&R's shall be recorded with the County Recorder's Office. 15. The applicant/owner's association shall maintain the storm drain systems that benefit them in conformance with the approved hydrology and storm drain plans. Tentative Tract Map 36793 1. The tract map shall be submitted to the City Engineer for final review and approval. 2. Horizontal control requirements shall apply to this map, including state plan coordinates, which shall conform to the City of Palm Desert specifications. 3. The applicant shall submit CC&R's concurrently with the final map for review and approval by the Public Works Department and the Community Development Department. Once approved by the City, the CC&R's shall be recorded with the County Recorder's Office. 4. Signalization fees, in accordance with City of Palm Desert resolution Nos. 79-17 and 79-55, shall be paid prior to issuance of any permits associated with this project or the recordation of the tract map. Should the applicant install the signal, signalization fees shall be credited toward that installation. In no case shall the applicant be responsible for any more than 50% of the cost of the signal. Once installation is complete, the owner shall submit a request for reimbursement of 50% of the cost of installation to the Public Works Department for City Council approval. 5. Drainage fees in accordance with Palm Desert Municipal Code Section 26.49 and Ordinance number 653 shall be paid prior to recordation of the tract map. 6. Park fees in accordance with the Palm Desert Municipal Code Section 26.48.060 shall be paid prior to the recordation of the tract map. 7. The applicant shall submit a grading plan to the Public Works Department for review and approval. Any changes to the approved civil or landscape plans must be reviewed for approval prior to work commencing. 8. The applicant shall identify all proposed and existing utilities on the precise grading plan. G:\Planning\Enc Ceja\Case Files\The North\City Council\CC - TPM_TTM Reso .docx 10 RESOLUTION NO. 2015-15 9. Drainage shall be retained within the boundaries of Parcel Map 36792. 10. Pad elevations, as shown on the tentative map, are subject to review and modification in accordance with Chapter 27 of the Palm Desert Municipal Code. 11. The applicant shall abide by all provisions of the City of Palm Desert Ordinance 843, Section 24.20 Stormwater Management and Discharge Ordinance. 12. The applicant shall submit a final Water Quality Management Plan (WQMP) for approval. The WQMP shall identify the Best Management Practices (BMPs) that will be used on the site to control predictable pollutant runoff. Prior to the issuance of grading permit, the Operation and Maintenance Section of the approved final WQMP shall be recorded with the County Recorder Office and a conformed copy shall be provided to the Public Works Department. 13. Provide the City Engineer with evidence that a Notice of Intent (NOI) has been filed with the State Water Resources Control Board. Such evidence shall consist of a copy of the NOI stamped by the State Water Resources Control Board or the Regional Water Quality Control Board, or a letter from either agency stating that the NOI has been filed. 14. The applicant shall submit a PM10 application to the Public Works Department for approval prior to issuances of a grading permit. The applicant shall comply with all provisions of Palm Desert Municipal Code Section 24.12 regarding Fugitive Dust Control. 15. The applicant shall construct or enter into an agreement and post security, in a form and amount acceptable to the City Engineer, guaranteeing the construction of off -site improvements. Improvements shall be in accordance with the approved Development Agreement. 16. The applicant shall submit a landscape plan concurrently with the precise grading plan for review and approval. The applicant is advised to use the City of Palm Desert Design Guide when designing landscape plans. Landscape plans must meet the following criteria: A. Must be water efficient in design and meet the City of Palm Desert's Water Efficiency Landscape Ordinance. B. Planting plans must show location of proposed and existing utilities. C. Must match approved civil plans. D. All specs and details must be site specific. E. Applicants must have CVWD approval of their irrigation plans prior to City approval. F. Applicants must have a stamp or signature from the County Agricultural Commissioner before City approval. GAPlanning\Enc Ceja\Case Files\The North\City Council= - TPM. TTM Reso..docx 11 RESOLUTION NO. 2015-15 BUILDING AND SAFETY DEPARTMENT Development of this project shall comply with the latest adopted edition of the following codes: A. 2013 California Building Code and its appendices and standards. B. 2013 California Residential Code and its appendices and standards. C. 2013 California Plumbing Code and its appendices and standards. D. 2013 California Mechanical Code and its appendices and standards. E. 2013 California Electrical Code. F. 2013 California Energy Code. G. 2013 California Green Building Standards Code. H. Title 24 California Code of Regulations. I. 2013 California Fire Code and its appendices and standards. 2. An approved automatic fire sprinkler system shall be installed as required per the City of Palm Desert Code Adoption Ordinance 1265. 3. A disabled access overlay of the precise grading plan is required to be submitted to the Dept of Building and Safety for plan review of the site accessibility requirements as per 2013 CBC Chapters 11 A & B (as applicable) and Chapter 10. 4. All exits must provide an accessible path of travel to the public way. (CBC 1027.5 & 11 B-206) 5. Detectable warnings shall be provided where required per CBC 11 B-705.1.2.5 and 11 B-705.1.2.2. The designer is also required to meet all ADA requirements. Where an ADA requirement is more restrictive than the State of California, the ADA requirement shall supersede the State requirement. 6. Provide an accessible path of travel to the trash enclosure. The trash enclosure is required to be accessible. Please obtain a detail from the Dept of Building and Safety. 7. Public pools and spas must be first approved by the Riverside County Dept of Environmental Health and then submitted to Dept of Building and Safety. Pools and Spas for public use are required to be accessible. 8. All contractors and subcontractors shall have a current City of Palm Desert Business License prior to permit issuance per Palm desert Municipal Code, Title 5. 9. All contractors and/or owner -builders must submit a valid Certificate of Workers' Compensation Insurance coverage prior to the issuance of a building permit per California Labor Code, Section 3700. GARanning\Enc Ceja\Case Files\The North\City Council= - TPM TTM Reso..docx 12 RESOLUTION NO. 2015-15 10. Address numerals shall comply with Palm Desert Ordinance No. 1265 (Palm Desert Municipal Code 15.28. Compliance with Ordinance 1265 regarding street address location, dimension, stroke of line, distance from street, height from grade, height from street, etc. shall be shown on all architectural building elevations in detail. Any possible obstructions, shadows, lighting, landscaping, backgrounds or other reasons that may render the building address unreadable shall be addressed during the plan review process. You may request a copy of Ordinance 1265 or Municipal Code Section 15.28 from the Department of Building and Safety counter staff. 11. Please contact Cherie Williams, Building and Safety Technician, at the Department of Building and Safety (760-776-6420) regarding the addressing of all buildings and/or suites. FIRE DEPARTMENT: 1. Final fire and life safety conditions will be addressed when building plans are reviewed by the Fire Prevention Bureau. These conditions will be based on occupancy, use, the California Building Code (CBC), California Fire Code (CFC), and related codes which are in force at the time of building plan submittal. 2. The Fire Prevention Bureau is required to set a minimum fire flow for the construction of all residential buildings per CFC Appendix B. The developer shall provide for this project, a water system capable of delivering 2,000 GPM at 20-PSI residual operating pressure for a 2-hour duration for single family dwellings and 4,000 PGM at 20-PSI residual operating pressure for a 4-hour duration for multi- family projects. The developer shall also provide a water system capable of delivering 4,000 GPM at 20-PSI residual operating pressure with a 4-hour duration for all commercial land developments. 3. The Fire Prevention Bureau is required to set minimum fire hydrant distances per CFC Appendix C. Standard fire hydrants (6" x 4" 2 '/2" outlets) shall be located on Fire Department access roads and adjacent public streets. Hydrants shall be spaced at 500 feet apart at each intersection, and shall be located no more than 250 feet from any point on the street or Fire Department access road(s) frontage to a hydrant for single family dwellings and 350 feet apart at each intersection, and shall be no more than 210 feet from any point on the street or Fire Department access road(s) frontage to a hydrant for multi -family projects. The required fire flow shall be available from any adjacent hydrant(s) in the system. 4. If construction is phased, each phase shall provide approved access and fire protection prior to any building construction (CFC Chapter 5). 5. Fire apparatus access roads and driveways shall be designed and maintained to support the imposed loads of fire apparatus and shall be with a surface to provide all-weather driving capabilities. Access roads shall be 60,000 lbs. GVW with a minimum AC thickness of .25 feet. In accordance with Section 3310.1 prior to GAPlanning\Enc Ceja\Case Files\The North\City CouncihCC - TPM_TTM Reso_dGcx 13 RESOLUTION NO. 2015-15 building construction, all locations where structures are to be built shall have fire apparatus access roads. 6. The gradient for fire apparatus access roads shall not exceed 15 percent. All access roads shall have an unobstructed width of not less than 20 feet for commercial and 20 feet for residential with an unobstructed vertical clearance of not less than 13 feet and 6 inches. 7. Maximum cul-de-sac length shall not exceed 1,320 feet. Minimum outside turning radius on any cul-de-sac shall be 37 feet for single-family developments and 45 feet for multi -family developments. 8. Dead end roadways and streets in excess of 150 feet, which have not been completed, shall have a turnaround capable of accommodating fire apparatus. 9. The developer shall furnish three copies of the water system plans to the Fire Prevention Bureau for approval prior to installation for all private water systems pertaining to the fire service loop for the underground water system. Plans shall be signed by a registered civil engineer, contain a Fire Prevention Bureau approval signature block, and conform to hydrant type, location, spacing and minimum fire flows standards. Hydraulic calculation will be required with the underground submittal to ensure fire flow requirements are being met for the on -site hydrants. The plans must be submitted and approved prior to building permit being issued. 10. Fire sprinkler plans shall be submitted to the Fire Prevention Bureau for approval. Three sets of sprinkler plans must be submitted by the installing contractor to the Fire Prevention Bureau prior to issuance of building permits. 11. Alarm plans shall be submitted to the Fire Prevention Bureau for approval. Three sets of alarm plans must be submitted by the installing contractor to the Fire Prevention Bureau prior to issuance of building permits. 12. A "Knox -box" shall be provided and shall be installed a minimum of six feet in height and be located to the right side of fire riser sprinkler rooms. 13. All manual and electronic gates on required Fire Department obstructing Fire Department access shall be provided with system for emergency access by firefighting personnel. access road or gates the Knox Rapid entry GAPlanning\Enc Ceja\Case Files\The North\City Council\CC - TPM_-TTM Reso..docx 14 �IIY Uf rHll!I Ut?t`;' 73—SIo FRED WARING DRIVE PALM DESERT, CALIFORNIA 92260-2578 TEL:760 346—o6ii FAx:760 341-7098 info@p2lm-desert.org CITY OF PALM DESERT LEGAL NOTICE CASE NOS. DA/SP/GPA/CZ/ 14-332, TPM 36792 &TT 36793 NOTICE OF INTENT TO ADOPT A MITIGATED NEGATIVE DECLARATION FOR A GENERAL PLAN AMENDMENT, A CHANGE OF ZONE, A DEVELOPMENT AGREEMENT, TENTATIVE PARCEL MAP 36792, TENTATIVE TRACT MAP 36793, AND A SPECIFIC PLAN FOR THE MILLENNIUM PALM DESERT, A 152 ACRE MULTI -USE DEVELOPMENT BOUNDED BY GERALD FORD DRIVE TO THE SOUTH, PORTOLA AVENUE TO THE WEST, TECHONOLOGY DRIVE TO THE EAST, AND UNION PACIFIC RAILROAD TO THE NORTH The City of Palm Desert (City), in its capacity as the Lead Agency for this project under the California Environmental Quality Act (CEQA), has reviewed and considered the proposed project and has determined that any potentially significant impacts can be mitigated to a less than significant level and a mitigated negative declaration has been prepared for this project. Project Location/ Description: Project Location: The project is bounded by Gerald Ford Drive to the south, Portola Avenue to the west, Technology Drive to the east, and Union Pacific Railroad to the north. Project Description: The project consists of 152 acres bounded by Gerald Ford Drive to the south, Portola Avenue to the west, Technology Drive to the east, and Union Pacific Railroad to the north. A Specific Plan has been submitted to establish nine (9) separate Planning Areas within the project boundaries. Development within the Planning Areas is expected to be a mix of single-family homes, multi -family apartment housing, commercial retail and hotel uses, office and business park, and a regional park. A General Plan Amendment, Change of Zone, a Development Agreement, a Land Exchange Agreement, Tentative Parcel and Tract Maps, and a Specific Plan document have been submitted to support the proposed project. Planning Commission Recommendation: The City of Palm Desert Planning Commission reviewed the Mitigated Negative Declaration, Specific Plan and supporting documents at their meeting on February 17, 2015. The Planning Commission voted in favor (3-0-2) recommending approval of the plans to the City Council. Recommendation: Staff is recommending approval of the Mitigated Negative Declaration, Specific Plan and supporting applications. Public Hearing: The public hearing will be held before the City Council on March 12, 2015, at 4:00 pm. Public Review: The Mitigated Negative Declaration, Specific Plan, and supporting documents are available for public review daily at City Hall. Please submit written comments to the Planning Department. If any group challenges the action in court, issues raised may be limited to only those issues raised at the public hearing described in this notice or in written correspondence at, or prior to the Planning Commission hearing. All comments and any questions should be directed to: Eric Ceja, Associate Planner City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 (760) 346-0611 eceja@cityofpalmdesert.org PUBLISH: DESERT SUN RACHELLE D. KLASSEN, CITY CLERK March 2, 2015 CITY OF PALM DESERT, CALIFORNIA CITY OF PALM DESERT CEQA Environmental Checklist & Environmental Assessment Project Title: The Millennium Palm Desert, General Plan Amendment 14-332 Change of Zone 14-332, Development Agreement 14-332 "Tentative Parcel Map 36792, Tentative Tract Map 36793 Lead agency name and address: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Contact persons and phone number: Eric Ceja, Associate Planner 760-346-0611 Project location: The project is bounded by Gerald Ford Drive on the south, Technology Drive on the east, Portola Avenue on the west, and Interstate- I O/Union Pacific Railroad to the north. Project sponsor's name and address: PD 80 T&S LLC and Palm Desert University Gateway LLC 38 Clancy Lane South Rancho Mirage, CA 92270 General Plan Designation: Zoning: Industrial Business Park (I -BP) Planned Community Development (P.C.D.) Mixed Use (MU) — Commercial/High Density R-H) 10-22 du/ac Open Space — Parks (OS/PP) Public Reserves (OS/PR) Description of project: (Describe the whole action involved, including but not limited to later phases of the project, and any secondary, support, or off -site features necessary for its implementation. Attach additional sheets if necessary.) The proposed project will result in a 152-acre mixed -use development to be located on lands bounded by Gerald Ford Drive on the south, Technology Drive on the east, Portola Road on the west, and Interstate- 10/Union Pacific Railroad to the north in the City of Palm Desert, California. The project consists of a Development Agreement between the City of Palm Desert and PD 80 T&S LLC and Palm Desert University Gateway LLC (developer), which includes the project Master Plan, and a land exchange between the City and the developer. In addition, General Plan and Zoning map amendments will be required to support the proposed Master Plan, a Tentative Parcel Map and a Tentative Tract Map to subdivide Planning Area I of the Master Plan have been requested (please see below). Development Agreement The purpose of the Development Agreement between the City and the developer is to establish the development parameters for the 152-acre master planned project, which includes 9 individual planning areas consisting of commercial, residential, business park, and park land uses (See Exhibit 4, Master Plan). Land use allocations set forth below provide densities, land use designations, and development standards per planning area for build out of the Master Plan. Development of the planning areas will be dependent on market demand with anticipated build out of the project being 10-20 years (between 2025-2035). The Millennium Palm Desert Land Use Allocation Planning Density/Lot Density/Lot Projected Area Land Use Acres Coverage Min. Coverage Max. Units/SF Single Family 1 Residential 38 2/ac 6/ac. 228 2 General Commercial 3.2 18,000 No Max 35,000 3 Regional Commercial 21.6 25% 50% 235,000 4 Service Industrial 10 25% No Max 110,000 Planned 5 Commercial/Hotel 3.5 25% or 175 50% or 250 hotel rooms hotel rooms 37,000 6 Planned Commercial 12.3 25% 50% 134,000 Multi -Family 7 Residential 15 18/acre 22/acre 330 Multi -Family 8 Residential 10 18/acre 22/acre 220 9 Park 27 N/A N/A Total Potential Residential Units 778 Total Potential Square Footage 551,000 General Plan Amendments Changes to land use designations in the General Plan include the following: 1. PA 1: Medium Density Residential 2. PA 2: Community Commercial 3. PA 3: Regional Commercial 4. PA 4: Business Park 5. PA 5: Community Commercial 6. PA 6: Community Commercial 7. PA 7: High Density Residential 8. PA 8: High Density Residential 9. PA 9: Open Space Public Park In addition to the Land Use Map amendments, the General Plan Amendment will include a request to remove Technology Drive and Pacific Avenue as General Plan roads. Zoning Amendments Changes to the zoning designations in the General Plan include the following: 1. PA 1: Planned Residential-6 2. PA 2: General Commercial/C-1 3. PA 3: Planned Commercial-3/FCOZ 4. PA 4: Service Industrial 5. PA 5: Planned Commercial-2 6. PA 6: Planned Commercial-2 7. PA 7: Multifamily Residential 8. PA 8: Multifamily Residential 9. PA 9: Open Space Subdivision Maps A Tentative Parcel Map is proposed to subdivide the 152 acres into 9 parcels, consistent with the Development -2- Agreement's Planning Areas. The Parcel Map is being created in order to allow the sale and development of individual Planning Areas. A Tentative Tract Map (TTM) has been prepared for Planning Area 1 with anticipated build out in 2018 (three years). The TTM proposes 166 single family lots, as well as lots for open space, parks, and private streets (See Exhibit 5, Planning Area 1 Site Plan). Land Exchange The Development Agreement also includes a land exchange between the City of Palm Desert and the developer. The transfer includes 37 acres of land currently owned by the City at the southeast corner of Portola Avenue and the railroad to Planning Areas 8 and 9 of the Master Plan, and 37 acres currently owned by the developer in Planning Areas 8 and 9 to 37 acres located at the southeast corner of Portola Avenue and the railroad. All components of the project, as described above, shall hereinafter be referred to as "the project." Environmental Setting and Surrounding Land Uses The subject property is located in the northeasterly portion of the City. The site is vacant, relatively flat, and contains sparse native vegetation. North: Interstate-10 (1-10), Union Pacific Railroad, undeveloped lands South: Gerald Ford Drive, vacant lands, proposed residential and commercial East: Technology Drive, commercial mixed -use West: Portola Avenue, vacant lands, single-family residential Other public agencies whose approval is or may be required (e.g., permits, financing approval, or participation agreement.) None. ENVIRONMENTAL FACTORS POTENTIALLY AFFECTED: The environmental factors checked below would be potentially affected by this project, involving at least one impact that is a "Potentially Significant Impact" as indicated by the checklist on the following pages. ❑ Aesthetics ❑ Agriculture and El Air Quality Forestry Resources ❑ Biological Resources ❑ Cultural Resources ❑ Geology /Soils ❑ Greenhouse Gas ❑ Hazards & Hazardous ❑ Iiydrology /Water Quality Emissions Materials ❑ Land Use / Planning ❑ Mineral Resources ❑ Noise ❑ Population / Housing ❑ Public Services ❑ Recreation ❑ Transportation/Traffic ❑ Utilities / Service ❑ Mandatory Findings of Systems Significance -3- DETERMINATION: (To be completed by the Lead Agency) On the basis of this initial evaluation: I find that the proposed project COULD NOT have a significant effect on the environment, and a NEGATIVE DECLARATION will be prepared. I find that although the proposed project could have a significant effect on the environment, X there will not be a significant effect in this case because revisions in the project have been made by or agreed to by the project proponent. A MITIGATED NEGATIVE DECLARATION will be prepared. I find that the proposed project MAY have a significant effect on the environment, and an ENVIRONMENTAL IMPACT REPORT is required. 1 find that the proposed project MAY have a "potentially significant impact" or "potentially significant unless mitigated" impact on the environment, but at least one effect 1) has been adequately analyzed in an earlier document pursuant to applicable legal standards, and 2) has been addressed by mitigation measures based on the earlier analysis as described on attached sheets. An ENVIRONMENTAL IMPACT REPORT is required, but it must analyze only the effects that remain to be addressed. I find that although the proposed project could have a significant effect on the environment, because all potentially significant effects (a) have been analyzed adequately in an earlier EIR or NEGATIVE DECLARATION pursuant to applicable standards, and (b) have been avoided or mitigated pursuant to that earlier EIR or NEGATIVE DECLARATION, including revisions or mitigation measures that are imposed upon the proposed project, nothing further is required. Eric Ceja, Associ Planner City of Palm De -4- IZ2-11 5 Dat EVALUATION OF ENVIRONMENTAL IMPACTS: 1) A brief explanation is required for all answers except "No Impact" answers that are adequately supported by the information sources a lead agency cites in the parentheses following each question. A "No Impact" answer is adequately supported if the referenced information sources show that the impact simply does not apply to projects like the one involved (e.g., the project falls outside a fault rupture zone). A "No Impact" answer should be explained where it is based on project -specific factors as well as general standards (e.g., the project will not expose sensitive receptors to pollutants, based on a project -specific screening analysis). 2) All answers must take account of the whole action involved, including off -site as well as on -site, cumulative as well as project -level, indirect as well as direct, and construction as well as operational impacts. 3) Once the lead agency has determined that a particular physical impact may occur, then the checklist answers must indicate whether the impact is potentially significant, less than significant with mitigation, or less than significant. "Potentially Significant Impact" is appropriate if there is substantial evidence that an effect may be significant. If there are one or more "Potentially Significant Impact" entries when the determination is made, an EIR is required. 4) "Negative Declaration: Less Than Significant With Mitigation Incorporated" applies where the incorporation of mitigation measures has reduced an effect from "Potentially Significant Impact" to a "Less Than Significant Impact." The lead agency must describe the mitigation measures, and briefly explain how they reduce the effect to a less than significant level (mitigation measures from Section XVII, "Earlier Analyses," may be cross-referenced). 5) Earlier analyses may be used where, pursuant to the tiering, program EIR, or other CEQA process, an effect has been adequately analyzed in an earlier EIR or negative declaration. Section 15063(c)(3)(D). In this case, a brief discussion should identify the following: a) Earlier Analysis Used. Identify and state where they are available for review. b) Impacts Adequately Addressed. Identify which effects from the above checklist were within the scope of and adequately analyzed in an earlier document pursuant to applicable legal standards, and state whether such effects were addressed by mitigation measures based on the earlier analysis. c) Mitigation Measures. For effects that are "Less than Significant with Mitigation Measures Incorporated," describe the mitigation measures which were incorporated or refined from the earlier document and the extent to which they address site -specific conditions for the project. 6) Lead agencies are encouraged to incorporate into the checklist references to information sources for potential impacts (e.g., general plans, zoning ordinances). Reference to a previously prepared or outside document should, where appropriate, include a reference to the page or pages where the statement is substantiated. 7) Supporting Information Sources: A source list should be attached, and other sources used or individuals contacted should be cited in the discussion. 8) This is only a suggested form, and lead agencies are free to use different formats; however, lead agencies should normally address the questions from this checklist that are relevant to a project's environmental effects in whatever format is selected. 9) The explanation of each issue should identify: a) the significance criteria or threshold, if any, used to evaluate each question; and b) the mitigation measure identified, if any, to reduce the impact to less than significance. -5- C A/A Paefs Oc a a x No Scale Me) ico venude 62 Be umont H., corona n Cate" eeEM City 15 Rwxb Atiipe Palm Desert cowhea. 10 Indict welt radio Le Quints BIy16e !0 sw 'Ia Z3 JDTI U -\N "'Y Millennium Palm Desert Exhibit J TERRA NOVA® Regional Location Map 1 Planning & ResLarch, Inc. City of Palm Desert Y i b -'�y Planned Portola ., Interchange .� :'..� Project r �. Site u shO�H Dr Existing Cook St 1 y Gerald Ford Or Interchange N d Go Vege Dr Ap a. c r sir l,�J OPr • l� � ,_ram„ max. m Frank Sinatra Dr • JJs . s s ,...„-CounlW Club -Dr :•.� _ _ .. 1 , Source: Coogle Earth Imagery Data, 03.23.2013 1 i t3 r Millennium Palm Desert iy:xhibil L J TERRA NOVA Project Vicinity Map + 2 Planning Rcscarch. Inc. Palm Desert, California Data 2013 e�Ad Fora Efr Source. Googk hnge r 1 L J TERRA NOVA® Millennium Palm Desert Project Aerial ._ Exhibit Pta, mjt&R�wh.w, Palm Desert, California LOT AMA AND LAD USE SUAMAMY vYKFL IaK A ,r4 nYtt w t (aNw teeiF tt`lO,Te1i Jr.0 K. twPT 3 ua ! Irrr�nw, ''.� � 114 L•. w+cR e �Jl S wa@ e • laux[nY twe] w 3 lLpeYJarr LEtIYGnr1) L (CdWIF CnaOrcWa rx9 l' ta.J K caKR ' r IaW Mv4M1OL41MLt t>C C etYEfl ! - eat (MYN RrWr/ E3WnWiES tOL K �.Yaa . nYh'FL n nwx smm (teva �nrn heal: nnEC (f1Ma SaMaJ r3 C tY<n C NrCn E h01C TAF[r (1C6MlOLr M ! h!f. SIIH) flMP41 19 K K vu�y [ h9lK 21MR IKO)Gla O.VPISv; )NK 35 J.J C ty1 C r, 1 Millennium Palm Desert L J TERRA NOVA® Tentative Parcel Map 36792 Iy�sa prx+,ai. Palm Desert, California MOTTA@I E AEAI109 M (\ J.xxw w fw04 M 'antra uaroer Rrw cwt'.++. nFCMaa M' '. e9sx amYYYort 3au3. En (i� tw©ar w fwml[ M JantYa :aaoYw� e[ea. ca+wvr. nfYOF N Mr �, rfnJ, MIINr[M w )3nle, 0• © [+!LfM w F— M M CM M raY MSea Int —xw � nvTl3 YV.En:RC O:')nHe te. Pt1. ewt ao Pta-CYAttx �• !4) 4satvA w fWM M M �llr M relY [eJtnl IOII Mew L hwPy9 gilnM.^. L[LPt[[n 3. m0, wA W. PtC•09)lt9t. C n ® a'ASFYM w rates M M pir M fNY L[JPr fM PVAJQ fYWV3L9 YELLYMC MCt3kP x PtO. lM wa PtE•03Mr93 Ca fAOtM w rW)11 M O< Lllr M PMY KSEu fM nuraK OY MCME[U Wr 9. ante, EEun[Yt I Pie-O`M)t!. 9Y n�n ryMOJF9, RLrt!C[E Wr 9. i0� EOLJYL•It / Mt1.O �!. 0[ n.1 45MM w faRIR M A[ LR+ M e4Y L6Ea1 /OF Wtl2 •aX. Y[LEna[P W 9. Ptr, EnLVYFa) / IDtabt Pat). OY (� 436[W w raM3M M AS taw M MLY C[Xal rOP YYJI3 M W, W.wYY,FS K+'aY%n w.,wr n, aG0). CELUYMt 1 }EM_nDr9fO1..F 3 TENTATIVE PARCEL MAP No. 36792 THE MILLENNIUM PALM DESERT OnY w twua oFa9n, Lalw)v of weauat aur[ OF cwaaw aoveneen n, m. C4 WO IF 4 ���. O. TYPICAL ROTT1rq _ « LNr.AWLU PA•:MG FOR _ i•.' fA� FUiO I'O�.firS _ CENTgAP"Oes PEOEaTR1AN ACCESS TNROUrr1 PROJFCT TO CO4,1•iRCW ]FOG iU f PARK MO RCCRGTION I - AREA IOCArED AS b00oY10, _ FOCAL PORTS AT r PROJECT FNTRIFS .r,,RE far[RaR MOMStOCATED ARpMp PARK ip SA'Fs EKPEIRENCE Mo." • nms wrs _ PROACr Sr —GE AND LmoscAo o4 O V TARYIO s GHA CONIMUNITIES MILLENNIUM VILLAGE PALM DESERT CONCEPTUAL S)TE PLAN DANIELIAN ASSOCIATES 1 r ARCMITEC 1U RwEw• PION N„NG r , Millennium Palm Desert • « Exhibit L A TERRA NOVA® Planning Area I Site Plan PmP...RsxR•K�I n,iR' Palm Desert, California 5 Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact I. AESTHETICS -- Would the project: a) Have a substantial adverse effect on a X scenic vista? b) Substantially damage scenic resources, including, but not limited to, trees, rock X outcroppings, and historic buildings within a state scenic highway? c) Substantially degrade the existing visual character or quality of the site and its X surroundings? d) Create a new source of substantial light or glare which would adversely affect day or X nighttime views in the area? Source: Palm Desert General Plan 2004, Zoning Ordinance, Municipal Code, project site plan. I. a) Less than Significant Impact. The primary scenic viewsheds in the project area include the San Jacinto, Santa Rosa, and San Bernardino Mountain ranges that encircle the desert floor. Scenic resources are visible along essentially all major roadways in the City and project area. Surrounding views have been impacted to some extent by surrounding commercial and residential development to the south, commercial development to the east, residential development to the west, and the I-10 freeway and railroad corridor to the north. The proposed project is not expected to result in development that will significantly impact a scenic vista. Scenic vistas have the potential to be impacted for lands to the south of the proposed project. Lands to the west and southwest occur at a higher elevation than the proposed project, across Portola Avenue. As a result, view corridors for scenic vistas will not be impacted for the residential units west and southwest of the proposed project. The Master Plan proposes building heights of up to 50 feet (four stories) in the commercial planning areas, and up to 40 feet (3 stories) for the multi -family planning areas. The project area is at a low elevation when compared to surrounding development, occurring at the base of the eastern end of the Palm Springs Sand Ridge. As such, development to the south and west occurs, or will occur, at an elevation higher than the project area. The 50 foot/4 story height is permitted only for hotel development in the commercial areas. Retail and office commercial are limited to 35 feet in height. Existing development to the east, at the Hampton Inn hotel, has been constructed with 3 stories, comparable in height to the mass and scale of likely commercial development in the area. Hotel development, should it occur, could extend approximately 15 feet higher than this existing development. Since surrounding development occurs at a higher elevation, the mass of a potential 50 foot building would somewhat limit views of the San Bernardino Mountains to the north, but would not impact views of the San Jacinto Mountains to the west and southwest. Because development to the south will occur at a base elevation that will be 6 to 10 feet higher than the base elevation of the commercial planning areas, the mass of the structures on the project site will appear smaller, and impacts are expected to be less than significant. The 40 foot/3 story height proposed for the multi -family residential development in planning areas 7 and 8 would also limit views of the San Bernardino Mountains to the north for future development to the south of the project area, but would not impact views of the San Jacinto Mountains to the west and southwest. As described above, development to the south will occur at a higher base elevation, which will somewhat lessen the potential for impact, insofar as the finished floor on the project site will be 6 to 10 feet below the finished floor elevation of projects to the south. Development of the multi -family units is likely to occur in multiple smaller buildings, rather than in one large structure. This type of design is likely to allow view corridors through the project to the north. b) No Impact. The 152-acre project area is currently vacant with sparse vegetation regrowth and signs of site disturbance due to off -road vehicle use. The site does not contain on -site scenic resources, including trees, rock outcroppings, or historical buildings. c) Less Than Significant Impact. The area surrounding the 152-acre project site can be characterized as largely developed with commercial development located east of the project site, vacant land and commercial development to the south and southeast, and single-family residential development to the west. The subject property itself is currently vacant, but was previously partially graded and contains re -growth of native desert vegetation. All development associated with the proposed project will be subject to mass and density requirements consistent with the Palm Desert Zoning code and the project Master Plan. Architectural style for the planning areas is expected to be consistent with that already occurring in the area, and will be subject to review by the City through its Architectural Review and Precise Planning process. Future landscaping will be limited to an approved plant palette in keeping with the surrounding desert environment. Impacts to the visual character of the area are, therefore, expected to be less than significant. d) Less Than Significant Impact. Development within the project area is anticipated to result in lighting from commercial and residential project lighting, landscape lighting, and the headlights of vehicles travelling through the project area. In addition, sports field lighting may be proposed for the City park planned in the center of the project. All future development associated with the proposed project will be required to abide by City of Palm Desert building code and lighting ordinance, which requires proper shielding of light sources and prohibits light spillage on adjacent properties. A lighting plan will be submitted and approved prior to the approval of any development, and all required conditions of approval would be applied. Lighting for sports fields in the City park will be similarly controlled by City standards, and will be reviewed when plans are prepared and submitted for review and approval. The imposition of standard requirements and conditions of approval will assure that lighting impacts associated with the proposed project are less than significant. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -12- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact 11. AGRICULTURE RESOURCES: Would the project: a) Convert Prime Farmland, Unique Farmland, or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the X Farmland Mapping and Monitoring Program of the California Resources Agency, to non- agricultural use? b) Conflict with existing zoning for agricultural use, or a Williamson Act contract? X c) Conflict with existing zoning for, or cause rezoning of, forest land (as defined in Public Resources Code section 12220(g)), timberland (as defined by Public Resources Code section X 4526), or timberland zoned Timberland Production (as defined by Government code section 51 104(g))? d) Result in the loss of forest land or conversion of forest land to non -forest use? X e) Involve other changes in the existing environment which, due to their location or X nature, could result in conversion of Farmland, to non-agricultural use'? Source: Palm Desert General Plan, Farmland Mapping and Monitoring Program. II. a-e) No Impact. The project site is located on vacant lands in the City. According to the Farmland Mapping and Monitoring Program, the area is not considered Prime Farmland, Unique Farmland or Farmland of Statewide Importance. Instead the project site is designated Other Land which is characterized as nonagricultural land surrounded on all sides by urban development. Adjacent to the project site and immediately north of the 1-10 freeway are lands designated Farmlands of Local Importance. However these lands are currently vacant and are not actively being used for agricultural purposes. The 1-10 freeway acts as a physical barrier that will eliminate the potential for direct project impacts to such lands. The project site will not conflict with zoning for agricultural uses, insofar as there are no agriculturally zoned lands in the City. The project area does not currently include lands with Williamson Act contracts, nor are such contracts applicable to surrounding lands. Therefore there will be no impacts associated with agricultural resources resulting from development of the proposed project. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -13- Potentially Less Than Less Than No Significant Significant wJ Significant Impact Impact Mitigation Impact III. AIR QUALITY: Would the project: a) Conflict with or obstruct implementation X of the applicable air quality plan? b) Violate any air quality standard or contribute substantially to an existing or X projected air quality violation? c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non -attainment under an applicable federal or state ambient air quality X standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? d) Expose sensitive receptors to substantial X pollutant concentrations? e) Create objectionable odors affecting a X substantial number of people? Source: Palm Desert General Plan, SCAQMD CEQA Handbook; 2003 PM10 Plan for the Coachella Valley, SCAQMD 2012 Air Quality Management Plan; CalEEMod Version 2013.2.2; "Millennium Village Health Risk Assessment Impact Analysis," prepared by Kunzman Associates, Inc. October 6, 2014. III. a) Less Than Significant Impact. The Coachella Valley, including the project area, is located within the Salton Sea Air Basin (SSAB), which is under the jurisdiction of the South Coast Air Quality Management District (SCAQMD). SCAQMD is responsible for monitoring criteria air pollutant concentrations and establishing management policies for the SSAB. All development within the SSAB is subject to SCAQMD's 2012 Air Quality Management Plan (2012 AQMP) and the 2003 Coachella Valley PMio State Implementation Plan (2003 CV PMio SIP). The project will be developed in accordance with all applicable air quality management plans. The AQMP is based, in part, on the land use plans of the jurisdictions in the region. The Master Plan proposes both a General Plan land use and Zoning amendment to support the project land uses (see project description). Although the subject property's land uses will be amended, the existing General Plan and Zoning for the property include the commercial, residential and park land uses that are proposed in the Master Plan. The project is consistent with surrounding land uses and the overall build out goals of the City. The project will be developed in conformance with the above -mentioned Management Plans and therefore impacts associated with applicable management plans are expected to be less than significant. b, c) Less than Significant with Mitigation. An air quality impact is considered potentially significant if concentration of emissions exceed the State or National Ambient Air Quality Standards. National and state air quality standards established for criteria pollutants are designed to protect that segment of the population that is most susceptible to respiratory distress or infection, including the elderly, children, asthmatics, or those who are weak from disease or illness. Table 1 shows the state and national ambient air quality standards. -14- Table 1 State and National Ambient Air Quality Standards State Standards National Standards" Pollutant Averaging Concentration Averaging Concentration Time Time Ozone 1-hour 0.09 ppm 1-hour 8-hour 0.07 ppm 8-hour 0.075 ppm Carbon Monoxide I -hour 20.0 ppm 1-hour 35.0 ppm 8-hour 9.0 ppm 8-hour 9.0 ppm Nitrogen Dioxide (NO2) 1-hour 0.18 ppm 0.10 ppm* AAM 0.030 ppm AAM 0.053 ppm Sulfur Dioxide ]-hour 0.25 ppm 1 & 24 hour .075ppm** (S02) 24-hour 0.04 ppm AAM Particulate Matter (PMio) 24-hour 50 µg/m3 24-hour 150 µg/m3 AAM 20 /m3 AAM Particulate Matter (PM2.5) AAM 12 µg/m3 AAM 12 µg/m3 24-hour 35 /m3 24-hour 35 /m3 Lead 30 day Avg. 1.5 m3 3 month Avg. 0.15 t m3 Visibility Reducing 8-hour No standard No federal No federal Particles Standard Standard Sulfates 24-hour 25µg/m3 No federal No federal Standard Standard Hydrogen Sulfide No federal No federal 1-hour 0.03 ppm Standard Standard Vinyl Chloride 24-hour 0.01 ppm No federal No federal Standard Standard Source: California Air Resources Board, 06/04/13 Notes: ppm = parts per million; ppb= parts per billion; µg/ m3 = micrograms per cubic meter of air; AAM = Annual Arithmetic Mean; * Note that this standard became effective as of January 22,2010. ** Final rule siened June 2. 2010. effective as of Auuust 23, 2010 The two primary pollutants of concern in the Coachella Valley, including the project vicinity, are ozone (03) and particulate matter (PM10 and PM2.5). The South Coast Air Quality Management District operates and maintains two air quality management stations within Source Receptor Area (SRA) 30 (Coachella Valley). The Coachella Valley monitoring stations include Indio - Jackson Street and the Palm Springs fire station, which have been operational since 1985 and 1987, respectively. Ozone_ .(0-3) is formed when byproducts of combustion react in the presence of ultraviolet sunlight. This process occurs in the atmosphere where oxides of nitrogen combine with reactive organic gases, such as hydrocarbons, in the presence of sunlight. Ozone is a pungent, colorless, toxic gas, and a common component of photochemical smog. Although also produced within the Coachella Valley, most ozone pollutants affecting the Valley are transported by coastal air mass from the Los Angeles and Riverside/San Bernardino air basins, thereby contributing to occasionally high local ozone concentrations. The Coachella Valley has a history of exceeding regulatory ozone standards, although the number of days and months the Federal one -hour standard is exceeded has dropped steadily over the past decade. Table 2 (below) shows that the Palm Springs monitoring station exceeds the 1-hour and 8-hour federal and state ozone standards more frequently than the Indio site. This exceedance is attributable to the Palm Springs station's location closer to the San Gorgonio Pass, where ozone is transported into the SSAB from air basins to the west. -15- Table 2 Ozone Monitoring Data for the Coachella Valley No. Days Standard Exceeded Monitoring year Max. Concentration National' State Station 1 Hour 8 Hour 8 Hour 1 Hour 8 Hour m PPM Palm Springs 2003 0.141 0.110 71 54 90 2004 0.125 0.106 53 36 88 2005 0.139 0.116 61 41 78 2006 0.126 0.109 61 37 79 2007 0.126 0.102 58 29 83 2008 0.112 0.101 51 26 70 2009 0.120 0.098 54 28 74 2010 0.114 0.099 52 20 78 2011 0.124 0.099 49 21 69 2012 0.126 0.101 51 17 79 2013 0.113 0.104 46 10 80 Indio 2003 0.123 0.104 40 24 60 2004 0.111 0.099 50 23 68 2005 0.114 0.095 34 18 58 2006 0.103 0.090 28 5 42 2007 0.106 0.095 30 8 48 2008 0.115 0.092 27 12 44 2009 0.097 0.090 24 6 41 2010 0.100 0.087 19 6 45 2011 0.099 0.090 19 3 42 2012 0.102 0.089 24 2 45 2013 0.105 0.087 18 2 38 Source: ARB Annual Air Quality Data Tables. http://www.arb.ca.gov/adam/ 1 = > 0.075 parts per million for the 8 hour standard. 2 => 0.09 and 0.070 parts per million in I hour and 8 hour respectively. Particulate Matter (PM10 and PM2.5) consists of fine suspended particles of ten microns or smaller in diameter, and are the byproducts of road dust, sand, diesel soot, windstorms, and the abrasion of tires and brakes. The elderly, children and adults with pre-existing respiratory or cardiovascular disease are most susceptible to the effects of Particulate Matter. Elevated PM10 and PM2.5 levels are also associated with an increase in mortality rates, respiratory infections, occurrences and severity of asthma attacks and hospital admissions. The SSAB is a non - attainment area for PM10 and is classified as attainment/unclassifiable for PM2.5- South Coast Air Quality Management District (SCAQMD), in conjunction with the Coachella Valley Association of Governments (CVAG), Riverside County and local jurisdictions, prepared the "2003 Coachella Valley PM10 State Implementation Plan," which includes PM10 control program enhancements and requests an extension of the region's PM10 attainment date. The Coachella Valley is designated as a serious non -attainment area for PM10 and is subject to the 2003 State Implementation Plan (SIP) and local dust control regulations and guidelines. A State Implementation Plan that addresses how Southern California will meet federal standards for finer particulate matter (PM2.5) was adopted in 2007. The Coachella Valley became eligible for re -designation as being in "attainment" for PM10 in 2010 due to the annual average concentrations meeting the revoked federal standard. On -16- February 25, 2010, the California Air Resources Board approved the Coachella Valley PMIo Redesignation Request and Maintenance Plan, which modified its designation status from "serious non -attainment" to "attainment" for the PMIO National Ambient Air Quality Standard under CAA Section 107. As of July 20141, the Environmental Protection Agency has not re- designated the PMIO classification for the Coachella Valley, as PMIo levels continue to exceed state standards. Table 3, below, shows that the National 24-hour standard for PMIo has been exceeded more frequently at the Indio station. Table 3 PMIo Monitoring Data for the Coachella Valley Maximum No. Days Annual Average Monitoring Year Concentration Exceeding 24-hr. (µghn) Station (µg/m3/24hours) � Standards National' State AAM3 AGM° Palm Springs 2003 108.0 0.0 23.0 27.1 26.4 2004 79.0 0.0 N/A 26.4 N/A 2005 66.0 0.0 13.0 25.9 25.4 2006 226.0 6.6 19.6 28.3 27.7 2007 83.0 0.0 N/A 30.0 N/A 2008 75.0 0.0 N/A 17.7 N/A 2009 140.0 0.0 N/A 20.4 N/A 2010 144.8 0.0 0.0 19.4 18.3 2011 396.9 2.0 0.0 21.7 18.1 2012 143.4 0.0 0.0 19.9 16.1 2013 185.8 0.0 13.1 25.3 22.1 Indio 2003 309.0 9.1 158.2 56.7 56.1 2004 161.0 2.9 74.0 40.2 40.6 2005 106.0 0.0 121.7 44.9 45.4 2006 97.0 N/A N/A 39.8 N/A 2007 210.0 5.7 212.3 55.6 56.0 2008 128.0 0.0 76.3 40.0 39.8 2009 132.0 0.0 24.0 32.7 31.9 2010 107.0 0.0 23.9 28.8 29.7 2011 375.9 2.0 18.6 32.6 35.4 2012 270.6 N/A 43.2 35.3 33.4 2013 255.2 3.0 85.2 37.5 38.6 Source: Annual air quality site monitoring reports per ARB. http://www.arb.ca.gov/adam/ 1 - > 150 µg/m3 in 24 hour period; 2 = > 50 µg/m3 in 24 hour period; 3 Federal Annual Average Standard AAM > 50µg/m3 revoked December 17, 2006. State standard is AAM > 20µg/m3 4 State Annual Average Standard = AGM > 20µg/m3 ' Data samples collected on high -wind days were excluded per EPA's Natural Events Policy. '• Data may include cxcevtional events. As previously discussed, the Coachella Valley is classified as "attainment/unclassified" for PM2.5, based on the state and federal PM2.5 standards, and does not require an implementation plan to demonstrate attainment. Table 4 shows that neither the National 24-hour PM2.5 standard, nor the AAM state standard of > 12 µg/m3 were exceeded in the past 10 years at either monitoring station. I U.S. EPA Greenbook website. Accessed September 18, 2014. -17- Table 4 PM2.s Monitoring Data for the Coachella Valley Monitoring Station Year Max Concentration (µg/m' /24hours) No. Days Exceeding 24-hr. Standards National' Annual Average (µ>�m ) AAM b, C Palm Springs 2003 21.2 N/A N/A 2004 27.1 0.0 8.9 2005* 25.0 N/A N/A 2006* 24.7 N/A N/A 2007* 32.5 0.0 8.5 2008 18.1 0.0 7.1 2009 21.8 0.0 6.6 2010 12.8 0.0 5.9 2011 26.3 0.0 6.0 2012 15.5 0.0 6.5 2013 18.5 0.0 6.5 Indio 2003 26.8 0.0 11.4 2004 28.5 0.0 10.6 2005* 44.3 N/A N/A 2006* 24.2 0.0 9.4 2007* 26.7 N/A N/A 2008 21.5 0.0 8.4 2009 27.5 0.0 7.8 2010 16.0 0.0 6.8 2011 35.4 0.0 7.2 2012 18.4 0.0 7.6 2013 25.8 0.0 8.3 Source: Annual air quality site monitoring reports, prepared by ARB. http://www.arb.ca.gov/adam/ a = > 35 µg/m3 in 24 hour period, Federal standard as of December 17, 2006. b Federal Annual Average Standard = AAM > 15µg/m3 c State Annual Average Standard = AAM > 12µg/m3 as of July 5, 2003. * Less than 12 full months of data; may not be representative. Air Quality Pollutant Emission Projections Both the construction and operational phases of the proposed project will result in the release of criteria air pollutants. The California Emissions Estimator Model (CaIEEMod) Version 2013.2.2 was used to calculate both short-term and long-term project -related air quality emissions. For analysis purposes, two separate CaIEEMod runs were conducted to compare the commercial vs. hotel scenarios for Planning Area 6. Tables 5 and 6 summarize the short-term construction - related emissions and operational emissions for the hotel scenario. Tables 7 and 8 summarize the construction and operational emissions for the commercial scenario. Modeling and Mitigation Assumptions Various modeling assumptions were used to better reflect impacts associated with the development and operation of a large mixed -use development. Table 9 below shows the mitigation measures and adjusted inputs that were assumed in the CaIEEMod analysis for the proposed project. -18- Table 5 CalEEMod Assumptions: Construction and Operation Phase Category Assumption/Mitigation Measure ' Use Tier 4 Interim engines when possible fq Equipment • Oxidation catalysts equivalent to 30% reduction Construction Fugitive Dust • Water site 3 times per day (61 % reduction) Control' • Apply soil stabilizer (10% reduction) • Increase Density (0.13% reduction) • Increase Diversity (0.28% reduction) Land Use ' Improve Walkability Design (412 reduction) • Improve Destination Accessibility (0.2% reduction) • Increase Transit Accessibility (0.16% reduction) • Integra e Below Market Rate Housing 0.03% reduction ' Provide traffic calming measures Neighborhood ' Implement NEV network (0.01% reduction) Enhancements • Improve pedestrian network 2% reduction Parking • Limit parking supply Transit Increase transit frequency Improvements ' Implement trip reduction program (21 % reduction) Commute • Provide ride sharing program (15% reduction) • Only natural gas hearths • Use low VOC cleaning supplies Area Mitigation • Use low VOC paint (interior/exterior; 50 g/I VOC) • 50% electrical landscaping equipment Operation • Do not include consumer product impacts in Energy . Install High Efficiency Lighting (50%) Mitigation • Clothes washer- 30% Appliances • Dishwasher- 15% (Apartments) • Fans- 50% • Refrierator- 15% • Apply water conservation strategy (50% indoor; 75% outdoor) ' Install low -flow bathroom faucets, kitchen faucets, toilets, Water and showers. Mitigation • Turf reduction • Water efficient irrigation systems • Water efficient landscape Solid Waste Institute recycling and composting service (30% waste reduction • Trip rates based on ITE manual and mixed -use Mobile developments Emissions • Assumes higher internal capture rate consistent with mixed use developments Source: CalEEMod Version 2013.2.2. See Appendix A for outputs and mitigation measures. 1. Does not include implementation of Rule 403, which will further reduce emissions. -19- Construction Emissions The construction period includes all aspects of project development, such as site preparation, grading, paving, building construction, and architectural coating. For analysis purposes, it is assumed that construction will occur over a 20-year period extending from 2015 to 2035 to account for individual planning area build out based on market demands. As shown in Table 5 and 6, emissions generated by construction activities are projected to remain below SCAQMD thresholds of significance for criteria air pollutants with proper mitigation measures applied. The data reflect average daily emissions over the 20-year construction period, including both summer and winter weather conditions. Applicable mitigation measures include, but are not limited to, the implementation of dust control practices in conformance with SCQAMD Rule 403, proper maintenance and limited idling of heavy equipment, and the use of low -polluting architectural paint and coatings. A comprehensive list of construction mitigation measures are provided in Table 5. Table 6 Millennium Palm Desert- PA 6 Hotel Scenario Construction Emissions (lbs./day) CO NO, ROG SO. PMin PMI)II Maximum Emissions' 253.15 75.14 65.94 0.36 23.14 7.08 SCAQMD Threshold 550.00 100.00 75.00 150.00 150.00 55.00 Significant No No No No No No Source: CaIEEMod Version 2013.2.2. Average emissions for summer and winter, mitigated. October 13, 2014. 1. Maximum emissions per year. Emissions shown represent emissions from the highest emitting year. CO = 2016; NOx = 2016; ROG = 2032; SOx = 2031; PMI0 = 2016; PM2,5 = 2016 Table 7 Millennium Palm Desert- PA 6 Commercial Scenario Construction Emissions (lbs./day) CO NOx ROG SOx PM18 PM, Maximum Emissions 237.23 70.45 70.65 0.34 21.61 6.62 SCAQMD Threshold 550.00 100.00 75.00 150.00 150.00 55.00 Significant No No No No No No Source: CaIEEMod Version 2013.2.2. Average emissions for summer and winter, mitigated. October 13, 2014. I. Maximum emissions per year. Emissions shown represent emissions from the highest emitting year. CO = 2016; NOx = 2016; ROG = 2032; SOx = 2031; PM10 - 2016; PM2.5 - 2016 Operational Emissions Operational emissions are ongoing emissions that will occur over the life of the project. They include area source emissions, emissions from energy (electric and natural gas) demand, and mobile source (vehicle) emissions. Tables 7 and 8, below, provide summaries of projected emissions at operation of the proposed project for both the hotel and commercial scenarios for planning area 6. For analysis purposes, it is assumed that build out of the project will occur in 2035. -20- Table 8 Millennium Palm Desert- PA 6 Hotel Scenario Operational Emissions (Ibs./day) CO NOx ROG' SOx PM10 PM2.5 Maximum Emissions 511.81 72.33 62.97 0.56 31.81 10.57 SCAQMD Threshold 550.00 100.00 75.00 150.00 150.00 55.00 Significant No No No No No No Source: CalEEMod Version 2013.2.2. Average emissions for summer and winter, mitigated. October 13, 2014. 1. ROG emissions do not reflect emissions from consumer products. CEQA does not require analvsis of consumer Product emissions. Table 9 Millennium Palm Desert- PA 6 Commercial Scenario Operational Emissions (Ibs./day) CO NOx ROG' sox PM10 PM2.5 Maximum Emissions 503.86 65.68 61.68 0.51 30.75 9.94 SCAQMD Threshold 550.00 100.00 75.00 150.00 150.00 55.00 Significant No No No No No No Source: Cal EEMod Version 2013.2.2. Average emissions for summer and winter, mitigated. October 13, 2014. 1. ROG emissions do not reflect emissions from consumer products. CEQA does not require analvsis of consumer Product emissions. As shown in the tables above, operational emissions will remain below SCAQMD thresholds of significance for criteria pollutants under both hotel and commercial scenarios. The data reflect mitigated operations, including the use of energy -efficient appliances, and access to alternative modes of transportation within the project (public transit, walking, bicycles). A comprehensive list of operational mitigation measures are provided in Table 5. Non -Attainment Historically, the Coachella Valley, which includes the proposed project site, has been classified as a "non -attainment" area for PM10. In order to achieve attainment in the region, the 2003 Coachella Valley PM,,, Management Plan was adopted, which established strict standards for dust management for development proposals. The SSAB is currently a non- attainment area for PM,,, and is classified as attainment/unclassifiable for PMz s- The proposed project will contribute to an incremental increase in regional ozone and PM10 emissions. However, this impact is not expected to be cumulatively considerable. Project construction and operation emissions will not exceed SCAQMD thresholds for PM10 or ozone precursors, and appropriate mitigation measures will be implemented that will further reduce emissions. Impacts associated with air quality standards or existing air quality violations are therefore considered less than significant with mitigation incorporated. d) Less than Significant with Mitigation. To determine if the proposed project has the potential to generate significant adverse localized air quality impacts, the 5-acre mass rate LST Look -Up Table for SRA 30 (Coachella Valley) was utilized. The nearest sensitive receptor is a single- family residential development located west of Portola Avenue, adjacent to Planning Areas 1 and 2. Based on aerial mapping, the nearest residence is approximately 60 meters from the project area boundary. Therefore, LSTs are summarized in the table below for sensitive receptors located approximately 50 meters from the emission source for a conservative analysis. Emission -21- estimates reflect all phases of construction including site preparation, grading/excavation, building, paving, and architectural coating. It should be noted that the project emissions set forth below assumes build out of the entire project area (152.2 acres). In reality, the planning areas will build out gradually over the next 10-20 years beginning with Planning Area 1. As shown in Table 10 below, LST thresholds will not be exceeded during construction of the project. Table 10 Localized Significance Thresholds (pounds per day) Project Emissions' CO NO, PM10 PM2.5 PA 6: Hotel 253.15 75.14 23.14 7.08 PA 6: Commercial 237.23 70.45 21.61 6.62 LST 3,237 340 44 11 Exceed? No No No No Source: CaIEEMod Version 2013.2.2. Average emissions for summer and winter, mitigated. October 13, 2014. 1. Maximum emissions per year. Emissions shown represent emissions from the highest emitting construction year. CO = 2016; NO, = 2016; ROG = 2032; SOx = 2031; PM10 = 2016, PM,, = 2016 Health Risk Assessment A Health Risk Assessment (HRA) was prepared for the project to assess the possibilities of cancer risks from diesel particulate mater (DPM) emissions associated with the I-10 Freeway and rail line. DPM is considered a toxic air contaminant (TAC) defined as an air pollutant which may cause or contribute to an increase in mortality or serious illness, or may pose a hazard to human health. SCAQMD has developed thresholds for cancer risk when a project generates cancer risk by the land uses it proposes (for example, a factory emitting TACs). That threshold is 10 cancer cases per million population. No such threshold has been developed for projects which do not generate TACs, but occur near TAC generating facilities. SCAQMD has conducted a survey of estimated risk throughout its basins. The SCAQMD MATES -IV Study determined that the average cancer risk in the South Coast Air Basin portion of Riverside County is 223 in one million. Although the Study does not cover the entire project site, the southern portion of the project area is estimated to have a cancer risk of 248 in one million, and to the southeast of the project, east of Cook Street, the cancer risk is estimated to be 260 in one million. A cancer risk represents the probability (in terms of risk per million individuals) that an individual would contract cancer resulting from exposure to TACs continuously over a lifetime exposure period of 70 years for sensitive receptors. Risk characterization for non -cancer health hazards from TACs is expressed as a hazard index (HI). The HI is a ratio of the predicted concentration of the project's emissions to a concentration considered acceptable to public health professionals, termed the Reference Exposure Level (REL). The nearest sensitive receptors being developed within the project site are the residential land uses (Planning Areas 1, 7, and 8), and the City regional park (Planning Area 9). Results of the HRA show that patrons of the park would experience levels of DPM exposure from rail and freeway traffic ranging from 49 to 73 in one million, while residential uses would experience levels ranging from 22 to 52 in one million without mitigation, with Planning Area 9 experiencing the higher risk of the three residential planning areas. -22- Table 11 TAC Thresholds Receptor Placement Unmitigated Cancer Project Emissions Number Risk per Million People PA 1: Single Family Residential 1-4 22.37-33.72 PA 7: Multi -Family Residential 7,8 48.82-49.07 PA 8: Multi -Family Residential 5,6 50.57-52.03 PA 9: City Park 9-11 41.84-73.13 Source: "Millennium Village Health Risk Assessment," prepared by Kunzman Associates, Inc. October 6, 2014 The cancer risk at the project site will be higher than other areas of Riverside/San Bernardino County, but much less than the average in the South Coast Air Basin, which is 260 in one million. The impacts associated with the park represent a conservative value, insofar as park use will be for short periods of time (as opposed to residency in the single family homes and apartments). However, the results shown in Table 11 represent a potentially significant impact associated with TACs, and require mitigation. The threshold established for non -cancer risks associated with TACs is a hazard Index increase of 1.0 or greater. As calculated in the Health Risk Assessment, the Hazard Index increase of the proposed project will be 0.045864, considerably less than the threshold of 1.0. Therefore, impacts associated with non -cancer risks will be less than significant. The HRA sets forth mitigation measures required to reduce DPM cancer risks for future residents and park patrons. Mitigation requiring minimum efficiency reporting value (MERV) 16 filters would remove a substantial amount of particulates, including DPM. Therefore, indoor (interior) exposure to DPM (of particles greater than 0.3 microns) and consequently cancer risk would be reduced by 90 percent, to 5.2 in one million, or half the threshold established for TAC-generating land uses. Outdoor levels would still present a risk level of approximately 52 in one million at residential uses and 73 in one million at the City Park, still considerably less than the average risk in the Riverside County portion of the Air Basin of 223 in one million, and the current cancer risk in the area surrounding the project site, which was estimated at 248 to 260 in one million. e) Less Than Significant Impact. The proposed project is not expected to generate objectionable odors during any of the phases of construction or at project build out. The proposed project has the potential to result in short term odors associated with paving and other construction activities. However any such odors would be quickly dispersed below detectable thresholds as distance from the construction site increases. Therefore, impacts from objectionable odors are expected to be less than significant. Mitigation Measures As described in Table 5, and contained in the SCAQMD's management plans for the Coachella Valley, the following measures will reduce emission and should be included in project grading and dust control plans, as well as in construction and construction traffic staging: 1. All construction equipment shall be equipped with Tier 4 Interim engines when possible. -23- 2. Construction equipment, delivery trucks, worker vehicles, and haul trucks will limit idling time to no more than 5 minutes. 3. The grading contractor shall certify in writing that all construction equipment is properly serviced and maintained in good operating conditions. Certification shall be provided to City Engineer for review and approval. 4. Diesel -powered construction equipment shall utilize aqueous diesel fuels, and be equipped with diesel oxidation catalysts. 5. A fugitive dust plan shall be prepared for the proposed project and shall be approved by the City Engineer. Said plan shall include but not be limited to the following best management practices: • Chemically treat soil where activity will cease for at least four consecutive days; • All construction grading operations and earth moving operations shall cease when winds exceed 25 miles per hour; • Water site and equipment at least 3 times per day; • Operate street -sweepers on paved roads adjacent to site; • Establish and strictly enforce limits of grading for each phase of development; and/or • Stabilize and re -vegetate areas of temporary disturbance needed to accomplish each phase of development. • Wash off trucks as they leave the project site as necessary to control fugitive dust emissions. • Cover all transported loads of soils, wet materials prior to transport, provide adequate freeboard (space from the top of the material to the top of the truck) to reduce PM 10 and deposition of particulate matter during transportation. • Use track -out reduction measures such as gravel pads at project access points to minimize dust and mud deposits on roads affected by construction traffic. 6. Construction equipment and materials shall be sited as far away from residential and park uses as practicable. 7. Existing power sources should be utilized where feasible via temporary power poles to avoid on - site power generation. 8. Imported fill and paving materials, as well as any exported material, shall be adequately watered prior to transport, covered during transport, and watered prior to unloading. 9. Each portion of the project to be graded shall be pre -watered prior to the onset of excavation, grading or other dust -generating activities. 10. The contractor shall notify the City of the start and end of grading and construction activities in conformance and within the time frames established in the 2003 PM10 State Implementation Plan. 11. Construction staging and management plans shall be reviewed and conditioned to require the application of all reasonably available methods and technologies to assure the minimal emissions of pollutants from the development. The City Engineer shall review grading plan applications to ensure compliance with the mitigation measures set forth in this document and as otherwise conditioned by the City. -24- 12. Residential units, daycare centers, or hospitals within 500 feet of the mainline of the 1-10 Freeway shall be required to install high efficiency Minimum Efficiency Reporting Value (MERV) filters of MERV 16 or better as indicated by the American Society of Heating Refrigerating and Air Conditioning Engineers (ASHRAE) Standard 52.2, in the intake of ventilation systems. Heating, air conditioning and ventilation (HVAC) systems shall be installed with a fan unit power designed to force air through the MERV 16 filter. 13. To ensure long-term maintenance and replacement of the MERV 16 filters, the following shall occur: i) The developer, sales, and/or rental representative shall provide notification to all affected tenants/residents of the potential health risk for all affected units. ii) For rental units within 500 feet of the I-10 Freeway, the owner/property manager shall maintain and replace MERV 16 filters in accordance with the manufacture's recommendations. The property owner shall inform renters of increased risk of exposure to diesel particulates from I-10 Freeway when windows are open. For residential owned units within 500 feet of the I-10 Freeway, the Homeowner's Association (HOA) shall incorporate requirements for long-term maintenance in the Covenant Conditions and Restrictions and inform homeowners of their responsibility to maintain the MERV 16 filter in accordance with the manufacturer's recommendations. The HOA shall inform homeowners of increased risk of exposure to diesel particulates from the 1-10 Freeway when windows are open. Mitigation Monitoring and Reporting Program A. Prior to the issuance of grading permits and authorization to proceed, the City Engineer shall review and approve project staging and detailed dust management plans. The dust control plan or equivalent documentation shall also address issues of construction vehicle staging and maintenance. Responsible Parties: City Engineer, General Contractor B. The City or its designee shall conduct regular inspections of the project and intervene when contractor deviates from City -approved plans. Daily logs shall be maintained on the activities and their conformance to the project's dust control plan. Responsible Parties: City Engineer staff or designee C. MERV 16 filters will be incorporated into building plans for all residential units within 500 feet of the mainline of the I-10 freeway. Responsible Parties: Building Department Plan Check staff D. For rental units or residential properties within 500 feet of the I-10 Freeway, the owner/property manager shall maintain and replace MERV 16 filters in accordance with the manufacture's recommendations. Responsible Parties: Future property owners/managers. -25- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact IV. BIOLOGICAL RESOURCES -- Would the project: a) Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional X plans, policies, or regulations, or by the California Department of Fish and Wildlife or U.S. Fish and Wildlife Service? b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, regulations or by the California X Department of Fish and Game or US Fish and Wildlife Service? c) Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal X pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? d) Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native X resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? e) Conflict with any local policies or ordinances protecting biological resources, X such as a tree preservation policy or ordinance? f) Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other X approved local, regional, or state habitat conservation plan? Source: "PD 80, LLC Master Plan and Development Project Biological Resources Assessment," prepared by AMEC July 2014; Palm Desert General Plan, project materials. IV a) Less than Significant with Mitigation. The subject property is located in an urbanized area of the City and is adjacent to major roadways such as Interstate-10 and Gerald Ford Drive. The site is currently vacant and surrounded by commercial development to the east, vacant lands to the south and single-family residences to the west. Existing site conditions include areas of native vegetation, areas affected by previous ground disturbing activities, small paved/gravel parking areas, and areas of possible sediment dump sites. -26- AMEC Environment and Infrastructure prepared a Biological Resources Assessment of the area in July 2014, including results from literature reviews and biological reconnaissance of the site. The site includes areas that have been previously disturbed, and evidence of the application of soil binders. Significant portions of the site exhibit characteristics of Stabilized and Partially - Stabilized Desert Sand Field habitat. A total of 18 plant species were identified during the field survey, 17% of which are non-native species. A total of 23 animal species were detected on the project site during the site survey, including 5 reptiles, 15 birds and 3 mammals. Literature review of the project vicinity indicated that 30 sensitive species could potentially occur in the project area. The following discussion addresses sensitive species observed on -site. Vegetation and_Flora Of the 12 sensitive plant species with the potential to occur in the planning area, only one occurs onsite, the Coachella Valley Milkvetch (Astragalus lentiginosus var. coachellae). Based on the requirements of the Coachella Valley Multiple Species Habitat Conservation Plan (MSHCP), the project site is not located in an area that is to be conserved for Coachella Valley milk -vetch, and impacts to this species can be mitigated through payment of the MSHCP fee described below. Sensitive Birds There are five sensitive species of birds with the potential to occur onsite. Results of the field survey found signs of two species within the project site, including Burrowing Owls (Athene cunicularia) and the Loggerhead Shrike (Lanius ludovicianus). A burrow and Burrowing Owl sign were identified on the western portion of the project area, and a Loggerhead Shrike was observed on the site. Burrowing Owl are a state Specific of Concern, and are covered by the MSHCP. The Loggerhead Shrike is also a Species of Concern, but is not covered by the MSHCP. The Prairie Falcon (Falco mexicanus) has a low potential to occur onsite, and none were observed. The site contains suitable habitat and recent signs of burrowing owl activity. The CDFW requires a protocol -compliant burrowing owl survey be conducted prior to any development activities within a planning area. Mitigation measures are provided below. Coachella Valley Multiple Species Habitat Conservation Plan The City participates in the Coachella Valley Multiple Species Habitat Conservation Plan (MSHCP), which is a comprehensive regional plan encompassing a planning area of approximately 1.1 million acres and conserving approximately 240,000 acres of open space. The Plan is intended to address the conservation needs of a variety of plant and animal species and natural vegetation communities that occur in the Coachella Valley region. The project site is located within the Coachella Valley Multiple Species Habitat Conservation Plan boundary, but is not located in or adjacent to a conservation area. Development of the project will require payment of the mitigation fee in place at the time that development occurs. This fee is designed to mitigate impacts to locally sensitive species by allowing the purchase of conservation lands in sensitive habitat areas. The payment of the fee will assure that most impacts associated with sensitive species are less than significant. -27- Migratory Bird Treaty Act The Federal Migratory Bird Treaty Act (MBTA) requires that any vegetation or tree removal or other ground disturbing activities occurring between January 1 and August 31 with the potential to impact nesting birds be preceded by a nesting bird survey to determine if there is a potential impact to such species. Conducting construction activities outside of the breeding season (September 1 through December 31) can avoid having to implement such measures. The mitigation measures set forth below will mitigate potential impacts to sensitive species to less than significant levels. b, c) No Impact. No riparian habitat or wetlands occur on or adjacent to the project site. Lands surrounding the project do not include streams or rivers. The proposed project will have no impact on riparian species or habitat, wetlands or other sensitive natural community. d) No Impact. The proposed project area is highly urbanized, and does not provide substantial wildlife corridors, which would facilitate migratory species' access. The project site is surrounded on all sides by urban development, roadways, and is an isolated parcel of land. No wildlife preserves or similar areas occur in the vicinity of the project area. The project will therefore have no impact on migratory species or migratory wildlife corridors, or impede the use of native wildlife nursery sites. e, f) No Impact. The City implements the Coachella Valley Multiple Species Habitat Conservation Plan. The proposed project will be required to pay the mitigation fee when development occurs. This fee is designed to offset potential impacts and assure that impacts to sensitive species are less than significant. The project will not impact local policies or conservation plans. Mitigation Measures 1. To comply with the MBTA, any vegetation or tree removal, or other ground disturbing activities occurring on any planning area between January I and August 31 with the potential to impact nesting birds shall be preceded by a nesting bird survey to determine if there is a potential impact to such species. All vegetation and suitable nesting habitat (including open ground) on the project site, whether or not it will be removed or disturbed, shall be surveyed for nesting birds. If no nests are present, this mitigation measure will be concluded. If active nests of any native bird are found on site, they will be avoided until after the young have fledged. 2. A protocol compliant burrowing owl survey will be conducted prior to the initiation of ground disturbing activities on any part of the project site. Mitigation Monitoring and Reporting Program A. The City Engineer shall assure that necessary nesting bird surveys are completed in compliance with the Migratory Bird Treaty Act and applicable CDFW protocol. Responsible Parties: City Engineer Schedule: Between January 1" and August 31' and no more than 30 days prior to site disturbance. -28- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact V. CULTURAL RESOURCES -- Would the project: a) Cause a substantial adverse change in the significance of a historical resource as defined in X ' 15064.5? b) Cause a substantial adverse change in the significance of an archaeological resource pursuant X to ' 15064.5? c) Directly or indirectly destroy a unique paleontological resource or site or unique geologic X feature? d) Disturb any human remains, including those X interred outside of formal cemeteries? Source: "Historical/Archaeological Resources Survey Report," prepared by CRM TECH, July 24, 2014; General Plan, project materials. V.a-c) No Impact. A Historical and Archaeological Resources Survey was conducted for the I52-acre proposed site and planning area. Findings were established through a search of historical/archaeological resources records, historical background research, contact with Native American representatives, and an intensive -level field survey. Findings from the Eastern Information Center (EIC) records search indicate that Site 33-003439, located in the northeast portion of the project boundary, was recorded as containing scattered historic -period debris in 1988. In addition, Isolate 33-015432, consisting of a glass insulator, was recorded in the northwestern corner of the property in 2006. However, results of the field survey found that neither the site nor the isolate remains in existence today. The field survey did not identify any other historic or archaeological resources on the site. The City and the project area are well outside the boundary of ancient Lake Cahuilla, an area where paleontological resources have occurred. Soils in the City are generally post -Pleistocene age alluvium from the surrounding mountains, making them too young in the context of paleontology to yield fossilized remains. According to the Survey, there is no further evidence indicating the existence of historical, archaeological, or paleontological resources within the project area. The proposed project is not expected to impact such resources. d) No Impact. It is not anticipated that any human remains will be encountered during development of the proposed planning area because the site is not a known cemetery, nor is it located adjacent to a known cemetery. However, should any previously unidentified or unanticipated human remains be discovered during project construction, state law requires that law enforcement be contacted, and the remains removed in a prescribed manner. The project will be subject to these state requirements. Mitigation Measures Mitigation Monitoring and Reporting Program None required. None required. -29- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact VI. GEOLOGY AND SOILS -- Would the project: a) Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning Map issued by the X State Geologist for the area or based on other substantial evidence of a known fault? ii) Strong seismic ground shaking? X iii) Seismic -related ground failure, including X liquefaction? iv) Landslides? X b) Result in substantial soil erosion or the X loss of topsoil? c) Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in X on- or off -site landslide, lateral spreading, subsidence, liquefaction or collapse? d) Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code X (1994), creating substantial risks to life or property? e) Have soils incapable of adequately supporting the use of septic tanks or alternative waste water disposal systems X where sewers are not available for the disposal of waste water? Source: Palm Desert General Plan; Geotechnical Investigation Proposed PD 80 Centre at University Park," prepared by Siadden Engineering July 21, 2014. V I. a) A Geotechnical Investigation was prepared for the subject property by Sladden Engineering on July 21, 2014. Results of the report, including recommended mitigation measures, are summarized below. Less Than Significant Impact. Results of the field study found no signs of active surface faulting or secondary seismic effects, such as lateral spreading, on -site. The site is not located in an Alquist Priolo Fault Zone. Risks associated with primary surface ground rupture is considered "low" and are therefore less than significant. ii. Less Than Significant Impact. The project site is located within an area identified as having significant potential for groundshaking during an earthquake. The closest major fault system is -30- the San Andreas located approximately 3.9 miles north of the project site, which is capable of generating a magnitude 7.2 quake. Based on the USGS Interactive Deaggregation and shear wave velocity of 320 m/s, the site could be subjected to ground motions on the order of 0.56g. The peak ground acceleration at the site is judged to have a 475 year return period and a 10 percent chance of exceedance in 50 years. All structures in the planning area will be subjected to this shaking, and could be seriously damaged if not properly designed. The City requires that all new construction meet the standards of the Uniform Building Code for Seismic Zone 4. In addition, the development recommendations set forth in the Geotechnical Report and project -specific reports that will be required for each development proposal within the project area will ensure the geotechnical feasibility and safety of the proposed project. These standard requirements are designed to reduce impacts related to strong ground shaking to less than significant levels. iii. Less Than Significant Impact. According to the County of Riverside, the subject site is located in an area of moderate liquefaction potential. However, findings from the field study conducted by Sladden Engineering suggest that the risk associated with liquefaction is considered negligible due to groundwater depths being greater than 50 feet. Impacts associated with liquefaction are anticipated to be less than significant Other forms of seismic related ground failure will be addressed through the development recommendations set forth in the geotechnical report and adherence to standards of the Uniform Building Code for Seismic Zone 4. iv. No Impact. The proposed project site occurs on the Valley floor, far removed from hillsides. According to Exhibit V-I of the General Plan, the project site is located in an area with low to no susceptibility of being impacted by rock falls or landslides. There will be no impact associated with landslides. b) Less Than Significant Impact. The project site is located in an area susceptible to severe wind erosion. The project will be required to implement a dust control and management plan as part of the grading permit process, which will mitigate impacts associated with blowing dust and sand (See Section III Air Quality). Once completed, the project will include impervious surfaces and landscaped areas, which will stabilize soils. The impacts associated with soil erosion and loss of topsoil will be less than significant. c) Less Than Significant impact. This project is not located within an area that is susceptible to landslides, lateral spreading, liquefaction, or collapse. According to the geotechnical report the site is located within a zone "susceptible" to subsidence. Land subsidence can occur in valleys where aquifers have been subjected to extensive groundwater pumping. The groundwater reduction can result in a rearrangement of skeletal grains and could result in deformation of an aquifer system. The Coachella Valley Water District (CVWD) has indicated commitment to groundwater replenishment programs intended to limit future subsidence within the Coachella Valley. However, subsidence is considered a regional problem requiring regional mitigation and not site -specific mitigation. Although there has been recent documentation of subsidence occurring in the Coachella Valley, Sladden found no fissures or other superficial evidence of subsidence on or near the site. -31- Therefore, current and near future impacts due to subsidence are expected to be less than significant. However, building and seismic code requirements, in addition to recommendations set forth in the Geotechnical Report, assure that the potential impact associated with ground subsidence is reduced to less than significant levels through site preparation techniques such as ground compaction. d) Less Than Significant Impact. Expansive soils are considered a hazard due to the relatively significant amounts of clay present in the lacustrine deposits of large lakes that once inundated the Coachella Valley. Generally, site specific soil consists of sand (SP/SM). Results of laboratory testing (EI=O) find that materials underlying the site are considered to have a "very low" expansive potential and the risk of structural damage is considered low. Impacts will be less than significant. e) No Impact. The proposed project occurs in an urbanized area of the City. The proposed project will be required to connect to sanitary sewer lines in the area, and no septic systems will be permitted. No impact is expected. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -32- VII. GREENHOUSE GAS EMISSIONS -- Would theproject: Potentially Significant Impact Less Than Significant w/ Mitigation Less Than Significant Impact No Impact a) Generate greenhouse gas emissions, either directly or indirectly, that may have a significant X impact on the environment? (CaIEEMod) b) Conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the X emissions of greenhouse gases? (Development Code; General Plan Source: CaIEEMod Version 2013.2.2. VII. a-b) Less Than Significant Impact. The proposed project will generate greenhouse gas (GHG) emissions during both construction and operation. As mentioned in Section III (Air Quality), CaIEEMod was used to quantify air quality emission projections, including greenhouse gas emissions. Construction related greenhouse gas emissions will be temporary and will end once the project is completed. Operation of the proposed project will create on -going greenhouse gases through the consumption of electricity and natural gas, moving sources, the transport and pumping of water for onsite use, and the disposal of solid waste. Table 12 provides projected short-term and annual GHG generation for the project as a whole, including the two potential land use scenarios in Planning Area 6 (hotel and retail commercial). Table 12 Projected GHG Emissions Summary (Metric Tons) Phase CO2e Construction (20 year total) Hotel Scenario 52,578.83 Commercial Scenario 49,385.64 Operational 2035 (Annually) Hotel Scenario 1 1,674.25 Commercial Scenario 8,900.82 Source: CaIEEMod Version 2013.2.2. As shown in Table 12, the commercial scenario for Planning Area 6 will generate fewer GHG emissions than the hotel scenario. There are currently no adopted thresholds of significance for GHG emissions for construction or operation of projects such as residential or commercial developments. It is recognized that GHG impacts are intrinsically cumulative. As such, project construction and operation will be conducted in a manner that is consistent with applicable rules and regulations pertaining to the release and generation of GHG's. Statewide programs and standards will further reduce GHG emissions generated by the project, including new fuel - efficient standards for cars, and newly adopted Building Code Title 24 standards. Finally, the mix of residential, commercial and park uses within the project are likely to contribute to fewer vehicle trips and an increase in non -motorized transportation. The proposed project will have a less than significant impact on the environment from the emission of GHG's and will not conflict with any applicable GHG plans, policies or regulations. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -33- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact VIII. HAZARDS AND HAZARDOUS MATERIALS --Would theproject: a) Create a significant hazard to the public or the environment through the routine transport, use, or X disposal of hazardous materials? b) Create a significant hazard to the public or the environment through reasonably foreseeable upset X and accident conditions involving the release of hazardous materials into the environment? c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or X waste within one -quarter mile of an existing or proposed school? d) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a X result, would it create a significant hazard to the public or the environment? e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use X airport, would the project result in a safety hazard for people residing or working in the project area? f) For a project within the vicinity of a private airstrip, would the project result in a safety hazard X for people residing or working in the project area? g) Impair implementation of or physically interfere with an adopted emergency response X plan or emergency evacuation plan? h) Expose people or structures to a significant risk of loss, injury or death involving wildland fires, including where wildlands are adjacent to X urbanized areas or where residences are intermixed with wildlands? Source: "Phase I Environmental Site Assessment," prepared by Terra Nova Planning and Research, Inc., May 2014; California Department of Toxic Substances Control Hazardous Waste and Substance Site List, project materials, Palm Desert General Plan. VIII. a,b) Less Than Significant Impact. The proposed project will result in residential units and square feet of commercial development. Chemicals for household and business cleaning will be present and transported or stored within the project. These will occur in limited quantities and are not expected to represent a potentially significant impact. Businesses which store and sell chemicals, such as pool supply stores or dry cleaners, may locate within the commercial parts of the project. These businesses are highly regulated by the County and the State, including how they store and handle the chemicals within their businesses. These requirements will assure that the impacts associated with commercial quantities of chemicals will be less than significant. The project site is immediately south of Interstate 10 freeway and the railroad right of way. Hazardous materials are transported through the Palm Desert area along Highway 111, some local roads, and on the Southern Pacific Railroad lines and the 1-10. For regional transport, the freeway and railroad are the preferred transport route. Arterial streets are the preferred local -34- truck routes. Designated truck routes in the City include Dinah Shore Drive, Gerald Ford Drive, Monterey Avenue, and Highway I I I as well as portions of Bob Hope Drive, Frank Sinatra Drive, and Country Club Drive. The City has established and adopted emergency response plans for potential accidents on the freeway and on the railroad. These plans include the County's Hazardous Materials Team, which is well trained in the proper handling of spills and similar hazards. The proposed project does not propose sensitive receptors immediately adjacent to the railroad. This will reduce potential impacts associated with hazardous materials spills. Further, the railroad is separated from development areas on the project site by a drainage channel, and the property occurs at a higher elevation than the railroad track. The channel will therefore act as a physical barrier in the event of a railroad accident. In the overall, the regulations, emergency response plans and physical features of the site will assure that impacts associated with the transport, storage or use of hazardous materials will be less than significant. c) No Impact: There are no schools located or planned within one -quarter mile of the project site. The two closest schools are Xavier College Preparatory High School, located 1.8 miles northwest of the project area and University of California Riverside, Palm Desert Campus, located one half mile southeast of the site. There will be no impact to the schools d) No Impact: According the California Department of Toxic Substances Control Hazardous Waste and Substance Site List, pursuant to Government Code Section 65962.5, the project site is not located on or near a hazardous site. Therefore, no impacts are expected. In addition, evidence for aboveground or underground storage tanks, clarifiers, sumps, or other potentially hazardous material -containing structures were not encountered on any portion of the site during the Phase I Environmental Site Assessments prepared for the property, nor was documentation regarding such structures encountered. e-0 No Impact: The proposed project is not located near an airport or airstrip. Bermuda Dunes Airport is located approximately 5 miles southeast of the project site. Therefore the project will not result in a safety hazard for people residing or working in he project area. No impact is expected. g) No Impact: The proposed project will be developed on the City's existing streets, and does not propose to change the circulation pattern of these existing streets. The traffic impact analysis (see Traffic and Circulation Section, below), found that City streets will operate at acceptable levels of service. Therefore, emergency access and evacuation of the site will not be impaired by project development. No impact is expected. h) No Impact: The site is surrounded by development on all sides; the north side of the site is bounded but railroad tracks and the I-10 freeway. There are no hillsides in the vicinity. The project will not expose people or structures to widland fire hazards. No impact will occur. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -35- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact IX. HYDROLOGY AND WATER QUALITY -- Would the project: a) Violate any water quality standards or waste X discharge requirements? b) Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table X level (e.g., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? c) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, in a manner which X would result in substantial erosion or siltation on- or off -site? d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially X increase the rate or amount of surface runoff in a manner which would result in flooding on- or off - site`? e) Create or contribute runoff water which would exceed the capacity of existing or planned X stormwater drainage systems or provide substantial additional sources of polluted runoff? f) Otherwise substantially degrade water quality? X g) Place housing within a 100-year flood hazard area as mapped on a federal Flood hazard Boundary or X Flood Insurance Rate Map or other flood hazard delineation map? h) Place within a 100-year flood hazard area structures which would impede or redirect flood X flows? i) Expose people or structures to a significant risk of loss, injury or death involving flooding, including X flooding as a result of the failure of a levee or dam? j) Inundation by seiche, tsunami, or mudflow? X Sources: "Preliminary Hydrology Study for Millennium Village, TPM 36792" prepared by MDS Consulting, October 2014; "Preliminary Iydrology Study for Millennium Village, TTM 36793" prepared by MDS Consulting, October 2014; "Project - Specific Preliminary Water Quality Management Plan for Millennium Village, TPM 36792', prepared by MDS Consulting, October; "Project -Specific Preliminary Water Quality Management Plan for Millennium Village, TTM 36793 "Infiltration Testing for On -Site Storm Water Retention' for TTM 36792, prepared by Sladden Engineering, 7.14.14; "Geotechnical Investigation (for) Proposed PD 80 Centre @ University Park", prepared by Sladden Engineering, 7.21.14; "Water Supply Assessment/Verification for the Millennium Village Project", prepared by Terra Nova Planning & Research, Inc., October 2014. -36- IX. a, e, f) Less Than Significant Impact. The subject property located at the bottom of the northeast - facing slope of the Palm Springs Sand Ridge. On -site soils are comprised of sand, course sand and silty sand to depths of up to 40-feet. The drilling logs indicate that no groundwater or seepage was encountered to a depth of 50-feet. Percolation test pits were dug in the vicinity of the Union Pacific Railroad right-of-way and near Gerald Ford Drive, with percolation rates ranging from less that 1 inch per hour to over 8 inches per hour. A conservative infiltration rate of 2 inches per hour was used for retention basin design. The proposed project is expected to generate stormwater runoff with a range of pollutants, which could include organisms, metals, nutrients, herbicides and pesticides, organic compounds, and hydrocarbons and other petroleum -derived substances. The design of the project calls for on -site stormwater retention for the 100-Year, 24-Hour storm. A variety of dedicated stormwater retention basins and portions of the project park site will retain on -site flows, with any excess flows being discharged to the surrounding street system. Impounded stormwater will percolate into the underlying soils. This method of stormwater management will result in a generally moderate to high effectiveness in pollutant removal. The Water Quality Management Plans (WQMP) prepared for this project cite a variety of non- structural and structural control best management practices (BMPs) that will be implemented. These include the education of property owners, business owners and residents, activity restrictions, irrigation and landscape management, and street sweeping. Also included are on -site signage, and channel and slope protection. Based upon the water quality management plan prepared for this project the proposed management scheme will not result in the impairment of any receiving waters. The project will not violate applicable water quality standards, will not discharge waste into the project drainage system, nor exceed any waste discharge requirements. Neither will the project otherwise substantially degrade water quality, create or contribute runoff water which would exceed the capacity of any existing or planned stormwater drainage systems, or provide substantial additional sources of polluted runoff. b) Less Than Significant Impact. A Water Supply Assessment (WSA) and Water Supply Verification (WSV) was prepared for the Millennium project and addresses the water demand and supply conditions associated with buildout of the project. The WSA was approved by CVWD on November 25, 2014. In addition to evaluating existing and future water demand for the project, the WSA also evaluates the available existing and future water resources that the local water purveyor, Coachella Valley Water District (CVWD), will use to meet future demand throughout its service area. The domestic (potable) water supply for the Project will be the Whitewater River Subbasin in the Coachella Valley. Groundwater Storage will be used in dry years to make up the difference between the demand and the supply. The groundwater basin has a storage capacity of approximately 28.8 million ac-ft and currently contains approximately 25 million ac-ft. It is capable of meeting the water demands of the Coachella Valley for extended normal and drought periods. CVWD has many programs to maximize the water resources available to it, including recharge of the basin using its Colorado River and State Water Project (SWP) supplies, recycled wastewater, desalinated agricultural drain water, conversion of groundwater -dependent uses to -37- canal water, and water conservation including tiered water rates, landscaping ordinance, outreach and education. The CVWD groundwater replenishment programs establish a comprehensive and managed effort to eliminate overdraft. These programs allow CVWD to maintain the groundwater basin as its primary water supply and to recharge the groundwater basin as its other supplies are available. Since 2002, CVWD has purchased 115,250 acre-feet of additional SWP Table A water per year. The proposed project encompasses 152.2f acres of vacant land and at build -out will provide a blend of mixed -use development with an equivalent of up to 442,000 square feet retail/commercial buildings; 110,000 square feet of office/service buildings; 27 acres of City Park; 250 hotel rooms; and up to 758 residential units. The project also includes areas to be preserved and maintained for use as storm water retention basins and residential common areas. The Project is comprised of 10 individual planning areas to be developed over a phased 10-20 year build out. The highest estimated total domestic water demand for the Project's indoor and outdoor use is approximately 350 acre-feet per year (AFY) and accounts for approximately 0.14 percent of the total projected growth in water demands presented in the 2010 CVWMP Update for the period from 2010 to 2035. These project -specific water demand estimates account for all landscaping, residential/commercial/business park users, pools, City park maintenance, medians and catchment basins. Based upon the supply/demand analyses conducted for this project, CVWD has indicated that there are sufficient water supplies available to meet the demands of the project in addition to current and planned future water users, including manufacturing, industrial, and agricultural users, for the 25-year period between 2010 and 2035. The quantity of water available in the groundwater basin, in addition to imported water supplies, assures that sufficient supplies are and will continue to be available through 2035 and beyond. In addition, CVWD has and will continue to invest resources in promoting water efficient practices throughout its service area thereby reducing overall demand. Also, more stringent requirements will be placed on other new development in all sectors, thereby further reducing future water demand. Therefore, based upon the analysis of water supplies and projected long-term demand, the project will have a less than significant impact on groundwater supplies and will not interfere with groundwater recharge. c, d) Less Than Significant Impact. The subject property is located in the northern portion of Zone 3 and Drainage Area # 8 of the City Master Drainage Plan, which is bounded by Portola Avenue on the west, the Union Pacific Railroad lines and US Interstate-10 on the north, Cook Street on the east and the Palm Springs Sand Ridge on the south. The site is located near and at the bottom of the northeast -facing slope of the Palm Springs Sand Ridge. On -site soils are comprised of sand, course sand and silty sand to depths of up to 40-feet. The drilling logs indicate that no groundwater or seepage was encountered to a depth of 50-feet. Percolation test pits were dug in the vicinity of the Union Pacific Railroad right-of-way and near Gerald Ford Drive, with percolation rates ranging from less that 1 inch per hour to over 8 inches per hour. A conservative infiltration rate of 2 inches per hour was used for retention basin design. A hydrology analysis was conducted for this project in conformance with Palm Desert Ordinance No. 1247, Section 26.49.060 for on -site stormwater retention facilities. The 100-year, 24-hour storm was used for this analysis. Plans call for 10-Year storm flows to be contained within -38- discrete basins, with the 100-Year runoff to be stored in these basins and within an integrated retention basin within Parcel 9 (Park Site). Planned on -site retention basins are sized for a combined capacity of 17.2f acre-feet to accommodate the calculated 14.5f acre-feet of runoff to be channeled to these basins. The abandoned Mid -Valley Channel will provide 8.02t acre-feet of storage, which once exceeded (by a storm greater than the 10-Year) will discharge into the Park retention basin, which will have a capacity of 8.0f acre-feet. Any secondary overflow (> 100- Year Storm) from these various on -site basins will discharge into adjoining streets. The prevailing drainage pattern on the subject property is affected by both natural and manmade structures. The site is located on and at the bottom of the northeast -facing slope of the Palm Springs Sand Ridge, which extends from about DaVall Drive in Rancho Mirage to Tamarisk Row Drive to the east. The northwest/southeast trending Union Pacific Railroad and US Interstate-10 corridor follows the prevailing valley gradient and form the north boundary of the project site. The now abandoned Mid -Valley Stormwater Channel also lies along the northeast project boundary and will be used as a part of the on -site stormwater retention for the subject project. The proposed project will continue to drain in a manner consistent with the current on -site drainage pattern. As noted, the now -abandoned Mid -Valley Stormwater Channel is located near the bottom of the existing drainage pattern and that relationship will be maintained by the current project design. Therefore, the project will not substantially alter the existing drainage pattern of the site or area, no alteration of the course of a stream or river will result, nor will the project be developed in a manner that would result in substantial erosion or siltation on- or off -site. Neither will the project substantially increase the rate or amount of surface runoff in a manner which would result in flooding on- or off -site g, h) No impact: The subject property is not located in a floodplain either designated by the Federal Emergency Management Agency (FEMA) or the regional flood control agency (CVWD). Development of the project will not place housing within a 100-year flood hazard area. Neither will the project place structures within a 100-year flood hazard area, structures which would impede or redirect flood flows. i, j) No Impact: As noted above, the proposed project is located outside a FEMA or regionally designated floodplain. Neither are there dams or other bodies of water upstream of the subject property. Upstream slopes are stable. Therefore, the project will not expose people or structures to a significant risk of loss, injury or death involving flooding, including flooding as a result of the failure of a levee or dam, or from inundation caused by seicheing, or from a tsunami or mudflow. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -39- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact X. LAND USE AND PLANNING - Would the project: a) Physically divide an established X community? b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, X local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c) Conflict with any applicable habitat conservation plan or natural community X conservation plan? Source: Palm Desert General Plan, project materials. X. a) No Impact: The project site is currently vacant. It will not divide an established community. No impact is expected. b) Less than Significant Impact. The General Plan designates the majority of the site for Business Park development, while the northeastern corner of Gerald Ford and Portola (40 acres) is designated for Open Space -Public Park, and the northwestern corner of Gerald Ford and Technology (30 acres) is designated for Mixed Use. The majority of the subject property is currently zoned for Planned Commercial Development, while the northwestern corner of Gerald Ford and Technology Drive (30 acres) and the southeastern corner of Portola and the railroad (27 acres) are zoned for Planned Residential. The project proposes both zoning and General Plan amendments to accommodate all land uses planned for the Millennium Palm Desert project. The project includes residential, commercial and business park land uses, as well as a public park. The mix of land uses will vary in terms of acreage from that currently proposed in the General Plan and Zoning Ordinance maps, but will not be substantially different from those maps. The proposed land uses are consistent with land uses immediately surrounding the site, which include residential, commercial and business park uses. The proposed Master Plan includes provisions for development standards that are generally consistent with those in the Zoning Ordinance. Specific variations from the Ordinance include increased height standards in the commercial areas of the plan, and variations to setback requirements. These variations, if approved, are not significant changes to the City's standards, and are allowed under the Municipal Code's provisions for Development Agreements. As a result, impacts associated with the City's land use plans and policies are expected to be less than significant. -40- c) No Impact: The project does not conflict with any applicable habitat conservation plan areas. The project site is within the boundary of the MSHCP, but is not within a conservation area. The proposed project will be required to pay development fees in conformance with the MSHCP (See Section IV. Biological Resources). There will be no conflict with the Plan. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -41- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XI. MINERAL RESOURCES -- Would the project: a) Result in the loss of availability of a known mineral resource that would be of X value to the region and the residents of the state? b) Result in the loss of availability of a locally -important mineral resource recovery X site delineated on a local general plan, specific plan or other land use plan? Source: Palm Desert General Plan, project materials. Xl. a,b) No Impact. As described in the General Plan, the project site is located in Mineral Zone MRZ- 3, which indicates an area containing mineral deposits, however the significance of these deposits cannot be evaluated from available data. The project site occurs in an urban setting, and is not designated for mineral resources. The site consists of 9 individual planning areas that are designated for commercial, residential, business park and parkland uses. Development of the proposed project will not impact mineral resources. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -42- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XII. NOISE - Would the project result in: a) Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise X ordinance, or applicable standards of other agencies? b) Exposure of persons to or generation of excessive groundborne vibration or X groundbome noise levels? c) A substantial permanent increase in ambient noise levels in the project vicinity X above levels existing without the project? d) A substantial temporary or periodic increase in ambient noise levels in the X project vicinity above levels existing without the project? e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport X or public use airport, would the project expose people residing or working in the project area to excessive noise levels? f) For a project within the vicinity of a private airstrip, would the project expose X people residing or working in the project area to excessive noise levels? Source: City of Palm Desert General Plan, "Gateway Village Project Noise Impact Analysis," Kunzman Associates, September 21, 2014 MI. a), c), d) Less than Significant with Mitigation. A Noise Impact Analysis was prepared for this project by Kurtzman Associates. The study considered existing noise and noise sources on the site, the noise levels that can be expected from the build out of the project, and future noise sources in the immediate area. The findings of the study are summarized below. Noise levels in the City's General Plan are quantified on the basis of the Community Noise Equivalent Level (CNEL), which is a measurement scale that sets appropriate levels of noise based on land use types. Sensitive receptors, such as residences and schools, have a lower acceptable CNEL level than commercial or business park noise levels. CNEL is a 24 hour weighted scale that considers the more sensitive time periods in the evenings and at night, and weights them accordingly. The General Plan establishes an outdoor noise level for residential land uses at 65 dBA CNEL. It is generally accepted that the human ear can barely perceive changes in noise of 3 decibels (dBA), while a 5 dBA increase or decrease in noise is easily perceived by most people. -43- The noise study considered the land uses proposed on the site, the trips those land uses would generate, and the increase in ambient noise in the project area to predict future noise levels. Using the Federal Highway Administration Traffic Noise Prediction Model, future noise levels were estimated. In addition, because of the project's proximity to the Union Pacific rail right of way, the CREATE Rail Noise Model was used to quantify rail noise impacts. Currently, there are 32 freight trains per 24 hours passing on the tracks next to the site. Construction Noise Construction noise will occur throughout the build out of the project, as each planning area is developed. Construction noise, however, is temporary and periodic. The loudest construction noise is generally the grading phase, when more heavy equipment is used more consistently on a site. Bulldozers can generate noise levels of up to 90 dB at 50 feet of distance, while heavy trucks can generate up to 94 dB at the same distance. The noise study considered a worst case scenario of six pieces of equipment operating simultaneously adjacent to planning area 1, with single family homes constructed. The unmitigated noise levels could reach 77.4 dB at the property line of the nearest homes. This represents an unacceptable noise level that would require mitigation. A number of mitigation measures are included below to address construction noise. These mitigation measures will alleviate noise levels during construction activities. Operational Noise The most significant source of noise in the project area is vehicle traffic noise, primarily from the I-10 freeway, and also from local streets. Based on noise measurements taken on the site for the noise study, current noise levels range from 53.6 dBA to 66.2 dBA. The study found that the combined future noise level (both for traffic noise and rail noise) will be 84 dBA CNEL at the northeastern boundary of the site. The 70 dBA CNEL noise contour from the I-10/Rail right of way is 125 feet from the rail tracks, and the 65 dBA CNEL noise contour is 222 feet from the rail tracks. On Gerald Ford Drive and Portola Avenue, the 65 dBA CNEL noise contour occurs at 412 feet from the centerline. These are all unmitigated noise contours. The construction of buildings on the site will reduce noise levels from the 1-10 and rail lines, and along Portola Avenue and Gerald Ford Drive. Because the site plans for the majority of the site have not been developed, the noise levels for specific projects cannot be estimated at this time, with the exception of the Planning Area 1 noise levels, which have been modeled based on the proposed Tract Map. At the closest rear yards of the single family homes on Gerald Ford Drive and Portola Avenue, the unmitigated noise level would be expected to reach 68.9 dBA CNEL. This noise level exceeds the City's General Plan standard, and requires mitigation. The installation of a six foot wall would reduce the noise levels in the closest rear yards by 5 dB, which would result in an acceptable 63.9 dBA CNEL noise level for those homes. The noise levels for interior lots would be further reduced by distance and intervening homes, and would therefore have noise levels lower than the City's minimum standards. Interior noise levels are required by the Building Code to be 45 dBA CNEL with windows closed. Noise levels of 72.4 dBA CNEL will occur at Gerald Ford Drive adjacent to the multi- family planning areas (7 and 8). The interior noise levels will need to be reduced by 39 dB on the north side of these planning areas through construction techniques. For example, the inclusion of air conditioning and mechanical ventilation will reduce the noise levels by 15 to 20 dB, while the installation of resilient channels or double levels of sheet rock reduces noise levels by 25 to 30 dB. Because the design of the multi -family units is not known at this time, noise analysis should -44- be conducted as each project is processed by the City, to assure that site -specific noise mitigation is included in the designs. Finally, the General Plan's noise level standard for parks is 70 dBA CNEL. The proposed parks noise level will exceed the City's standard without mitigation. In order to lower noise levels to the acceptable standard, a wall must be constructed to a height that blocks the line of sight between the park and the rail tracks. With the implementation of mitigation measures, noise levels on the project site will be at acceptable levels. b) Less than Significant Impact. Vibration impacts are difficult to predict because they are entirely dependent on the soil types that the vibration wave travels through. There are three types of vibration — vibration traveling on the ground surface, compression waves and shear waves. Surface vibration can be compared to the ripples that result from throwing a rock into water. The energy dissipates as the waves expands away from the source. Compression waves carry energy in a push-pull motion, while shear waves carry energy in a side -to -side motion. Because of the wave effect of vibration, it becomes less intense as it moves away from the source. The rate of reduction is dependent on the type of soil through which the wave travels. Vibration is described in terms of particle velocity, or PPV. Vibration impacts are considered to be significant if they produce more than 0.2 inches per second PPV. The equipment most likely to be used on the project site was analyzed on the basis of the vibration it creates. The equipment to be used on the site will not result in vibration exceeding 0.2 inches per second. As a result, the impacts associated with vibration will be less than significant, and mitigation is not necessary. e, f) No Impact. The project is located approximately 5 miles west of the Bermuda Dunes Airport. Although an occasional overflight is likely, the approach patterns do not occur in the vicinity of the proposed project. There are no private airstrips in the area. Therefore, there will be no impact associated with airport noise. Mitigation Measures During all project site excavation and grading on -site, construction contractors shall equip all construction equipment, fixed or mobile, with properly operating and maintained mufflers, consistent with manufacturer standards. 2. The contractor shall place all stationary construction equipment so that emitted noise is directed away from nearby single-family detached residential dwelling units. 3. The contractor shall locate equipment staging in areas that will create the greatest distance between construction -related noise sources and sensitive receptors nearest the project site during all project construction. 4. The construction contractor shall limit haul truck deliveries to the same hours specified for construction equipment. 5. For the duration of construction activities, the construction manager shall serve as the contact person should noise levels become disruptive to local residents. A sign should be posted at the project site with the contact phone number. -45- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XIII. POPULATION AND HOUSING — Would the project: a) Induce substantial population growth in an area, either directly (for example, by proposing new homes and businesses) or X indirectly (for example, through extension of roads or other infrastructure)? b) Displace substantial numbers of existing housing, necessitating the construction of X replacement housing elsewhere? c) Displace substantial numbers of people, necessitating the construction of replacement X housing elsewhere? Source: CA Department of Finance, Report E-5 accessed August 2014; project materials. XIII. a) Less than Significant Impact. Development facilitated by the proposed project will both directly and indirectly induce limited population growth in the area. The proposed project will result in up to 758 residential units and about 552,000 square feet of commercial/retail development. According to the California Department of Finance, the 2014 household size in Palm Desert is 2.14 persons per household. The proposed housing units will add approximately 1,622 additional persons to the City's population. Additionally, the project has the potential to indirectly induce population growth through job creation associated with the proposed commercial and business park development. The proposed project is expected to develop over a period of 10 to 20 years. The Southern California Association of Governments (SCAG) anticipates that the City's population will grow from its current 50,000 residents, to 56,800 in 2035. The proposed project will be part of that growth. In addition, SCAG estimates that the City will have a need for 6,800 new jobs between 2008 and 2035. The commercial and business park components of the project will provide for some of these jobs, and will expand employment opportunities in the City. Development of the project will not result in any major extensions of roads and other infrastructure that would directly or indirectly attract additional population to the area. Impacts to population growth are expected to be less than significant and will be absorbed by the natural growth of the City over time. b-c) No Impact. The project area is currently vacant it will not displace existing housing and replacement housing will not be required elsewhere. Proposed residential land uses within the planning area include both single family and multi -family developments. The project will result in no impact relating to displacement of people or housing. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -47- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XIV. PUBLIC SERVICES a) Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services: Fire protection? X Police protection? X Schools? X Parks? X Other public facilities? X Source: City of Palm Desert General Plan; project materials. XIV. a) Fire Less Than Significant Impact. Fire services for the City of Palm Desert are provided by the Riverside County Fire Department. The service contract for fire protection is entered into jointly by the member jurisdictions of the Cove Communities Service Commission. This means the cities of Palm Desert, Rancho Mirage and Indian Wells cooperate in the maintenance and operation of fire stations in the cities. Due to this contract the City of Palm Desert receives additional fire support from station No. 55 in Indian Wells and Stations No. 50 and No. 69 in Rancho Mirage, in addition to the services provided by its own stations. In total The Cove Communities Fire Department has 84 personnel, distributed among the three cities, all of which operate under a Regional Fire Protection Program. This means the station physically closest to the emergency will respond even if it is outside the stations' official jurisdiction. The level of service equates to 1.59 personnel per 1,000 populations. There are three fire stations located within the boundaries of Palm Desert. Station No. 33, south of Fred Warning Drive serves as the division headquarters. There are 24 crewmembers, one engine, one ambulance, one company truck and a reserve truck. Implementation of the proposed project will result in an increased demand for fire protection. It should be noted that future development is expected to be phased, allowing the Fire Department time to gradually increase necessary resources. The development within the project, however, will contribute to the maintenance of fire services through the City's structural fire tax, which is assessed on property tax bills, and assures that the City can continue to provide fire services as development occurs. All development plans for the project will be subject to review by the Fire Marshal and will be required to comply with all applicable fire codes. Development of the proposed project will result in less than significant impacts to fire services. -48- Police Less Than Significant Impact. The Palm Desert Police Department is located one half mile west of the project site on Gerald Ford Drive. The police department consists of 70 sworn officers that include 45 deputies, 10 of which are dedicated to traffic enforcement. The City of Palm Desert currently provides about 1.75 sworn officers for every 1,000 residents. The average response time for the highest priority emergency calls was 4.6 minutes. Development of the proposed project will increase the need for police services to the project area. The proposed project will generate sales and property tax and in this manner contribute to the offset of its increased demand. All development associated with the proposed project will be subject to review by the City Police Department review and will include review for defensible space and adequate levels of security lighting around buildings, parking lots and other areas. Impacts associated with the provision of police services are expected to be less than significant. Schools Less than Significant Impact. There are two school districts that provide public education to the City of Palm Desert; Desert Sands Unified School District (DSUSD) and Palm Springs Unified School District (PSUSD). DSUSD serves most of the developed portion of Palm Desert, south of Frank Sinatra Drive and east of Washington Street. PSUSD includes northwestern Palm Desert. The proposed project is located within the PSUSD. PSUSD continues to plan for expanded facilities to serve the growing population within the District boundaries. Based on current developer impact fees of $3.42 per square foot of residential development and $0.54 per square foot of commercial and industrial development, the following table provides an estimate of developer impact fees that development within the proposed project could generate at build -out. It should be noted that actual revenues will be based on size of residential units, which has not yet been determined. Payment of the State mandated developer fee will help address and offset the potential impacts to local schools, reducing impacts to less than significant levels. -49- Table 13 Estimated School Mitieation Fees at Buildout Average Dwelling Square Estimated Planning Land Use SF Per Units Footage School Area Unit' (DU) (SF) Mitigation Fees 1 Single Family Residential 2,100 166 348,600 $1,192,212 7 Multi -Family Residential 800 330 264,000 $902,880 8 Multi -Family Residential 950 200 190,000 $649,800 Subtotal 3,850 696 802,600 $2,744,892 2 Retail Commercial 35,000 $18,900 3 Retail Commercial 235,000 $126,900 4 Business Park 110,000 $59,400 5 Retail/Hotel 37,000 $19,980 6 Retail Commercial 134,000 $72,360 Subtotal 552,000 $297,540 TOTAL $3,042,432 1. Average square footage estimates for analysis purposes. Actual square footage may vary. 2. Based on TTM for planning area 1. Parks Less Than Significant Impact. Palm Desert has various parks within the city limits. The Palm Desert Civic Center Park is located on approximately 70 acres of land at the northeast corner of Fred Waring Drive and San Pablo Avenue with an adjacent dog park. The civic center park include six tennis courts, four volleyball courts, a date grove, a skateboard park, three basketball courts, amphitheater, playground facilities, picnic pavilions, restrooms and as of recently a water park. Other parks include; Palm Desert Soccer Park, located on the south side of Hovely Lane East, Ironwood Park, Portola Park, located on Magnesia Falls Drive, Palm Desert Country Club neighborhood Park, located on the north side of California Drive and two school parks; Sports Complex and Cahuilla Hills Park. The Quimby act requires developers to dedicate parklands or pay a development fee for every new 1,000 residents resulting from the proposed residential subdivisions. The residential components of the project will be subject to Quimby fees to offset their needs for park space. In addition, the project will include 27 acres of City parkland (Planning Area 9) along the northern boundary of the project area. Impacts associated with parks are expected to be less than significant. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -50- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XV. RECREATION -- a) Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that X substantial physical deterioration of the facility would occur or be accelerated? b) Does the project include recreational facilities or require the construction or expansion of recreational facilities which X might have an adverse physical effect on the environment? XV. a, b) Less Than Significant Impact. The proposed project will increase the use of existing neighborhood and regional parks. It will add an estimated 1,622 persons to the City of Palm Desert population and will also include a 27-acre park within the project. The residential components of the proposed project will have to participate in the City's parkland fee program to offset impacts associated with the 1,622 new residents of the project. With the development of the proposed park within the project, the City will expand its recreational opportunities for residents in this part of the City, beyond the proposed project. Impacts are expected to be less than significant. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -51- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XVI. TRANSPORTATION/TRAFFIC -- Would the project: a) Conflict with an applicable plan, ordinance or policy establishing measures of effectiveness for the performance of the circulation system, taking into account all modes of transportation including mass X transit and non -motorized travel and relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? b) Conflict with an applicable congestion management program, including, but not limited to level of service standards and travel demand measures, or other standards X established by the county congestion management agency for designated roads or highways? c) Result in a change in air traffic patterns, including either an increase in traffic levels X or a change in location that results in substantial safety risks? d) Substantially increase hazards due to a design feature (e.g., sharp curves or X dangerous intersections) or incompatible uses (e.g., farm equipment)? e) Result in inadequate emergency access? X f) Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or X pedestrian facilities, or otherwise decrease the performance or safety of such facilities? Sources: "Gateway Village Project Traffic Impact Analysis", prepared by Kunzman Associates November 24, 2014; City of Palm Desert General Plan Circulation Element and General Plan EIR, 2004. XVI. a) Less Than Significant Impact. A detailed traffic impact analysis (TIA) was prepared for the proposed project by Kunzman Associates, the preparation of which was preceded by City approval of an analysis scoping document. The traffic analysis was based upon an analysis of existing roadway conditions in the project vicinity, a variety of traffic count sources (including peak hour counts collected by the consulting traffic engineers), the General Plan Circulation Element, planned roadway improvements and other data and information. In addition to the review and analysis of the General Plan Circulation Element and other documents regulating roadway development in the City, the project traffic engineer and project planners also evaluated all modes of transportation, including individual motor vehicle travel, mass transit and non -motorized travel, and relevant components of the circulation system, including but not limited to intersections, streets, local highways, pedestrian and bicycle paths. -52- The applied measures of effectiveness for the performance of the circulation system were derived from applicable City and County standards. A variety of major roadways serving the project site and the vicinity were evaluated for their existing and planned capacity, and included US Interstate-10, Cook Street, Gerald Ford Drive, Technology Drive, Dinah Shore Drive, Portola Avenue, Monterey Avenue, Bob Hope Drive and Varner Road. In addition, a total of twenty-two (22) intersections were evaluated for current and future operating conditions. These included as yet unbuilt facilities, including the forthcoming Portola Avenue/I-10 interchange and the extension of Dinah Shore and Technology Drive through the subject property. It should also be noted that the analysis is somewhat conservative and probably overstates the volume of traffic that will be generated by the project at build out. Specifically, the peak hour traffic estimates probably overstate existing condition volumes at key intersections. Equally importantly, the land use allocation model used to generate project traffic assumes approximately 87,000 square feet of retail commercial space than is currently anticipated for development. It should also be noted that the study area is currently served by the SunLine Transit Agency via its Route 32 service line, which runs along Monterey Avenue, Dinah Shore Drive, Bob Hope Drive, and Country Club Drive. The area is also served by SunLine Transit Agency Route 53, which serves Cook Street, Gerald Ford Drive, Country Club Drive, and Portola Avenue. Existing Conditions Summary As noted above and as analyzed in the project traffic impact analysis, 22 area intersections were analyzed, of which 19 are fully or partially constructed. All of the 19 existing intersections are currently operating at acceptable Levels of Service (LOS), that is at LOS C or better (Table 1 of TIA). Existing mid -block traffic volumes include the following: • Cook St. with 23,000± vehicles per day (vpd) and 27,900± vpd south and north of Gerald Ford Drive, respectively (TIA Figure 6) • Gerald Ford Dr. with 8,000± vpd east of Cook Street and 11,900± vpd east of Portola Avenue • Portola Avenue with 9,000± vpd and 9,800± vpd north of Gerald Ford Drive, respectively. ft eet Impacts Trip generation was calculated by land use type (single family and multi -family residential, retail commercial, business park, city recreational park, and hotel uses), and were calculated using the reference Trip Generation, 9th Edition (2012) prepared by the Institute of Transportation Engineers (ITE). The TIA calculates that, upon buildout, the project will generate approximately 35,907 daily vehicle trips or average daily trips (ADT), with 1,200 ADT expected to be generated in the morning peak hour and 2,317 ADT in the evening peak hour. It should also be noted that for Planning Area (PA) 5 alternative land uses are proposed and were also evaluated in the TIA, and resulted in slightly lower trips (Table 2a of TIA). PA 5 is planned to provide either 55,000 square feet of retail commercial space or 250 hotel rooms. Based upon the complementary mix of land uses and their interactions, which reduce project traffic onto the surrounding arterial roadway network, an internal rate of trip capture of 13% was applied to the trip generation calculations (15% for the hotel scenario). It should also be noted -53- that passer-by trips, that is trips that would be passing the project site in any event, were estimated at 34% (Table 2b of TIA). Trip distribution was based upon the existing and long-term roadway network serving the project site and also on the type of land uses that are proposed for development. Based upon this analysis, approximately 15% of project trips are expected to and from Cook Street, 40% to Portola Avenue, 15% to Gerald Ford Drive west of Portola Avenue and 15% to Cook Street south of Gerald Ford Drive (Figure 10 thru 27 of TIA). The distribution has been analyzed by project PA and therefore the cited distributions should be considered representative of the project overall. Relevant Project Design Guidelines The following are taken from the transportation and circulation design guidelines of the Master Plan and further describe how the project design addresses vehicular and multi -modal transportation. Roads and Access Drives: The design of internal circulation elements will minimize pedestrian/vehicle conflicts to the greatest extent possible. Structures are to be linked to public sidewalks with textured paving, landscaping, or similar treatments. Parking: Parking facilities are to be conveniently located, with street access made as direct as possible. Wherever possible, parking areas should be visible from the residential units that use them. Residential parking spaces not located within garages or carports should be shaded by landscaping with effective summer shade of a minimum of 50%. Detached and attached garages, carports, and accessory structures should be designed as integral parts of the project and consistent with the principal structures of the project in their use of materials, color, and design details. The preferred location for garages and carports is on the interior side of parking areas. Garage doors should be steel or aluminum and may include wood cladding or metal to enhance architectural compatibility. Roll -up types of garage doors are preferable. Pedestrian Access: Pedestrian, bicycle and NEV access and circulation should connect planning areas to encourage non -vehicular travel. Non -vehicular access should be integrated into project site plans, occur on dedicated paths that protect pedestrians and bicyclists from automobiles, and provide shaded areas and amenities for their users. Pedestrian connections must be provided between Planning Area 1 and 2; Planning Area 3, 4 and 9; Planning Area 8 and 9; and Planning Area 5, 6 and 7. These pedestrian connections must be dedicated to pedestrian and bicycle access only, and cannot be located within roadways or internal driveways. Sidewalks on internal streets should not be the only form of pedestrian access provided, but should be supplemented by internal walkways, trails or paths. The City shall review each proposed project within this Master Plan to assure connectivity between these Planning Areas. To the extent possible, the entrances to individual residential units should be plainly visible from nearby parking areas. Individual outdoor walkways, corridors, or access balconies should be designed to serve no more than five residential units. In the event that a building is located close to a street, and parking is provided at the rear or side of the lot, clearly delineated secondary pedestrian access convenient to parking areas should be provided to the greatest extent practical. -54- Future Traffic Conditions Future traffic conditions were evaluated taking into account a large number of other projects that are currently under development or expected to be constructed by the year 2020. The traffic to be generated by these projects was distributed across sixteen (16) zones to evaluate their distribution and effects on the roadway network. This analysis provides the growth in background traffic that occurs regardless of whether the proposed project is developed. Figure 55 of the TIA shows the distribution of background traffic in 2020 as traffic volumes on segments of the local roadway network and Figure 56 shows these volumes in 2020 with the project. The traffic impact analysis focuses on potentially affected intersections, which are the most constrained component of the roadway network. The analysis includes an evaluation of impacts for the year 2020 both with and without the proposed project. As previously noted, a total of twenty-two (22) intersections (both built and planned) were analyzed. As shown on Table 6 of the TIA, only three intersections are projected to operate at LOS D: • Monterey Avenue @ I-10 EB ramp (AM peak hr.) • Monterey Avenue @ Dinah Shore Drive (PM peak hr.) • Cook Street @ I-10 WB ramp (AM peak hr.) All others intersections will operate at LOS C or better in 2020. Again, this assumes build out of the various other projects and the proposed Millennium project. Based on the recommended intersection improvements at the intersections of Portola Avenue at Dinah Shore Drive and Pacific Avenue at Gerald Ford Drive, it is anticipated that the realigned cross-section widths for Dinah Shore Drive/Pacific Avenue from Portola Avenue to Gerald Ford Drive will provide acceptable Levels of Service. Therefore, the proposed project will have a less than significant impact on the local roadway network, the General Plan Circulation Element and other City transportation policies, and will ensure the long-term effectiveness and performance of the circulation system. The project also takes into account all modes of transportation, including local bus service, sidewalks and bicycle paths to enhance multi -modal access within the project and connectivity to motorized and non - motorized components of the surrounding transportation network As noted above, the proposed project is not expected to have a significant adverse impact on the area transportation network. The TIA has identified a few actions and recommendations that will assure that the project optimizes the local network, precludes design deficiencies and maximizes use of the non -motorized transportation network and system. Some also restate to such items as future roadway rights -of -way, parking provisions, etc. On -Site Recommendations In conjunction with project development, construct Portola Avenue from the north project boundary to Gerald Ford Drive at its ultimate half -section width as an Arterial Street (150 foot right-of-way), including landscaping and parkway. 2. In conjunction with project development, construct Dinah Shore Drive from Portola Avenue to Gerald Ford Drive at its ultimate cross-section width realigned from a Secondary Street (108 foot right-of-way) to a 76 to 116 foot right-of-way including landscaping and parkway improvements. -55- In conjunction with project development, construct Gerald Ford Drive from Portola Avenue to Technology Drive at its ultimate half -section width as an Arterial Street (150 foot right-of-way) including landscaping and parkway improvements. 4. In conjunction with project development, construct Technology Drive from Gerald Ford Drive (to the north) to Gerald Ford Drive (to the south) at its ultimate cross-section width realigned from a Secondary Street (108 foot right-of-way) to a 72 foot right-of-way including landscaping and parkway improvements. 5. In conjunction with project development, construct Technology Drive from Gerald Ford Drive (to the north) to Gerald Ford Drive (to the south) at its ultimate cross-section width as a Secondary Street (108 foot right-of-way) including landscaping and parkway improvements in conjunction with development. 6. The intersection of Technology Drive (at its western terminus) and Gerald Ford Drive shall be restricted to right turns in/out only. All project development shall provide sufficient parking spaces to meet City of Palm Desert parking code requirements in order to service on -site parking demand. 6. On -site traffic signing/striping will be implemented in conjunction with detailed construction plans for the project site. 7. Sight distance at the project accesses shall comply with standard California Department of Transportation and City of Palm Desert sight distance standards. The final grading, landscaping, and street improvement plans shall demonstrate that sight distance standards are met. Such plans must be reviewed by the County and approved as consistent with this measure prior to issue of grading permits Off -Site Recommendations It should be noted that the intersection improvements for the intersections of Portola Avenue at Varner Road, 1-10 Freeway WB Ramps, I-10 Freeway EB Ramps, and Dinah Shore Drive are consistent with the intersection improvements for these intersections in the City -approved Portola Avenue/1-10 Interchange Traffic Operations Analysis. 2. In conjunction with project development, the developer shall participate in the phased construction of off -site traffic signals through payment of traffic signal mitigation fees. The traffic signals within the study area at buildout should specifically include an interconnect of the traffic signals to function in a coordinated system. 3. As is the case for any roadway design, the City of Palm Desert will periodically review traffic operations in the vicinity of the project once the project is constructed to assure that the traffic operations are satisfactory. b) Less Than Signifeant Impact. As noted above and in the Traffic Impact Analysis prepared for this project, the generation, distribution and management of project traffic is not expected to conflict with the County Congestion Management Plan (CMP); Monterey Avenue is the only CMP roadway in the City and relevant intersections along this roadway are projected to operate at LOS D or better in 2020. The project and background traffic will not exceed City level of -56- service standards or travel demand measures, or other standards established by the City or Riverside County Transportation Commission (ROTC) for designated roads or highways. c) Less Than Significant Impact. The project will have a very limited impact on the facilities or operations of regional airports, and will not result in a change in air traffic patterns, including an increase in traffic levels. The project is located more than seven miles east of the Palm Springs International Airport, and about five miles northwest of the Bermuda Dunes Airport. The proposed development will not affect the operations of these airports nor create a substantial safety risks. d) Less Than Significant Impact. As set forth in the master land use plan and the Master Plan document, the project will not create a substantial increase in hazards due to a design feature. Intersections are designed to occur at right -angles, access points are to be located with adequate sight distances, sharp curves are avoided by design and design guidelines, and all land uses are complementary rather than being incompatible. e) Less Than Significant Impact. Access to the planning area is via major arterial, secondary arterials, Interstate-10 and a variety of local roads. Design guidelines further ensure that emergency access will be created and preserved within each planning sub -area. The proposed project will not result in inadequate emergency access. f) Less Than Significant Impact. As noted above, the project overall design and the master plan design guidelines will not conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or safety of such facilities. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -57- Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XVII. UTILITIES AND SERVICE SYSTEMS. Would the project: a) Exceed wastewater treatment requirements of the applicable Regional X Water Quality Control Board? b) Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the X construction of which could cause significant environmental effects? c) Require or result in the construction of new storm water drainage facilities or expansion of existing facilities, the X construction of which could cause significant environmental effects? d) Have sufficient water supplies available to serve the project from existing entitlements X and resources, or are new or expanded entitlements needed? e) Result in a determination by the wastewater treatment provider that serves or may serve the project that it has adequate X capacity to serve the project's projected demand in addition to the provider's existing commitments? f) Be served by a landfill with sufficient permitted capacity to accommodate the X projects solid waste disposal needs? g) Comply with federal, state, and local statutes and regulations related to solid X waste? Source: " Water Supply Assessment and Water Supply Verification for the Millennium Palm Desert Master Plan," prepared by Terra Nova Planning & Research, Inc. October 2014. XV11. a) Less Than Significant Impact. Buildout of the planning area will include single family and multi -family residential, commercial, hotel/hospitality, business park, and open space uses. Development facilitated by the proposed project will result in increased wastewater flows. All development will be required to connect to the existing sanitary sewer system. The CVWD, which operates wastewater treatment facilities that serve the proposed project, is subject to wastewater treatment standards established by the Regional Water Quality Control Board. All components of the proposed project will be required to design facilities consistent with CVWD and Regional Board standards. These standards and requirements will assure that impacts associated with wastewater standards will be less than significant. -58- b-e) Less Than Significant Impact. The subject property falls under the jurisdiction of the Coachella Valley Water District (CVWD) for domestic water supplies and wastewater treatment. CVWD has indicated that it will provide domestic water and sewer conveyance and treatment services to the project site. New on -site infrastructure will be built as part of the project. However, the project will be able to connect to existing 18" sanitary sewer and 18" water lines in Gerald Ford Drive, and no new regional infrastructure will be required. Wastewater produced by the proposed project will be processed at the Mid -Valley Water Reclamation Plant (WRP-4) located in Thermal. CVWD has prepared an Urban Water Management Plan 2010 Update, which is a long-term planning document that helps it plan for current and future water demands. The Plan demonstrates that the District has available, or can supply, sufficient water to serve the proposed project. In addition, a Water Supply Assessment and Water Supply Verification were prepared for the proposed project and approved by the District on November 25, 2014, indicating the District is able to serve project water needs. No new regional infrastructure will be required. The project will also be required to implement water conservation programs, including a drought tolerant landscaping plan and the conformance to current Building Code, which requires that high efficiency fixtures be used. CVWD is also responsible for regional stormwater management in the Coachella Valley. According to CVWD, the general project area is adequately protected from stormwater flows by Dike No. 4, and drainage issues affecting the property are limited to the management of local drainage. To manage onsite stormwater flows, the proposed project will be required to include retention basins or other forms of stormwater management that will result in 100 year storm flows being managed on site (please see Hydrology discussion, above). Overall impacts to water, wastewater and stormwater facilities will be less than significant. f, g) Less Than Significant Impact. The City has an exclusive franchise agreement with Waste Management of the Desert and will utilize Burrtec Waste and Recycling Services for its collection and disposal of solid waste from the project site. All waste generated on the project site will be collected and transported to the F,dom Hill transfer station, and once sorted to one of two regional landfills; Lambs Canyon or Badlands. Both landfills are owned and operated by Riverside County. They have the capacity to accommodate waste generated by future development on the project site. Burrtec is also required to comply with local, regional and state requirements associated with solid waste disposal. Impacts will be less than significant. Mitigation Measures None required. Mitigation Monitoring and Reporting Program None required. -59- for future development in the project area. The project is also consistent with the residential and commercial development trends in the immediate vicinity. Public utility providers have indicated they will be capable of serving the project with existing or planned facilities. Potential environmental impacts are expected to remain at, or be mitigated to, levels below significance, and long-term environmental goals are not expected to be adversely impacted by the project. c) The project will result in incremental environmental impacts typically associated with new mixed -use development, including increased emission of criteria pollutants during construction and operation, loss of potential habitat for biological species, and increased demand for public utilities and services. However, these impacts are expected to be less than significant or mitigated to levels below significant. The project can be served by existing or planned public infrastructure, and impacts are not expected to be cumulatively considerable. d) This document identifies potential impacts associated with air quality and noise as a result of build out of the proposed project. These impacts, however, have been mitigated to less than significant levels by the mitigation measures imposed on the project. As a result, impacts to human beings are expected to be less than significant. -61- CITY OF PALM DESERT PALM DESERT PLANNING COMMISSION PRELIMINARY MINUTES TUESDAY, FEBRUARY 17, 2015 — 6:00 P.M. COUNCIL CHAMBER 73-510 FRED WARING DRIVE, PALM DESERT, CA 92260 I. CALL TO ORDER Chair Ken Stendell called the meeting to order at 6:00 p.m. II. ROLL CALL Present: :> Commissioner Sonia Campbell-.a,�`� Commissioner Nancy DeLuna Commissioner Joseph Pradetto Vice Chair John Greenwood Chair Ken Stendel{ Staff Present: Jill Tremblay, City Attorney, Lauri Aylaian, Director of Community Development Tony Bagato, Principaf'Planner Eric Ceja, Associate Planner Kevin Swartz, Assistant Planner Christina Canales, Assistant Engineer Monica O'Reilly, Administrative Secretary III. PLEDGE OF ALLEGIANCE Vice Chair John Greenwood led the Pledge of Allegiance. IV. SUMMARY OF COUNCIL ACTION Ms. Lauri Aylaian, Director of Community Development, reported that at the meeting of February 12, 2015, the City Council approved the resolution for a large family day care center on Fairway Drive. PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 V. ORAL COMMUNICATIONS None VI. CONSENT CALENDAR A. MINUTES of the Planning Commission meeting of February 3, 2015. Rec: By Minute Motion, approve as presented. Upon a motion by Commissioner Campbell, second bCommissioner DeLuna, and a 4-0-0-1 vote (AYES: Campbell, DeLuna, Greenwood `cand Stendell; NOES: None; ABSENT: None; ABSTAIN: Pradetto), minutes were approved`a!!�presented. B. REQUEST FOR CONSIDERATION of a --two-year extension for the Term Development Agreement 98-1 entered. between the City of O'alm Desert and Marriott Ownership Resorts, Inc. for Marriott _Shadow Ridge, at 36-750 Monterey Avenue. Case No. TT 288.1,8 (Marriott Ownership Resorts, Inc., 6649 Westwood Boulevard, Orlando, Florida 32821, Applicant). Rec: By Minute Motion, approve the extension.(until December 10, 2020), Case No. TT 28818. Upon a motion by Commissioner 'Campbell, second by Commissioner DeLuna, and a 5-0 vote of the Planning, Commission (AYES: Campbell, DeLuna, Greenwood, Pradetto, and Stendell;,NOES: None; ABSENT: None; ABSTAIN: None), the remainder of the Consent Calendar was approved as presented. VII. CONSENT ITEMS.,HELD OVER' Norge Vill. NEW BUSINESS None,-,, IX. PUBLIC HEARINGS A. REQUEST FOR CONSIDERATION of a recommendation to the City Council for approval of a Mitigated Negative Declaration of Environmental Impact, a Development Agreement, a Specific Plan, a General Plan Amendment and a Change of Zone to establish land use designations, a Tentative Parcel Map to establish nine parcels within the Specific Plan Area, and a Tentative Tract Map to subdivide 38+ acres into 166 single-family home lots, located on 152 acres north of Gerald Ford Drive and west of Technology Drive. Case Nos. DA/GPA/CZ/EA 14-332; TPM 36792; TTM 36793 (PD 80 T & S, LLC, 38 Clancy Lane South, Rancho Mirage, California 92270; and Palm Desert 2 C:kUsers\ece;aVlppData\Locai\Mlcrosoft\Windows\TemporerylntemetFses\Conlenc.Outlook\TL9GKTSB\2-17-15 min.docx PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 University Gateway, LLC, 38 Clancy Lane South, Rancho Mirage, California 92270, Applicants). Commissioner Nancy DeLuna stated that she represents an affordable multi- family housing developer that has had conversations with some of the owners regarding possible development on this site and recused herself. Vice Chair Greenwood also stated that he is employed by Prest Vuksic Architects. The firm has worked with GHA companiek within the last year; therefore, he also recused himself. Mr. Eric Ceja, Associate Planner, reported that TheWillennium Palm Desert Specific Plan ("Specific Plan") encompasses 152: acres -of, undeveloped land in the northern portion of Palm Desert. The site is boundeq by Union Pacific Railroad to the north, Gerald Ford Drive to thsouth, Portola Avenue to the west, and Technology Drive to the east. City staff has been working with,, the applicant to establish a specific plan for this area,,''and displayed an image indicating the existing zoning designations that are within the proposed project area. He said that the applicant is proposing nine specific planning areas that will comprise a multi -use development. The proposed development will include single-family homes, multi -family apartments, ,, a regional park, commercial and hotel development, and an industrlal�,business park. He' noted that the Specific Plan emphasizes non -motorized connections", throughout- the project area, and coordinated development of the `Rine Planning Areas. As part of the Specific Plan, a Development Agreement is'included for the build out of the project, street and drainage it provemehts, and it requires the developer to provide 66 affordable housing units within one of. the project areas. Mr. Ceja stated that there is a proposed land exchange with`the City for 37 acres for a regional park, an affordable housing, site, and 3.5.acres for the Portola Avenue interchange. Due to the,regional perk, the Parks and Recreation Commission reviewed the proposal and recommended approval of the land exchange for the park site. He stated that the apropos4, Tentative Parcel Map 36792 will subdivide the 152 acres into nine separate parcels and displayed a picture of the map. He noted that of the nine Planning Areas, Planning Area 1 is proposed to be developed first. Planning Area 1 is a single-family home site, which includes 38 acres. He displayed a picture of Tentative Tract Map 36793, gave a brief description of the area, and ,,listed ,,the development standards. He stated that staff is recommending that Planning Area 1 apply for an Architectural Review application so landscape, site design, home design, and wall conditions could be evaluated. Planning Area 2 is a 3.2-acre site proposed to be zoned General Commercial. He noted that there are no special development standards proposed for Planning Area 2. Planning Area 3 is 21 acres proposed to be zoned Planned Regional Commercial, with a Freeway Commercial Overlay zone. This zone will allow for hotels, drive through restaurants, big box development, and a height limit of 35 feet. Mr. Ceja mentioned that the applicant is proposing that the hotel development be allowed at 50 feet in height, and staff is supportive of this request. He noted that other hotels along Cook Street are up to 50 feet tall. The 3 cwsers\ece;a\AppDataNLocal\Mcrosoft\Wlndows\Temporary Internet FAes\Content.Outlook\TL9GKTSB\2-17-15 min.docx PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 height increase would only be applied to hotel development. Planning Area 4 is proposed to be zoned Service Industrial. He said that staff hopes this site provides research and development to support the university. Planning Areas 5 and 6 are proposed to be zoned Planned Commercial. Mr. Ceja said that it is a smaller designation than the regional site. Areas 5 and 6 could accommodate grocery stores, convenient shopping, and personal services. In these areas, the applicant would like to utilize the Mixed Use Overlay zone, of which staff is supportive. Staff also supports hotels at a 50-foot height limit in Planning Areas 5 and 6. Planning Areas 7 and 8 are multi -family housing sites. The proposed height is three stories and a 40-foot height limitation. Planning Area 9 is 27 acres proposed for the regional park site. Mr. Ceja noted thatanother consideration for the Specific Plan includes a Mid -Valley Bike Path that.runs approximately one mile along the project areas. The bike path connect., Bob Hope Drive to Washington Street. Staff added a condition that the applicant has the option of building the bike path through their project areas, or submitting,a payment in lieu to have the City develop the path. He noted"that the Portola Avenue Interchange is expected to begin in the next five years, and briefly mentioned the University Park Planning Area. He referred to the General Plan -'Amendment and Change of Zone, and stated that each of the nine parcels Iis: zoned specifically for its type development identified in the, Specific Plan. In total, there are 63 acres for residential properties, 40 acres for commercial, 27 acres for a regional park, 10 acres for industrial business development, and 11.6, acres for streets. Mr. Ceja stated that the proposed project, is compatible with 't�e General Plan and the University Park Planning Area. Itt. provides affordable housing units, a mix of housing types, a balande, of housing and commercial uses, and the proposed project area; is�- uitable for development. He mentioned that environmental studies were performed, with no significant findings in the project area. He listed several Conditions of Approval, and noted that there were some revisions made to the conditions, copy of the revisions was given to the Planning Commission prior to the meeting'. He said that staff' is comfortable with the revisions, and the applicant is aPniable tip° -the changes. Mr. Ceja stated that staff is recommending that a Mitigated Negative, Declaration be adopted. He noted that staff sent the Mitigated Negative, Declaration to several agencies for review. He received comments from the Coachella Valley Water District (CVWD), Southern California Air Quality Management District (SCAQMD), and Union Pacific Railroad. He offered to answer a4 questions. Commissioner Joseph Pradetto asked if the Parks and Recreation Commission voted unanimously for approval of the land exchange. Mr. Ceja responded that the Commission voted 4-1-3, with three commissioners absent and one voting no. He mentioned that a land appraisal was performed for both properties and the land values were similar. However, one Commissioner was not comfortable with any agreement. Commissioner Pradetto inquired if there was any discussion on the size of the park from a larger planned park down to 27 acres. 4 C\Users\ece;aVAppData\Local\Microsoft\Windows\Temporarylntemet Files\Content.Outlook\TL9GKTSB\2-17-15 min.docx PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 Mr. Ceja said that the park size is approximately the same. He stated that there was a concern with the narrowness of the park compared to the other park site. City staff was able to show the Parks and Recreation Commission some layouts with ball fields and soccer fields that were envisioned for that park, and the Commission was comfortable with the layouts. Commissioner Campbell commented that the staff report states that only the City Council can approve the land exchange. It also states that staff does not recommend that the land exchange be consummated since one of the minor parties involved has outstanding obligations to the City _oaf another project. She inquired if it is one of the Conditions of Approval. Mr. Ceja replied no. He explained that staff is making two recommendations to the Planning Commission: 1) approve The Millennium:"Specific Plan and supporting documents, and recommend approval to the CitkCouncil; and 2) recommend that the City Council not approve the land swap": uptil all parties involved with the applicant are in good standing fora,other propertle�,in the City. He stated that does not need to be `a,,, condition,'- but part of the Planning Commission's recommendation. Chair Stendell clarified that the red line in the photo indicates the Mid -Valley Bike Path. Mr. Ceja replied yes. Chair Stendell referred to the single -scary height limitation of 20 feet. He asked if that is the ridgeline at 20 feet or all pans of the construction at 20 feet. Mr. Ceja responded that it would be the ridgeline. Commissioned Campbel[asked if the two-story homes at the height of 27 feet will beintegrated with the one-story homes. Mr. ,Ce.a replied that; he will let the applicant answer that question. He said that staffs discussion with the applicant; the development is not only a two-story product.`The development will have a mix of one- and two-story homes. Chair Stendell declared;.the public hearing open and asked for any public testimony IN FAVOR or OPPOSITION. MR. MARIO GONZALES, GHA Companies/PD 80/Palm Desert University Gateway, Cathedral City, California 92234, stated that he is pleased to be joined by his investor, Mr. Ted Seldin. They are before the Planning Commission to assure them that they are committed; they have the passion, the time, the team, and the resources to reasonably see the proposed project through its fruition and to complete all requirements of the process. He said that the property is the gateway to Palm Desert. Once the Portola Drive interchange is complete and 5 C:,Users aWpData\Loeai\Microsoft\WlndowsXTemporaryIntemetFiles\Content.Outlook\TL9GKTSB\2-17-15 min.docx PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 with the Cook Street interchange, there will be two corridor feeders to the inter city limits. He stated that the proposed project is consistent with the goals of the City of Palm Desert. It will provide an opportunity to create an integrated commercial/residential mixed use center, within a regional park setting through strict guidelines of the specific plan process. On April 24, 2014, they met with City leaders and staff. This meeting set the tone and direction of their proposed development, which gave them the confidence to purchase the remaining 37 acres to allow the final design and concept of their project. On November 25, the CVWD approved the project Water Supply Assessment (WSA) report supporting their development plan. He noted that the Parks and Recreation Commission approved the land exchange and new park site. He ishopeful that the Planning Commission finds the information insightful and allow6, them to experience the vision and understanding of this development. Mr Gonzales stated that all their efforts would not be possible if it were not for, the time an&,gommitment of City staff. City staff has treated them in a fair and transparent manger throughout the process. He believes this is why Palrii Desert is so sutccessful; great management, a great team, and great attention to details. Mr. Gonzales thanked City Manager John Wohlmuth, Director of Con)munity Development Lauri Aylaian, Director of Public Works Mark 'Greenwood, and their team. More importantly, he gave a special, thanks to Associate Planner Eric Ceja. He said that Mr. Ceja demonstrated a,greatdeal of pride in his work, he has been very professional and responsive, aid he understands the importance and magnitude of this development. He mentioned that' he has his development team and consultants in the audience. He noted that he has been honored to work with Ms. Nicole Criste, Terra, Nova.planning`& Research, Inc:, and stated that she is here to answer anyyouestions'the Commission may have. Mr. Chris Bergh, MDS Consulting, is also availabl to answe'rony questions pertaining to engineering. Mr. Gonzales `referred to 'tentative Tract Map 36793, and stated that they are excited to introduce a cutting; edge of housing stock with fresh style and design for all, age -groups. Hiteam is very confident with this development. They have reviewed the all required documents, conditions, and materials for this project and agree with" them He humbly requested that the Planning Commission support staffs recommendation for approval of this development. He offered to address any questions and the opportunity to rebut. Commissioner Pradeito asked when construction would begin for Phase 1, if maps are approved/ MR. GONZALES responded that they would like to start the grading process, install Dinah Shore Drive, and start the project immediately. They are also exploring some opportunities with apartments on the east side of the project, and community commercial at the corner of Portola Avenue and Gerald Ford Drive. Commissioner Campbell asked Mr. Gonzales about the one- and two-story homes. 6 C:tUsers\ece;aWppData\Locai\Microsoft\Windows\TemporaryIntemetFiles\Cdntent.Outlook\TL9GKTSB\2-17-15 min.doex PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 MR. GONZALES explained that in Planning Area 1, they have a cluster housing component with three product types for those smaller lots and smaller homes. They have one single -story and two two-story homes. He said they believe in both vertical and horizontal movement and streets. He also said they took great advantage of the dropping slope, which will give it some interest. They will position homes to provide privacy for neighbors. He pointed to another area of Planning Area 1 where they will have their 500 series. The lots are 50 feet, and will have two single -story and one two-story homes. With the two-story homes, they have a detached casita in the front and will be strategically placed within the community. He said that the lots that front Gerald Ford Drive and Portola Avenue have three floor plans. These lots are the largest and will have the largest homes, which will all be single -story homes. Commissioner Campbell commented that the,map with the larger lots indicate there are two-story homes. >3� MR. GONZALES apologized and stated that the map incorrect. Chair Stendell referred to the cluster homee� and asked if there will be additional parking along the main streets to preclude disagreements between people for parking in the alley. eR4 MR. GONZALES responded that they can preclude'.disagreements by having strict guidelines in . the Covenants, Conditions,. and Restrictions (CC&Rs). However, they wil1,.hav6"36-foot wide stfeets pavement to pavement. With 36- foot wide streets (here could be parking on both sides of the street available. Chair Stendell asked the applicant if they are clear with the additional Conditions of Approval placed on the project. MR, GONZALES replied that is correct and accept the conditions. n.l Chair Stendell inquired if Mr. Gonzales is intending to build out most of the residential himself.'`; '3 MR. GONZALES responded that he is honored and pleased to work with his investor Mr � Seldin.,They are going to develop the single-family component. They also have intentions of building out the balance of the properties. He stated that if there are opporfdunities to work with other folks, they would look at it. GHA will be creating the single-family component. With no further testimony offered, Chair Stendell declared the public hearing closed. Commissioner Campbell moved, by Minute Motion, to approve recommending to the City Council approval of a Mitigated Negative Declaration of Environmental Impact, the Development Agreement and Specific Plan documents, General Plan Amendment and Change of Zone, Tentative Parcel Map 36792, Tentative Tract Map 36793, and 7 C:\Users\ece;aWPPData\Local\Mcrosoft\Wfndows\TemporaryintemetFlies\Content.Outlook\TL9GKTSB\2-17-15 min.doex PRELIMINARY MINUTES PALM DESERT PLANNING COMMISSION FEBRUARY 17, 2015 recommend that the City Council not approve the Land Exchange until all applicants are in compliance with the Palm Desert Municipal Code for other properties they control. Motion was seconded by Commissioner Pradetto and carried by a 3-0-2 vote (AYES: Campbell, Pradetto, and Stendell; NOES: None; ABSENT: DeLuna and Greenwood; ABSTAIN: None). Commissioner Campbell moved, by Minute Motion, to waive further reading and adopt Resolution No. 2645, recommending to the City Council approval of Case Nos. DA/GPA/CZ/EA 14-332; TPM 36792; and TTM 36793, subject ta.conditions. Motion was seconded by Commissioner Pradetto and carried by a 3-0-2Yte (AYES: Campbell, Pradetto, and Stendell; NOES: None; ABSENT: DeLuna andGreenwood; ABSTAIN: None).. Chair Stendell thanked the applicant. \� 5 Ms. Aylaian interjected that this project represents almost a year of collaborative work. She stated that she would like to acknowledge and thank Mr-Ceja for the wonderful job he has done. She pointed out thaethere was no, one in the audience speaking in either for or against`the project, which happens a little too frequently in Palm Desert. She said that staff is, aware of that, and they redouble their efforts to make sure that°we look out for the interest of all residents. She also thanked Mr. Gonzales anc�gMr. 8`e14in for all the,work they have done in the past year. Commissioner Campbell'ommented that it would"not be possible without the great staff the City has. Chair Stendell asked Ms. Aylaian if the regional park has a dog park component. Ms. Aylaian.responded that not at this point. REQUEST FOR CONSIDERATION of a recommendation to the City Council - for adoption off, a notice. of exemption in accordance with the California Environmental duality Act (CEQA), and approve a new 674-square-foot detached casita Ond fagade renovation to an existing house on a hillside planned residential property located at 72-375 Upper Way West (APN 628- 130-027), Case- No. PP/HDP 14-289 (Mary Connor Limont IRA Sunwest Trust, 72-720,Bel Air Road, Palm Desert, California 92260, Applicant). Mr. Kevin Swartz, Assistant Planner, reported that the five -acre parcel was developed and graded under the County of Riverside's jurisdiction prior to the formation of the City of Palm Desert. The property has an existing 1,847-square- foot residential home and a 490-square-foot garage. The parcel is located on the hillside north of Stone Eagle and south of Homme-Adams Park. He displayed photos of the site location and the location of the proposed casita. The applicant is proposing a 674-square-foot casita that consists of a family room, bedroom, bathroom, kitchenette (no stove), and a porch/patio area. The applicant is also 8 C:\Users\ece;aWppData\Loeal\Mlcrosoft\Wmdows\TemporarylntemetFlies\Content.Outlook\TL9GKTSB\2-17-15 min.docx Potentially Less Than Less Than No Significant Significant w/ Significant Impact Impact Mitigation Impact XVIII. MANDATORY FINDINGS OF SIGNIFICANCE -- a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining X levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? b) Does the project have the potential to achieve short-term, to the disadvantage of X long-term environmental goals? c) Does the project have impacts that are individually limited, but cumulatively considerable? ("Cumulatively considerable" means that the incremental X effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects)? d) Does the project have environmental effects which will cause substantial adverse X effects on human beings, either directly or indirectly? a) Biological Resources During a site -specific biological field survey in July 2014, 17 sensitive biological species were identified as having potential to occur on the project site. Of those 17, only 3 were observed, including the burrowing owl (bird), the Loggerhead Shrike (bird), and the Coachella Valley Milkvetch (plant). The project site is not located in an area that is to be conserved for Coachella Valley milkvetch; therefore impacts to this species can be mitigated through payment of the CVMSHCP fee. Mitigation measures addressing impacts to the burrowing owl and the Migratory Bird Treaty Act are set forth in this Initial Study to reduce impacts to less than significant levels. Cultural Resources A Phase I study of the subject property was conducted in July 2014. The study found no evidence indicating the existence of historical, archaeological, or paleontological resources within the project area. The proposed project is not expected to impact such resources. b) The Master Plan proposes both land use and zoning amendments to support the planned land uses. The amendments will result in a change in the potential acreage to be developed for commercial, business park and residential uses, but will still result in these uses. The proposed project will ensure the land use designations for the site are consistent with the long-range plan -60- 6. Site specific noise analysis shall be prepared for planning areas 7 and 8 when site plans are finalized. The noise analysis will include any necessary mitigation measures to assure exterior noise levels of 65 dBA CNEL for recreation areas, and 45 dBA CNEL for interior spaces. 7. Assuming residential units will be developed near the property lines, approximately 39.0 dB of exterior to interior noise attenuation shall be provided for units situated along the north/northeastern property lines of Planning Areas 7 and 8; and 27.4 dB of exterior to interior noise attenuation will be necessary for units along the western and southwestern property lines. 8. Construction of the proposed office park and commercial buildings will be required to comply with Section 5.507 of the California Green Building Standards which require wall and roof - ceiling assemblies to achieve STC ratings of at least 50 and windows to have a minimum STC rating of 30. The City Building Department will require evidence showing that assembly/wall combinations will be utilized that meet these requirements. 9. In order to be consistent with this the City's land use compatibility standards, parks in the project area should be shielded from noise associated with the I-10 Freeway, the Union Pacific Rail Line and Portola Avenue Gerald Ford Drive using noise buildings or noise barriers. The barriers should be high enough to block the line of sight between the roadway(s) and rail and the receiver. 10. In order to reduce backyard noise levels to below 65 dBA CNEL, a six foot barrier shall be constructed between proposed single-family detached residential lots abutting Gerald Ford Drive and Portola Avenue. This barrier should be continuous with no holes or cracks. Mitigation Monitoring and Reporting Program A. The Building Department will review and approve construction staging areas for their location away from existing single family homes prior to the issuance of grading permits. Responsible Parties: Building Official, General Contractor B. Site specific noise analysis shall be completes prior to approval of projects on planning areas 7 and 8. Responsible Parties: Planning Department, Future Developers C. Building plans for residential projects on planning areas 7 and 8 will meet the requirements of Section 5.507 of the California Green Building Standards. Responsible Parties: Building Official, General Contractor D. Plans for the City park shall include a sound wall along the northern property line. Responsible Parties: Parks and Recreation Department, Planning Department -46- THE MILLENNIUM PALM DESERT SPECIFIC PLAN Palm Desert, California Prepared for: City of Palm Desert 73510 Fred Waring Palm Desert, CA 92260 Prepared by: Terra Nova Planning & Research, Inc. 42635 Melanie Place, Suite 101 Palm Desert, California 92211 :IMILLENNIUM PALM DESERT January 2015 The Millennium Palm Desert Specific Plan THE MILLENNIUM PALM DESERT SPECIFIC PLAN TABLE OF CONTENTS I. INTRODUCTION............................................................................................................... 4 A. Overview.............................................................................................................................. 4 B. Purpose.................................................................................................................................4 C. Project Boundary .................................................................................................................. 5 II. EXISTING CONDITIONS................................................................................................. 7 A. Setting.................................................................................................................................. 7 B. Existing General Plan Land Use and Zoning Designations ................................................. 7 C. Circulation..........................................................................................................................10 D. Utility Infrastructure.......................................................................................................... 13 III. LAND USE REGULATIONS........................................................................................... 17 A. Land Use Plan.................................................................................................................... 17 B. Planning Areas................................................................................................................... 21 C. Internal Access................................................................................................................... 26 D. General Development Standards....................................................................................... 28 IV. DESIGN GUIDELINES ........................................... A. Purpose...................................................................... B. Site Planning............................................................. C. Access & Circulation ................................................ D. Architectural Elements ............................................. [:. Landscaping.............................................................. F. Walls and Fences ....................................................... G. Open Space............................................................... H. Lighting..................................................................... 1. Accessory Facilities ................................................... .................................................... 29 .................................................... 29 .................................................... 29 .................................................... 30 .................................................... 31 .................................................... 32 .................................................... 32 .................................................... 32 .................................................... 33 .................................................... 33 V. PHASING AND FINANCING.......................................................................................... 34 VI. PROCEDURES..................................................................................................................34 VII. CONSISTENCY WITH THE GENERAL PLAN.......................................................... 36 Ira The Millennium Palm Desert Specific Plan LIST OF TABLES Table 1 Proposed General Plan and Zoning Designations............................................................ 17 Table 2 The Millennium Palm Desert Land Use Allocation........................................................ 21 Table 3 Planning Area 1 Development Standards........................................................................ 22 Table 4 Planning Area 3, 5 and 6 Development Standards.......................................................... 24 Table 5 Planning Area 7 and 8 Development Standards.............................................................. 25 LIST OF EXHIBITS Exhibit 1 Vicinity Map.............................................................. Exhibit 2 Existing General Plan ................................................. Exhibit 3 Existing Zoning.......................................................... Exhibit 4 Cross Sections............................................................ Exhibit 5 Existing Water & Sewer Infrastructure ...................... Exhibit 6 Land Use Map............................................................ Exhibit 7 Proposed General Plan ............................................... Exhibit 8 Proposed Zoning ....................................................... Exhibit 9 Planning Area 1 Cross Section .................................. Exhibit 10 Proposed Project Entry Points ................................. 3 ..................................................... 6 ..................................................... 8 ..................................................... 9 ................................................... 12 ................................................... 15 ................................................... 18 ................................................... 19 ................................................... 20 ................................................... 23 ................................................... 27 The Millennium Palm Desert Specific Plan 1. INTRODUCTION A. Overview A Specific Plan is a document allowed under California law which provides cities and counties with a planning tool for master planning project sites. A Specific Plan, when approved, becomes the zoning document for the project it covers. Specific Plans must be consistent with the General Plan of the jurisdiction in which they occur. Specific Plans can be implemented by local jurisdictions in accordance with the provisions of California Government Code Section 65450. The City of Palm Desert is implementing this Specific Plan for the Millennium Palm Desert project. The Millennium Palm Desert project consists of 152f acres of currently vacant land located near the City's northern gateway at Interstate-10. It extends from the existing Cook Street interchange on the east to the future Portola interchange on the west, and provides an opportunity to create an integrated commercial, residential, and mixed use center. The Millennium Palm Desert project will expand local and regional economic opportunities, provide a range of residential options, include a major regional park and serve as a high -quality entry statement. This Specific Plan has been developed to establish the land use parameters for the project area, including General Plan and Zoning designations and zoning standards; roadway configurations and design standards; and procedures for the development of the project area. B. Purpose This Specific Plan sets forth a land use plan and long-range development standards that facilitate commercial, residential, open space and mixed use development within the project boundaries. It establishes a cohesive development plan for multiple parcels, yet is flexible enough to be responsive to future economic conditions. The Specific Plan's land use plan complements existing and planned development in the project vicinity and maximizes the use of existing utility infrastructure and roadways. The objectives of this Specific Plan include: Creating an entry statement for the City at the planned Portola interchange with Interstate 10. The Millennium Palm Desert Saecific Plan ■ Develop a project that supports the expansion of the University of California Riverside and California State University San Bernardino campuses, and expands employment opportunities in the City. ■ The development of a high quality, flexible, productive and well designed master planned project that takes advantage of the synergies created by the residential, commercial, business park and park uses planned for the site. ■ Creating a balance of uses that provides the City with a range of residential options for future residents; a variety of commercial uses that serve not only the project residents, but the surrounding neighborhood and the traveling public; expands the City's sales and transient occupancy tax base; and creates opportunities for a broad range of employment for residents of the City and the region. ■ The addition of a regional park with multiple activity areas to serve the northern part of the City. C. Project Boundary The 152f-acre property is located near the City's northern corporate limits, south of Interstate-10 and the Union Pacific Railroad, between Portola Avenue and Cook Street. It is bounded by Portola Avenue on the west, Gerald Ford Drive on the south, Technology Drive on the east, and the railroad right of way on the north. Please see Exhibit 1, Vicinity Map. 5 Gar � • der r,. Planne ortola �• Interchange � d'o a? u ~e F Dr Ant"z_ " Existing Cook St e ' Gerald Ford Dr Interchange C &Vege o AL 1-0 4 G 0 Frank Sinatra Dr I # . - ,.«,:"�,. �• �.. wit. _ � • 1 _, .''�" .. �"� "CountryClub Dr Source: Google Earth Imagery Data, 03.23.2013 V If i/�. DesertiL Exhl The Millennium Palm �7 Planning& Rc-carch, Inc. Palm Desert, Vicinity , • • f' California The Millennium Palm Desert Specific Plan D. Utility Infrastructure Water Domestic water is supplied to the project area by the Coachella Valley Water District (CVWD), which serves much of the Coachella Valley. CVWD's primary source of domestic water is groundwater extracted from the Whitewater River Subbasin. Efforts to conserve and supplement finite groundwater supplies include a groundwater recharge program using imported Colorado River water, tertiary (three -stage) treated wastewater for golf course and greenway irrigation, and recycled water for agricultural and other purposes in the lower valley. Domestic water lines are in place beneath roads in the immediate project vicinity. Existing water lines are shown on Exhibit 5 and include the following: • Portola Avenue - 18-inch water line between Gerald Ford Drive and Dinah Shore Drive • Gerald Ford Drive - 18-inch water line between Portola Avenue and Technology Drive • Technology Drive - 18-inch water line between Gerald Ford Drive and the northerly terminus of Technology Drive A Water Supply Assessment was prepared and approved for this project. No major expansions of the existing water distribution system are expected to be required by the proposed project. Sewer CVWD provides wastewater collection and treatment services to the project area. Existing sewer lines in the project vicinity are shown on Exhibit 5 and include the following: • Gerald Ford Drive — 12 to 18-inch sewer line between Portola Avenue and Technology Drive • Technology Drive — 12-inch sewer line between Gerald Ford Drive and Technology Drive's northerly terminus • Portola Avenue — 10-inch sewer line extending north from Dinah Shore Drive, and 12- inch sewer line extending south from Gerald Ford Drive Effluent from the project area is conveyed to CVWD's Wastewater Reclamation Plant No.10 (WRP-10) on Cook Street in Palm Desert. It treats approximately 11 million gallons per day (mgd) of wastewater and has a design capacity of 18 million gallons per day. Approximately 60 percent of the effluent undergoes tertiary treatment for the purpose of golf course and greenbelt irrigation, thereby reducing the demand for groundwater resources. New development facilitated by this Specific Plan will connect to the existing network of sewer lines. Increased demand from the project is not expected to require major infrastructure expansions or adversely affect CVWD's ability to serve the area. 13 LJ The Millennium Palm Desert Specific Plan Stormwater Management The subject property is located outside of any flood hazard areas, as shown on the most recent (2008) Flood Insurance Rate Maps prepared by the Federal Emergency Management Agency (FEMA).' It is located in Zone X, which represents areas determined to be outside the 0.2% annual chance floodplain. Regional Drainage CVWD is responsible for regional stormwater management in the project area. Parcels immediately north of the subject property were once included CVWD easements for the proposed Mid -Valley Stormwater Project. However, the project was retired in January 2012, and all easements were quitclaimed to the respective owners. CVWD has indicated that there are no regional stormwater management concerns for the subject property or its immediate vicinity. The property is not included in a CVWD drainage plan. Local Drainage The City of Palm Desert is responsible for local stormwater management in the project area. No local drainage facilities are located on the project site. The City will require the project to retain 100 percent of the 100-year flood onsite. A hydrology study has been prepared for the proposed project. The study plans for an integrated, master planned system of retention basins and pipes that will utilize the existing stormwater channel along the northern edge of the property. The 10 year storm will be retained in on -site retention basins and in the stormwater channel. Retention facilities in Planning Area 9 (park) will supplement these facilities and accommodate the 100 year storm. 1 FIRM Map No. 06065C 1615G, Federal Emergency Management Agency, effective August 28, 2008. 14 h l'LO'0I i E p v m C (6 � % U Q i 1 r 4CD m CL O d U a Q. 2 a d U ti [ j 6 U 4 M Y• n � ti o. q r+ r �pA cK cue /++ a U 4 4L � A 0. U 4 a q 1f 4 r v a. r 4 G V � �yy h u ca \ q a a q C Q q�t r q q C ¢ q 1 � w cc tit„ e r t q G tC a w 0 U t� L 0 rn r-I L JI The Millennium Palm Desert Specific Plan C. Circulation The project area has immediate access to regional transportation links, including local roads, arterials, and major highways that interconnect with the broader roadway system. Roads immediately adjacent to the property are described below. Portola Avenue Portola Avenue is immediately adjacent to the westerly boundary of the subject property. In the project area, it is designated as an "Arterial" in the General Plan, which will be built out to a 150-foot right-of-way (ROW) that includes 6 travel lanes (3 in each direction), a median, bike lane, parkway, and utility corridor. Portola is fully built out to the intersection of Dinah Shore Drive in the project vicinity. It includes 3 travel lanes and a bike lane at its intersection with Gerald Ford Drive, but narrows to 2 travel lanes and a bike lane as it approaches Dinah Shore Drive. The road ends at Dinah Shore Drive; a double left turn lane is provided for northbound to westbound traffic. No sidewalks or other improvements are built along this northbound segment. Development of the Millennium Palm Desert Specific Plan will include build out of the remaining improvements on the east side of Portola Avenue. The City plans to extend Portola Avenue along the western border of the project area, north of the intersection of Dinah Shore Drive, and construct an interchange at Interstate-10. The interchange would be located adjacent to the proposed project site. Environmental analysis for the interchange is currently underway. Additional right-of-way may be required from the subject property to facilitate build out of Portola Avenue to its ultimate cross section. It is anticipated that approximately 3.5 acres along the western boundary of the project site will be required for the interchange approach. This land will be set aside and dedicated by the City in conformance with the Development Agreement and Land Swap. Gerald Ford Drive Gerald Ford Drive is adjacent to the southerly boundary of the subject property. In the project vicinity, its General Plan designation is "Arterial," which can accommodate a 150-foot ROW, including 6 travel lanes (3 in each direction), a median, bike lane, parkway, and utility corridor. The road is currently improved to this cross section, with the exception of the parkway and utility corridor adjacent to the subject property, which are not improved. Completion of these improvements adjacent to the project will occur as part of the proposed project. "Technology Drive Technology Drive forms the eastern boundary of the proposed project and is only partially built. Near its intersection with Gerald Ford, it consists of 2 travel lanes (1 in each direction), a left turn lane, and sidewalk on both sides. It narrows to 2 travel lanes (no turn lane) near the DMV site, and ends in a temporary cul-de-sac approximately 200 feet further northwest. 10 The Millennium Palm Desert Svecific Plan Technology Drive is designated as a "Secondary Street" in the General Plan (108-foot right-of- way with 4 travel lanes). The entitlement process for this Specific Plan will remove Technology Drive from the General Plan of Roads. The traffic study prepared in conjunction with this Specific Plan found that Technology Drive, extending east of Portola Avenue, was no longer necessary to maintain acceptable levels of service in the project area. As a result, Technology Drive will be improved to a 72-foot ROW within the project site (please see Exhibit 4, Roadway Cross Sections). This cross section is defined as a "Collector Street" in the General Plan and includes 2 travel lanes (1 in each direction), a median or two-way left turn lane, on -street parking or bike lane, and parkway. Pacific Avenue Pacific Avenue currently provides access to the future University Park Master Plan to the south of the project area. As part of this Specific Plan, Pacific Avenue will become an extension of Dinah Shore Drive, creating a connection to Gerald Ford Drive. It currently extends from Gerald Ford Drive on the north to College Drive on the south, between Portola Avenue and Technology Drive. It is designated as a Secondary Street in the General Plan, which requires a 108-foot right- of-way and 4 travel lanes. The entitlement process for this Specific Plan will remove Pacific Avenue from the General Plan of Roads. It will be improved to a 76-foot ROW within the project site (please see Exhibit 4, Roadway Cross Sections). This cross section is defined as a "Collector Street" in the General Plan and includes 2 travel lanes (1 in each direction), a median or two-way left turn lane, on -street parking or bike lane, and parkway. Project Access In order to balance smooth circulation and project access, proposed access points have been developed for each Planning Area. These access points are depicted in Exhibit 10. The exact location of each access point shall be determined as individual project applications are submitted to the City. Public Transit Sunline Transit Agency provides public bus service throughout the Coachella Valley. The nearest bus route to the subject property is Line 53, which extends along Cook Street between Gerald Ford Drive and Highway I 11. It includes 2 bus stops (one on each side of the road) on Gerald Ford Drive near its intersection with Cook Street, approximately 500 feet east of the subject property. No bus stops or routes are adjacent to the subject property. SunLine will determine whether bus stops adjacent to the property are added based on ridership and demand. Mid -Valley Bike Plan The City's Mid -Valley Bike Plan includes a bicycle path along the northern boundary of the project, which will connect to Planning Area 9 and Portola Avenue. Final alignment and full build out of the Mid -Valley Bike Plan will be part of the proposed project. IP 1+• 4T _—_._ cx•F IASE I,- Wf i- ti LW 77 M ti UK 17 7,4E V W 6 6' DINAH SHORE DRIVE AT PORTOLA AVENUE - 112' RIGHT OF WAY ` a�N i DINAH SHORE DRIVE - 96' RIGHT OF WAY RW i R/w I- -721 1 jg• -- 6 4 � F• TECHNOLOGY WAY - 72' RIGHT OF WAY N I 1 L. _J TERRA NOVA Planning & Research, Inc. The Millennium Palm Desert Street Cross Sections Palm Desert, California 14 121 b I'LO'0I 4f4. ♦; , Cook St. * Pacific Ave. �t Y M O ti N P N o w QQo �7 Portola Ave. i The Millennium Palm Desert Snecific Plan Electriciy Electricity in the project area is provided by Southern California Edison (SCE). SCE's power is primarily generated outside the Coachella Valley; however, wind -generated power is purchased from local producers. A variety of rebates are offered for the use of energy -efficient equipment and appliances, such as electric heat pumps and water heaters. The project area is well served by electric power. Overhead lines are located along the west side of Portola Avenue and south side of the railroad tracks. Underground lines provide electricity to existing development east of Technology Drive. Existing transmission lines will not be undergrounded due to their size. Electric lines necessary to serve the project will be undergrounded. Natural (;ac Natural gas is typically used for domestic hot water and space heating, as well as some industrial processes. The Southern California Gas Company provides natural gas to the project area. The General Plan indicates that medium pressure distribution lines, ranging from 38 to 42 psi, are located within the right of way of Cook Street east of the subject property. Telecommunications Verizon provides telephone and data services, including internet, to the project area. Time Warner provides cable television services through a franchise agreement with the City. Existing facilities are available in the project area, and connections will be required at the time of development. Cnlirl WactP Burrtec Waste and Recycling Services provides solid waste collection and disposal services to the project area through a franchise agreement with the City. Residential, commercial, industrial, and construction waste is collected and transported to a transfer station in Cathedral City, then to the Lamb Canyon or Badlands regional landfills. These landfills are owned and operated by Riverside County and have available capacity to accommodate waste generated by future development. The City's recycling program has contributed to reductions in the need for landfills. Burrtec collects recyclable materials, including those from construction sites and green waste, and hauls them to Material Recovery Facilities (MRF) throughout southern California for sorting and processing. 16 The Millennium Palm Desert Snecific Plan III. LAND USE REGULATIONS A. Land Use Plan The Millennium Palm Desert Specific Plan area is divided into nine (9) Planning Areas, each of which is designated for a specific land use. The land use plan is described below and illustrated on Exhibit 6. This section of the Specific Plan provides descriptions of the land uses allowable within each planning area. It also includes descriptions of the zoning districts applicable to each Planning Area, and allowable deviations in land use or development standards, if any. Proposed General Plan and Zoning Designations As part of the entitlement process for this Specific Plan, General Plan and Zoning designations will be amended to reflect the land use plan for the project. The land use plan is consistent with the Planning Areas proposed for the project. A total of 9 Planning Areas have been developed. Their proposed General Plan and Zoning Designations are shown in Table 1, and in Exhibits 7 and 8. A General Plan Amendment and Zone Change will be processed for these changes. Table 1 Proposed General Plan and Zoning Designations Planning Acres Proposed General Plan Proposed Zoning Area Designation Designation 1 38 Medium Density Residential Planned Residential — 6 2 3.2 Community Commercial General Commercial/C-1 3 21.6 Regional Commercial Planned Commercial — 3/ FCOZ 4 10 Business Park Service Industrial 5 3.5 Community Commercial Planned Commercial -2 6 12.3 Community Commercial Planned Commercial -2 7 15 High Density Residential Planned Residential - 22 8 10 High Density Residential Planned Residential - 22 9 27 Open Space — Regional Park Open Space 2A tlrgwZ[ d jLJLJijUjuLJ0Li ¢ oN.�oar,r^ooc�N p C^, r• O C'. N ui C [l: r+ N — — — N .-4 lr, vi vi W fa; -; L.n��zzaYc v L p= a3 :j LL: L4 p d C r W C]��z:z� d cr C d d C C d C d d y a. c a a c c a c a Q N M sf t! v [+ GC 0, N W— U U U U U U U U U U W¢ c ccccxzc=Cccz�E- aaaic$aaa zc��sEC- r'I L-A h I'hZ' I I A y R r w u c m v m a w ct E u E E m ^ V E v 0 ° re w c t° a ci vE c > > E o c E c o v E e E E cort U oC m U U S co o+ a a a a a a a a a a Is Woo t a y k c f � f o 0 o Q a W §S �1 c ++ -re vL' R a 0 d L 7 O LJ The Millennium Palm Desert Specific Plan Land Use Allocation The Millennium Palm Desert Specific Plan is designed to provide a broad range of land uses to be developed in a coordinated, high quality environment. This Specific Plan can be developed based on the following master land use allocation, as shown in Table 2. Table 2 The Millennium Palm Desert Land Use Allocation Planning Density/Lot Density/Lot Projected Area Land Use Acres Coverage Min. Coverage Max. Units/SF Single Family 1 Residential 38 2/ac 6/ac. 228 2 General Commercial 3.2 18.000 No Max 35,000 3 Regional Commercial 21.6 25% 50% 235,000 4 Service Industrial 10 25% No Max 110,000 Planned 5 Commercial/Hotel 3.5 25% or 175 50% or 250 hotel rooms hotel rooms 37,000 6 Planned Commercial 12.3 25% 50% 134,000 7 Planned Residential 15 18/acre 22/acre 330 8 Planned Residential 10 18/acre 22/acre 220 9 Park 27 N/A N/A Total Potential Residential Units 778 Total Potential Square Footage 551,000 B. Planning Areas Planning Area I — Single Family Residential Planning Area 1 will be developed as a master planned single family residential community. The Planning Area has a minimum density of 2 units per acre, and a maximum density of 6 units per acre. Single family attached and detached units are permitted in this Planning Area. Uses permitted in the Planned Residential district of the City's Zoning Ordinance are permitted in this Planning Area. Development of any project(s) in Planning Area 1 shall conform to the following standards. 21 The Millennium Palm Desert Specific Plan Table 3 Planning Area 1 Develonment Standards* Maximum Overall Density 6 units/acre Minimum Lot Size 3,800 s.f Minimum Lot Width 50 ft. Minimum Lot Depth 64 ft. Front Yard Setback min 10 ft.** Front Yard Setback, Garage (min) 15 ft.** Single -Family Detached Side Yard Setback min 5 ft. each side Cluster Units - Side Yard Setback (min) 3 ft. each side Street Side Yard Setback 10 ft. Rear Yard Setback (min) 10 ft. Maximum Lot Coverage 50% Maximum Height, 1 story 20 ft. Maximum Height, 2 story 27 ft. Maximum No. of Stories 2 Minimum Unit Size 1,000 s.f. *Development standards not listed in this Table shall be consistent with the Zoning Ordinance Development Standards for the Planned Residential district, Section 25.10.050.13. **For clustered units, auto court units or similar product, the front yard setback on drive aisles or alleys can be 3 feet. Interior Roadways Interior roadways within Planning Area 1 shall be 56 feet in width, and shall include a 36 foot paved width, a 10 foot parkway/utility easement and on -street parking on both sides of the street. Access to Planning Area rea 2 Planning Area 1 shall provide pedestrian improvements, including sidewalks, lighting, and gate to provide internal access between Planning Areas 1 and 2. Slope and Grade Planning Area 1 occurs in an area of the site which slopes from the southwestern corner of the site, downward to the northeast. Grading for the single family homes will consider the topographic contours of the site, and will use roadways and lot design to minimize slope within individual lots. Exhibit 9 provides a cross-section of the grading proposed in Planning Area 1 to accommodate the slope. 22 Q ^r d c UQ O O P� P �A I 1 1 I I I I p 1 1 I 1 ! I p i Y 1 1 I 1 1 I I I 1 t I p p 1 I� 1 I p 1 1 t p i 1 p i 1 1 I p 1 1 1 1 i 1 r � 1 I 1 i i � p { ( I 1� I 1 t p p _ 4 Y I � > { I I I Ci��25 8 1 i 1 I _ 10.07.14 The Millennium Palm Desert Specific Plan Planning Area 2 — General Commercial Planning Area 2 will provide small scale retail and office commercial uses for the project site and the immediate vicinity. The permitted and conditionally permitted land uses and development standards of the C-1 (General Commercial) Zone shall apply to this Planning Area, except as modified below under Section D. General Development Standards. Planning Area 3,5 and 6 — Planned Commercial Planning Areas 3, 5 and 6 provide for the broadest range of commercial uses within the Millennium Palm Desert Specific Plan. Development within these Planning Areas will be subject to the requirements of the Planned Commercial — 2 zoning district, except as modified in Table 4, and under Section D. General Development Standards. Table 4 Planning Area 3, 5 and 6 Development Standards** Minimum Lot Size 1 acre Front Yard Setback (min) 0 ft. Side Yard Setback min 0 ft. Street Side Yard Setback 0 ft. Rear Yard Setback (min) 0 ft. Maximum Lot Coverage 50% Maximum Height, Retail and Office*** 35 ft. Maximum Height, Hotel and Mixed Use*** 50 ft. Maximum No. of Stories, Retail and Office 3 Maximum No. of Stories, Hotel and Mixed Use 4 Maximum Building Size 100,000 s.f. Minimum Landscaping (% of lot area) 15% *Development standards not listed in this Table shall be consistent with the Zoning Ordinance Development Standards for the Planned Commercial district, Section 25.16.050. **Development Standards may be modified with approval of a Precise Plan. *** Maximum height not including architectural projects and towers which may exceed this standard. 1 Maximum area for any single commercial enterprise Planning Area 3 may also elect to implement the development standards and uses allowed in the Freeway Commercial Overlay District, as provided in Section 25.28.070 of the Zoning Ordinance. Planning Areas 5 and 6 may also elect to implement the development standards and uses allowed in the Mixed Use Overlay District as provided in Section 25.28.050 of the Zoning Ordinance, or the Service Industrial standards, as provided in Section 25.16.030. 24 The Millennium Palm Desert Specific Plan Planning Area 4 — Business Park Planning Area 4 is expected to develop in a business park setting. The Planning Area will be subject to the requirements of the Service Industrial district, except as modified below under Section D. General Development Standards. Development Standards for Planning Area 4 may be modified with approval of a Precise Plan. Planning Area 7 and 8 — Multifamily Residential Planning Areas 7 and 8 are proposed for high density residential development. Apartment development is expected on both Planning Areas. In the case of Planning Area 7, development will be undertaken by private sector developers. In the case of Planning Area 8, it is expected that the City will develop, or cause to be developed, an affordable housing project. Development within these Planning Areas will be subject to the requirements of the Planned Residential zoning district, except as modified in Table 5, and under Section D. General Development Standards. Table 5 Planning Area 7 and 8 Develonment Standards*/** Maximum Density 22 units/acre Minimum Density 18 units/acre Front Yard Setback min 10 ft. Side Yard Setback min 8 ft. Combined both sides min 16 ft. Street Side Yard Setback 10 ft. Rear Yard Setback min 10 ft. Maximum Lot Coverage 50% Maximum Height 40 ft. Maximum No. of Stories 3 Common Area Open Space per unit 250 s.f. *Development standards not listed in this Table shall be consistent with the Zoning Ordinance Development Standards for the Planned Residential district, Section 25.10.050. ** Development Standards may be modified with approval of a Precise Plan. Planning Area 9 Planning Area 9 is reserved for a City park site. The City will undertake master planning of the Planning Area consistent with its standards for park facilities. Any and all sport field lighting shall be consistent with Chapter 24.16 of the Zoning Ordinance. The City shall review all lighting plans to ensure adverse impacts associated with lighting of sport fields are minimized. 25 The Millennium Palm Desert Specific Plan C. Internal Access The proposed project will require access from public streets. As shown in Exhibit 10, access on Gerald Ford Drive will be limited. Primary access points will occur on Technology Way and Dinah Shore Drive. The exact location of access to each Planning Area will be determined as precise development plans are developed and submitted to the City for consideration. 26 0. i IID w X. slow CoCK I I — i�- i - i 12.08.14 9 The Millennium Palm Desert Specific Plan D. General Development Standards 1. The Project shall be developed in accordance with the City's Zoning Ordinance, except as otherwise provided in this Specific Plan. 2. All improvements constructed on the property shall conform to applicable building ordinances and codes in effect at the time construction occurs. 3. Where the provisions of this Specific Plan conflict with land use or building ordinances, regulations, and/or codes, the provisions of this Specific Plan shall control. 4. The exact location and configuration of Specific Plan Planning Areas may be altered as Precise Plans and Tentative Tract and Parcel Maps are developed, subject to the approval of the Community Development Director and Planning Commission. 5. Tentative Tract Maps, Parcel Maps, and Precise Plans may be submitted and approved by the City, consistent with the provisions and intent of this Specific Plan. 6. All utility, roadway, and other improvements required to adequately serve each phase of the Project shall be constructed in conjunction with such phase, or as required in the Development Agreement. 7. Shared parking is encouraged throughout the Millennium Palm Desert Specific Plan. The number of required parking spaces may be reduced where it is demonstrated that parking efficiencies will result from shared land uses, subject to Planning Commission approval. Shared parking can occur within individual Planning Areas, or across Planning Area boundaries. 8. Joint use parking shall not exceed 50 percent of the required spaces of any uses involved. A recorded covenant, acceptable to the city attorney, shall be required to facilitate joint use. 28 The Millennium Palm Desert Specific Plan IV. DESIGN GUIDELINES A. Purpose 1 This section establishes design guidelines for the Specific Plan area that supplement those set forth in the Palm Desert Zoning Ordinance. They provide a flexible set of fundamental principles that will assure a cohesive, attractive, and quality working and living environments. Where 1 conflicts or inconsistencies may exist, the guidelines of this Specific Plan shall control. The guidelines shall apply to all Planning Areas in the Specific Plan boundaries, unless otherwise specified. 1 B. Site Planning 1. All built elements of the Specific Plan area should be developed in a cohesive and integrated manner such that they function as and are recognizable as a single destination. This includes consideration of structures, hardscape, and landscaping that visually tie these elements together in an effective and pleasing manner. 2. Projects developed within the Specific Plan should incorporate elements of the City's Sustainability Plan to the greatest extent practical. 3. Each phase of development must be self-sustaining in terms of scale, access, and amenities 4. Whenever possible, structures should be clustered to create landscape -enhanced plazas or pedestrian ways and public spaces. Long, "barracks -like" rows must be avoided. When clustering is impossible, visual links such as arcades and trellises should be encouraged between separate structures. 5. Commercial buildings should generally be arranged in a "U," "L," or similarly shaped configurations to encourage pedestrian activity, provide isolation of loading and other operation areas, allow visibility of entrances from the street, and encourage shared pedestrian and vehicular linkages between properties. Pedestrian improvements and amenities shall be provided throughout the Specific Plan area to further integrate adjoining Planning Areas and create a sense of place. 6. Loading docks, trash enclosures, and other service facilities should be located at the rear of the site whenever possible and recessed and/or properly screened from view. 29 The Millennium Palm Desert Specific Plan C. Access & Circulation Roads and Access Drives 1. Internal circulation should minimize pedestrian/vehicle conflicts to the greatest extent possible. Structures should be linked to public sidewalks with textured or enhanced paving, landscaping, or similar treatments. Parkin Parking facilities should be conveniently located, with street access made as direct as possible. 2. Wherever possible, parking areas should be visible from the residential units that use them. 3. Residential parking spaces not located within garages or carports should be shaded by landscaping with effective summer shade of a minimum of 50%. 4. Detached and attached garages, carports, and accessory structures should be designed as integral parts of the project and consistent with the principal structures of the project in their use of materials, color, and design details. 5. The preferred location for garages and carports is on the interior side of parking areas. 6. Prefabricated carports are not permitted. 7. Garage doors should be steel or aluminum and may include wood cladding or metal to enhance architectural compatibility. Hinge -type garage doors are prohibited. Pedestrian Access 1. Pedestrian, bicycle and NEV access and circulation should connect planning areas to encourage non -vehicular travel. Non -vehicular access must be integrated into project site plans, occur on dedicated paths that protect pedestrians and bicyclists from automobiles, and provide shaded areas and amenities for their users. Pedestrian connections must be provided between Planning Area 1 and 2; Planning Area 3, 4 and 9; Planning Area 8 and 9; and Planning Area 5, 6 and 7. These pedestrian connections must be dedicated to pedestrian and bicycle access only, and cannot be located within roadways or internal driveways. Sidewalks on internal streets should not be the only form of pedestrian access provided, but should be supplemented by internal walkways, trails or paths. The City shall review each proposed project within this Specific Plan to assure connectivity between these Planning Areas. 30 The Millennium Palm Desert Specific Plan 2. To the extent possible, the entrances to individual residential units should be plainly visible from nearby parking areas. 3. Individual outdoor walkways, corridors, or access balconies should be designed to serve no more than five residential units. 4. In the event that a building is located in close proximity to a street, and parking is provided at the rear or side of the lot, clearly delineated secondary pedestrian access convenient to parking areas should be provided to the greatest extent practical. D. Architectural Elements 1. Architectural development plans will be reviewed for their focus on high -quality, attractive design and compatibility with the intended objectives of this Specific Plan, as well as existing and proposed development in the project vicinity. Designs should be harmonious with regard to building style, form, size, color, material, and roofline. 2. Architectural designs should incorporate energy efficient materials and construction techniques, and strive to exceed existing Building Code requirements. 3. Individual buildings should be distinguishable from one another, while also being viewed as integral parts of the larger building design. 4. Large buildings should provide architectural interest through variations in building mass and distribution. 5. Long, unbroken facades and unarticulated box -like forms should be avoided. Building facades should be tied together through a unified and cohesive design. Building setbacks and projections and varying rooflines can provide visual interest while maintaining function. 6. Balconies, porches, and patios should be integrated into single and multi -family development to break up large wall masses, offset floor setbacks, and add human scale to structures. 7. Building design should be sensitive and responsive to the varying temperatures and outdoor living opportunities of the low desert. 8. Buildings should provide a 3600 articulation of all building facades. 9. Entryways on commercial buildings should be clearly identifiable to pedestrian and vehicular traffic, and should be integral parts of building design. Entryways should provide safe and unobstructed pedestrian access. 10. Monument signs will be located at project area intersections, and will serve as the primary directional signage for the project. Monument signs will be designed to be integral to the WU The Millennium Palm Desert Specific Plan architectural style of the project, and will be consistent with the City's Zoning Ordinance standards. E. Landscaping 1. Landscape treatments should maximize the use of native desert and compatible drought - tolerant plant materials. Species must comply with City and CVWD water conservation ordinance requirements. 2. Landscape plans must address wind and water erosion issues and demonstrate the water efficiency gained from plant and irrigation systems. 3. All areas not covered by structures, drives, parking or hardscape should be appropriately landscaped. 4. The use of turf should be limited to functional play and active use areas. 5. Landscaping should provide shade where needed, including within parking areas, bus shelters, park seating areas, and pedestrian paths/trails. 6. Where appropriate, organic and inorganic groundcovers are recommended in place of asphalt or concrete. F. Walls and Fences 1. Walls and fences should be an integral part of site design, especially in areas of public visibility. Careful consideration must be given to their placement so as to assure a natural transition between land uses. 2. Windbreak walls, berms, and fences may be constructed in areas that warrant protection from prevailing winds. G. Open Space 1. Common open space should be conveniently located for the majority of units. 2. Private open spaces should be contiguous to the units they serve and at least partially screened from view. 3. Open space areas should be designed and oriented to take advantage of available sunlight and sheltered from wind, traffic, and noise to the greatest extent practical. 4. Adequate and safe pedestrian and non -motorized access to open spaces should be provided. 32 The Millennium Palm Desert Specific Plan 5. Outdoor areas associated with commercial and multi -family developments should provide attractive spaces that are carefully planned and not simply leftover areas between structures. Pedestrian amenities, such as tables, benches, fountains, and shade structures, should be provided. H. Lighting 1. Exterior lighting fixtures should provide safety and convenience, and should be integral design elements of the project. 2. All outdoor lights should be screened and shielded to avoid spilling onto adjoining properties and streets, and must comply with the City's Outdoor Lighting requirements. 1. Accessory Facilities 1. Trash storage, transfer, and disposal facilities should be located in parking areas or at the end of parking bays. Locations should be conveniently accessible for both trash collection and maintenance and should not block access drives during loading operations. 2. Trash facilities should be enclosed in accordance with applicable City standards and the minimum requirements of the disposal service provider. Pedestrian access should be provided to the rear or side of the enclosure. 3. Accessory facilities in multifamily projects, such as laundry facilities, recreation buildings, and pool cabanas should be as centrally located within the development and consistent in architectural design and form with the rest of the complex. Sales and leasing offices also should be compatible with these guidelines. 4. Where common mailboxes are provided, their location should be carefully considered so as to provide adequate vehicular and pedestrian access and vehicular stacking. Design and architectural character should be compatible and complementary in form, materials, and colors to the surrounding buildings, as well as minimum U.S. Postal Service specifications. 5. Any roof -mounted equipment is to be located within an attic space or fully screened by an architecturally appropriate parapet wall. All HVAC and similar equipment must be visually and acoustically screened. The screening method must be functionally and architecturally compatible with the building design in terms of materials, color, shape, and size. 33 The Millennium Palm Desert Specific Plan V. PHASING AND FINANCING The Millennium Palm Desert project will be developed in phases. The first phase is anticipated to consist of Planning Area 1. This single family parcel is expected to be constructed immediately following adoption of this Specific Plan. Concurrent with the development of Planning Area 1 will be infrastructure improvements necessary for its development, as provided in the Development Agreement for the Millennium Palm Desert project. Future development beyond Planning Area 1 will be subject to market demand, and the provisions of the Development Agreement. As described in this document, infrastructure currently exists immediately adjacent to the project site. Connections to this existing infrastructure will be made as planning areas develop, including water, sanitary sewer and all dry utilities. Storm drainage will be developed consistent with the approved hydrology study and the terms of the Development Agreement. The project financing will generally be private, except as provided for in the Development Agreement. As with any project, a variety of financing mechanisms are available to both the owners and the City to fund specific project or infrastructure needs. These mechanisms may be employed by the owners as needed throughout the construction of the project. VI. PROCEDURES Amendment of the Specific Plan This Specific Plan may be amended by application for a proposed amendment by the land owner(s) of the affected parcel(s) within the Specific Plan area, and approved by the City based on the following criteria: Amendments Subject to Director's Approval The following amendments shall be subject to administrative review and approval by the Director of Community Development: ■ Minor changes in this Specific Plan that provide supplemental detail consistent with the existing content of the Specific Plan. ■ Minor changes in Planning Area boundaries that increases or decreases any Planning Area acreage by 15% or less. ■ Minor changes in overall density or lot coverage that increase total land use allocation by 10% or less. ■ Reconfiguration of Planning Areas consistent with Section D.4. 34 The Millennium Palm Desert Specific Plan Amendments Subject to City Council Approval The following amendments shall be subject to review and approval by the City Council, upon recommendation by the Planning Commission: ■ Any change in land use designation applicable to a Planning Area. ■ Major changes in the Specific Plan that affect the purpose and intent of this document. ■ Major changes in Planning Area boundaries that increase or decrease any Planning Area acreage by 15.1 % or more. ■ Major changes in overall density or lot coverage that increase total land use allocation by 10.1 % or more. Concurrent Applications Whenever possible, applications for development approvals shall be processed concurrently, when multiple applications are required. For example, if a commercial project within a Planning Area requires a Parcel Map, Precise Plan and Conditional Use Permit, every effort shall be made to process all three applications concurrently. Preci-,e Plan-, Precise Plans will be required for most projects within this Specific Plan. Precise Plans shall be submitted to and approved by the Planning Commission. Precise Plans may cover portions of a Planning Area, an entire Planning Area, or multiple Planning Areas. Partial development of a Planning Area shall not inhibit the overall development of the subject Planning Area or other Specific Plan Planning Areas. 35 The Millennium Palm Desert Specific Plan VII. CONSISTENCY WITH THE GENERAL PLAN As required by Government Code Section 65451, this section of the Specific Plan addresses the relationship of the Millennium Palm Desert Specific Plan to the City of Palm Desert General Plan. The Goals, Policies and Programs of the General Plan have been reviewed, and where applicable, have been analyzed individually for each Element. In the analysis below, the applicable Goal, Policy and/or Program is first cited, followed by an analysis of this Specific Plan's consistency. Air Quality Element Policy 2 All development proposals brought to the City shall be reviewed for potential adverse effects on air quality and shall be required to mitigate any potentially significant impacts. Program 2.A The City shall conduct an initial study and, as appropriate, require detailed air quality analyses for all applications which have the potential to adversely affect air quality. Responsible Agency: Community Development Department Schedule: Continuous PoliC_ 2, Priam 2.A_ The proposed project has undergone air quality analysis and a Health Risk Assessment as part of the CEQA Initial Study process to determine potential adverse effects on air quality. The Initial Study sets.forth required mitigation measures and best management practices to ensure that impacts related to air quality are reduced to less than significant levels. Program 2.1) Where practical, particularly in major project planning, the City shall encourage the development of buffer zones between sensitive receptors and point source emitters such as highways and industrial sources. Responsible Agency: Community Development Department Schedule: Continuous Program 2.D: The proposed project includes both residential and a City park land uses. These land uses are considered "sensitive receptors" because future occupants are more susceptible to the adverse effects of exposure to toxic pollutants generated from the Interstate-10 and the Union Pacific Railroad. All proposed residential planning areas will be located on the southernmost portion of the site, which is the.furthest point from Interstate-10 and the Union Pacific Railroad. In addition, there is a ]OO foot buffer between the project boundary and the major roadway and 36 The Millennium Palm Desert Specific Plan railroad. The Initial Study prepared for the project also includes mitigation measures to reduce impacts to sensitive receptors to less than significant levels. Program 3.B Provide consistent and effective code enforcement of construction, grading and demolition activities, on -going land uses, and off -road vehicle use to assure that the generation of blowing sand, fugitive dust, smoke and other particulate emissions are eliminated or minimized. Responsible Agency: Building & Safety Department Schedule: Continuous Program 3.0 Continue to implement and enforce the Fugitive Dust Control Ordinance to reduce PM 10 emissions to the greatest extent practical. Responsible Agency: Community Development Department, Building & Safety Department Schedule: Continuous Program 3.B and 3.C: A fugitive dust plan consistent with SCAQMD Rule 403, in addition to best management practices, will be required for all stages of construction as set forth in the air quality mitigation and monitoring section of the Initial .Study prepared for this project. In regards to operational emissions, the project encourages mixed -use development that will result in a higher internal capture rate (traffic) and reduce the number of vehicle trips and vehicle miles traveled, thus reducing fugitive dust emissions. Program 3.D Continue to provide an effective street sweeping program that combats the cumulative impacts of blowsand, transportation -related dust generation, and nuisance dust that result from natural windstorm events. Responsible Agency: Public Works Department, Sunline Transit Agency Schedule: Continuous Program 3.D: The proposed project does not interfere with street sweeping programs. Development within the project will be placed on the City's street sweeping schedule. Policy 4 The City shall promote the appropriate and cost-effective development and coordination of mass transit/shuttle service linking residential, shopping, resort and commercial centers of the City, and shall participate with CVAG, SCAG, Sunline Transit Agency and other public and private service providers to improve and optimize regional transportation services. Policy 5 The General Plan Circulation Element shall create and maintain a diversified transportation system that maximizes system efficiencies, minimizes vehicle miles traveled, and reduces the impact of motor vehicles on local air quality. 37 The Millennium Palm Desert Specific Plan Program 5.A The City shall continue to promote the development and use of pedestrian -oriented retail centers, as well as community -wide multi -use trails, dedicated bike lanes, golf cart paths, and other desirable alternatives to motor vehicle traffic. These components shall be integrated and periodically updated in the General Plan Circulation Element. Responsible Agency: Community Development Department, Public Works Department Schedule: Continuous Program 5.13 Consult and coordinate with CVAG and member jurisdictions to implement an integrated, multiple use trail network that safely and efficiently connects major residential, commercial and recreational centers in the Coachella Valley and also provides an adequate system of Electric Vehicle Charging Stations. This network shall provide opportunities for pedestrian, bicycle and golf cart uses. Responsible Agency: Community Development Department, CVAG and Member Jurisdictions, Sunline Transit Agency Schedule: 2004-05 Policy 4, Policy S, Program 5.A and S.B: The proposed project is a large mixed -use development that includes residential, business park, commercial, and City park land uses with the potential for a hotel. The project design increases density, improves walkability and the pedestrian network, and encourages transit use and NEV participation. In addition, the project will encourage ride sharing programs and increase transit frequency to reduce the number of passenger vehicle trips. Other design features that promote alternative modes of transportation include improved project destination accessibility and adjacency to public transportation. Policy 6 The City shall encourage the use of clean alternative energy sources for transportation, heating and cooling, to the greatest extent practical. Program 6.13 The City shall encourage the incorporation of energy -efficient design measures into site plans, including appropriate site orientation to assure solar access, and the use of shade and windbreak trees, to enhance the use of alternative energy systems and to reduce the need for excessive heating and cooling. Responsible Agency: Community Development Department Schedule: Continuous Program 6.B: All development within the proposed project will be built to Title 24 Building Code, apply water conservation strategies, enforce turf reduction measures and drought tolerant landscaping, and use high efTciency lighting and appliances where applicable. 38 The Millennium Palm Desert Snecific Plan Archeological and Cultural Resources Element Program 1.A Development or land use proposals, which have the potential to disturb or destroy sensitive cultural resources, shall be evaluated by a qualified professional and, if necessary, comprehensive Phase 1 studies and appropriate mitigation measures shall be incorporated into project approvals. Responsible Agency: Community Development Department, Native American Tribes Schedule: Immediate; continuous Program LA: The proposed project has undergone culture, historical, archeological, and paleontological review as part of the CEQA Initial Study process. The project would not disturb or impact sensitive cultural resources and mitigation measures are not required. Biological Resources Element Goal 1 Protection and preservation of City, planning area and regional biological resources, especially sensitive, rare, threatened or endangered species of plants and wildlife and their habitats. Policy 2 The City shall proactively monitor the conversion of open lands to urban uses by reviewing all development proposals on vacant land to determine their potential to adversely impact sensitive plants, animals and habitats, and to assure minimal impacts on habitats and wildlife Program 2.A As part of the development review process, the City shall conduct a thorough assessment of impacts to habitat and/or wildlife occurring on or in the vicinity, and shall, where warranted, require the preparation of detailed biological resource surveys and mitigation programs. Responsible Agency: Community Development Department Schedule: Continuous Program 3.B The City shall continue to participate and be a pro -active partner in the development and implementation of the Coachella Valley Multiple Species Habitat Conservation Plan with a particular focus on habitat located in the blowsand corridor and the Santa Rosa and Little San Bernardino Mountains. Responsible Agency: Community Development Department, CVAG Schedule: Continuous Program 3.0 In advance of the adoption of the Coachella Valley Multiple Species Habitat Conservation Plan, the City shall participate in the interim project review process established by CVAG, as 39 The Millennium Palm Desert Specific Plan necessary, to evaluate the potential effect of development proposals on regional biological resources. Responsible Agency: Community Development Department, CVAG Schedule: Continuous Goal 1, Policy 2, Program 2.A, 3.B and 3.C: The proposed project has undergone a Biological Resources Assessment as part of the CEQA Initial .Study process. The project is not located in a conservation area as delineated by the Coachella Valley Multiple Species Habitat Conservation Plan, however the project is located within the general boundaries of the Conservation Plan. Results of the Assessment find that all impacts related to biological resources can be mitigated to less than signific•an1 levels through payment of the Coachella Valley Multiple Species Habitat Conservation Plan mitigation fee and adherence to the Migratory Bird Treaty Act. Program 4.13 Integral with efforts to facilitate preservation and incorporation of native vegetation in new development, the City shall prepare and maintain a comprehensive list of plant materials, which shall include native and non-native, drought tolerant trees, shrubs and groundcover that complement the local environment, provide habitat for local wildlife, and extend the desert environs into the built environment. A list of prohibited plant materials shall also be prepared. Responsible Agency: Public Works Department, The Living Desert Schedule: 2004; Continuous Program d.B: Landscaping throughout the project site will adhere to the Coachella Valley Water District Landscaping and Irrigation Design Criteria and City's Conservation Strategies, which promotes the use of a drought tolerant plant palate, turf reduction measures, and high efficiency irrigation methods. Circulation Element Policy 5 To relieve congestion, preserve roadway capacity, and enhance transportation opportunities, the City shall encourage expansion of ridership, regular updating of the service area, and the use of advanced systems, fuels and technologies in the public transit systems operated by the SunLine Transit Agency within the City. Schedule: Ongoing Program 5.A The City shall continue to pro -actively promote the mass transit system expansion and innovation through ongoing consultation and coordination with the SunLine Transit Agency and CVAG, and shall assure vocal representation on the Agency Board and its decision making process. Responsible Agency: City Council, Community Development Department, SunLine Transit Agency, CVAG Schedule: Continuous. 40 The Millennium Palm Desert Specific Plan Program 5.113 The City shall regularly consult and coordinate with the SunLine Transit Agency in the course of reviewing development proposals, and shall solicit comments and suggestions on how bus stops and other public transit facilities and design concepts, including enhanced lighting, security and handicapped access, should be integrated into project designs. Responsible Agency: City Council, Community Development Department, SunLine Transit Agency, CVAG Schedule: Continuous. Po% 5 Program 5.A Program S.B: The nearest bus route to the subject property is Line 53, which extends along Cook .Street between Gerald Ford Drive and Highway I11. It includes 2 bus stops (one on each side of the road) on Gerald Ford Drive near its intersection with Cook Street, approximately 500 feet east of the subject property. No bus stops or routes are currently adjacent to the subject property, because the property is vacant. Route 53 will be expanded to the project site as development occurs. SunLine Transit will be involved in the expansion of transit services to the proposed project area. Policy 6 The City shall apply principles of integrated land use planning to enhance local land use interactions and synergies, and as a means of reducing traffic associated with work -related out - migration. In this regard, City land use plans shall take into consideration and, to the greatest extent practical, make every reasonable effort to enhance the City's jobslhousing balance. Program 6.A The City shall make a conscientious effort to encourage planning that locates jobs and commensurate housing opportunities near each other to produce shorter work commutes, increase housing for those employed in the City; encourage mixed -use development with a residential component contiguous with or near to employment centers. Responsible Agency: Community Development Department. Redevelopment Agency, Chamber of Commerce Schedule: Continuous. Program 6.113 The City shall encourage land use planning that integrates the assemblage of land uses, optimizes nearby interactions, reduces the need for travel outside the neighborhood, and shortens trips to work, shopping, public services and public park facilities. Responsible Agency: Community Development Department, Redevelopment Agency, Chamber of Commerce Schedule: Continuous. Policy 8 The City shall continue its efforts to develop and facilitate the use of continuous and convenient bicycle routes and multi -use trails to places of employment, recreation, shopping, schools, and other high activity areas with potential for increased bicycle, golf cart and other non -vehicular use. 41 The Millennium Palm Desert St)ecific Plan Program &A In order to facilitate alternative modes of transportation, the City shall prepare and adopt a master plan of bicycle -ways and multi -use trails, and shall develop or require the development of secure bicycle and golf cart storage facilities, and other support facilities which increase bicycle and golf cart use. Responsible Agency: Community Development Departments, Public Works Department Schedule: 2004-05, Continuous. Program 8.0 Facilitate pedestrian and other non -motorized access in the University Park planning area, specifically between the California State University campus and lands west of Cook Street, including residential and commercial lands and the future municipal golf course. If feasible, the City shall affect the construction of a bridge, tunnel or other appropriate access that limits disruption to traffic flows on Cook Street. Responsible Agency: Community Development Departments, Public Works Department Schedule: As determined appropriate. Program 8.13 To facilitate pedestrian access, the City shall make every practical effort to provide sidewalks on both sides of all arterial and collector streets. Local streets shall be designed with a minimum of a sidewalk on one side of the street. Responsible Agency: Community Development Departments, Public Works Department Schedule: Continuous. Policy 6, Program 6.A, Program 6.B, Policy 8, Program 8.A-C': The proposed project is a mixed -use development that encourages the use of alternative means of transportation including, transit, NEV use, biking, and walking through site design and increased accessibility. Pedestrian, bicycle and NEV access and circulation should connect planning; areas to encourage non -vehicular travel. Non -vehicular access must be integrated into project site plans, occur on dedicated paths that protect pedestrians and bicyclists. om automobiles, and provide shaded areas and amenitiesfin- their users. The mixed -use site design also encourages live/work opportunities. The project has the potential to place 778 housing units in proximitv to approximately 550,000 square feet of commercial and business park space. The multi -modal transportation design of the project encourages residents who live within the project !o find local job opportunities. In addition, The Cily's Mid -Valley Bike Plan includes a bicycle path along the northern boundary of the project, which will connect to Planning Area 9 and Portola Avenue. h'inal alignment and full build out of the bicycle path will be part of the proposed project. Policy 14 The Circulation Element shall be coordinated with the Community Design Element and the Development Code to identify and establish appropriate design and development controls for land uses along scenic roadways. 42 The Millennium Palm Desert Specific Plan Program 14.A Scenic roadways and corridors shall be identified and special set back requirements and landscape standards shall be established for streets including but not limited to: US Interstate-10, Monterey Avenue and Highway 74, Cook Street, Portola Avenue, Fred Waring Drive, Washington Street, Frank Sinatra Drive, Gerald Ford Drive, Country Club Drive, Highway 11 1 or other roadways deemed appropriate. Responsible Agency: Community Development Department, City Engineer. Schedule: 2004; Continuous Policy 14, Program 14.A: Lands to the west and southwest occur at a higher elevation than the proposed project, across Portola Avenue. As a result, view corridors for scenic vistas will not be impacted for the residential units west and southwest of the proposed project. The project will include landscaped parkways, medians and monumentation that will create an aesthetically pleasing environment within and adjacent to the Specific Plan area. Community Design Element Goal 1 A high quality of life provided within a livable, sustainable and balanced community with a distinct character consistent with the City's status as a premier resort community and important commercial center. Goal 2 An aesthetically pleasing community appearance achieved on all levels, which preserves and enhances the City's resort identity, community image and natural setting. Goal 3 Standards of community design, architecture, and landscaping that enhance land use and development efficiencies and are integrated with the City's desert setting and natural scenic resources. Policy 1 Promote and maintain a land use pattern in the City and planning area that efficiently distributes homes, employment centers, parks, schools and other institutions, shopping and services. Policy 2 Promote and maintain a logical and efficient hierarchy of streets that are part of a connected network, that disperses traffic by providing a variety of pedestrian and vehicular routes to any destination. Goal 1, Policy 1, Policy 2: The proposed project promotes mixed -use development patterns that integrate residential, commercial, business park and City park land uses. The project also encourages multimodal forms of transportation, including walking, biking, and NEV use. Mixed- 43 The Millennium Palm Desert Snecific Plan use developments physically and functionally integrate the various land use types creating a strong sense of place, making it a desirable location.for residents and business owners. Mixed - use developments also provide sustainabili/y benefits such as reduced trip generation/VMT.s (truffc) and increased transit/multimodal transportation use, which promotes environmental health. Policy 4 Equally apply City community design standards to all private and public sector development projects to assure protection of the community's scenic viewsheds, provide community cohesion and enhance the image of the City as a premier resort community. Program 4.A The City Zoning Ordinance and other regulatory documents shall be amended and maintained to assure clear and concise development and design standards and guidelines within which both public and private development project must conform. Responsible Agency: Planning Department, Planning Commission; City Council Schedule: Continuous Policy 5 New development proposals shall be reviewed by City staff to assure compliance with applicable neighborhood plans and to evaluate proposed design features, such as entry statements, recreational facilities, neighborhood parks and schools, and landscaping along public rights -of - way. Policy 6 Specific Plans shall continue to be used to establish area -specific land use and development standards and guidelines that address community design goals for these areas. Program 6.A The City shall continue to implement the adopted Specific Plan and, as appropriate, prepare new plans, and shall review development proposals within the planning area for compliance with plan land use, development and design standards and guidelines. Responsible Agency: Planning Department, Redevelopment Agency, Planning Commission; City Council Schedule: Continuous Policy 4,. Program 4.A, Policy S, Policy 6, Program 6.A: This Specific Plan includes development standards and guidelines that complement those of the City to ensure integration o community design that is cohesive with surrounding land uses and the desert environment. This will include design standards,fn- residential, commercial, business/industrial, park, and hotel land uses, implementation of a drought tolerant landscaping plan, and design of high quality buildings and other structures. 44 The Millennium Palm Desert Specific Plan Policy 8 Areas of special interest, including entry points, scenic roadway viewsheds and community landmarks shall receive appropriate treatment whether part of public or private development proposals. Program 8.A The City shall require the submittal of detailed site and circulation plans, landscape, architectural and special signage designs, and other features to assure compliance with community design standards and compatibility with the natural and built environments. Responsible Agency: Planning Department, Public Works Department, Planning Commission, City Council Schedule: Ongoing Policy 9 Site -sensitive architectural designs and native desert landscape materials shall be incorporated into all public and private building projects to complement and enhance the connection between the natural and built environments. Policy 10 Commercial, institutional and industrial development projects shall contribute positively to the E design objectives of the community and the specific district or corridor design standards and guidelines in which they are located. f Program 10.A 1 The City shall review all commercial, institutional and industrial development to assure accommodation of pedestrian -oriented circulation, safe and convenient ingress and egress, screening of outdoor storage/loading and other unsightly areas, lighting, signage, and the f planting of landscaping to provide an effect of permanency in the near -term. t Responsible Agency: Planning Department Schedule: Continuous Policy 8,. Prgg am 8.A, Policy , Policy 10, Program IO.A: The site design for the project encourages pedestrian oriented circulation and internal vehicle circulation to connect the residential land uses to the commercial and business/industrial land uses. The .site will be designed to include high quality standards to ensure proper site and architectural design that promote safety and an attractive environment. This also includes the use of drought tolerant landscaping and design that complements the desert environment. Policy 11 Community and neighborhood activity centers shall be established at appropriate locations to create recreational opportunities, encourage social interaction and provide a sense of public space and center for neighborhood activity. 45 The Millennium Palm Desert Specific Plan Program 11.13 The City shall review development proposals for opportunities to integrate parks, plazas, squares and other open space areas that allow and facilitate public use and social interaction. Responsible Agency: Planning Department, Planning Commission, City Council Schedule: Continuous Policy 11, Program 11.B. The project includes a 27-acre park that will provide community -wide recreational and open space amenities to facilitate public use and social interactions for residents of the project area and beyond. In addition to the park, the residential planning areas will incorporate private recreational amenities for their residents, to encourage park use within the residential environment. Finally, the Specific Plan encourages the development of commercial centers that include public gathering spaces and pedestrian and bicycle connections, both within and between planning areas. Economic and Fiscal Element Goal 1 A healthy, balanced economy that preserves and strengthens the three legs of the City's economy, including commercial retail, resorts and tourism, and education and culture. Goal 2 A diverse economy that provides a wide range of employment opportunities and public services and facilities, while maintaining high standards of development, environmental protection and an enhanced quality of life. Goal 3 An appropriate mix of commercial, tourist and other revenue generating land uses with long-term viability and ability to continue to fund a high level of community and economic development activities in the City. Policy 1 The City's land use plan shall provide a thoughtful, balanced and synergistic mix of residential, commercial, resort and tourist, R & D industrial and institutional development, and rec reat iona Vopen space amenities that maintain and enhance the City's core economic assets. Program LA The City shall routinely monitor the remaining capacity of vacant and under-utilized lands, and assess lands within each General Plan land use category to assure that an appropriate variety of economic development opportunities are available to the private sector. Responsible Agency: Community Development Department, Finance Department, City Council Schedule: Continuous: Every Five Years 46 The Millennium Palm Desert Specific Plan Program LB All proposals for new development or redevelopment shall be evaluated to assure that these uses complement, support and are compatible with the City's core economic assets. Responsible Agency: Community Development Department, Finance Department, City Council Schedule: Continuous Policy 2 Where appropriate, the City shall consider the job creation aspects of development proposals and may require the preparation of socio-economic and fiscal impact analyses to determine whether and to what extent such development may complement or adversely impact the local economy. Program 2.A The City shall provide an outline and description of methodology for the preparation of employment creation and socio-economic impact analyses as they relate to individual projects. Said outline and methodology shall be provided to project proponents, as determined 1 appropriate. Responsible Agency: Community Development Department, Finance Department, City Council Schedule: Continuous Policy 3 1 Development and redevelopment proposals shall be assessed for their potential to adversely impact the natural environmental and aesthetic values of the City or the quality of the resort and tourism experience. Program 3.A ` The City shall carefully assess each development proposal, whether on raw or previously 1 development lands, to characterize and measure the potential adverse impacts of such development on the City's core natural assets, and to the quality of the resort and tourism experience. Responsible Agency: Community Development Department, Finance Department, City Council Schedule: Continuous Policy 4 Encourage the development of revenue -enhancing commercial businesses that complement the City's resort/tourism base and also consistent with the general service needs of the community. Policy 10 Assure the provision of sufficient utilities, roadway infrastructure, and capital facilities to support existing economic development and attract new resort, commercial, education and R & D industrial businesses to the City. Program 10.A All development interests shall be responsible for their fair share of on- and off -site improvements required to support the developed site. Improvements may include, but are not 47 The Millennium Palm Desert Specific Plan limited to, street construction and signalization, utility extensions, drainage facilities, parks and other facilities. Responsible Agency: Community Development Department, Public Works Department, Building and Safety, Redevelopment Agency Schedule: Immediate; Continuous Goal 1, Goal 3, Policy 1, Program I.A, Program 1.B, Policy 2, Program 2.A, Policy 3, Program 3. A, Policy 4, Policy 10, Program IO.A,: The proposed project will enhance the City's economy through the creation of a mixed -use, commercial retail center. The project will include residential, park, business, commercial/retail, and potential hotel uses. The commercial/retail portion of the project will support job creation, increase sales tax revenues, and attract new businesses to the City. The project will be subject to design standards and guidelines to promote an appealing space that will attract both businesses and shoppers/patrons. Location of* the project will help to further strengthen the economy due to its proximity to the University Park planning area, Cal State San Bernardino, and access to the Interstate-IO. The project has undergone environmental review (CEQA Initial Study) to ensure that development will not have a significant impact on the environment. All potential impacts have been mitigated to less than significant levels. Energy and Mineral Resources Element Goal Efficient, sustainable and environmentally appropriate use and management of energy and mineral resources, assuring their long-term availability and affordability. Policy 1 Promote energy conservation throughout all areas of the community and sectors of the local economy, including the planning and construction of urban uses and in City and regional transportation systems. Program 1.A The City shall strictly and consistently enforce all state mandated energy -conserving development and building codes/regulations, and shall investigate and report on the appropriateness of developing more stringent local energy performance standards. Responsible Agencies: Building Department, Community Development Department Schedule: 2004-05; Continuous Policy],__ Program LA and Program 1.B: Architectural designs within the project will incorporate energy efficient materials and construction techniques, and strive to exceed existing Building Code requirements. Furthermore, buildings will include high efTciency equipment and projects will be designed with drought tolerant landscaping. 48 The Millennium Palm Desert Specific Plan Program 1.D The City shall continue to participate in the transportation planning efforts of SunLine Transit Authority and shall encourage the expanded use of public transit, vehicles fueled by compressed natural gas and hydrogen, buses with bike racks and other system improvements that enhance overall transportation system operations and energy conservation. Responsible Agency: Community Development Department, SunLine Transit Agency; CVAG Schedule: Continuous Program l.E The City shall strive for efficient community land use and transportation planning and design, and shall assure the provision of convenient neighborhood shopping, medical and other professional services appropriately located to minimize travel and facilitate the use of alternative means of transportation. Responsible Agency: Public Works Department, Community Development Department, CVAG; Riverside County Transportation Commission (RCTC) Schedule: Continuous Program LD and LE: The proposed project is a mixed -use development that encourages the use of alternative means of transportation including transit, NEV, biking, and walking through site design and increased accessibility. Pedestrian, bicycle and NEV access and circulation .should connect planning areas to encourage non -vehicular travel. Non -vehicular access must be integrated into project site plans, occur on dedicated paths that protect pedestrians and bicyclists from automobiles, and provide shaded areas and amenities for their users. The nearest bus route to the subject property is Line 53, which extends to Gerald Ford Drive near its intersection with Cook Street, approximately 500 feet east of the subject property. As development occurs within the Specific Plan area, additional bus stops can be provided .for project residents and businesses. In addition, The City's Mid -Valley Bike Plan includes a bicycle path along the northern boundary of the project, which will connect to Planning Area 9 and Portola Avenue. Final alignment and. full build out of the bike path will be part of the proposed project. Flooding and Hydrology Element Policy 6 All new development shall be required to incorporate adequate flood mitigation measures, such as grading that prevents adverse drainage impacts to adjacent properties, on -site retention of runoff, and the adequate siting of structures located within flood plains. Program 6.A Stormwater retention shall be enforced through the development review process and routine site inspection. Responsible Agencies: Public Works Department, Planning Department Schedule: Continuous 49 The Millennium Palm Desert Specific Plan Policy 6, Program 6.A: A hydrology analysis was conducted for the proposed project in conformance with Palm Desert Ordinance No. 1247, Section 26.49.060 for on -site stormwater retention facilities. Results of the analysis indicate that the planned site stormwuter facilities and surrounding drainage facilities are capable of managing a flood event. The project will provide an integrated flood management program for all parcels within the Specffi`c Plan. Geotechnical Element Goal Maximized protection of human life, land, and property from the effects of seismic and geotechnical hazards. Goal I : A Geotechnical Investigation was prepared for the proposed project as part of the CEQA Initial Study process. Findings of the investigation indicate that impacts related to geotechnical hazards are considered less than significant, and development of the project is considered feasible from a geotechnical point of view. All development within the City of Palm Desert is required to meet the standards of the Uniform Building Code for Seismic Zone 4. Policy 5 To minimize the potential impacts of subsidence due to extraction of groundwater, the City shall actively support and participate in local and regional efforts at groundwater conservation and recharge. Program 5.13: Continue and expand existing water conservation efforts, and coordinate with local districts, state water agencies and CVAG members in a coordinated effort to eliminate overdraft of local aquifers and affect a level of groundwater recharge adequate to address associated ground subsidence hazards. Responsible Agency: Community Development Department, City Engineer, Coachella Valley Water District, U.S. Geological Survey, CVAG Schedule: Continuous Policy S and Program 5.8: The proposed project will incorporate water conservation measures that include drought tolerant plant palettes, turf reduction measures, high efficiency irrigation, and use of low -flow appliances such as huthi oom faucets, kitchen faucets, toilets, and showers. Housing Element Goal 1 A variety of housing types that meet all of the needs for all income groups within the City. Goal 2 The preservation and maintenance of the high quality of the City's affordable housing supply. 50 The Millennium Palm Desert Specific Plan Policy 1 New affordable housing projects shall be encouraged in all areas of the City. Special attention will be made to distributing the units so that large concentrations of affordable housing in any one area are avoided. Program 1.13 The City shall pursue the planning and implementation of the following projects for extremely low, very low, low and moderate income households during the planning period. The City will utilize public -private partnerships, grants and third party funding for these projects, and affordable housing funds if restored by the State Legislature. • 520 units that will include single family for -sale and multi -family for rent units at Gerald Ford Drive and Portola • an additional 52 units at the Vineyards Responsible Agency: City Schedule: 2014-2021 Policy i l Promote the jobs/housing balance through the development of housing with convenient access to commercial land uses, schools, available public transport and employment centers. Policy 12 Encourage energy conservation through the implementation of new technologies, passive solar site planning and enforcement of building codes. Please also see the Energy and Mineral Resources Element. Goal 1, Goal 2, Policy 1, Program 1.B, Policy 11, and Policy 12: The project has the potential to create 228 single-family residential units, and 550 multi family residential units. Of the 550 multi family residential units, 286 are proposed to be affordable housing, as planned in Program I.B. Housing will be located in close proximity to job opportunities, thereby increasing the potential.for jobs/housing balance at the project and in the City. Inclusion of both market rate and affordable housing will help meet the housing needs for all income groups within the Cit) . Land Use Element Goal 1 A City that provides a balanced and functional mix of integrated land uses meeting the general social and economic needs of the community through logical, compatible and consistent land use and zoning designations. Goal 2 A diverse resort residential community of desirable residential neighborhoods and resorts, full commercial services, and institutional uses that complement the employment base and provide a variety of community services and facilities. 51 The Millennium Palm Desert Specific Plan Goal An appropriate mix of commercial, resort and other revenue -generating land uses that will continue to fund a high level of community development activities, services and facilities in the City. Goal 1, 2 and 3: The project o fers a synergistic mix oj' land uses that provide housing, employment, and commercial service opportunities to the City and surrounding communities. Mixed -use developments help promote economic growth and provide desirable living areas with easy access to transit, pedestrian friendly circulation networks, and highly accessible services. Policy 4 Every opportunity shall be exploited to enhance the character and viability of the City's commercial areas, including Highway 1 11, El Paseo, the University Park planning area and the Interstate-10 corridor, by integrating nearby higher density residential uses with retail and office/business park land uses. Policy 4: The proposed project is a large mixed -use development offering a mix of residential densities in proximity to retail and office/business park land uses. The .site is located in the University Park planning area and will provide enhanced multimodal connectivity and further diversify services/retail in the area. Policy 5 The City shall consistently apply principles of land use compatibility in its determination of land use designations and appropriateness, optimizing the ability of proposed development to complement adjoining planned and existing land uses. Policy 6 All land use development proposals shall be consistent with all applicable land use policies and standards contained in the General Plan and findings of consistency shall be cited in appropriate ordinances and resolutions. Program 7 A The City shall review and report on the state and efficacy of existing Specific Plans, set forth recommendations for their updating or retirement, and make recommendations for new Specific Plans that will facilitate achieving the City's General Plan goals. Responsible Agency: Community Development Department, Public Works Department, City Council Schedule: 2004; Every Three Years Thereafter Policy 5, Policy 6, Program 7.A: The project requires General Plan and zoning amendments to revise land use designations in support oj'the mixed -use development. The project will enforce development standards consistent and comparable to existing City's General Plan, zoning and municipal code requirements, and facilitate the development of a mixed use project, consistent 52 The Millennium Palm Desert Specific Plan with the goals Jor the University Park area. The implementation of a .Specirc Plan will assure i cohesive, high quality development with the planning area � Residential Goals, Policies and Proms i Goal l A balanced range of housing types, densities and affordabilities that accommodate existing and future residents across all socio-economic sectors of the community. 1 Goal 3 1 Residential neighborhoods that are thoughtfully integrated with community parks and schools, and have convenient and appropriately located access to employment centers and commercial 1 services. Policy 1 t The City shall strive to provide a balanced mix of housing product that thoughtfully responds to f the demands and opportunities associated with the City's strength as a retail commercial center and major destination and residential resort community. Policy 2 Residential land use planning in developing areas shall preserve neighborhood character and assure a consistent and compatible residential land use pattern. Program 2 A The City shall assign and periodically review residential land use designations to assure that related General Plan goals, including preservation of developed and developing neighborhoods, are met. Responsible Agency: City Council, Planning Commission, Community Development Department. Schedule: Ongoing; every five years. Program 2 B Consistently apply the City's discretionary powers and development review process to assure that subdivision and development plans are compatible with existing residential areas. Responsible Agency: Community Development Department. Schedule: Continuous Policy 4 Within master -planned developments, phased implementation shall be consistent with and adhere to the maximum overall densities approved for the entire development. Policy 8 Low income/affordable housing shall not be located within one area of the community, but shall be dispersed where feasible, appropriate, and compatible with surrounding land uses. 53 The Millennium Palm Desert Specific Plan Program 8.A The City shall monitor the amount of low income housing available and make best efforts to meet State requirements for providing such housing types. Responsible Agency: City Council, Planning Commission, Community Development Department; Redevelopment Agency Schedule: Continuous Goal.1, Goal 3, Policy 1, Polio Program 2.A, Program 2.B, Policy 4, PolicL8,Program 8.A: The project gffers a housing mix of single-family, multi family, and affordable multi family housing, integrated into a larger mixed -use development that offers commercial/business services, recreational amenities, and employment opportunities. The project is consistent with the C'ity's goals to diversify housing options and provide affordable opportunities to low income residents. All development will be subject to design requirements and standards that are consistent and comparable to those of the City s General Plan, Zoning Code, and Municipal Code, to ensure a cohesive design and community character throughout the planning area. Policy 9 Within the University Park planning area, the City shall uniformly apply a "High Density Overlay" designation to all lands designated for Medium Density Residential (R-M) development to provide the opportunity to develop at R-H densities in compliance with specific performance criteria. Program 9.A The "High Density Overlay" development standards assigned to allow development of R-H (High Density Residential, 10-22 du/ac) on any R-M lands within the University Park planning area shall be further elaborated and incorporated into the City Zoning/Development Code and shall be consistent with the following performance criteria. 1. The percentage of residential units, whether single or multi -family, that shall be available for homeownership. 2. High density residential neighborhoods shall be located in proximity and have convenient access to public transportation. 3. High density residential development shall be located in proximity to schools, parks and commercial services, which shall be accessible by means of non -motorized vehicle routes. 4. The percent of proposed high -density units to be reserved to meet the affordable housing needs of the community. 5. Adequacy and usability of landscaped open space planned internal and integral to the design of high -density developments. 6. Development plans reflecting creative and innovative design in site planning, building design and landscape treatment, consistent with the General Plan Community Design Element. 7. Development proposals with high -density residential units shall include analyses of the potential fiscal impacts of the development. Responsible Agency: City Council, Planning Commission, Community Development Department; Redevelopment Agency Schedule: 2004; On -going 54 The Millennium Palm Desert Specific Plan Policy 9, Program 9.A: The project of 25 acres (up to 550 units) of High Density Residential and 38 acres of single family residential in the University Park planning area. The project improves walkability, provides commercial mixed -use in proximity to housing, and is located in proximity to public transportation. Planning Area 8 (10 acres of high dentistry residential) is expected to be developed as cm affordable housing project. Development of the project will result in high quality, more intense residential development consistent with the plans for the University Park area. Commercial Goals, Policies and Programs Goal 1 An integrated and complementary mix of commercial land uses that meet the day-to-day needs of local residents, fully exploit opportunities to serve the regional retail commercial market, and provide hospitality and tourist commercial development opportunities. Goal 2 A pattern of commercial land uses conveniently and appropriately distributed throughout the City, meeting the community's needs while minimizing the disruption to or incompatibilities with other land uses. Policy 1 Sufficient lands shall be designated to provide a full range of conveniently located convenience, neighborhood, regional and tourist commercial services to the residents and visitors of the community and surrounding areas for present and future years. Policy 3 The City shall encourage lot consolidation and integrated development planning wherever possible, with special emphasis along the Monterey Avenue and Cook Street corridors, as well as in the University Park planning area. Subdivisions shall be consistent with and complement the development of City's coherent master land use plans. Policy 4 The City's Land Use Plan shall take full advantage of the potential for University -related commercial needs and/or development opportunities, including direct and indirect inducements for complementary commercial development. Goal 1, Goal 2, Policy 1, Policy 2, Policy 3, Policy 4: The project provides approximately 550,000 square feet of commercial space within a mixed -use development that also includes residential, business, and park land uses. The project encourages economic growth and meets the housing and commercial service needs of the planning area, including University Park and the CalState campus. The project is located in proximity to the Interstate-10 freeway, which facilitates regional access to services and job opportunities to surrounding communities. 55 The Millennium Palm Desert Specific Plan Industrial Goals, Policies and Programs Goal 1 Appropriately located and served lands that provide for the development of business parks and non-polluting industrial uses, and which assure compatible integration with other, non -industrial land uses. Policy 1 Provide adequate and appropriate lands designated for business park/industrial uses to provide a sufficient range of industrial development that is compatible with and complementary to local needs and opportunities. Policy 3 To enhance the efficient use and integration of industrial lands in the University Park Village planning area, the City shall prepare the University Park Plan, which assures land use compatibilities and provides master plans for the extension of roadways, drainage facilities, utilities and other infrastructure. Program 3 A As an integral part of the University Park Plan, the City shall fully assess and integrate business park and industrial lands and shall develop and adopt circulation, infrastructure, drainage and development standards and guidelines to assure efficient industrial development consistent with the character and quality of the planning area and community. Responsible Agency: City Council, Planning Commission, Community Development Department Schedule: Continuous Policy 4 The City shall seek to facilitate appropriate business park/industrial land uses for which the area is particularly suited and encourage those industries to take advantage of the local labor force and markets with which the City has a comparative advantage. Program 4 A In cooperation with property owners, local colleges and universities, Chamber of Commerce, as well as other private interests, the City shall support development of business parks and industrial lands through coordinated joint efforts. Responsible Agency: Private Owners; Community Development Department, Redevelopment Agency; Chamber of Commerce, CalState, UCR, COD Schedule: Continuous Policy 1, Policy 3 and Program 3.A Policy 4, Program 4.A. The proposed project offers 10 acres of' business park/service industrial lands and is located in the University Park planning area. The proposed project will offer access to services and job opportunities for residents of the project, residents of the University Park planning area, and users of Ca/State University located less than one mile southeast of the project. The project will be compatible with surrounding uses, including University Park, and adhere to applicable development standards and guidelines. 56 The Millennium Palm Desert Specific Plan Noise Element Policy 1 Noise sensitive uses, including residential neighborhoods, schools, congregate care facilities, libraries, churches, resorts, wildlife habitat, and community open space shall be protected from potentially significant sources of community noise. Program 1.0 Where noise mitigation measures are required to achieve the City's noise limit standards, the emphasis of such measures shall be placed upon site planning and project design. On a project - specific basis, the use of noise barriers shall be considered as a means of achieving the noise standards only after all other practical design -related noise mitigation measures have been integrated into the project building Responsible Agency: Planning Department Schedule: Continuous Policy 2 Encourage proposed large-scale or mixed use developments with the potential to generate substantial noise to be planned and designed to minimize noise impacts on nearby noise -sensitive land uses. Program 2.A Use Specific Plans and other master planning processes, and the development review process to assure the appropriate use of buffers, building setbacks and orientation, walls and other acoustical barriers between noise sources and sensitive land uses. Walls and other acoustical barriers shall be designed to be as visually pleasing as possible, incorporating landscaping, variations in color and patterns, and/or changes in texture or building materials. Responsible Agency: Planning Department; Planning Commission, City Council Schedule: Project -specific; Ongoing. Program 2.B Noise created by new transportation improvements, including new or expanded roadways and railroad improvement projects located near sensitive land uses, shall be mitigated to the greatest extent practicable to assure that the noise environment on adjoining lands is compatible with the City's Noise Control Ordinance for outdoor living/activity areas and for interior spaces. Responsible Agency: Planning Department, Planning Commission, City Council Schedule: Immediate; Continuous. Program 2.0 The City shall encourage developers in potentially noisy areas to explore and utilize innovative site planning, building and materials technology to mitigate environmental noise and enhance living and work environments. Responsible Agency: Planning Department, Public Works Department, Building and Safety Department Schedule: Project -specific; Ongoing. 57 The Millennium Palm Desert Specific Plan Policy 3 The potential for long-term and project -specific land use patterns, traffic distribution, and individual development to generate adverse and incompatible noise impacts shall be assessed, and significant impacts shall be appropriately mitigated. Policy 4 Project designs shall include measures that assure that residential interior noise exposures do not exceed 45 dB CNEL levels and otherwise comply with State of California noise insulation standards as defined in Title 25 (California Noise Insulation Standards). Policy 1, Program 1.C, , Policy 2, Program 2.A-Program 2.C, Policy 3 and Policy : The pr(?jeet land use distribution has been designed to place the least sensitive noise receptors closest to the railroad right away, providing a buffer to the more sensitive residential land uses. A Noise Impact Analysis was prepared for the proposed project as part of the C'EQA Initial Study process. The Initial Study provides minimization measures, design recommendations, and mitigation measures to ensure the City's noise limit standards are achieved. This includes the use of acoustical barriers, building setbacks, building orientation, and/or noise reducing building design strategies. Parks and Recreation Element Goal 1 A high -quality public park system that meets the City's active and passive recreation needs with adequate land and facilities to provide an appropriate mix of recreational facilities and activities for the City's residents. Goal 2 A comprehensive urban and open space trails network to meet the hiking, biking and equestrian needs of the City's residents and visitors. Goal 2: The Specific Plan includes a 27 acre community park site that will provide recreational opportunities for not only the project site, but the surrounding neighborhoods as well. Individual projects within the Specific Plan will also include parks, playgrounds, public plazas and other community gathering places to create additional recreational opportunities. The proposed prgject supports the development of urban trails. The City's Mid -Valley Bike Plan includes a bicycle path along the northern boundary of the project, which will connect to Planning Area 9 and Portola Avenue. Final alignment and.full build out of the bike path will be part of the proposed prgject. 58 The Millennium Palm Desert Specific Plan Policy 3 Assure that new residential developments provide adequate on -site recreational and open space amenities consistent with the values and standards of the community and the needs of new development. Program 3.A On a case -by -case basis, evaluate the need for and appropriateness of requiring intra-project park and recreation amenities that address the on -site needs of residents within new residential developments. Responsible Agency: Community Development Department, Parks and Recreation Commission, City Council Schedule: Immediate; Continuous Policy 3, Program 3.A: All proposed residential developments (planning areas 1, 7, and 8) will adhere to the City's standards and recommendations for dedication of on -site open space and recreational amenities. Parks and open space areas will have proper lighting, fencing, and other improvements to ensure the safety of park patrons and surrounding land uses. Landscaping and turfed areas will be designed in accordance with applicable City water conservation strategies, including but not limited to reduced turf areas, drought tolerant plant palettes, and high efficiency irrigation systems. Policy 4 Utilize the lands within the north area of the city limits, between Cook Street and Monterey Avenue for additional park space, and include a plan for an urban park abutting or in the immediate vicinity of the CalState University campus and appropriate school districts. Program 4.A Pursue and encourage master -planned land uses in the north area of the city limits that incorporate parks and other open space areas appropriate for recreational uses, which complement CalState University facilities and provide easy and safe access from surrounding neighborhoods. Responsible Agency: Community Development Department Schedule: Immediate; Continuous Policy 4, Program 4.A: The project will add a 27-acre City park in the northern portion of the City just west of Cook Street, which is in the recommended area for additional park space as stated in Policy d. The proposed park will provide additional recreational/open space.facilities to the University and surrounding neighborhoods. Water Resources Element Policy l To the greatest extent practical, the City shall continue to encourage the use of drought -tolerant, low water consuming landscaping as a means of reducing overall and per capita water demand. 59 The Millennium Palm Desert Specific Plan Program 1.A Continue to implement the City's Water Efficient Landscape Ordinance to optimize conservation and comply with State Assembly Bill 325 (AB 325), by requiring the use of native and other drought -tolerant planting materials and efficient irrigation systems. Responsible Agency: Public Works Department, Community Development Department, CVWD Schedule: Continuous Policy 1, Program 1.A: The project will be required to use drought tolerant landscape and limit the amount of turf to the greatest extant possible. A Water Supply Assessment was prepared for the proposed project under the assumption that such drought tolerant landscaping measures were in place. The City's Water Efficient Landscape Ordinance will be strictly enforced Policy 2 The City shall encourage, facilitate and/or require the use of water conserving appliances and fixtures in all new development, as required by state law. Policy 2: Buildings within the proposed development will be equipped with water -conserving technologies and appliances including low -flow toilets, showerheads, and faucets. The project will be developed in accordance with current state Building Codes and Title 24 codes. Policy 4 Encourage or require that all existing and new development be connected to the sewage treatment system of the Coachella Valley Water District. Policy 4: The proposed project will connect to CVWD's existing 18" sanitary sewer and 18" water lines in Gerald Ford Drive. Policy 5 The City shall provide direction and guidelines for the development of on -site storm water retention facilities consistent with local and regional drainage plans and community design standards. Program 5.A Establish and enforce regulations and guidelines for the development and maintenance of project -specific on -site retention/detention basins, which implement the NPDES program, enhance groundwater recharge, complement regional flood control facilities, and address applicable community design policies. Responsible Agency: Public Works Department, Community Development Department Schedule: Continuous Policy 5, Program S.A: The ,Specific Plan area's stormwater drainage plan comprehensively addresses the flood protection of all development areas, and master plans a drainage system that uses a combination of'retention basins throughout the Plan area for storage and retention. The drainage plan has been prepared to City standards, and reviewed and approved by City staff.' 60 The Millennium Palm Desert Specific Plan Water, Sewer and Utilities Element Goal 1 A full range of water, sewer and utility facilities and services that safely, adequately and cost- effectively meet the immediate and long-term needs of the City Program LB The City and CVWD shall continue and extend their efforts to increase domestic water conservation by expanding efforts to increase the use of desert landscaping in all development, and the installation of efficient water -using technologies in new and substantially re -modeled buildings. Responsible Agency: Coachella Valley Water District, Public Works Department Schedule: Ongoing Program 1.1) To the greatest extent practical, the City and CVWD shall require new development to extend and connect to sewer lines rather than allow the installation of on -lot septic tanks. In the event on -lot septic systems are required, development shall be required to install "dry sewers' in anticipation of future sewer main extensions. Responsible Agency: Coachella Valley Water District, Public Works Department, RivCo Environmental health Schedule: Ongoing Goal 1, Program I.B, Program I.D: All development within the proposed project will be required to maximize drought tolerant landscaping and minimize turf where possible. The project will also incorporate high efficiency irrigation methods, and low -flow toilets and faucets. The project will connect to the existing sewer system and will not allow on -lot septic tanks. Policy 6 The City understands and proactively supports the wide -spread integration of energy resource conserving technologies throughout all economic sectors of the community. Program 6.A The City shall explore and, as appropriate, implement actions and regulations that facilitate residential and business conservation strategies and the implementation of technology retrofits of that substantially increase energy use efficiencies. Responsible Agency: Community Development & Public Works Departments, SCE, CCG, III) Schedule: 2004-05, Ongoing Policy 6, Program 6.A: The project will facilitate residential and business conservation strategies through use of high efficiency building design, such as lighting, building orientation, and bathroom and kitchen appliances. 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CONSIDERATION OF A MITIGATED NEGATIVE DECLARATION OF ENVIRONMENTAL IMPACT, DEVELOPMENT AGREEMENT, SPECIFIC PLAN, GENERAL PLAN AMENDMENT, AND A CHANGE OF ZONE TO ESTABLISH LAND USE DESIGNATIONS, A TENTATIVE PARCEL MAP TO ESTABLISH NINE PARCELS WITHIN THE SPECIFIC PLAN AREA, AND A TENTATIVE TRACT MAP TO SUBDIVIDE 38+ ACRES INTO 166 SINGLE-FAMILY HOME LOTS, LOCATED ON 152 ACRES NORTH OF GERALD FORD DRIVE, SOUTH OF PACIFIC UNION RAILROAD, EAST OF PORTOLA AVENUE, AND WEST OF TECHNOLOGY DRIVE, Case Nos. DA/SP/GPA/C-ZIEA 14-332, TPM 36792, TTM 36793 (PD 80 T & S, LLC / Palm Desert University Gateway, LLC, Applicants). Rec: *1) Waive further reading and adopt: a) Ordinance No. 1281, approving Development Agreement 14-332, The Millennium Palm Desert Specific Plan, and a Mitigated Negative Declaration of Environmental Impact; b) Resolution No. 2015 - 14, approving General Plan Amendment No. 14-332; c) Ordinance No. 1282, approving Change of Zone 14-332; d) Resolution No. 2015 - 15, approving Tentative Parcel Map 36792 and Tentative Tract Map 36793, subject to conditions. *2) By Minute Motion, approve Agreement For The Exchange of Real Property between the Applicants and City of Palm Desert, as it relates to the subject project, and authorize the Mayor to execute same. Action: POSTED: Monday, March 23, 2015 — 2:45 p.m. AGREEMENT FOR THE EXCHANGE OF REAL PROPERTY THIS AGREEMENT FOR THE EXCHANGE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS (this "Agreement" or "Exchange Agreement"), is made as of this day of , 2015, ("Effective Date") by and between Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company ("PD Gateway"), PD 80 T & S, LLC, a Nebraska Limited Liability Company ("T&S"), (PD Gateway and T&S are hereinafter collectively referred to as "PD 80"), on the one hand and the CITY OF PALM DESERT ("City"), a California municipal corporation, on the other. PD 80 and City are sometimes referred to herein individually as a "Party" and collectively as the "Parties." RECITALS A. PD 80 is the owner of (i) that certain real property commonly known as The Millennium Palm Desert in the City of Palm Desert, County of Riverside, consisting of approximately thirty seven (37) acres more particularly described in Exhibit "A" attached hereto ("PD 80 Land"); (ii) all rights, privileges and easements currently owned by PD 80 which are appurtenant to the PD 80 Land, including, without limitation, all minerals, oil, gas and other hydrocarbon substances on and under the PD 80 Land, as well as all air rights, water, water rights and water stock relating to the PD 80 Land and any other easements, rights -of -way or appurtenances used in connection with the beneficial use and enjoyment of the PD 80 Land, (collectively, the "PD 80 Appurtenances"); and (iii) all of the interest of PD 80 in any intangible personal property, to the extent related to or used in connection with the ownership, use and operation of the PD 80 Land or the PD 80 Appurtenances, including all approvals, dedications, subdivision maps and entitlements issued, approved or granted by any governmental agency in connection with the PD 80 Land or the PD 80 Appurtenances, and any and all development rights related to or used in connection with the PD 80 Land or the PD 80 Appurtenances (collectively the "PD 80 Intangible Property"). B. The PD 80 Land, the PD 80 Appurtenances and the PD 80 Intangible Property are collectively hereinafter referred to as the "PD 80 Property". C. City is the owner of (i) that certain real property located in the City of Palm Desert, County of Riverside, consisting of approximately thirty six (36) acres more particularly described in Exhibit "B" attached hereto ("City Land"); (ii) all rights, privileges and easements currently owned by the City which are appurtenant to the City Land, including, without limitation, all minerals, oil, gas and other hydrocarbon substances on and under the City Land, as well as all air rights, water, water rights and water stock relating to the City Land and any other easements, rights -of -way or appurtenances used in connection with the beneficial use and enjoyment of the City Land, (collectively, the "City Appurtenances"); and (iii) all of the interest of the City in any intangible personal property, to the extent related to or used in connection with the ownership, use and operation of the City Land or the City Appurtenances, including all approvals, dedications, subdivision maps and entitlements issued, approved or granted by any governmental agency in connection with the City Land or the City Appurtenances, and any and all development rights related to or used in connection with the City Land or the City Appurtenances (collectively the "City Intangible Property"). 72500 0088219639107.1 3/231 151 D. The City Land, the City Appurtenances and the City Intangible Property are collectively hereinafter referred to as the "City Property". E. The City shall, prior to the completion of the Exchange (as defined below) and at its expense, cause up to three and one half (3.5) acres of a portion of the City Property, Assessor's Parcel No. 694-120-012, to be dedicated to the City for public right of way (the "Overpass Parcel"). The right of way is necessary for the construction of the Portola Avenue interchange at Interstate 10. For purposes hereof, the term "City Property" shall be deemed to be exclusive of the Overpass Parcel. F. PD 80 desires to exchange the PD 80 Property for the City Property, and City desires to exchange the City Property for the PD 80 Property pursuant to the terms and conditions of this Agreement. G. City has approved Tentative Parcel Map 36792 and Development Agreement 14- 322 ("Development Agreement") and other entitlements to implement Specific Plan 14-322. Owner and City will execute Development Agreement concurrently with this Exchange Agreement. The recording of the final version of Tentative Parcel Map 36792 will be a condition precedent to closing the land exchange contemplated by this Exchange Agreement. Subsequent to the recording of the Tentative Parcel Map 36792, the City Property shall incorporate Parcels 1, 2 and E ("Overpass Parcel") and the PD 80 Property will include Parcels 8and 9. NOW, THEREFORE, based upon the foregoing facts, in consideration of the mutual covenants and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Exchange. Upon the satisfaction or waiver of all of the conditions precedent to the Close of Escrow set forth in Section 5 below, (a) PD Gateway shall acquire the City Property from City (exclusive of the Overpass Parcel) and (b) City shall acquire the PD 80 Property from PD 80 (the "Exchange"). 2. Escrow and Title. 2.1. Escrow Holder. The Exchange shall be consummated through an escrow (the "Escrow") at First American Title Insurance Company, located at 74770 Highway 111, Suite 101, Indian Wells, California 92210, senior escrow officer, Kelly Collier (the "Escrow Holder"). 2.2. Title Company. Any title policies issued for the benefit of the City with respect to the PD 80 Property and to PD Gateway with respect to the City Property, respectively and as applicable, in connection with the Exchange shall be issued by First American Title Insurance Company, located at Corona Pointe, Suite 201, Corona, California, title officer, Steven Clark (the "Title Company"). 2.3. Escrow Instructions. Escrow shall be opened within three (3) days following the execution of this Agreement by delivery to Escrow and acceptance of this Agreement by Escrow Holder in writing. Escrow Holder shall open an Escrow for the 722500 0088219639107.1 3/23/ 152 consummation of the Exchange pursuant to the terms of this Agreement and this Agreement shall constitute the joint escrow instructions of the Parties to Escrow Holder. Upon Escrow HoIder's receipt of the fully executed Agreement, Escrow Holder is authorized to act in accordance with the terms of this Agreement. Buyer and Seller shall execute Escrow Holder's general escrow instructions upon request; provided, however, that if there is any conflict or inconsistency between such general escrow instructions and this Agreement, this Agreement shall control. 2.4. Definition of Close of Escrow. For purposes of this Agreement, the term "Close of Escrow" shall mean the time when Escrow Holder shall have recorded the Grant Deeds as set forth in Section 6.4.5 below. 3. PD Gateway's Approval of Condition of Title / Due DiIieence. 3.1. PD Gateway's Review of Condition of Title. Prior to the Effective Date, PD Gateway has received and reviewed that certain Preliminary Title Report Order No. dated , 2014 (the "City Property Preliminary Title Report"), covering the City Property and issued by Title Company, a copy of which is attached hereto as Exhibit "C". Except as specifically noted in Exhibit "C" hereto, PD Gateway hereby acknowledges that PD Gateway has approved those exceptions listed in Schedule B of the City Property Preliminary Title Report. Those exceptions which PD Gateway has approved on the City Property Preliminary Title Report are hereinafter referred to as the "City Property Permitted Exceptions." The City Property Permitted Exceptions shall exclude any delinquent taxes or any taxes due and payable prior to the Close of Escrow and any and all other monetary liens or encumbrances on the City Property. 3.2. City Property Title Insurance Policy. At the option of PD Gateway, and upon PD Gateway's request, at the Close of Escrow and as a condition thereto, the Title Company shall issue to PD Gateway a policy of title insurance (the "City Property Title Policy") as to the City Property, containing the terms and provisions set forth in this Section 3.2. The City Property Title Policy shall be an ALTA Standard Coverage Owner's Policy of Title Insurance issued by the Title Company in an amount determined by PD Gateway, showing fee simple title to the City Property vested in PD Gateway, subject only to non -delinquent taxes and assessments, the City Property Permitted Exceptions, and such other matters as to which PD Gateway may consent in writing. The premium for the City Property Title Policy and any costs in connection with the search and examination of title and/or for the issuance of the City Property Preliminary Title Report shall be paid by PD Gateway. The City Property Title Policy shall be issued without reliance on any indemnity of City or any third party to induce Title Company to issue the City Property Title Policy, without the prior written consent of PD Gateway. If PD Gateway so elects and the Title Company agrees, the City Property Title Policy may include such endorsements as PD Gateway may reasonably request; provided however that all such endorsements shall be issued at PD Gateway's sole cost and expense. In addition, if PD Gateway so elects and the Title Company agrees to issue an ALTA Extended Coverage Owner's Policy (2006 Form), the City Property Title Policy as defined above shall be an ALTA Extended Coverage Policy rather than a ALTA Standard Coverage Policy, with all other elements remaining the same; provided however that such ALTA Extended coverage shall be issued at PD Gateway's sole cost and expense. 72500.00882\9639107. l 3/23r 113 4. City's Approval of Condition of Title. 4.1. City's Review of Condition of Title. Prior to the Effective Date, the City has received and reviewed that certain Preliminary Title Report Order No. , dated , 2014, covering the PD 80 Property (the VD 80 Property Preliminary Title Report"), issued by Title Company, a copy of each of which is attached hereto as Exhibit "D". Except as specifically noted in Exhibit "D" hereto, City hereby acknowledges that City has approved those exceptions listed on the PD 80 Property Preliminary Title Report. Those exceptions which City has approved on the PD 80 Property Preliminary Title Report are hereinafter referred to as the "PD 80 Property Permitted Exceptions." The PD 80 Property Permitted Exceptions shall exclude any delinquent taxes or any taxes due and payable prior to the Close of Escrow and any other monetary liens or encumbrances on the PD 80 Property. 4.2. PD 80 Title Insurance Policy. At the option of the City, and upon the City's request, at the CIose of Escrow and as a condition thereto, the Title Company shall issue to City a policy of title insurance (, the "PD 80 Property Title Policy") as to all or part of the PD 80 Property, containing the terms and provisions set forth in this Section 4.2. The PD 80 Property Title Policy shall be an ALTA Standard Coverage Owner's Policy of Title Insurance issued by the Title Company in an amount determined by the City, showing fee simple title to the PD 80 Property, vested in City, subject only to non -delinquent taxes and assessments, the PD 80 Property Permitted Exceptions, and such other matters as to which City may consent in writing. The premium for the PD 80 Property Title Policy and any costs in connection with the search and examination of title and/or for the issuance of the PD 80 Preliminary Title Report shall be paid by the City. The PD 80 Property Title Policy shall be issued without reliance on any indemnity of PD 80 or any third party to induce Title Company to issue the PD 80 Property Title Policy, without the prior written consent of City. If City so elects and the Title Company agrees, the PD 80 Property Title Policy may include such endorsements, respectively and as applicable, as City may reasonably request; provided however that all such endorsements shall be issued at City's sole cost and expense. In addition, if City so elects and the Title Company agrees to issue one or more ALTA Extended Coverage Owner's Policy (2006 Form), the "PD 80 Property Title Policy" as defined above shall be an ALTA Extended Coverage Policy rather than an ALTA Standard Coverage policies, with all other elements remaining the same; provided however that such extended ALTA Extended coverage shall be issued at the City's sole cost and expense. 5. Conditions Precedent to Close of Escrow. 5.1. PD 80's Conditions. Each of the following shall constitute a condition precedent to the obligations of PD 80 to close the Escrow and may be waived only by a written waiver executed by PD 80 and delivered to City and to Escrow Holder: 5.1.I. Documents. The applicable documents described in Section 6.3.2 below shall have been deposited in Escrow by City. 5.1.2. Title Policy. If requested by PD 80, the Title Company shall be irrevocably committed to issue the City Property Title Policy upon the Close of Escrow. 72500.0088319639107 3/23/ 154 5.1.3. Acceptance of Property. PD 80 shall be satisfied, after reviewing Title and otherwise conducting Due Diligence as provided in Section 3.3, that the City Property is suitable for its intended uses and acceptable to PD 80. Should PD 80 fail to terminate the Exchange prior to the expiration of the Due Diligence Period as provided in Section 3.3. the City Property shall be deemed suitable and acceptable to the PD 80. 5.1.4. No Material Change. As of the Close of Escrow, there shall be no material change in the City Property that would materially impair PD 80's use or development of the City Property. 5.1.5. Representations and Warranties. All of City's representations and warranties as set forth herein shall be true as of the Close of Escrow. 5.1.6. No Default. City shall not be in material default hereunder. If PD 80 does not give Escrow Holder written notice of City's default, for purposes of this Section 5.1.6 only, City shall be deemed not to be in default hereunder, and Escrow Holder shall proceed with the Close of Escrow as though City were not in default. PD 80's failure to give such notice to Escrow Holder shall not excuse performance by City of any obligation hereunder. 5.1.7 Recordation. of Development Agreement and Parcel Map. The City shall have recorded the Development Agreement and final version of Tentative Parcel Map 36792 and the City shall have completed the dedication of the Overpass Parcel (or such other means of exclusion of the Overpass Parcel from the City Property as determined appropriate by the Parties) as contemplated by Recital E hereof. 5.2. City's Conditions. Each of the following shall constitute a condition precedent to the obligations of City to close the Escrow and may be waived only by a written waiver executed by City and delivered to PD 80 and to Escrow Holder: 5.2. L Documents. The applicable documents described in Section 6.3.1 below shall have been deposited in Escrow by PD 80. 5.2.2. Title Policy. If requested by City, the Title Company shall be irrevocably committed to issue the PD 80 Property Title Policy upon the Close of Escrow. 5.2.3. Acceptance of Property. The City shall be satisfied, after reviewing Title and otherwise conducting Due Diligence as provided in Section 4.3, that the PD 80 Property is suitable for its intended uses and acceptable to the City. Should the City fail to terminate the Exchange prior to the expiration of the Due Diligence Period as provided in Section 4.3, the PD 80 Property shall be deemed suitable and acceptable to the City. 5.2.4. No Material Change. As of the Close of Escrow, there shall be no material change in the PD 80 Property that would materially impair City's use or development of the PD 80 Property. 5.2.5. Representations and Warranties. All of PD 80's representations and warranties as set forth herein shall be true as of the Close of Escrow. 72500.00882\9639107.1 3/23/ 155 5.2.6. No Default. PD 80 shall not be in material default hereunder. If City does not give Escrow Holder written notice of PD 80's default, for purposes of this Section 5.2.6 only, PD 80 shall be deemed not to be in default hereunder, and Escrow Holder shall proceed with the Close of Escrow as though PD 80 were not in default. City's failure to give such notice to Escrow Holder shall not excuse performance by PD 80 of any obligation hereunder. 5.2.7. Recordation of Parcel Map and Development Agreement. The City shall have recorded the final version of Tentative Parcel Map 36792 and the Development Agreement and the City shall have completed the dedication of the Overpass Parcel (or such other means of exclusion of the Overpass Parcel from the City Property as determined appropriate by the Parties) as contemplated by Recital E hereof. 6. Close or Cancellation of Escrow. 6.1. CIosing Date. 6.1.1. Provided that this Agreement is not earlier terminated pursuant to the terms and provisions hereof and provided that all of the conditions precedent to the Close of Escrow have been satisfied or waived, the Parties agree that the Escrow shall close and Escrow Holder is instructed to close the Escrow on or before July I, 2015 (the "Closing Date"), unless extended as described in Section 6.1.2; provided however, that in no event shall the Closing Date be Iater than October 1 , 2015 ("Outside Closing Date"). Escrow Holder by closing the Escrow shall be deemed to have irrevocably committed to cause the Title Company to issue any requested PD 80 Property Title Policy and City Property Title Policy. 6.1.2. In the event that either Party believes it is necessary to extend the Closing Date, that Party shall have the right to unilaterally extend the Closing Date by ten (10) days by providing written notice to the other Party before the Closing Date. Each Party shall only be entitled to one unilateral extension. The Parties may subsequently extend the Closing Date only by written agreement of both Parties, except that in no event shall the Closing Date be later than the Outside Closing Date without the written agreement of both Parties. 6.1.3. In the event that the Close of Escrow fails to occur by the Outside Closing Date, and neither Party is in default of its obligations hereunder, then the Party for whose benefit the non -satisfied condition exists may cancel the Escrow by written notice to the other Party and to Escrow Holder. In the event that, due to an "Event of Default" by a "Defaulting Party" (as the quoted terms are defined in Section 9.1 below), the Close of Escrow fails to occur by the Outside Closing Date, then without waiving any rights or remedies which the non - Defaulting Party may have against the Defaulting Party under Section 9 of this Agreement, the non -Defaulting Party may cancel the Escrow upon written notice to the Defaulting Party and to Escrow Holder. In the event that the non -Defaulting Party elects not to terminate this Agreement, then the non -Defaulting Party may pursue the remedies for such Event of Default as provided in Section 9 below. 71500.008 82\963 9107.1 3/231 156 6.2. Escrow Cancellation. 6.2.1. If, for any reason, the Escrow is cancelled pursuant to Section 6.1.3 above, Escrow Holder shall return to the Parties delivering same all instruments which are then held by Escrow Holder in connection with the Escrow. 6.2.2. If the Escrow is cancelled pursuant to Section 6.1.3 above and neither Party is in default of its obligations hereunder, this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination), and PD 80 and City shall each bear one-half (1/2) of the title and Escrow fee and cancellation charges, if any. In such event, neither Party shall be obligated to the other to close the Escrow hereunder. 6.2.3. If the Escrow is cancelled pursuant to Section 6.I.3 above and PD 80 is the Defaulting Party, PD 80 shall pay the Escrow fee and cancellation charges. 6.2.4. If the Escrow is cancelled pursuant to Section 6.1.3 above and City is the Defaulting Party, City shall pay the Escrow fee and cancellation charges. 6.3. Items to be Delivered into Escrow. 6.3.1. PD 80. On or before one (1) business day prior to the Closing Date, PD 80 shall execute and deposit in Escrow the following: (a) Immediately available funds in the amount of PD 80's share of costs and prorations described in Sections 7.1 and 7.2 below; (b) A fully executed grant deed conveying fee simple title to the PD 80 Property to the City (the "PD 80 Grant Deed"), in the form of Exhibit "E" attached hereto, in recordable form; (c) A nonforeign transferor declaration (the "Nonforeign Transferor Declaration") in the form of Exhibit "F' attached hereto; (d) A California state tax withholding certificate in accordance with the requirements of California Revenue and Taxation Code Sections 18805(d) and 26131 (California Form 593-W for Non -Individual Sellers and California Form 593-C for Individual Sellers), executed by PD 80 (the "California Tax Certificate"); and (e) Such other documents as may be reasonably required by Title Company or Escrow Holder in order to issue one or more of the PD 80 Property Title Policy, if requested by the City, or otherwise required to transfer the PD 80 Property to City in accordance with the terms of this Agreement. 6.3.2. City. On or before one (1) business day prior to the Closing Date, City shall execute and deposit in Escrow the following: 72500.00882\9639107.1 Y-131 157 (a) Immediately available funds in the amount of City's share of costs and prorations described in Sections 7.1 and 7_3 below; (b) A fully executed grant deed conveying fee simple title to the City Property to PD Gateway (the "City Grant Deed"), in the form of Exhibit "G" attached hereto, in recordable form; (c) A nonforeign transferor declaration (the "Nonforeign Transferor Declaration") in the form of Exhibit "H" attached hereto; (d) A California state tax withholding certificate in accordance with the requirements of California Revenue and Taxation Code Sections 18805(d) and 26131 (California Form 593-W for Non -Individual Sellers and California Form 593-C for Individual Sellers), executed by City (the "California Tax Certificate"); and (e) Such other documents as may be reasonably required by Title Company or Escrow Holder in order to issue the City Property Title Policy, if requested, or otherwise required to transfer the City Property to PD Gateway in accordance with the terms of this Agreement. 6.4. Escrow HoIder's Instructions. At such time as the conditions precedent to the Close of Escrow have been satisfied or waived, Escrow Holder shall: 6.4.1. Collate the counterparts of the Exchange Agreement into two fully executed counterparts; 6.4.2. Date, as of the Close of Escrow, all instruments calling for a date; 6.4.3. Record the PD 80 Grant Deed and the City Grant Deed in the Official Records of Riverside County, California ("Official Records"); 6.4.4. Give City and PD 80 telephonic and email notice that the Close of Escrow has occurred; and 6.4.5. Deliver to City the PD 80 Property Title Policy, and to PD Gateway the City Property Title Policy, if so requested. 6.5. Post -Closing Matters. After the Close of Escrow, Escrow Holder shall deliver the following: 6.5.1. To o City: A copy, as recorded, of the PD 80 Grant Deed for the PD 80 Property, the original Nonforeign Transferor Declaration executed by PD 80, the original California Tax Certificate executed by PD 80, and plain copies of the Nonforeign Transferor Declaration and the California Tax Certificate executed by City. 6.5.2. To PD 80: A copy, as recorded, of the Grant Deed for the City Property, the original Nonforeign Transferor Declaration executed by City, the original California 72500 0088219639107.1 3/23/ 158 Tax Certificate executed by City, and plain copies of the Nonforeign Transferor Declaration and the California Tax Certificate executed by PD Gateway. 6.6. IRS Form 1099-5. For purposes of complying with Section 6045 of the Code, as amended by Section 1521 of the Code, Escrow Holder shall be deemed the "person responsible for closing the transaction," and shall be responsible for obtaining the information necessary to file and shall file within the time specified with the Internal Revenue Service Form 1099-5, "Statement for Recipients of Proceeds from Real Estate, Broker and Barter Exchange Transactions." 6.7 Dirt Stockpile. The Parties acknowledge that after the Exchange, a stockpile of dirt ("Dirt") will be located on both the property owned by the City and PD Gateway. The City agrees that it shall dust seal the Dirt prior to the Exchange and that the Dirt Iocated on the property owned by PD Gateway after the Exchange may be used by either the City or the Owner on a first come, first serve basis. The Parties agree that no Dirt may be exported from the area included in the Parcel Map without the prior written approval of both the City and PD 80, except the City may use the Dirt on any portion of the Portola/I10 interchange. After the Exchange, each Party shall be responsible for maintaining the seal on the portion of the Dirt on their Property. 7. Costs and Prorations. 7.1. Prorations. Escrow Holder shall prorate all non -delinquent real property taxes and assessments as to the City Property between City and PD 80 as of the Close of Escrow based upon a 365-day year and based upon the latest available tax bill. Escrow Holder shall prorate all non -delinquent real property taxes and assessments as to the PD 80 Property, between PD 80 and City as of the Close of Escrow based upon a 365-day year and based upon the latest available tax bill for such property. The Parties agree that if such prorations are inaccurate because the latest available tax bill does not represent the taxes actually assessed, then the Parties will, as soon as tax bills actually covering the period during which the Close of Escrow takes place are available, make such further adjustments outside of the Escrow as may be appropriate so that each Party shall have borne all taxes allocable to the period during which it was the owner of its respective property. 7.2. Costs to be Paid by PD 80. PD 80 shall pay the following costs: 7.2.1. The premium for the City Property Title Policy, if such policy is requested by PD Gateway; 7.2.2. Documentary transfer taxes, if any, due with respect to the transfer of the PD 80 Property; 7.2.3. One-half (1/2) of the Escrow fee. 72500,00882\9639107.1 3/23/ 159 7.3. Costs to be Paid by City. City shall pay the following costs: 7.3.1. The premium for the PD 80 Property Title Policy, and to the extent applicable if one or more of such policies are requested by City; of the City Property; 7.3.2. Documentary transfer taxes, if any, due with respect to the transfer 7.3.3. One-half (1/2) of the Escrow fee. 8. Representations and Warranties; Covenants. 8.1. PD 80's Representations and Warranties. As a material inducement to City to enter into this Agreement, PD 80 makes the following covenants, representations and warranties to City set forth in this Section 8.1 as of the date hereof and as of the Close of Escrow. 8.1.1. Property Owner. PD 80 is the owner of the PD 80 Property and has the right, power and authority to transfer the same to City pursuant to this Agreement. 8.1.2. PD 80's Authority to Execute Agreement. PD 80 T & S, LLC, a Nebraska Limited Liability Company and Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company, are each duly organized and existing under the laws of the state of their organization, and have been duly registered and qualified to transact intrastate business in the State of California. Neither the execution and delivery of this Agreement nor the performance or consummation of the transactions contemplated by this Agreement will result in any breach of or constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or obligation binding upon PD 80. No approvals, authorizations or consents of any public body or of any person are necessary in connection herewith. PD 80 has the legal right, power and authority to enter into this Agreement and all documents, instruments or agreements referenced herein to be executed by PD 80, and to consummate the transaction contemplated hereby. All individuals executing this Agreement and all other documents, instruments or agreements required hereunder, on behalf of PD 80, have the legal right, power and actual authority to bind PD 80 to the terms and conditions hereof and thereof. 8.1.3. Compliance with Law. PD 80 has no knowledge and has received no notice (i) that the PD 80 Property is in violation of any applicable statutes, ordinances, and regulations, including those relating to environmental and health and safety requirements including those governing the storage, discharge, use and cleaning of toxic or hazardous substances and materials; (ii) of any presently pending or threatened action or proceeding under any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or pending order or directive of any city, county, state, or federal authority, or any agency thereof, requiring that any work or repair, maintenance, improvement, or pollution or contamination abatement be performed on the PD 80 Property. 8.1.4. No Litigation. There are no actions, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of PD 80's knowledge, threatened against PD 80 or the PD 80 Property or relating to or arising out of the ownership, management, condition, or operation of the PD 80 Property, in any court or before or by any 72500 0088219639107 I MY 1510 federal, state, county or municipal department, commission, board, bureau, agency, or other governmental instrumentality. 8.1.5. No Mechanic's Liens. No work has been done upon, or materials delivered to, the PD 80 Property by or at the request of PD 80, or with PD 80's knowledge, which is not fully paid for, nor, to the best of PD 80's knowledge, does any person, firm or corporation now have, nor, to the best of PD 80's knowledge, will it have upon the giving of any notice or passage of time or otherwise, any mechanic's or materialman's lien rights with respect to the PD 80 Property or any part or parcel thereof. 8.1.6. No Adverse Agreements. There are no adverse possessors, tenancies or occupancy agreements affecting possession of the PD 80 Property, or any portion thereof, except as disclosed in this Agreement, nor has any option to purchase the PD 80 Property, or any portion thereof, been granted by PD 80 to any party. No party (other than the City pursuant to this Agreement) has the right to acquire the PD 80 Property. 8.1.7. No Bankruptcy Proceedings. PD 80 is not the subject of a bankruptcy, insolvency or similar proceeding. 8.1.8. Environmental Status. In accordance with California Health and Safety Code Section 25359.7, PD 80 warrants and represents to City that it is not aware that any release of Hazardous Materials has come to be located upon or under the PD 80 Property. Neither PD 80 nor, to the actual knowledge of PD 80, without duty of inquiry, any third parties during the period of time the PD 80 Property has been owned by PD 80 have generated, handled, manufactured, stored, used, transported or discharged any Hazardous Materials on, in or under the PD 80 Property, the groundwater or any adjacent property. PD 80 is not aware of any underground storage tanks located on or under the PD 80 Property. As used herein, the term "Hazardous Materials" shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant or infectious or radioactive material, including but not limited to those substances, materials or wastes regulated now or in the future under any of the following statutes or regulations promulgated thereto: (1) any "hazardous substance" within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA") 42 U.S.C. §9601, et seq. or the California Hazardous Substance Account Act, Cal. Health and Safety Code §25300 et seq. or the Porter -Cologne Water Quality Act, Cal. Water Code § 13000 et seq. or the Hazardous Materials Transportation Act, 49 U.S.C. § 1801, et seq.; (2) any "hazardous waste" within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq.; or (3) any other substance, chemical, waste, toxicant, pollutant or contaminant regulated by any federal, state or local law, statute, rule, regulation or ordinance for the protection of health or the environment, including, without limitation, any petroleum products or fractions thereof. 8.1.9. AS -IS. PD 80 acknowledges that PD 80 has inspected the City Property and made its own independent investigation of the City Property. PD 80 further acknowledges that it is acquiring the City Property "AS -IS," in reliance solely on its own inspection of the City Property and on City's representations and warranties as set forth herein. 7500 0088219539107.1 3/233/ 151 1 8.2. City's Representations and Warranties. As a material inducement to PD 80 to enter into this Agreement, City makes the following covenants, representations and warranties to PD 80 set forth in this Section 8.2 as of the date hereof and as of the Close of Escrow. 8.2.1. Property Owner. City is the owner of the City Property and has the right, power and authority to transfer the same to PD 80 pursuant to this Agreement. 8.2.2. City's Authority to Execute Agreement. City is a duly organized, validly existing public agency organized and existing under the laws of the State of California. Neither the execution and delivery of this Agreement nor the performance or consummation of the transactions contemplated by this Agreement will result in any breach of or constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or obligation binding upon City. No approvals, authorizations or consents of any public body or of any person are necessary in connection herewith. City has the legal right, power and authority to enter into this Agreement and all documents, instruments or agreements referenced herein to be executed by City, and to consummate the transaction contemplated hereby. All individuals executing this Agreement and all other documents, instruments or agreements required hereunder, on behalf of City, have the legal right, power and actual authority to bind City to the terms and conditions hereof and thereof. 8.2.3. Compliance with Law. City has no knowledge and has received no notice (i) that the City Property is in violation of any applicable statutes, ordinances, and regulations, including those relating to environmental and health and safety requirements including those governing the storage, discharge, use and cleaning of toxic or hazardous substances and materials; (ii) of any presently pending or threatened action or proceeding under any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or pending order or directive of any city, county, state, or federal authority, or any agency thereof, requiring that any work or repair, maintenance, improvement, or pollution or contamination abatement be performed on the City Property. 8.2.4. No Litigation. There are no actions, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of City's knowledge, threatened against City or the City Property or relating to or arising out of the ownership, management, condition, or operation of the City Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau, agency, or other governmental instrumentality. 8.2.5. No Mechanic's Liens. No work has been done upon, or materials delivered to, the City Property by or at the request of City, or with City's knowledge, which is not fully paid for, nor, to the best of City's knowledge, does any person, firm or corporation now have, nor, to the best of City's knowledge, will it have upon the giving of any notice or passage of time or otherwise, any mechanic's or materialman's lien rights with respect to the City Property or any part or parcel thereof. 8.2.6. No Adverse Agreements. There are no adverse possessors, tenancies or occupancy agreements affecting possession of the City Property, or any portion 72500 00882\9639107 1 3/?3/ 1512 thereof, except as disclosed in this Agreement, nor has any option to purchase the City Property, or any portion thereof, been granted by City to any party. No party (other than PD 80 pursuant to this Agreement) has the right to acquire the City Property. 8.2.7. No Bankruptcy Proceedings. City is not the subject of a bankruptcy, insolvency or similar proceeding. 8.2.8. Environmental Status. In accordance with California Health and Safety Code Section 25359.7, City warrants and represents to PD 80 that it is not aware that any release of Hazardous Materials has come to be located upon or under the City Property. Neither City nor, to the actual knowledge of City, without duty of inquiry, any third parties during the period of time the City Property has been owned by City have generated, handled, manufactured, stored, used, transported or discharged any Hazardous Materials on, in or under the City Property, the groundwater or any adjacent property. City is not aware of any underground storage tanks located on or under the City Property. As used herein, the term "Hazardous Materials" shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant or infectious or radioactive material, including but not limited to those substances, materials or wastes regulated now or in the future under any of the following statutes or regulations promulgated thereto: (1) any "hazardous substance" within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA") 42 U.S.C. §9601, et seq. or the California Hazardous Substance Account Act, Cal. Health and Safety Code §25300 et seq. or the Porter -Cologne Water Quality Act, Cal. Water Code § 13000 et seq. or the Hazardous Materials Transportation Act, 49 U.S.C. § 180I, et seq.; (2) any "hazardous waste" within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq.; or (3) any other substance, chemical, waste, toxicant, pollutant or contaminate regulated by any federal, state or local law, statute, rule, regulation or ordinance for the protection of health or the environment, including, without limitation, any petroleum products or fractions thereof. 8.2.9. AS -IS. City acknowledges that City has inspected the PD 80 Property and made its own independent investigation of the PD 80 Property. City further acknowledges that it is acquiring the PD 80 Property "AS -IS," in reliance solely on its own inspection of the PD 80 Property and on PD 80's representations and warranties as set forth herein. 8.3. PD 80 's Covenants. 8.3. L Operation of PD 80 Property. PD 80 shall not hypothecate, transfer, encumber or affirmatively take any other action with respect to the PD 80 Property which would render PD 80 unable to convey the PD 80 Property to City at the Close of Escrow or impair City's intended use of the PD 80 Property as contemplated herein. 8.4. City's Covenants. 8.4.1. Operation of City Property. City shall not hypothecate, transfer, encumber or affirmatively take any other action with respect to the City Property which would render City unable to convey the City Property to PD Gateway at the Close of Escrow or impair PD Gateway's intended use of the City Property as contemplated herein. 7MO.0088319639107.1 Y-131 1513 9. Default. 9.1. Events of Default. The failure of a Party (the "Defaulting Party") to perform any material act to be performed by such Party, to refrain from performing any material prohibited act, or to fulfill any condition to be fulfilled by such Party under this Agreement, or under any agreement referred to herein or attached hereto as an exhibit, within ten (10) days after written notice of such failure from the Non -Defaulting Party shall be an "Event of Default" by the Defaulting Party with respect to the Defaulting Party's obligations hereunder; provided, however, that if more than ten (I0) days are reasonably required in order to cure such Event of Default, then the Defaulting Party shall be entitled to a maximum of thirty (30) days to effect such cure, provided the Defaulting Party commences cure within such ten (10) day period and diligently proceeds to complete such cure within such thirty (30) day period. 9.2. Remedies. Upon the occurrence of any Event of Default by a Defaulting Party, the non -Defaulting Party shall have such rights or remedies available to it under this Agreement or at law or in equity. 10. Casualty Loss, Condemnation. 10.1. Notice Re Condemnation or Casualt • Election. In the event that, prior to the Close of Escrow, all or any portion of the PD 80 Property or City Property is taken or proposed to be taken as a result of the exercise or proposed exercise of the power of eminent domain (a "Condemnation Action"), or all or any portion of the PD 80 Property or City Property is damaged by earthquake, flood or fire (a "Casualty"), then the Party that is the current property owner shall, within ten (10) days thereafter, give written notice of such Condemnation Action or Casualty to the other Party ("Noticed Party"). Such Noticed Party shall have thirty (30) days following receipt of such notice to elect in writing to accept or not to accept the PD 80 Property or City Property, as the case may be, subject to such Casualty or Condemnation Action. Failure of a Noticed Party to notify the other Party of its election within such thirty (30) day period shall be deemed an election not to accept the PD 80 Property or City Property, as the case may be, subject to such Casualty or Condemnation Action. 10.2. Termination of Agreement. In the event that a Noticed Party elects not to accept the PD 80 Property or City Property, as the case may be, subject to such Casualty or Condemnation Action as provided in Section 10.1 above, Noticed Party shall cancel the Escrow by written notice to Escrow Holder and the Party that is the current property owner and this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination), and PD 80 and City shall each bear one- half (112) of the Escrow fee and cancellation charges. In such event, neither Party shall be obligated to the other to close the Escrow hereunder. 10.3. _Proceeds of Condemnation or Casualty Insurance. In the event that a Noticed Party elects to accept the PD 80 Property or City Property, as the case may be, subject to a Casualty or Condemnation Action pursuant to Section 10.1 above, then the Party owning the property shall assign to the Noticed Party all rights, causes of action, claims, benefits, payments and awards arising from such Condemnation Action or Casualty (including, without limitation, 72500,00882\9639107.1 3/23/ 15 14 any amount due from or paid by any insurance company or any other party as a result of the damage). 11. Possession. Possession of the PD 80 Property shall be delivered to City upon the Close of Escrow, subject only to the PD 80 Property Permitted Exceptions. Possession of the City Property shall be delivered to PD Gateway upon the Close of Escrow, subject only to the City Property Permitted Exceptions. 12. Brokerage Commissions. Each Party warrants and represents to the other that no broker, finder or other intermediary hired or employed by it is entitled to a commission, finder's fee or other compensation based upon the transaction contemplated hereby and each Party shall indemnify and hold harmless the other Party from and against any and all claims, liabilities, losses, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees, court costs and litigation expenses) caused by or arising out of the claim of any broker, finder or other intermediary alleging to have been employed or hired by such Party to a commission, finder's fee or other compensation based upon the transaction contemplated hereby. The obligations of PD 80 and City pursuant to this Section 12 shall survive beyond the Close of Escrow or if the Escrow is cancelled, beyond any termination of this Agreement. 13. MiscelIaneous. 13.1. Notices. All notices or other communications between PD 80 and City required or permitted hereunder shall be in writing and personally delivered or sent by certified mail, return receipt requested and postage prepaid, sent by reputable overnight courier (such as Federal Express, UPS or DHL), or transmitted by electronic facsimile transmission (with electronic confirmation of receipt), to the following addresses: If to PD 80: PD Management, Inc. 11516 Nicholas Street, Suite 202 Omaha, NE 68154 Attn: Irving B. Epstein with a copy to: Ted Seldin 30875 Date Palm Drive Cathedral City, CA 92234 and to: Lewis Brisbois Bisgaard & Smith LLP 78-075 Main Street, Suite 203 La Quinta, California 92253 Attention: Gregory R. Oleson, Esq. Phone: (760) 501-0916 Facsimile: (760) 771-6373 Email: Gregory.Oleson@lewisbrisbois.com 72500.00882\9639107.1 31231 1515 If to City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: City Manager with a copy to: Best, Best & Krieger, LLP 74-760 Highway 111, Suite 200 Indian Wells, CA 92210 Attn: David J. Erwin A notice shall be effective on the date of personal delivery if personally delivered before 5:00 p.m. or otherwise on the day following personal delivery, or when received, if transmitted by electronic facsimile transmission (with electronic confirmation of receipt), or two (2) business days following the date the notice is postmarked, if mailed, or on the day following delivery to the applicable overnight courier, if sent by overnight courier. Either Party may change the address to which notices are to be given to it by giving notice of such change of address in the manner set forth above for giving notice. 13.2. Time of the Essence. Time is of the essence for this Agreement and each and every term and provision hereof. 13.3. Interpretation; Governing Law. This Agreement shall be construed as if prepared by both Parties. This Agreement shall be construed, interpreted and governed by the laws of the State of California and the laws of the United States of America prevailing in California. 13.4. Severability. In the event that any phrase, clause, sentence, paragraph, section, article or other portion of this Agreement shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, or against public policy, the remaining portions of this Agreement shall not be affected thereby and shall remain in force and effect to the full extent permissible by law. 13.5. Performance of Acts on Business Days. Unless specifically stated to the contrary, all references to days herein shall be deemed to refer to calendar days. In the event that the final date for payment of any amount or performance of any act hereunder falls on a Saturday, Sunday or holiday, such payment may be made or act performed on the next succeeding business day. 13.6. Attorne s' Fees. In the event of any legal action or other proceeding between the Parties regarding this Agreement, any of the documents attached hereto as exhibits, the PD 80 Property or the City Property (an "Action"), the prevailing Party shall be entitled to the payment by the losing Party of its reasonable attorneys' fees, court costs and Iitigation expenses, as determined by the court. 72500 0088219639107.1 3r_3r 1516 13.7. Post -Judgment Attorneys' Fees. The prevailing Party in any Action shall be entitled, in addition to and separately from the amounts recoverable under Section 13.6 above, to the payment by the Iosing Party of the prevailing Party's reasonable attorneys' fees, court costs and litigation expenses incurred in connection with (a) any appellate review of the judgment rendered in such Action or of any other ruling in such Action, and (b) any proceeding to enforce a judgment in such Action. It is the intent of the Parties that the provisions of this Section 13.7 be distinct and severable from the other rights of the parties under this Agreement, shall survive the entry of judgment in any Action and shall not be merged into such judgment. 13.8. Further Assurances; Survival. Each Party will, whenever and as often as it shall be requested to do so by the other Party, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, any and all such further conveyances, assignments, approvals, consents and any and all other documents and do any and all other acts as may be necessary to carry out the intent and purpose of this Agreement. 13.9. Entire Agreement; Amendments. This Agreement, together with the other written agreements referred to herein, is intended by the Parties to be the final expression of their agreement with respect to the subject matter hereof, and is intended as the complete and exclusive statement of the terms of the agreement between the Parties. As such, this Agreement supersedes any prior understandings between the Parties, whether oral or written. Any amendments to this Agreement shall be in writing and shall be signed by all Parties hereto. 13.10. No Waiver. A waiver by either Party hereto of a breach of any of the covenants or agreements hereof to be performed by the other Party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof. 13.11. Assignment. Neither Party hereto shall assign its rights under this Agreement without the prior written consent of the other Party, which consent may be given or withheld in such Party's sole discretion. 13.12. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, representatives, successors and permitted assigns. 13.13. Headings _Cross -References,- Exhibits. The headings and captions used in this Agreement are for convenience and ease of reference only and shall not be used to construe, interpret, expand or limit the terms of this Agreement. All cross-references in this Agreement, unless specifically directed to another agreement or document, shall refer to provisions in this Agreement and shall not be deemed to be references to any other agreements or documents. Each of the exhibits attached to this Agreement is hereby incorporated into this Agreement by this reference. 13.14. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. 72500.0088M9639107.1 3/23/ 1517 13.15. Effective Date. This Agreement shall become effective on the date (the "Effective Date") this Agreement is executed by the last of the persons required to bind the parties hereto as set forth opposite their respective signatures below. 13.16 Special Condition. Notwithstanding any other term or provision to the contrary set forth in this Agreement, in no event shall this Agreement be interpreted to require a transfer of real property by either party unless the PD $p Property (described in Exhibit "A" attached hereto) and the City Property (described in Exhibit "B" attached hereto) are deemed suitable for transfer by both Parties, and are actually transferred to the other Party under the terms of this Agreement at the Close of Escrow. 13.17 Incor oration of Recitals. The Recitals are hereby incorporated into this Agreement as if fully and completely rewritten. [Signatures Included on Following Page] 72500,00882\9639107.1 31231 1518 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date set forth opposite their respective signatures below. Dated: Dated: PD 80 T & S, LLC, A Nebraska Limited Liabilty Company By: PD Management, Inc. 57 Name: Ted Seldin Title: President Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company By: PD Management, Inc. By: Name: Ted Seldin Title: President CITY: CITY OF PALM DESERT, a California municipal corporation ILZ Name• Title: Approved as to Form: Attest CITY ATTORNEY CITY CLERK By. - By: ------------------------------------------- Name: David Erwin of Best Best &Krieger Rachelle Klassen, City Clerk LLP 7 25 00.008 8 2196 39107 1 31231 1519 ACCEPTANCE BY ESCROW HOLDER Escrow Holder hereby acknowledges receipt of this fully executed Agreement on the day of , 20—, and accepts the escrow instructions set forth herein. ESCROW HOLDER: 0 Name: Title: 72500 0088219639107.1 3l23/ 1520 EXHIBIT "A" Legal Description of PD 80 Land 4843-4346-1665.1 EXHIBIT "A" 72500.0088219639107 I 3f23l15 EXHIBIT '9B" Legal Description of City Land 48434346-1665.1 EXHIBIT "B" 72500.00882\9639107 1 3/23/15 EXHIBIT "C" City Preliminary Title Report (Attached hereto and made part hereof) 48434346-1665.1 EXHIBIT "F" 72500.0088319639107.1 3/23115 EXHIBIT "D" PD 80 Preliminary Title Report (Attached hereto and made part hereof) 72500 0088219639107,1 3/23/ 152 EXHIBIT "E" PD 80 Grant Deed 4843-4346-1665.1 EXHIBIT "E" 72500.0088219639107.1 3/23/ 15 EXHIBIT "F ' Nonforeign Transferor Declaration TRANSFEROR'S CERTIFICATION OF NON -FOREIGN STATUS Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the Property and not the disregarded entity. To inform ("Transferee"), the transferee of that certain real property described in Schedule "1" attached hereto and incorporated herein by this reference, that withholding of tax is not required upon the disposition of the above -referenced real property by a public agency ("Transferor"), the undersigned hereby certifies the following on behalf of the Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign estate or foreign person (as those terms are defined in the Code and the Income Tax Regulations promulgated thereunder); and 2. Transferor's taxpayer identification number is: ; and 3. Transferor's address is: The Transferor understands that this Certification may be disclosed to the Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. The Transferor understands that the Transferee is relying on this Certification in determining whether withholding is required upon said transfer. 72500.0088219639107.1 3/33/ ts2 Under penalty of penury I declare that I have examined this Certification and to the best of my knowledge and belief it is true, correct and complete, and I further declare that I have authority to sign this document on behalf of the Transferor. Dated: 20 "TRANSFEROR" By: Name: Title: 72500.0088219639107. I 3/231 l53 EXHIBIT "G" City Grant Deed 72500.00882\9639107 l 3123/15 EXHIBIT "H" Nonforeign Transferor Declaration TRANSFEROR'S CERTIFICATION OF NON -FOREIGN STATUS Section 1445 of the internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the Property and not the disregarded entity. To inform ("Transferee"), the transferee of that certain real property described in Schedule "I" attached hereto and incorporated herein by this reference, that withholding of tax is not required upon the disposition of the above -referenced real property by , a public agency ("Transferor"), the undersigned hereby certifies the following on behalf of the Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign estate or foreign person (as those terms are defined in the Code and the Income Tax Regulations promulgated thereunder); and 2. Transferor's taxpayer identification number is: ; and 3. Transferor's address is: The Transferor understands that this Certification may be disclosed to the Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. 72500.00882,.9639107. t 3/23/ 152 The Transferor understands that the Transferee is relying on this Certification in determining whether withholding is required upon said transfer. Under penalty of perjury I declare that I have examined this Certification and to the best of my knowledge and belief it is true, correct and complete, and I further declare that I have authority to sign this document on behalf of the Transferor. Dated: —, 20_ "TRANSFEROR" M. Name: Title: 72500 0088219639107. t 3/23/ 153 AGENDA ADDENDUM REGULAR PALM DESERT CITY COUNCIL MEETING THURSDAY, MARCH 26, 2015 CIVIC CENTER COUNCIL CHAMBER 73510 FRED WARING DRIVE, PALM DESERT, CA 92260 XVI. OLD BUSINESS *AMENDED RECOMMENDATION: A. CONSIDERATION OF A MITIGATED NEGATIVE DECLARATION OF ENVIRONMENTAL IMPACT, DEVELOPMENT AGREEMENT, SPECIFIC PLAN, GENERAL PLAN AMENDMENT, AND A CHANGE OF ZONE TO ESTABLISH LAND USE DESIGNATIONS, A TENTATIVE PARCEL MAP TO ESTABLISH NINE PARCELS WITHIN THE SPECIFIC PLAN AREA, AND A TENTATIVE TRACT MAP TO SUBDIVIDE 38+ ACRES INTO 166 SINGLE-FAMILY HOME LOTS, LOCATED ON 152 ACRES NORTH OF GERALD FORD DRIVE, SOUTH OF PACIFIC UNION RAILROAD, EAST OF PORTOLA AVENUE, AND WEST OF TECHNOLOGY DRIVE, Case Nos. DA/SP/GPA/C-Z/EA 14-332, TPM 36792, TTM 36793 (PD 80 T & S, LLC / Palm Desert University Gateway, LLC, Applicants). Rec: *1) Waive further reading and adopt: a) Ordinance No. 1281, approving Development Agreement 14-332, The Millennium Palm Desert Specific Plan, and a Mitigated Negative Declaration of Environmental Impact; b) Resolution No. 2015 - 14, approving General Plan Amendment No. 14-332; c) Ordinance No. 1282, approving Change of Zone 14-332; d) Resolution No. 2015 - 15, approving Tentative Parcel Map 36792 and Tentative Tract Map 36793, subject to conditions. *2) By Minute Motion, approve Agreement For The Exchange of Real Property between the Applicants and City of Palm Desert, as it relates to the subject project, and authorize the Mayor to execute same. Action: POSTED: Monday, March 23, 2015 — 2:45 p.m. AGREEMENT FOR THE EXCHANGE OF REAL PROPERTY THIS AGREEMENT FOR THE EXCHANGE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS (this "Agreement' or "Exchange Agreement"), is made as of this day of , 2015, ("Effective Date") by and between Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company ("PD Gateway"), PD 80 T & S, LLC, a Nebraska Limited Liability Company ("T&S"), (PD Gateway and T&S are hereinafter collectively referred to as "PD 80"), on the one hand and the CITY OF PALM DESERT ("City"), a California municipal corporation, on the other. PD 80 and City are sometimes referred to herein individually as a "Party" and collectively as the "Parties." RECITALS A. PD 80 is the owner of (i) that certain real property commonly known as The Millennium Palm Desert in the City of Palm Desert, County of Riverside, consisting of approximately thirty seven (37) acres more particularly described in Exhibit "A" attached hereto ("PD 80 Land"); (ii) all rights, privileges and easements currently owned by PD 80 which are appurtenant to the PD 80 Land, including, without limitation, all minerals, oil, gas and other hydrocarbon substances on and under the PD 80 Land, as well as all air rights, water, water rights and water stock relating to the PD 80 Land and any other easements, rights -of -way or appurtenances used in connection with the beneficial use and enjoyment of the PD 80 Land, (collectively, the VD 80 Appurtenances"); and (iii) all of the interest of PD 80 in any intangible personal property, to the extent related to or used in connection with the ownership, use and operation of the PD 80 Land or the PD 80 Appurtenances, including all approvals, dedications, subdivision maps and entitlements issued, approved or granted by any governmental agency in connection with the PD 80 Land or the PD 80 Appurtenances, and any and all development rights related to or used in connection with the PD 80 Land or the PD 80 Appurtenances (collectively the "PD 80 Intangible Property"). B. The PD 80 Land, the PD 80 Appurtenances and the PD 80 Intangible Property are collectively hereinafter referred to as the "PD 80 Property". C. City is the owner of (i) that certain real property located in the City of Palm Desert, County of Riverside, consisting of approximately thirty six (36) acres more particularly described in Exhibit "B" attached hereto ("City Land"); (ii) all rights, privileges and easements currently owned by the City which are appurtenant to the City Land, including, without limitation, all minerals, oil, gas and other hydrocarbon substances on and under the City Land, as well as all air rights, water, water rights and water stock relating to the City Land and any other easements, rights -of -way or appurtenances used in connection with the beneficial use and enjoyment of the City Land, (collectively, the "City Appurtenances"); and (Ili) all of the interest of the City in any intangible personal property, to the extent related to or used in connection with the ownership, use and operation of the City Land or the City Appurtenances, including all approvals, dedications, subdivision maps and entitlements issued, approved or granted by any governmental agency in connection with the City Land or the City Appurtenances, and any and all development rights related to or used in connection with the City Land or the City Appurtenances (collectively the "City Intangible Property"). 72500.008 R2\9639107. l 3/23/ 151 D. The City Land, the City Appurtenances and the City Intangible Property are collectively hereinafter referred to as the "City Property". E. The City shall, prior to the completion of the Exchange (as defined below) and at its expense, cause up to three and one half (3.5) acres of a portion of the City Property, Assessor's Parcel No. 694-120-012, to be dedicated to the City for public right of way (the "Overpass Parcel"). The right of way is necessary for the construction of the Portola Avenue interchange at Interstate 10. For purposes hereof, the term "City Property" shall be deemed to be exclusive of the Overpass Parcel. F. PD 80 desires to exchange the PD 80 Property for the City Property, and City desires to exchange the City Property for the PD 80 Property pursuant to the terms and conditions of this Agreement. G. City has approved Tentative Parcel Map 36792 and Development Agreement 14- 322 ("Development Agreement") and other entitlements to implement Specific Plan 14-322. Owner and City will execute Development Agreement concurrently with this Exchange Agreement. The recording of the final version of Tentative Parcel Map 36792 will be a condition precedent to closing the land exchange contemplated by this Exchange Agreement. Subsequent to the recording of the Tentative Parcel Map 36792, the City Property shall incorporate Parcels 1, 2 and E ("Overpass Parcel") and the PD 80 Property will include Parcels 8 and 9. NOW, THEREFORE, based upon the foregoing facts, in consideration of the mutual covenants and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Exchange. Upon the satisfaction or waiver of all of the conditions precedent to the Close of Escrow set forth in Section 5 below, (a) PD Gateway shall acquire the City Property from City (exclusive of the Overpass Parcel) and (b) City shall acquire the PD 80 Property from PD 80 (the "Exchange"). 2. Escrow and Title. 2.1. Escrow Holder. The Exchange shall be consummated through an escrow (the "Escrow") at First American Title Insurance Company, located at 74770 Highway 111, Suite 101, Indian Wells, California 92210, senior escrow officer, Kelly Collier (the "Escrow Holder"). 2.2. Title Company. Any title policies issued for the benefit of the City with respect to the PD 80 Property and to PD Gateway with respect to the City Property, respectively and as applicable, in connection with the Exchange shall be issued by First American Title Insurance Company, located at Corona Pointe, Suite 201, Corona, California, title officer, Steven Clark (the "Title Company"). 2.3. Escrow Instructions. Escrow shall be opened within three (3) days following the execution of this Agreement by delivery to Escrow and acceptance of this Agreement by Escrow Holder in writing. Escrow Holder shall open an Escrow for the 72500.00882\9639107.1 3/23/ 152 consummation of the Exchange pursuant to the terms of this Agreement and this Agreement shall constitute the joint escrow instructions of the Parties to Escrow Holder. Upon Escrow Holder's receipt of the fully executed Agreement, Escrow Holder is authorized to act in accordance with the terms of this Agreement. Buyer and Seller shall execute Escrow Holder's general escrow instructions upon request; provided, however, that if there is any conflict or inconsistency between such general escrow instructions and this Agreement, this Agreement shall control. 2.4. Definition of Close of Escrow. For purposes of this Agreement, the term "Close of Escrow" shall mean the time when Escrow Holder shall have recorded the Grant Deeds as set forth in Section 6.4.5 below. 3. PD Gateway's Approval of Condition of Title / Due Diligence. 3.1. PD Gateway's Review of Condition of Title. Prior to the Effective Date, PD Gateway has received and reviewed that certain Preliminary Title Report Order No. dated , 2014 (the "City Property Preliminary Title Report"), covering the City Property and issued by Title Company, a copy of which is attached hereto as Exhibit "C". Except as specifically noted in Exhibit "C" hereto, PD Gateway hereby acknowledges that PD Gateway has approved those exceptions listed in Schedule B of the City Property Preliminary Title Report. Those exceptions which PD Gateway has approved on the City Property Preliminary Title Report are hereinafter referred to as the "City Property Permitted Exceptions." The City Property Permitted Exceptions shall exclude any delinquent taxes or any taxes due and payable prior to the Close of Escrow and any and all other monetary liens or encumbrances on the City Property. 3.2. City Property Title Insurance Policy. At the option of PD Gateway, and upon PD Gateway's request, at the Close of Escrow and as a condition thereto, the Title Company shall issue to PD Gateway a policy of title insurance (the "City Property Title Policy") as to the City Property, containing the terms and provisions set forth in this Section 3.2. The City Property Title Policy shall be an ALTA Standard Coverage Owner's Policy of Title Insurance issued by the Title Company in an amount determined by PD Gateway, showing fee simple title to the City Property vested in PD Gateway, subject only to non -delinquent taxes and assessments, the City Property Permitted Exceptions, and such other matters as to which PD Gateway may consent in writing. The premium for the City Property Title Policy and any costs in connection with the search and examination of title and/or for the issuance of the City Property Preliminary Title Report shall be paid by PD Gateway. The City Property Title Policy shall be issued without reliance on any indemnity of City or any third party to induce Title Company to issue the City Property Title Policy, without the prior written consent of PD Gateway. If PD Gateway so elects and the Title Company agrees, the City Property Title Policy may include such endorsements as PD Gateway may reasonably request; provided however that all such endorsements shall be issued at PD Gateway's sole cost and expense. In addition, if PD Gateway so elects and the Title Company agrees to issue an ALTA Extended Coverage Owner's Policy (2006 Form), the City Property Title Policy as defined above shall be an ALTA Extended Coverage Policy rather than a ALTA Standard Coverage Policy, with all other elements remaining the same; provided however that such ALTA Extended coverage shall be issued at PD Gateway's sole cost and expense. 72500.00982\9639107.1 3/23/ 153 4. City's Approval of Condition of Title. 4.1. City's Review of Condition of Title. Prior to the Effective Date, the City has received and reviewed that certain Preliminary Title Report Order No. , dated , 2014, covering the PD 80 Property (the "PD 80 Property Preliminary Title Report"), issued by Title Company, a copy of each of which is attached hereto as Exhibit "D". Except as specifically noted in Exhibit "D" hereto, City hereby acknowledges that City has approved those exceptions listed on the PD 80 Property Preliminary Title Report. Those exceptions which City has approved on the PD 80 Property Preliminary Title Report are hereinafter referred to as the "PD 80 Property Permitted Exceptions." The PD 80 Property Permitted Exceptions shall exclude any delinquent taxes or any taxes due and payable prior to the Close of Escrow and any other monetary liens or encumbrances on the PD 80 Property. 4.2. PD 80 Title Insurance Policy. At the option of the City, and upon the City's request, at the Close of Escrow and as a condition thereto, the Title Company shall issue to City a policy of title insurance (, the "PD 80 Property Title Policy") as to all or part of the PD 80 Property, containing the terms and provisions set forth in this Section 4.2. The PD 80 Property Title Policy shall be an ALTA Standard Coverage Owner's Policy of Title Insurance issued by the Title Company in an amount determined by the City, showing fee simple title to the PD 80 Property, vested in City, subject only to non -delinquent taxes and assessments, the PD 80 Property Permitted Exceptions, and such other matters as to which City may consent in writing. The premium for the PD 80 Property Title Policy and any costs in connection with the search and examination of title and/or for the issuance of the PD 80 Preliminary Title Report shall be paid by the City. The PD 80 Property Title Policy shall be issued without reliance on any indemnity of PD 80 or any third party to induce Title Company to issue the PD 80 Property Title Policy, without the prior written consent of City. If City so elects and the Title Company agrees, the PD 80 Property Title Policy may include such endorsements, respectively and as applicable, as City may reasonably request; provided however that all such endorsements shall be issued at City's sole cost and expense. In addition, if City so elects and the Title Company agrees to issue one or more ALTA Extended Coverage Owner's Policy (2006 Form), the "PD 80 Property Title Policy" as defined above shall be an ALTA Extended Coverage Policy rather than an ALTA Standard Coverage policies, with all other elements remaining the same; provided however that such extended ALTA Extended coverage shall be issued at the City's sole cost and expense. 5. Conditions Precedent to Close of Escrow. 5.1. PD 80's Conditions. Each of the following shall constitute a condition precedent to the obligations of PD 80 to close the Escrow and may be waived only by a written waiver executed by PD 80 and delivered to City and to Escrow Holder: 5.1.1. Documents. The applicable documents described in Section 6.3.2 below shall have been deposited in Escrow by City. 5.1.2. Title Policy. If requested by PD 80, the Title Company shall be irrevocably committed to issue the City Property Title Policy upon the Close of Escrow. 72500.00882\9639107.1 3/23/ 154 5.1.3. Acceptance of Property. PD 80 shall be satisfied, after reviewing Title and otherwise conducting Due Diligence as provided in Section 3.3, that the City Property is suitable for its intended uses and acceptable to PD 80. Should PD 80 fail to terminate the Exchange prior to the expiration of the Due Diligence Period as provided in Section 3.3, the City Property shall be deemed suitable and acceptable to the PD 80. 5.1.4. No Material Change. As of the Close of Escrow, there shall be no material change in the City Property that would materially impair PD 80's use or development of the City Property. 5.1.5. Representations and Warranties. All of City's representations and warranties as set forth herein shall be true as of the Close of Escrow. 5.1.6. No Default. City shall not be in material default hereunder. If PD 80 does not give Escrow Holder written notice of City's default, for purposes of this Section 5.1.6 only, City shall be deemed not to be in default hereunder, and Escrow Holder shall proceed with the Close of Escrow as though City were not in default. PD 80's failure to give such notice to Escrow Holder shall not excuse performance by City of any obligation hereunder. 5.1.7 Recordation of Development Agreement and Parcel Map. The City shall have recorded the Development Agreement and final version of Tentative Parcel Map 36792 and the City shall have completed the dedication of the Overpass Parcel (or such other means of exclusion of the Overpass Parcel from the City Property as determined appropriate by the Parties) as contemplated by Recital E hereof. 5.2. City's Conditions. Each of the following shall constitute a condition precedent to the obligations of City to close the Escrow and may be waived only by a written waiver executed by City and delivered to PD 80 and to Escrow Holder: 5.2.1. Documents. The applicable documents described in Section 6.3.1 below shall have been deposited in Escrow by PD 80. 5.2.2. Title Policy. If requested by City, the Title Company shall be irrevocably committed to issue the PD 80 Property Title Policy upon the Close of Escrow. 5.2.3. Acceptance of Property. The City shall be satisfied, after reviewing Title and otherwise conducting Due Diligence as provided in Section 4.3, that the PD 80 Property is suitable for its intended uses and acceptable to the City. Should the City fail to terminate the Exchange prior to the expiration of the Due Diligence Period as provided in Section 4.3, the PD 80 Property shall be deemed suitable and acceptable to the City. 5.2.4. No Material Change. As of the Close of Escrow, there shall be no material change in the PD 80 Property that would materially impair City's use or development of the PD 80 Property. 5.2.5. Representations and Warranties. All of PD 80's representations and warranties as set forth herein shall be true as of the Close of Escrow. 7 2500.W882\9639107. l 3/23/ 155 5.2.6. No Default. PD 80 shall not be in material default hereunder. If City does not give Escrow Holder written notice of PD 80's default, for purposes of this Section 5.2.6 only, PD 80 shall be deemed not to be in default hereunder, and Escrow Holder shall proceed with the Close of Escrow as though PD 80 were not in default. City's failure to give such notice to Escrow Holder shall not excuse performance by PD 80 of any obligation hereunder. 5.2.7. Recordation of Parcel Map and Development Agreement. The City shall have recorded the final version of Tentative Parcel Map 36792 and the Development Agreement and the City shall have completed the dedication of the Overpass Parcel (or such other means of exclusion of the Overpass Parcel from the City Property as determined appropriate by the Parties) as contemplated by Recital E hereof. 6. Close or Cancellation of Escrow. 6.1. Closing Date. 6.1.1. Provided that this Agreement is not earlier terminated pursuant to the terms and provisions hereof and provided that all of the conditions precedent to the Close of Escrow have been satisfied or waived, the Parties agree that the Escrow shall close and Escrow Holder is instructed to close the Escrow on or before July 1, 2015 (the "Closing Date"), unless extended as described in Section 6.1.2; provided however, that in no event shall the Closing Date be later than October 1 , 2015 ("Outside Closing Date"). Escrow Holder by closing the Escrow shall be deemed to have irrevocably committed to cause the Title Company to issue any requested PD 80 Property Title Policy and City Property Title Policy. 6.1.2. In the event that either Party believes it is necessary to extend the Closing Date, that Party shall have the right to unilaterally extend the Closing Date by ten (10) days by providing written notice to the other Party before the Closing Date. Each Party shall only be entitled to one unilateral extension. The Parties may subsequently extend the Closing Date only by written agreement of both Parties, except that in no event shall the Closing Date be later than the Outside Closing Date without the written agreement of both Parties. 6.1.3. In the event that the Close of Escrow fails to occur by the Outside Closing Date, and neither Party is in default of its obligations hereunder, then the Party for whose benefit the non -satisfied condition exists may cancel the Escrow by written notice to the other Party and to Escrow Holder. In the event that, due to an "Event of Default" by a "Defaulting Party" (as the quoted terms are defined in Section 9.1 below), the Close of Escrow fails to occur by the Outside Closing Date, then without waiving any rights or remedies which the non - Defaulting Party may have against the Defaulting Party under Section 9 of this Agreement, the non -Defaulting Party may cancel the Escrow upon written notice to the Defaulting Party and to Escrow Holder. In the event that the non -Defaulting Party elects not to terminate this Agreement, then the non -Defaulting Party may pursue the remedies for such Event of Default as provided in Section 9 below. 7 2500.008 8 2\9639107. 1 3/23/ 156 6.2. Escrow Cancellation. 6.2.1. If, for any reason, the Escrow is cancelled pursuant to Section 6.1.3 above, Escrow Holder shall return to the Parties delivering same all instruments which are then held by Escrow Holder in connection with the Escrow. 6.2.2. If the Escrow is cancelled pursuant to Section 6.1.3 above and neither Party is in default of its obligations hereunder, this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination), and PD 80 and City shall each bear one-half (1/2) of the title and Escrow fee and cancellation charges, if any. In such event, neither Party shall be obligated to the other to close the Escrow hereunder. 6.2.3. If the Escrow is cancelled pursuant to Section 6.1.3 above and PD 80 is the Defaulting Party, PD 80 shall pay the Escrow fee and cancellation charges. 6.2.4. If the Escrow is cancelled pursuant to Section 6.1.3 above and City is the Defaulting Party, City shall pay the Escrow fee and cancellation charges. 6.3. Items to be Delivered into Escrow. 6.3.1. PD 80. On or before one (1) business day prior to the Closing Date, PD 80 shall execute and deposit in Escrow the following: (a) Immediately available funds in the amount of PD 80's share of costs and prorations described in Sections 7.1 and 7.2 below; (b) A fully executed grant deed conveying fee simple title to the PD 80 Property to the City (the "PD 80 Grant Deed"), in the form of Exhibit "E" attached hereto, in recordable form; (c) A nonforeign transferor declaration (the "Nonforeign Transferor Declaration") in the form of Exhibit "F' attached hereto; (d) A California state tax withholding certificate in accordance with the requirements of California Revenue and Taxation Code Sections 18805(d) and 26131 (California Form 593-W for Non -Individual Sellers and California Form 593-C for Individual Sellers), executed by PD 80 (the "California Tax Certificate"); and (e) Such other documents as may be reasonably required by Title Company or Escrow Holder in order to issue one or more of the PD 80 Property Title Policy, if requested by the City, or otherwise required to transfer the PD 80 Property to City in accordance with the terms of this Agreement. 6.3.2. City. On or before one (1) business day prior to the Closing Date, City shall execute and deposit in Escrow the following: 7 2500.00882\9639107.1 3/23/ 157 (a) Immediately available funds in the amount of City's share of costs and prorations described in Sections 7.1 and 7.3 below; (b) A fully executed grant deed conveying fee simple title to the City Property to PD Gateway (the "City Grant Deed"), in the form of Exhibit "G" attached hereto, in recordable form; (c) A nonforeign transferor declaration (the "Nonforeign Transferor Declaration") in the form of Exhibit "H" attached hereto; (d) A California state tax withholding certificate in accordance with the requirements of California Revenue and Taxation Code Sections 18805(d) and 26131 (California Form 593-W for Non -Individual Sellers and California Form 593-C for Individual Sellers), executed by City (the "California Tax Certificate"); and (e) Such other documents as may be reasonably required by Title Company or Escrow Holder in order to issue the City Property Title Policy, if requested, or otherwise required to transfer the City Property to PD Gateway in accordance with the terms of this Agreement. 6.4. Escrow Holder's Instructions. At such time as the conditions precedent to the Close of Escrow have been satisfied or waived, Escrow Holder shall: executed counterparts; 6.4.1. Collate the counterparts of the Exchange Agreement into two fully 6.4.2. Date, as of the Close of Escrow, all instruments calling for a date; 6.4.3. Record the PD 80 Grant Deed and the City Grant Deed in the Official Records of Riverside County, California ("Official Records"); 6.4.4. Give City and PD 80 telephonic and email notice that the Close of Escrow has occurred; and 6.4.5. Deliver to City the PD 80 Property Title Policy, and to PD Gateway the City Property Title Policy, if so requested. 6.5. Post -Closing Matters. After the Close of Escrow, Escrow Holder shall deliver the following: 6.5.1. To City: A copy, as recorded, of the PD 80 Grant Deed for the PD 80 Property, the original Nonforeign Transferor Declaration executed by PD 80, the original California Tax Certificate executed by PD 80, and plain copies of the Nonforeign Transferor Declaration and the California Tax Certificate executed by City. 6.5.2. To PD 80: A copy, as recorded, of the Grant Deed for the City Property, the original Nonforeign Transferor Declaration executed by City, the original California 7 2500.008 82\9639 l 07.1 3/23/ 158 Tax Certificate executed by City, and plain copies of the Nonforeign Transferor Declaration and the California Tax Certificate executed by PD Gateway. 6.6. IRS Form 1099-S. For purposes of complying with Section 6045 of the Code, as amended by Section 1521 of the Code, Escrow Holder shall be deemed the "person responsible for closing the transaction," and shall be responsible for obtaining the information necessary to file and shall file within the time specified with the Internal Revenue Service Form 1099-S, "Statement for Recipients of Proceeds from Real Estate, Broker and Barter Exchange Transactions." 6.7 Dirt Stockpile. The Parties acknowledge that after the Exchange, a stockpile of dirt ("Dirt") will be located on both the property owned by the City and PD Gateway. The City agrees that it shall dust seal the Dirt prior to the Exchange and that the Dirt located on the property owned by PD Gateway after the Exchange may be used by either the City or the Owner on a first come, first serve basis. The Parties agree that no Dirt may be exported from the area included in the Parcel Map without the prior written approval of both the City and PD 80, except the City may use the Dirt on any portion of the Portola/110 interchange. After the Exchange, each Party shall be responsible for maintaining the seal on the portion of the Dirt on their Property. 7. Costs and Prorations. 7.1. Prorations. Escrow Holder shall prorate all non -delinquent real property taxes and assessments as to the City Property between City and PD 80 as of the Close of Escrow based upon a 365-day year and based upon the latest available tax bill. Escrow Holder shall prorate all non -delinquent real property taxes and assessments as to the PD 80 Property, between PD 80 and City as of the Close of Escrow based upon a 365-day year and based upon the latest available tax bill for such property. The Parties agree that if such prorations are inaccurate because the latest available tax bill does not represent the taxes actually assessed, then the Parties will, as soon as tax bills actually covering the period during which the Close of Escrow takes place are available, make such further adjustments outside of the Escrow as may be appropriate so that each Party shall have borne all taxes allocable to the period during which it was the owner of its respective property. 7.2. Costs to be Paid by PD 80. PD 80 shall pay the following costs: 7.2.1. The premium for the City Property Title Policy, if such policy is requested by PD Gateway; 7.2.2. Documentary transfer taxes, if any, due with respect to the transfer of the PD 80 Property; 7.2.3. One-half (1/2) of the Escrow fee. 72500.00882\9639107.1 3/23/ 159 7.3. Costs to be Paid by City. City shall pay the following costs: 7.3.1. The premium for the PD 80 Property Title Policy, and to the extent applicable if one or more of such policies are requested by City; of the City Property; 7.3.2. Documentary transfer taxes, if any, due with respect to the transfer 7.3.3. One-half (1/2) of the Escrow fee. 8. Representations and Warranties; Covenants. 8.1. PD 80's Representations and Warranties. As a material inducement to City to enter into this Agreement, PD 80 makes the following covenants, representations and warranties to City set forth in this Section 8.1 as of the date hereof and as of the Close of Escrow. 8.1.1. Property Owner. PD 80 is the owner of the PD 80 Property and has the right, power and authority to transfer the same to City pursuant to this Agreement. 8.1.2. PD 80's Authority to Execute Agreement. PD 80 T & S, LLC, a Nebraska Limited Liability Company and Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company, are each duly organized and existing under the laws of the state of their organization, and have been duly registered and qualified to transact intrastate business in the State of California. Neither the execution and delivery of this Agreement nor the performance or consummation of the transactions contemplated by this Agreement will result in any breach of or constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or obligation binding upon PD 80. No approvals, authorizations or consents of any public body or of any person are necessary in connection herewith. PD 80 has the legal right, power and authority to enter into this Agreement and all documents, instruments or agreements referenced herein to be executed by PD 80, and to consummate the transaction contemplated hereby. All individuals executing this Agreement and all other documents, instruments or agreements required hereunder, on behalf of PD 80, have the legal right, power and actual authority to bind PD 80 to the terms and conditions hereof and thereof. 8.1.3. Compliance with Law. PD 80 has no knowledge and has received no notice (i) that the PD 80 Property is in violation of any applicable statutes, ordinances, and regulations, including those relating to environmental and health and safety requirements including those governing the storage, discharge, use and cleaning of toxic or hazardous substances and materials; (ii) of any presently pending or threatened action or proceeding under any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or pending order or directive of any city, county, state, or federal authority, or any agency thereof, requiring that any work or repair, maintenance, improvement, or pollution or contamination abatement be performed on the PD 80 Property. 8.1.4. No Litigation. There are no actions, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of PD 80's knowledge, threatened against PD 80 or the PD 80 Property or relating to or arising out of the ownership, management, condition, or operation of the PD 80 Property, in any court or before or by any 7 2500.00882\9639107.1 3/23/ 1510 federal, state, county or municipal department, commission, board, bureau, agency, or other governmental instrumentality. 8.1.5. No Mechanic's Liens. No work has been done upon, or materials delivered to, the PD 80 Property by or at the request of PD 80, or with PD 80's knowledge, which is not fully paid for, nor, to the best of PD 80's knowledge, does any person, firm or corporation now have, nor, to the best of PD 80's knowledge, will it have upon the giving of any notice or passage of time or otherwise, any mechanic's or materialman's lien rights with respect to the PD 80 Property or any part or parcel thereof. 8.1.6. No Adverse Agreements. There are no adverse possessors, tenancies or occupancy agreements affecting possession of the PD 80 Property, or any portion thereof, except as disclosed in this Agreement, nor has any option to purchase the PD 80 Property, or any portion thereof, been granted by PD 80 to any party. No party (other than the City pursuant to this Agreement) has the right to acquire the PD 80 Property. 8.1.7. No Bankruptcy Proceedings. PD 80 is not the subject of a bankruptcy, insolvency or similar proceeding. 8.1.8. Environmental Status. In accordance with California Health and Safety Code Section 25359.7, PD 80 warrants and represents to City that it is not aware that any release of Hazardous Materials has come to be located upon or under the PD 80 Property. Neither PD 80 nor, to the actual knowledge of PD 80, without duty of inquiry, any third parties during the period of time the PD 80 Property has been owned by PD 80 have generated, handled, manufactured, stored, used, transported or discharged any Hazardous Materials on, in or under the PD 80 Property, the groundwater or any adjacent property. PD 80 is not aware of any underground storage tanks located on or under the PD 80 Property. As used herein, the term "Hazardous Materials" shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant or infectious or radioactive material, including but not limited to those substances, materials or wastes regulated now or in the future under any of the following statutes or regulations promulgated thereto: (1) any "hazardous substance" within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA") 42 U.S.C. §9601, et seq. or the California Hazardous Substance Account Act, Cal. Health and Safety Code §25300 et seq. or the Porter -Cologne Water Quality Act, Cal. Water Code § 13000 et seq. or the Hazardous Materials Transportation Act, 49 U.S.C. § 1801, et seq.; (2) any "hazardous waste" within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq.; or (3) any other substance, chemical, waste, toxicant, pollutant or contaminant regulated by any federal, state or local law, statute, rule, regulation or ordinance for the protection of health or the environment, including, without limitation, any petroleum products or fractions thereof. 8.1.9. AS -IS. PD 80 acknowledges that PD 80 has inspected the City Property and made its own independent investigation of the City Property. PD 80 further acknowledges that it is acquiring the City Property "AS -IS," in reliance solely on its own inspection of the City Property and on City's representations and warranties as set forth herein. 72500.00882\9639107.1 3/23/ 1 s l 1 8.2. City's Representations and Warranties. As a material inducement to PD 80 to enter into this Agreement, City makes the following covenants, representations and warranties to PD 80 set forth in this Section 8.2 as of the date hereof and as of the Close of Escrow. 8.2.1. Property Owner. City is the owner of the City Property and has the right, power and authority to transfer the same to PD 80 pursuant to this Agreement. 8.2.2. City's Authority to Execute Agreement. City is a duly organized, validly existing public agency organized and existing under the laws of the State of California. Neither the execution and delivery of this Agreement nor the performance or consummation of the transactions contemplated by this Agreement will result in any breach of or constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or obligation binding upon City. No approvals, authorizations or consents of any public body or of any person are necessary in connection herewith. City has the legal right, power and authority to enter into this Agreement and all documents, instruments or agreements referenced herein to be executed by City, and to consummate the transaction contemplated hereby. All individuals executing this Agreement and all other documents, instruments or agreements required hereunder, on behalf of City, have the legal right, power and actual authority to bind City to the terms and conditions hereof and thereof. 8.2.3. Compliance with Law. City has no knowledge and has received no notice (i) that the City Property is in violation of any applicable statutes, ordinances, and regulations, including those relating to environmental and health and safety requirements including those governing the storage, discharge, use and cleaning of toxic or hazardous substances and materials; (ii) of any presently pending or threatened action or proceeding under any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or pending order or directive of any city, county, state, or federal authority, or any agency thereof, requiring that any work or repair, maintenance, improvement, or pollution or contamination abatement be performed on the City Property. 8.2.4. No Litigation. There are no actions, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of City's knowledge, threatened against City or the City Property or relating to or arising out of the ownership, management, condition, or operation of the City Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau, agency, or other governmental instrumentality. 8.2.5. No Mechanic's Liens. No work has been done upon, or materials delivered to, the City Property by or at the request of City, or with City's knowledge, which is not fully paid for, nor, to the best of City's knowledge, does any person, firm or corporation now have, nor, to the best of City's knowledge, will it have upon the giving of any notice or passage of time or otherwise, any mechanic's or materialman's lien rights with respect to the City Property or any part or parcel thereof. 8.2.6. No Adverse Agreements. There are no adverse possessors, tenancies or occupancy agreements affecting possession of the City Property, or any portion 7 2500.008 82\9639107.1 3/23/ 1.512 thereof, except as disclosed in this Agreement, nor has any option to purchase the City Property, or any portion thereof, been granted by City to any party. No party (other than PD 80 pursuant to this Agreement) has the right to acquire the City Property. 8.2.7. No Bankruptcy Proceedings. City is not the subject of a bankruptcy, insolvency or similar proceeding. 8.2.8. Environmental Status. In accordance with California Health and Safety Code Section 25359.7, City warrants and represents to PD 80 that it is not aware that any release of Hazardous Materials has come to be located upon or under the City Property. Neither City nor, to the actual knowledge of City, without duty of inquiry, any third parties during the period of time the City Property has been owned by City have generated, handled, manufactured, stored, used, transported or discharged any Hazardous Materials on, in or under the City Property, the groundwater or any adjacent property. City is not aware of any underground storage tanks located on or under the City Property. As used herein, the term "Hazardous Materials" shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant or infectious or radioactive material, including but not limited to those substances, materials or wastes regulated now or in the future under any of the following statutes or regulations promulgated thereto: (1) any "hazardous substance" within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA") 42 U.S.C. §9601, et seq. or the California Hazardous Substance Account Act, Cal. Health and Safety Code §25300 et seq. or the Porter -Cologne Water Quality Act, Cal. Water Code § 13000 et seq. or the Hazardous Materials Transportation Act, 49 U.S.C. § 1801, et seq.; (2) any "hazardous waste" within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq.; or (3) any other substance, chemical, waste, toxicant, pollutant or contaminate regulated by any federal, state or local law, statute, rule, regulation or ordinance for the protection of health or the environment, including, without limitation, any petroleum products or fractions thereof. 8.2.9. AS -IS. City acknowledges that City has inspected the PD 80 Property and made its own independent investigation of the PD 80 Property. City further acknowledges that it is acquiring the PD 80 Property "AS -IS," in reliance solely on its own inspection of the PD 80 Property and on PD 80's representations and warranties as set forth herein. 8.3. PD 80 's Covenants. 8.3.1. Operation of PD 80 Property. PD 80 shall not hypothecate, transfer, encumber or affirmatively take any other action with respect to the PD 80 Property which would render PD 80 unable to convey the PD 80 Property to City at the Close of Escrow or impair City's intended use of the PD 80 Property as contemplated herein. 8.4. City's Covenants. 8.4.1. Operation of City Property. City shall not hypothecate, transfer, encumber or affirmatively take any other action with respect to the City Property which would render City unable to convey the City Property to PD Gateway at the Close of Escrow or impair PD Gateway's intended use of the City Property as contemplated herein. 72500.00882\9639107.1 3/23/ 1513 9. Default. 9.1. Events of Default. The failure of a Party (the "Defaulting Party") to perform any material act to be performed by such Party, to refrain from performing any material prohibited act, or to fulfill any condition to be fulfilled by such Party under this Agreement, or under any agreement referred to herein or attached hereto as an exhibit, within ten (10) days after written notice of such failure from the Non -Defaulting Party shall be an "Event of Default" by the Defaulting Party with respect to the Defaulting Party's obligations hereunder; provided, however, that if more than ten (10) days are reasonably required in order to cure such Event of Default, then the Defaulting Party shall be entitled to a maximum of thirty (30) days to effect such cure, provided the Defaulting Party commences cure within such ten (10) day period and diligently proceeds to complete such cure within such thirty (30) day period. 9.2. Remedies. Upon the occurrence of any Event of Default by a Defaulting Party, the non -Defaulting Party shall have such rights or remedies available to it under this Agreement or at law or in equity. 10. Casualty Loss; Condemnation. 10.1. Notice Re Condemnation or Casualty; Election. In the event that, prior to the Close of Escrow, all or any portion of the PD 80 Property or City Property is taken or proposed to be taken as a result of the exercise or proposed exercise of the power of eminent domain (a "Condemnation Action"), or all or any portion of the PD 80 Property or City Property is damaged by earthquake, flood or fire (a "Casualty"), then the Party that is the current property owner shall, within ten (10) days thereafter, give written notice of such Condemnation Action or Casualty to the other Party ("Noticed Party"). Such Noticed Party shall have thirty (30) days following receipt of such notice to elect in writing to accept or not to accept the PD 80 Property or City Property, as the case may be, subject to such Casualty or Condemnation Action. Failure of a Noticed Party to notify the other Party of its election within such thirty (30) day period shall be deemed an election not to accept the PD 80 Property or City Property, as the case may be, subject to such Casualty or Condemnation Action. 10.2. Termination of Agreement. In the event that a Noticed Party elects not to accept the PD 80 Property or City Property, as the case may be, subject to such Casualty or Condemnation Action as provided in Section 10.1 above, Noticed Party shall cancel the Escrow by written notice to Escrow Holder and the Party that is the current property owner and this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination), and PD 80 and City shall each bear one- half (1/2) of the Escrow fee and cancellation charges. In such event, neither Party shall be obligated to the other to close the Escrow hereunder. 10.3. Proceeds of Condemnation or Casualty Insurance. In the event that a Noticed Party elects to accept the PD 80 Property or City Property, as the case may be, subject to a Casualty or Condemnation Action pursuant to Section 10.1 above, then the Party owning the property shall assign to the Noticed Party all rights, causes of action, claims, benefits, payments and awards arising from such Condemnation Action or Casualty (including, without limitation, 72500.(X )882\9639107.1 3i23i 1514 any amount due from or paid by any insurance company or any other party as a result of the damage). 11. Possession. Possession of the PD 80 Property shall be delivered to City upon the Close of Escrow, subject only to the PD 80 Property Permitted Exceptions. Possession of the City Property shall be delivered to PD Gateway upon the Close of Escrow, subject only to the City Property Permitted Exceptions. 12. Brokerage Commissions. Each Party warrants and represents to the other that no broker, finder or other intermediary hired or employed by it is entitled to a commission, finder's fee or other compensation based upon the transaction contemplated hereby and each Party shall indemnify and hold harmless the other Party from and against any and all claims, liabilities, losses, damages, costs and expenses (including, but not limited to, reasonable attorneys' fees, court costs and litigation expenses) caused by or arising out of the claim of any broker, finder or other intermediary alleging to have been employed or hired by such Party to a commission, finder's fee or other compensation based upon the transaction contemplated hereby. The obligations of PD 80 and City pursuant to this Section 12 shall survive beyond the Close of Escrow or if the Escrow is cancelled, beyond any termination of this Agreement. 13. Miscellaneous. 13.1. Notices. All notices or other communications between PD 80 and City required or permitted hereunder shall be in writing and personally delivered or sent by certified mail, return receipt requested and postage prepaid, sent by reputable overnight courier (such as Federal Express, UPS or DHL), or transmitted by electronic facsimile transmission (with electronic confirmation of receipt), to the following addresses: If to PD 80 : PD Management, Inc. 11516 Nicholas Street, Suite 202 Omaha, NE 68154 Attn: Irving B. Epstein with a copy to: Ted Seldin 30875 Date Palm Drive Cathedral City, CA 92234 and to: Lewis Brisbois Bisgaard & Smith LLP 78-075 Main Street, Suite 203 La Quinta, California 92253 Attention: Gregory R. Oleson, Esq. Phone: (760) 501-0916 Facsimile: (760) 771-6373 Email: Gregory.Oleson@lewisbrisbois.com 7 2500.00882\%39107.1 3/23/ 1515 If to City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: City Manager with a copy to: Best, Best & Krieger, LLP 74-760 Highway 111, Suite 200 Indian Wells, CA 92210 Attn: David J. Erwin A notice shall be effective on the date of personal delivery if personally delivered before 5:00 p.m. or otherwise on the day following personal delivery, or when received, if transmitted by electronic facsimile transmission (with electronic confirmation of receipt), or two (2) business days following the date the notice is postmarked, if mailed, or on the day following delivery to the applicable overnight courier, if sent by overnight courier. Either Party may change the address to which notices are to be given to it by giving notice of such change of address in the manner set forth above for giving notice. 13.2. Time of the Essence. Time is of the essence for this Agreement and each and every term and provision hereof. 13.3. Interpretation; Governing Law. This Agreement shall be construed as if prepared by both Parties. This Agreement shall be construed, interpreted and governed by the laws of the State of California and the laws of the United States of America prevailing in California. 13.4. Severability. In the event that any phrase, clause, sentence, paragraph, section, article or other portion of this Agreement shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, or against public policy, the remaining portions of this Agreement shall not be affected thereby and shall remain in force and effect to the full extent permissible by law. 13.5. Performance of Acts on Business Days. Unless specifically stated to the contrary, all references to days herein shall be deemed to refer to calendar days. In the event that the final date for payment of any amount or performance of any act hereunder falls on a Saturday, Sunday or holiday, such payment may be made or act performed on the next succeeding business day. 13.6. Attorneys' Fees. In the event of any legal action or other proceeding between the Parties regarding this Agreement, any of the documents attached hereto as exhibits, the PD 80 Property or the City Property (an "Action"), the prevailing Party shall be entitled to the payment by the losing Party of its reasonable attorneys' fees, court costs and litigation expenses, as determined by the court. 72500.00882\9639107.1 3/23/ 1516 13.7. Post -Judgment Attorneys' Fees. The prevailing Party in any Action shall be entitled, in addition to and separately from the amounts recoverable under Section 13.6 above, to the payment by the losing Party of the prevailing Party's reasonable attorneys' fees, court costs and litigation expenses incurred in connection with (a) any appellate review of the judgment rendered in such Action or of any other ruling in such Action, and (b) any proceeding to enforce a judgment in such Action. It is the intent of the Parties that the provisions of this Section 13.7 be distinct and severable from the other rights of the parties under this Agreement, shall survive the entry of judgment in any Action and shall not be merged into such judgment. 13.8. Further Assurances; Survival. Each Party will, whenever and as often as it shall be requested to do so by the other Party, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, any and all such further conveyances, assignments, approvals, consents and any and all other documents and do any and all other acts as may be necessary to carry out the intent and purpose of this Agreement. 13.9. Entire Agreement; Amendments. This Agreement, together with the other written agreements referred to herein, is intended by the Parties to be the final expression of their agreement with respect to the subject matter hereof, and is intended as the complete and exclusive statement of the terms of the agreement between the Parties. As such, this Agreement supersedes any prior understandings between the Parties, whether oral or written. Any amendments to this Agreement shall be in writing and shall be signed by all Parties hereto. 13.10. No Waiver. A waiver by either Party hereto of a breach of any of the covenants or agreements hereof to be performed by the other Party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof. 13.11. Assignment. Neither Party hereto shall assign its rights under this Agreement without the prior written consent of the other Party, which consent may be given or withheld in such Party's sole discretion. 13.12. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, representatives, successors and permitted assigns. 13.13. Headings; Cross -References; Exhibits. The headings and captions used in this Agreement are for convenience and ease of reference only and shall not be used to construe, interpret, expand or limit the terms of this Agreement. All cross-references in this Agreement, unless specifically directed to another agreement or document, shall refer to provisions in this Agreement and shall not be deemed to be references to any other agreements or documents. Each of the exhibits attached to this Agreement is hereby incorporated into this Agreement by this reference. 13.14. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. 7 2500.008 R 2\96 39107.1 3/23/ 1517 13.15. Effective Date. This Agreement shall become effective on the date (the "Effective Date") this Agreement is executed by the last of the persons required to bind the parties hereto as set forth opposite their respective signatures below. 13.16 Special Condition. Notwithstanding any other term or provision to the contrary set forth in this Agreement, in no event shall this Agreement be interpreted to require a transfer of real property by either party unless the PD 80 Property (described in Exhibit "A" attached hereto) and the City Property (described in Exhibit "B" attached hereto) are deemed suitable for transfer by both Parties, and are actually transferred to the other Party under the terms of this Agreement at the Close of Escrow. 13.17 Incorporation of Recitals. The Recitals are hereby incorporated into this Agreement as if fully and completely rewritten. [Signatures Included on Following Page] 7 2500.00882\9639107.1 3/23/ 1518 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date set forth opposite their respective signatures below. Dated: Dated: PD 80 T & S, LLC, A Nebraska Limited Liabilty Company By: PD Management, Inc By: Name: Ted Seldin Title: President Palm Desert University Gateway, LLC, a Nebraska Limited Liability Company By: PD Management, Inc. By: Name: Ted Seldin Title: President CITY: CITY OF PALM DESERT, a California municipal corporation By:_ Name: Title: Approved as to Form: Attest CITY ATTORNEY CITY CLERK By: Name: David Erwin of Best Best &Krieger Rachelle Klassen, City Clerk LLP 72500. (X)882\9639107.1 3/23/ 1519 ACCEPTANCE BY ESCROW HOLDER Escrow Holder hereby acknowledges receipt of this fully executed Agreement on the day of , 20_, and accepts the escrow instructions set forth herein. ESCROW HOLDER: M. Name: Title: 72500. (X)882\9639107.1 3/23/ 1520 EXHIBIT "A" Legal Description of PD 80 Land 4843-4346-1665.1 EXHIBIT "A" 72500.00882\9639107.1 3/23/15 EXHIBIT "B" Lemal Description of City Land 4843-4346-1665.1 EXHIBIT "B" 72500.00882\9639107.1 3/23/15 EXHIBIT "C" City Preliminary Title Report (Attached hereto and made part hereof) 4843-4346-1665.1 EXHIBIT "F" 72500.00892\9639107.1 3/23/15 EXHIBIT "D" PD 80 Preliminary Title Report (Attached hereto and made part hereof) 72500.00882\9639107.1 3/23/ 152 EXHIBIT "E" PD 80 Grant Deed 4843-4346-1665.1 EXHIBIT "E" 72500.00882\9639107.1 3/23/ 15 EXHIBIT "F" Nonforeign Transferor Declaration TRANSFEROR'S CERTIFICATION OF NON -FOREIGN STATUS Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the Property and not the disregarded entity. To inform ("Transferee"), the transferee of that certain real property described in Schedule "1" attached hereto and incorporated herein by this reference, that withholding of tax is not required upon the disposition of the above -referenced real property by , a public agency ("Transferor"), the undersigned hereby certifies the following on behalf of the Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign estate or foreign person (as those terms are defined in the Code and the Income Tax Regulations promulgated thereunder); and 2. Transferor's taxpayer identification number is: 3. Transferor's address is: and The Transferor understands that this Certification may be disclosed to the Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. The Transferor understands that the Transferee is relying on this Certification in determining whether withholding is required upon said transfer. 72500.00882\9639107.1 3/23/ 152 Under penalty of perjury 1 declare that I have examined this Certification and to the best of my knowledge and belief it is true, correct and complete, and I further declare that I have authority to sign this document on behalf of the Transferor. Dated: _, 20_ "TRANSFEROR" Name: 72500.008 R2\9639107.1 3/23/ 153 EXHIBIT "G" City Grant Deed 7 2500.008 82\9639107. l 3/23/ 15 EXHIBIT "H" Nonforei2n Transferor Declaration TRANSFEROR'S CERTIFICATION OF NON -FOREIGN STATUS Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the Property and not the disregarded entity. To inform ("Transferee"), the transferee of that certain real property described in Schedule "1" attached hereto and incorporated herein by this reference, that withholding of tax is not required upon the disposition of the above -referenced real property by a public agency ("Transferor"), the undersigned hereby certifies the following on behalf of the Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign estate or foreign person (as those terms are defined in the Code and the Income Tax Regulations promulgated thereunder); and 2. Transferor's taxpayer identification number is: ; and 3. Transferor's address is: The Transferor understands that this Certification may be disclosed to the Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. 72500.00882\9639107.1 3/23/ 152 The Transferor understands that the Transferee is relying on this Certification in determining whether withholding is required upon said transfer. Under penalty of perjury I declare that I have examined this Certification and to the best of my knowledge and belief it is true, correct and complete, and I further declare that I have authority to sign this document on behalf of the Transferor. Dated: _, 20_ "TRANSFEROR" Name: Title: 72500.00882\9639107.1 3/23/ 153