Cities Index.
28. Findings and Statement of Overriding Considerations

Anaheim City Council
April 16, 2024

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28. Findings and Statement of Overriding Considerations
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April 16, 2024
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Anaheim City Council
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In order to meet the requirements of the Solid Waste Reduction Act of 1989 (AB 939), the property owner/developer shall implement numerous solid waste reduction programs at the Disneyland Resort, including:
• Facilitating paper recycling by providing chutes or convenient locations for sorting and recycling bins.
• Facilitating cardboard recycling (especially from retail areas) by providing adequate space and centralized locations for collections and baling.
• Facilitating glass recycling (especially from restaurants) by providing adequate space for sorting and storing.
• Providing trash compactors for nonrecyclable materials whenever feasible to reduce the total volume of solid waste and the number of trips required for collection.
• Prohibition of curbside pick-up within The Disneyland Resort. (EIR No. 311, MM 3.10.3- 2 and MM 3.10.3- 3; SEIR No. 340, MM

5.19-1)
MM UTIL-18: Ongoing during project operation, the existing solid waste recycling and waste minimization practices at The Disneyland Resort shall be expanded as feasible to serve new development in The Disneyland Resort. Existing practices include:
• Usage of recycled paper products for stationary, letterhead, and packaging.
• Recovery of materials such as aluminum and cardboard. • Collection of office paper for recycling.

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• Collection of polystyrene (foam) cups for recycling.
• Collection of glass, plastic, kitchen grease, laser printer, toner, cartridges, oil, batteries, and scrap metal for recycling or recovery. (EIR No. 311, PDF 3.10.3-1; SEIR No. 340, MM 5.19-2)
MM UTIL -20: Prior to issuance of each building permit, the property owner/developer shall demonstrate that the plans include provisions for the installation of trash and recycle receptacles near all benches and near high traffic areas such as plazas, transit stops and retail and dining establishments. (SEIR No. 340, MM 5.19-4)
MM UTIL-21: Ongoing during project operation, upon City request and no less than annually or more than semi -annually, the property owner/developer shall prepare and submit to the Planning Director or Planning Services Manager a consolidated Construction Waste Management Report for all development projects on Disney Properties demonstrating that at least 75 percent of non -hazardous construction and demolition debris has been recycled or salvaged, or has otherwise complied with the City’s waste diversion program, which Report shall identify the materials diverted from disposal and whether the materials have been sorted on site or co-mingled. (SEIR No. 340, MM 5.19-5)
(b) Findings of Fact
Conclusions in Prior EIRs
EIR No. 311 did not directly address GHG emissions as such analysis was not required in 1993. According to SEIR No. 340, buildout of the ARSP would result in direct and indirect GHG emissions that would be cumulatively considerable, and the project would have a significant and unavoidable impact.

Project Specific Conclusion
Construction Emissions – Temporary impacts would result from Project construction activities. GHGs would be emitted by off-road and on-road construction equipment and worker vehicles. Construction emissions were calculated using CalEEMod. The results of that analysis provide an order of magnitude estimate of annual GHG emissions that would result from implementation of the Project. The estimated GHG emissions from construction prior to implementation of mitigation are shown in Table 5.7-3 of the Draft Subsequent EIR, and the average annual emissions are 2,745 MTCO 2e for both No
Project and Project conditions. Since the Project would reallocate existing development approvals throughout the Project Site, construction activities, equipment types, and equipment quantities would be the same for the No Project and Project conditions.

Additionally, because the only additional quantifiable mitigation specific to the Project is the use of Tier 4 engines, which creates no demonstrable difference in GHG emissions, the unmitigated and mitigated emissions would be the same. Th ere are currently no applicable quantitative CEQA significance thresholds for GHG emissions.

Since the Project would not involve additional GHG emissions above the No Project condition, the Project, considered in isolation from the underlying Disneyland Re sort

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Project and ARSP Project, would result in a less than significant impact to GHG emissions related to construction emissions. However, because The DisneylandForward Project is an amendment to the overall Disneyland Resort Project as evaluated in EIR No. 311 and continued development of the Disney ARSP Properties as evaluated in SEIR No. 340, although the net emissions would be less than significant, the impact when considered with the previously approved Disneyland Resort Project and the ARSP Project would be significant and unavoidable.

Operations Emissions – Long-term annual GHG emissions attributed to the Project would be generated from vehicle trips generated by the proposed land uses and from the increased use of electricity, natural gas, and water within the Project Site.

GHG emissions were calculated as described in Table 5.7 -6 of the Draft Subsequent EIR and emissions were estimated using the CalEEMod model. MM TRA -8 was incorporated into the model through the inclusion of CAPCOA measures T -3, T-6, T- 7, T-8, T-9, T-10, T-11, T-32, T-34, T-35, and T-39. These measures were incorporated for both Project and No Project scenarios because the VMT calculations used in CalEEMod did not take into account the existing and future Disney TDM Program.

Similarly, MM ENE -1 was incorpora ted into the modeling for the entirety of the Project scenario and the ARSP portions of the No Project scenario, with the incorporation of CAPCOA measure E -1, because the energy calculations used in CalEEMod did not take into account the existing and future requirements of MM ENE-

1. Incorporation of the aforementioned CAPCOA reduction measures associated with MM TRA-8 and MM ENE-1 results in a combined 15% reduction of CO2e for both the Project and No Project scenarios.

All other previously approved mitigation measures noted in Section 5.7.5 of the Draft Subsequent EIR, were not incorporated into the model, as they are already represented in the energy, waste, and water inputs for both the No Project and Project scenarios .

These include MM AQ-1, MM AQ-2, MM AQ-3, MM AQ-4, MM AQ-6, MM AQ- 8, MM AQ-9, MM AQ-10, MM AQ-13, and MM AQ-14, PDF AQ-4, MM ENE-1 through MM ENE-5, PDF ENE-1, MM HWQ-2, MM HWQ-7, PDF POP-1, MM TRA-9, MM TRA -15, MM TRA -16, and MM TRA -19, and MM UTIL 1, MM UTIL-14, MM UTIL-17, MM UTIL-18, MM UTIL-20, and MM UTIL-21 and SR ENE-1 through SR ENE-3. Incorporation of the aforementioned CAPCOA reduction measures associated with MM ENE -1 and MM TRA-8 results in a combined 15% reduction of CO2e for both the Project and No Project scenarios. CalEEMod automatically considers the incorporation of CAPCOA reduction measures as ‘mitigation’, and therefore, outputs reflect the incorporation of these reduction measures in the results for ‘mitigated emissions’. However, as t he incorporation of CAPCOA reduction measures is reflective of the existing Disneyland TDM program (MM TRA -8) and existing requirements set forth by MM ENE -1, these measures should be reflected in the unmitigated net daily operational emissions for both the Project and No Project scenarios. As there are no new mitigation measures and MM TRA-8 and MM ENE-1 represent previously approved mitigation from EIR No. 311 (MM TRA -8) and SEIR No. 340 (MM TRA -8 and MM ENE -1), no mitigated scenario is presented for Operational GHG Emissions.

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GHG emissions in 2045 are estimated to be 144,319 MTCO 2e per year under No Project conditions and 143,907 MTCO 2e per year under Project conditions. As mentioned previously, the Project would allow Disney to transfer previously approved development square footage and hotel rooms to other Disney Properties in the Project Site and no new uses are proposed beyond what was analyzed in EIR No. 311 and SEIR No. 340. As such, the number and types of GHG emission sources under the No Project and Project conditions are not expected to change. While the Project would result in a slight net reduction in GHG emissions over the No Project condition, the Project, which considered with the previously approved Disneyland Resort Project and the ARSP Project, would result in a significant unavoidable impact related to GHG emissions due to the magnitude of total GHG emissions of the prior projects.

GHG Reduction Measures- The goal for GHG emission reductions on the plan and project level is to make a substantial contribution to the larger statewide and regional emissions reductions goals that have been and are being developed. GHG emissions from the Project Site would be re duced through the implementation of statewide measures, including, but not limited to, requirements for new vehicles to have reduced GHG emissions (i.e., the CAFE standards); the low carbon fuel standard; and the increasing amount of renewable energy generation.

There are no new net impacts associated with GHG emissions as a result of the Project; consequently, no new mitigation is required. However, mitigation measures that are already applicable to the Project under existing conditions (No Project), such as thos e identified within EIR No. 311 and Draft Subsequent EIR No 340, are identified below and would apply to the Project. These measures would result in a reduction of GHG emissions associated with both construction and operation, under both the Project and No Project condition. Further, the Project would implement a number of efficiency and sustainability measures, including MMs ENE -1 through ENE-5, PDF ENE -1, MM UTIL 14, and PDF AQ-1 through PDF AQ-4.

Ultimately, development of the Project would continue to provide world- class visitor- serving and recreational uses and continue to contribute to employment opportunities for local communities. The Project would involve integration of theme park and hotel uses which promotes pedestrian travel, use of pedestrian bridges and bicycle infrastructure, and continued use of mass transit from shuttles and light rail, and a would implement a variety of other key sustainability features detailed in Section 3.0, Project Description. The net change related to the Project would not result in significant GHG emissions and a less than significant impact would occur. However, when considered with the previously approved Disneyland Resort Project and the ARSP Project, of whi ch the DisneylandForward Project is an amendment, GHG impacts would be significant and unavoidable. This impact would be new when compared to EIR No. 311, which did not address GHGs, and consistent with SEIR No. 340.

Project Conclusion Compared to Previous EIR Conclusions The Project would result in a significant and unavoidable impact. This impact would be new when compared with the analysis in EIR No. 311, which did not address GHG Emissions. This impact would not be new or substantially more severe when compared with the impact analysis in SEIR No. 340.

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2. Cumulative Impacts
This discussion analyzes whether the Project would have a significant cumulative impact related to greenhouse gas emissions.

(a) Findings
The Project would be developed in accordance with the previously approved mitigation measures and goals established for the purpose of reducing the emissions of GHGs.

While the development of the Project would be consistent with the GHG reduction goals, the Project would result in a cumulatively considerable contribution to a significant cumulative impact related to GHG because of the Project’s overall contribution of GHG emissions. As such, there are no other feasible mitigation measure to reduce the impacts to less than significant, and e ven with implementation of mitigation measures and standard requirements, the Project would result in significant and unavoidable cumulative impacts related to Greenhouse Gas Emissions. The following mitigation measures and standard requirements would apply to the Project:

AQ-1 through MM AQ -11, MM AQ -13, MM AQ -14, MM ENE -1 through MM ENE-5, SR ENE -1 through SR ENE -3, PDF ENE -1, MM HWQ -2 through MM HWQ-7, PDF POP-1, MM TRA-8, MM TRA-9, MM TRA-15, MM TRA-16, MM TRA-19, MM UTIL-1, MM UTIL-14, MM UTIL-17, MM UTIL-18, MM UTIL- 20, MM UTIL-21 (see above).
(b) Findings of Fact
Conclusions in Prior EIRs
EIR No. 311 did not directly address GHG emissions as such analysis was not required in 1993. According to SEIR No. 340, direct and indirect GHG emissions would be cumulatively considerable, resulting in a significant and unavoidable cumulative impact.

Project Specific Conclusion
It is accepted as very unlikely that any individual development project would have GHG emissions of a magnitude to directly impact global climate change; therefore, any impact would be considered on a cumulative basis. As discussed previously, the Project would be developed in accordance with the previously approved mitigation measures and goals established under local and State plans and legislation and consequently would not conflict with an applicable plan, policy, or regulation for the purpose of reducing the emissions of GHGs. While the development of the Project would be consistent with the GHG reduction goals, the Project would result in a cumulatively considerable contribution to a significant cumulative impact related to GHG because of the Project’s overall contribution of GHG emissions.

Project Conclusion Compared to Previous EIR Conclusions The Project would result in a significant and unavoidable cumulative impact. This impact would be new when compared with the impact analysis in EIR No. 311, which

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did not address GHG emissions. This impact would not be new or substantially more severe when compared with the impact analysis in SEIR No. 340.

D. NOISE (Threshold 5.11)

1. Construction Noise (Threshold 5.11a)
This threshold analyzes whether the Project would result in generation of a substantial temporary or permanent increase in ambient noise levels in the vicinity of the project in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies during construction.

(a) Findings
An e xtensive source level measurement survey provided noise data to develop a computer noise model. Bruel and Kjaer’s Predictor software (V2022 rev 1) was used to develop The Disneyland Resort noise model and the respective noise level contours, which determined the resulting sound levels due to construction will exceed the 60 dBA threshold at the property line, with sound levels expected to be approximately 65 to 75 dBA at the nearest sensitive receptors. While mitigation measures would reduce the overall noise levels, construction noise impacts for the development of the Project would exceed established thresholds and impacts would be significant and unavoidable. As such, although mitigation measures would reduce the construction noise impacts by providing noise reduction measures such as physical construction sound barriers and mufflers, and limiting construction noise times and distances from residences, there are no other feasible mitigation measures to further reduce the impact to less than significant. Therefore, even with implementation of mitigation measures and standard requirements, the Project would result in significant and unavoidable cumulative impacts related to construction noise. The following mitigation measures and standard requirements would apply to the Project:

MM NOI-8: Ongoing during construction, the property owner/developer shall ensure that all internal combustion engines on construction equipment and trucks are fitted with properly maintained mufflers. (EIR No. 311, MM

3.8-9; SEIR No. 340, MM 5.10-1)
MM NOI -9: Prior to issuance of each building permit, the property owner/developer shall submit a noise study prepared by a certified acoustical engineer to the satisfaction of the Building Division Manager identifying whether noise attenuation is required and defining the attenuation measures and specific performance requirements, if warranted, to comply with the California Building Code and Sound Pressure Level Ordinance. Ultimate noise attenuation requirements, if any, shall depend on the final location o f such buildings and noise -sensitive uses inside and surrounding the buildings. Attenuation measures, such as but not limited to acoustic sound barriers, shall be implemented by the property owner/developer prior to final building and zoning inspections. (SEIR No. 340, MM 5.10-2)

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MM NOI-10: Prior to issuance of each building permit for construction within 75 feet of noise sensitive receptors, a note shall be provided on building plans indicating that during construction, the property owner/developer shall install and maintain specially design ed construction barriers between the project perimeter and the sensitive receptor. The construction sound barriers shall be a minimum height of 8 feet with a minimum surface weight of 1.25 pounds per square foot or a minimum Sound Transmission C lass (STC) rating of 25. The structure shall be a continuous barrier. Gates and other entry doors shall be constructed with suitable mullions, astragals, seals, or other design techniques to minimize sound leakage when in the closed position. Access doors should be self closing where feasible. Vision ports are permissible providing they are filled with an acceptable solid vision product. (EIR No. 311, MM 3.8 -8; SEIR No. 340, MM 5.10-5)
MM NOI-11: Ongoing during construction and project operation, pressure washing operations for purposes of building repair and maintenance due to graffiti or other aesthetical considerations and in areas along the property line or accessible by the public shall be limited to daytime hours of operation between 7:00 AM and 8:00 PM. (SEIR No. 340, MM 5.10-6) MM NOI -12: Ongoing during construction, property owners/developers shall pay for all reasonable costs associated with noise monitoring which shall include monitoring conducted by a certified acoustical engineer under the direction of the Planning and Building Department four times a year on a random basis to ensure that outdoor construction- related sound levels at any point on the exterior project boundary property line do not exceed 60 dBA between the hours of 7:00 PM and 7:00 AM of the following day where outside construction is occurring. If a complaint is received by the City, additional noise monitoring shall be conducted at the discretion of the City. If the monitoring finds that the 60 dBA threshold is being exceeded, construction activities will be modified immediately to bring the sound level below the 60 dBA requirement, with additional follow -up monitoring conducted to confirm compliance. (SEIR No. 340, MM 5.10-8) MM NOI-13: Prior to issuance of each building permit, a note shall be provided on plans indicating that there shall be no operation of clam shovel drops or vibratory rollers within 25 feet of any existing home. (SEIR No. 340, MM 5.10-11)
MM NOI-14: Prior to issuance of each building permit on Disney ARSP Properties, if pile driving and blasting is anticipated during construction, a noise and vibration analysis must be prepared and submitted to the Planning and Building Department to assess and mitigate potential noise and vibration impacts related to these activities , including site design features such as setbacks and trenches. (SEIR No. 340, MM 5.10-12) MM NOI-17: Prior to the issuance of each building permit, grading permit or demolition permit, a note shall be provided on the plans stating that ongoing during construction, the property owner/developer shall designate

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a noise disturbance coordinator who would respond to neighborhood complaints about construction noise by determining the cause of the noise complaints and requiring implementation of reasonable measures to correct the noise issue.

MM NOI-18: Ongoing during construction, the property owner/developer shall locate all stationary noise -generating equipment such as air compressors and portable generators a minimum of 75 feet from noise sensitive receptors.

MM NOI-19: Ongoing during construction, no impact driven piles shall be allowed in conjunction with the construction of parking structures. (EIR No. 311, MM 3.5-6)
SR NOI-1: Prior to issuance of grading and/or building permits, contractor specifications shall include a note indicating that noise -generating construction activities which produce a sound pressure level at any point along the property line in excess of 60 dBA shall be limited to between the hours of 7:00 AM to 7:00 PM on any day. This requirement is identified in Section 6.70.010 of the City of Anaheim’s Noise Ordinance. Additional work hours may be permitted if deemed necessary by and on approval of the Director of Public Works or Building Official. (EIR No. 311, MM

3.8-7; SEIR No. 340, SR 5.10-1)
MM TRA-13: Prior to approval of each grading plan or issuance of each demolition or building permit, whichever occurs first; implemented during grading and construction, a Truck Route Plan identifying truck routes along arterials, avoiding residential areas to the extent feasible and in compliance with the Sound Pressure Level Ordinance. The Plan shall show conformance with the external noise limits for construction between 7 p.m. and 7 a.m. The Plan shall also prohibit construction traffic on residential streets where improvements are not planned and shall provide measures to ensure that truck drivers are directed away from residential streets and travel on approved routes only. Measures to assist in guiding truck movement on the arterial roadway system include, but are not limited to, provision of truck route maps to truck drivers and placement of flagpersons and construction signage at appropriate locations. The Truck Route Plan shall provide for monitoring of street conditions and potential repairing and/ or repaving by property owner/developer after completion of construction as required by the City Engineer. (EIR No. 311, PDF 3.8-3) (b) Findings of Fact
Conclusions in Prior EIRs
EIR No. 311 found construction noise impacts would be reduced to less than significant with implementation of mitigation measures. SEIR No. 340 concluded that construction activities associated with future development within the ARSP area have the potential to significantly impact noise-sensitive receptors, and, as a result, found a significant and unavoidable construction noise impact.

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Project Specific Conclusion
Analysis of the existing noise and potential increases in noise associated with implementation of the Project is based on technical reports, noise monitoring, and noise prediction modeling conducted as part of the Project’s Noise Study conducted by Veneklasen, dated June 2023 and included as Appendix I to the Subsequent EIR. The model utilized existing noise levels and the noise monitoring on-site to express current and potential future noise levels throughout the Project site. The model was created using ISO 9613, “Attenuation of sound during propagation outdoors". Based on the computer model, the resulting sound levels due to construction will exceed 60 dBA at the property line, with sound levels expected to be approximately 65 to 75 dBA at the nearest sensitive receptors. The most notable impact will occur in the T oy Story Parking Area (future Southeast District and Theme Park East Overlay) when construction is occurring closest to the property line generally within 100 feet.

However, the southern and east ern perimeters of this area includes an existing 12 - to 16-foot barrier wall previously constructed to mitigate noise impacts from construction and operation of the existing parking lot. When future construction activity moves towards the center of the Toy Story Parking Area, the impact will be gradually reduced.

Mitigation measures will also be implemented to limit the amount of disturbance during construction, such construction barriers throughout the Project Site to reduce noise (MM NOI-10; MM TRA-13), assigning a noise disturbance coordinator to respond to neighborhood complaints and adjust operations causing the complaints (MM NOI-17), and locating stationary construction equipment a minimum of 75 feet from noise - sensitive receptors (MM NOI-18).

Implementation of MM NOI-8 requiring that that the property owner/developer ensure all internal combustion engines on construction equipment and trucks are fitted with properly maintained mufflers; MM NOI -9 requiring submittal of a noise study identifying if noise attenuation is required and, if so, proposing noise attenuation measures; MM NOI-11 limiting pressure washing operations for purposes of building repair and maintenance due to graffiti or other aesthetical consideration along the property line to daytime hours of operation between 7:00 a.m. and 8:00 p.m.; MM NOI-12 requiring the property owner/developer to pay all reasonable costs associated with construction noise monitoring to confirm noise between the hours of 7:00 pm to 7:00 am does not exceed the 60 dBA threshold; MM NOI-13 requiring that prior to issuance of each building permit, a note shall be provided on plans indicating that there shall be no operation of clam shovel drops or vibratory rollers within 25 feet of any existing home; MM NOI-14 requiring preparation of a noise and vibration analysis if pile driving and blasting is anticipated during construction on Disney ARSP Properties to assess and mitigate potential noise and vibration impacts related to these activities; and MM NOI -19 prohibiting use of impact driven piles in conjunction with construction of parking structures. Although these mitigation measures would help to reduce the overall noise levels, they may not reduce construction noise impacts to less than significant.

Project Conclusion Compared to Previous EIR Conclusions The Project may result in a temporary potentially significant and unavoidable construction noise impact even with the implementation of mitigation measures. This

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impact would be new when compared with the impact analysis in EIR No. 311, but not new or substantially more severe and consistent with the impact analysis in SEIR No. 340.

2. Cumulative Impacts – Construction Noise
This discussion analyzes whether the Project would have a significant cumulative impact related to construction noise
(a) Findings
Cumulative short-term noise impacts are still anticipated to result from construction of the Project as the Project would surpass the noise threshold, even with mitigation. The Project’s contribution may be cumulatively considerable and therefore would contribute to a significant and unavoidable cumulative impact. Additionally, if cumulative projects were also to be constructed at the same time and in close proximity to the edges of the Project Site, a higher level of noise and/or a longer cumulative period of noise would result when compared to just the Project itself, which would contribute to a significant and unavoidable cumulative impact. As such, there are no other feasible mitigation measure to reduce the impacts to less than significant and e ven with implementation of mitigation measures and standard requirements, the Project would result in significant and unavoidable cumulative impacts related to construction noise.

The following mitigation measures and standards requirements would apply to the Project:

MM NOI-8 through MM NOI-14, MM NOI-17 through MM NOI-19, SR NOI-1, MM TRA-13 (see above).
(b) Findings of Fact
Conclusions in Prior EIRs
EIR No. 311 concluded that residents within 100 feet of construction areas would be exposed to construction noise between 69 and 73 dBA when grading occurs; however, due to the short-term nature of construction noise this would not represent a significant cumulative impact. SEIR No. 340 concluded that buildout of the ARSP would contribute to a significant and unavoidable cumulative construction noise impact; impacts related to construction vibration would not contribute to a cumulative significant impact.

Project Specific Conclusion
The Project as well as other cumulative projects have the potential to result in short - term noise impacts. Noise and vibration impacts during construction would be localized and would occur intermittently for varying periods of time throughout the construction periods of future development activities within the Project Site. The Project would reduce noise and vibratory impacts during construction by complying with the City’s noise ordinance, as well as by implementing MM NOI-6, MM NOI-8, MM NOI-10, MM NOI-11, MM NOI-12, MM NOI-13, MM NOI-14, and MM NOI-17; however, cumulative short-term noise impacts are still anticipated to result from construction of

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the Project. The Project’s contribution may be cumulatively considerable and therefore would contribute to a significant and unavoidable cumulative impact. Similarly, and due to the highly developed nature of this portion of the City, other construction projects in the area may also significantly impact sensitive receptors. Cumulative construction projects would be required to evaluate their cumulative contributions to construction-related noise and to comply with City Code and incorporate appropriate mitigation measures, which would help to reduce cumulative noise impacts. However, if cumulative projects were also to be constructed at the same time and in close proximity to the edges of the Project Site, a higher level of noise and/or a longer cumulative period of noise would result when compared to just the Project itself, which would contribute to a significant and unavoidable cumulative impact.

Project Conclusion Compared to Previous EIR Conclusions Even with implementation of mitigation measures, the Project would result in a significant and unavoidable cumulative impact related to construction noise. This impact would be increased when compared with the impact analysis in EIR No. 311 but would not be new or substantially more severe when compared with the impact analysis in SEIR No. 340.

VIII. Irreversible Environmental Changes, Growth Inducement, and Other CEQA Considerations
Section 7.0 of the Draft Subsequent EIR describes irreversible environmental changes, growth-inducing impacts, and other CEQA considerations.

A. IRREVERSIBLE ENVIRONMENTAL CHANGES
CEQA Guidelines Section 15126(d) requires a Draft EIR to describe any significant irreversible environmental changes which would occur as a result of the proposed action should it be implemented. Construction and long- term operation of the Project would require the commitment and reduction of nonrenewable and/or slowly renewable resources, including petroleum fuels and natural gas (for vehicle emissions, construction, lighting, heating, and cooling of structures) and lumber, sand/gravel, steel, copper, lead, and other metals (for use in building construction, piping, and roadway infrastructure).

Other resources that are slow to renew and/or recover from environmental stresses would also be impacted by Project implementation, such as air quality through the combustion of fossil fuels and production of greenhouse gases and water supply through the increased potable water demands for drinking, cooking, cleaning, landscaping, and general maintenance needs. An increased commitment of public services (e.g., police, fire, and sewer and water services) would also be required. Therefore, implementation of the Project would result in an irreversible commitment of land, energy resources, and public services.

Restoration of the Project Site to pre -developed conditions would not be feasible given the degree of disturbance, the urbanization of the area, and the level of capital investment.

In addition, t he Project Site is currently entitled for additional development associated with buildout of The Disneyland Resort and the ARSP, which would

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increase the demand for nonrenewable resources as detailed above. Because the only increase to development square footage associated with the DisneylandForward Project includes an increase of 4,376 theme park- related parking spaces in the ARSP at the 333 West Ball Road site (ARSP Parking Overlay), there would be no net increase in hotel or theme park development compared to existing entitled conditions. The DisneylandForward Project would also introduce a greater level of efficiency through the mitigation measures and project design features discussed throughout this Draft Subsequent EIR. While many of these efficiencies would be implemented or achieved with or without the DisneylandForward Project, the anticipated demand for nonrenewable resources would be no greater than what would occur without the DisneylandForward.

B. GROWTH-INDUCING IMPACTS
Pursuant to CEQA Guidelines Sections 15126(d) and 15126.2(e), this section is provided to examine ways in which the Project could foster economic or population growth, or the construction of additional housing, either directly or indirectly, in the surrounding environment. To address this issue, potential growth-inducing effects are examined through analysis of the following questions:

1. Would this proposed project remove obstacles to growth (e.g., through the construction or extension of major infrastructure facilities that do not presently exist in the project area or through changes in existing regulations pertaining to land development)?

2. Would this proposed project result in the need to expand one or more public services to maintain desired levels of service?

3. Would this proposed project encourage or facilitate economic effects that could result in other activities that could significantly affect the environment?

4. Would approval of this proposed project involve some precedent-setting action that could encourage and facilitate other activities that could significantly affect the environment?
Obstacles to Growth – New and modified infrastructure facilities are required to accommodate the Project including improvements to on and off -site sewer, water, and electrical facilities and vehicular circulation improvements. The Project would not introduce increased roadwa y capacity in areas that are not already fully developed or planned for development and redevelopment with urban uses, and therefore would not induce unplanned growth. Additionally, the utility infrastructure installed as part of the Project would be sized and located expressly to serve the Project Site (existing and proposed uses), entitled uses, and anticipated growth associated with related projects buildout of the ARSP, and would not, therefore, induce growth in the immediate vicinity. Overall, approval of the Project and associated discretionary actions would accommodate growth, including economic growth, associated with existing entitlements associated with The Disneyland Resort and the ARSP but would not remove an existing regulator y obstacle to growth, but rather, would allow

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for flexibility in the continued development of the Project Site with entitled uses. This is consistent with the findings of EIR No. 311. The Project is not, therefore, considered to be growth- inducing with respect to removal of obstacles to growth.

Expansion of Public Services – The Project would potentially increase the demand for public services (police and fire), however all expanded facilities would be located within the development footprint of the DisneylandForward Project. Therefore, the Project would not necessitate the expansion of existing public service facilities outside the limits of the Project Site in order to maintain desired levels of service. In the event that these facilities or associated resources do need to be expanded in off -site areas, funding mechanisms are in place through existing regulations and standard practices to accommodate such growth. The Project would not, therefore, have significant growth- inducing consequences with respect to public services. This would be consistent with the findings of EIR No. 311 and SEIR No. 340.

Encourage Economic Effects – During project -specific construction associated with the Project, a number of design, engineering, and construction- related jobs would be created, which would last until project -specific construction was completed. This would provide economic stimulus in the area; however, these jobs typically would be filled by existing residents of the region and would not be substantial enough to foster other activities that would have significant effects on the environment. In addition, the Project would result in the addition of employees, which the majority of the anticipated employment positions are typical of the existing employment on the Project Site and within the City associated with visitor-serving uses and may not offer a unique enough opportunity to induce job seekers to relocate to the area for the sole purpose of filling these positions. Nonetheless, implementation of the Project may result in the creation of indirect and induced jobs. Indirect jobs are those that would be created when goods and services are purchased from businesses in the region, and induced jobs are those that are created when wage incomes of those employed in direct and indirect jobs are spent on the purchase of goods and services in the region. This would be c onsistent with the findings of EIR No. 311 and SEIR No. 340.

Precedent-Setting Action – The Project involves continued development of entitled uses and does not involve any changes in the type or amount of allowed development on the Project Site or in the City, with the exception of an increase of 4,376 theme park- related parking spaces in the ARSP. Additionally, these actions, which include flexibility for future development, are Project -specific and would not encourage and facilitate other activities. The Project would continue to function as a visitor-serving use and would be generally consistent with existing land use and planning policies. No changes to any of the City’s building safety standards (i.e., building, grading, plumbing, mechanical, electrical, fire codes) are proposed or required to implement the Proj ect.

Regulatory requirements, and Project -specific mitigation measures have been identified in Sections 5.1 through 5.16 to ensure that implementation of the Project complies with all applicable City plans, policies, and ordinances, as

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applicable, to ensure that there are no conflicts with adopted land development regulations and that environmental impacts are minimized. The Project does not propose any precedent -setting actions that, if approved, would specifically allow or encourage other projects and resultant growth to occur. This would be consistent with the findings of EIR No. 311 and SEIR No. 340.

IX. Project Alternatives
The Draft Subsequent EIR in Section 6.0 considered three alternatives to the Project including Alternative 1- No Project/Continuing Development, Alternative 2- Restrict Removal or Substantial Changes to Listed Historic Features, and Alternative 3 – Development with No Theme Park East Overlay. The three alternatives analyzed in the Draft Subsequent EIR are discussed below, including the basis for rejecting each alternative. In addition, other alternatives were considered and rejected as infeasible as described in Section 6.4 of the Draft Subsequent EIR.

A. ALTERNATIVE 1 - NO PROJECT/CONTINUING DEVELOPMENT

1. Summary of Alternative
According the Section 15156.6(e) of the CEQA Guidelines, a “no project” alternative shall be evaluated to allow decisionmakers to compare the impacts of approving the proposed project with the impacts of not approving the proposed project. Additionally, the no project alternative may represent the continuation of an existing land use or ongoing operation into the future. Thus, the following analysis focuses on the impacts of the Project in comparison to the impacts that would occur under the existing plans, in this case continued development of The Disneyland Resort Project and the ARSP, analyzed in EIR No. 311 and SEIR No. 340, respectively.

The No Project/Continuing Development Alternative assumes that the General Plan land use designations, DRSP Development Districts, and DRSP and ARSP development standards and regulations would remain as they currently pertain to the Project Site. Assumptions include that the 489.7-acre Disneyland Resort Project would proceed as approved, but that the benefits associated with coordinating infrastructure, design, and streetscape improvements between the DRSP and the ARSP as detailed for the DisneylandForward Project would not be realized. Additionally, future development and redevelopment would be subject to existing entitlements and would be specifically limited to the Districts and Overlays as defined by the existing DRSP and ARSP.

The No Project/Continuing Development Alternative would assume that current land use designations, development standards and regulations would remain as they do today, pursuant to the DRSP and ARSP. The DRSP and ARSP areas would continue to be developed in accordance with the current DRSP and ARSP, respectively, and all approved amendments. Under current conditions, development has occurred pursuant to the DRSP and the ARSP; therefore, much of the coordination related to infrastructure, design, and streetscape improvements has already occurred, creating three distinct but complimentary specific plan areas.

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2. Reasons for Rejecting Alternative
A detailed comparison between impacts identified in the Project and Alternative 1 is detailed in Section 6.5.1.

Project Objectives
The No Project /Continuing Development Alternative would allow for continued development of The Disneyland Resort according to current entitlements which would achieve the Project objectives. Under the current DRSP development structure, theme park uses are only allowed in the Theme Park District. As of the date of the Notice of Preparation of this Draft Subsequent EIR, October 21, 2021, Disney has developed approximately 45 percent of the approved square footage for theme park uses, even though most of the Theme Park District is built out. Future development, including additional theme park square footage, would require expansion into new areas or replacement of existing uses in the existing Theme Park District with more dense development. Accordingly, because expansion of theme park uses into new areas would not occur under the No Project/Continuing Development Alternative, this alternative would limit the ability to develop new immersive theme park experiences that would meet and exceed guest expectations. Without allowing for flexibility to meet guest expectations, the Disneyland Resort would attract fewer theme park guests, resulting in decreased economic benefits when compared with the DisneylandForward Project.

Therefore, this alternative would not support any of the identified Project objectives to the same degree as the Project.

Conclusion
The No Project /Continuing Development Alternative, when compared to the DisneylandForward Project, would result in reduced impacts related to Cultural Resources and greater impacts related to Aesthetics, Air Quality, Land Use and Planning, and Tribal Cultural Resources.

B. ALTERNATIVE 2 – RESTRICT REMOVAL OR SUBSTANTIAL

CHANGES TO HISTORIC FEATURES

1. Summary of Alternative
The Alternative to Restrict Removal or Substantial Changes to Listed Historic Features would not allow any future modifications to, or removal of, the structures determined to be historic resources as defined by CEQA. This alternative would continue to allow the transfer of uses permitted under The Disneyland Resort Project to other areas of the DRSP and Disney ARSP Properties, as proposed by the Project, however, any future modifications could not substantially impact the potential Disneyland Theme Park Historic District, the three individually eligible structures (the Hungry Bear Restaurant, Pirates of the Caribbean and the Main Street Railroad Depot), or the Pope House.

Substantial changes include changes or alterations that result in a material change such that the resources no longer convey historic significance. As detailed in Section 5.4, Cultural Resources, the majority of modifications anticipated for the potential Disneyland Theme Parks Historic District would not result in a material change that would affect this potential district. This Draft Subsequent EIR analyzes the potential

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for demolition or substantial changes and finds a significant and unavoidable impact.

However, because these four features are limited to currently developed areas within Disneyland and its back-of-house area, most of the DisneylandForward Project would continue to be implemented as proposed, especially within areas outside of the potential Disneyland Theme Parks Historic District.

2. Reasons for Rejecting Alternative
A detailed comparison between impacts identified in the Project and Alternative 2 is detailed in Section 6.5.2.

Project Objectives
The Alternative to Restrict Removal or Substantial Changes to Listed Historic Features would not meet the underlying purpose of the Project and would totally prevent most updates and changes to Disneyland. Implementation of the Alternative to Restrict Removal or Substantial Changes to Listed Historic Features would restrict substantial modification or removal of potential historic resources, including the potential Disneyland Theme Park Historic District, the three historic resources within Disneyland (the Hungry Bear Restaurant, Pirates of the Caribbean and the Main Street Railroad Depot), and the potentially individually eligible Pope House; therefore, this alternative would frustrate Disney’s objective of being able to change the resort as Disney imagines new and more exciting entertainment for guests.

Additionally, this Alternative would not meet other Project objectives listed below to the same degree as the DisneylandForward Project in that limiting the flexibility of future redevelopment of specific elements would limit Disney’s ability to maximize future guest experiences, potentially limit the volume of visitors seeking new and ever- changing experiences, and limit the ability to more meaningfully contribute to the economic growth of the City.

Infeasibility
As further detailed in the Historical Resources Technical Report, prepared by HRG in May 2023, and included as Appendix D-2 to the Draft Subsequent EIR, given there are contributing resources throughout Disneyland, i mplementation of the Alternative to Restrict Removal or Substantial Changes to Listed Historic Features would be infeasible for the reasons noted above, including inhibiting Disney’s ability to provide new theme park experiences and maximize future guest experiences, potentially limiting the volume of visitors seeking new and ever -changing experiences, and limiting the ability to more meaningfully contribute to the economic growth of the City.

Conclusion
This alternative would avoid or substantially lessen the Project’s significant impact on cultural resources; however, the remaining impacts would be similar to those of the Project. The retention of the four features would eliminate the potentially significant and unavoidable impact related to the loss of historic resources, thus reducing the impacts of the Project.

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C. ALTERNATIVE 3 – DEVELOPMENT WITH NO THEME PARK EAST

OVERLAY

1. Summary of Alternative
The Development With No Theme Park East Overlay Alternative would restrict future development of the 52.6-acre parcel located at 1900 South Harbor Boulevard, identified as the ARSP Theme Park East Overlay in the Project, to current uses allowed under the ARSP. As shown in Table 3- 2, maximum allowable development for this property under the ARSP would be 3,348 hotel rooms, or the property could remain as the Toy Story Parking Lot through June 26, 2024 under Conditional Use Permit No. 2006- 05103C, which has a maximum of 4,635- surface parking spaces. The parcel would remain within the ARSP C -R District in the Low -Medium Density, which allows for development of up to 75 hotel rooms per acre. Although the parcel would be developed and included as part of this alternative, no theme park uses would be permitted on this parcel under this alternative. As detailed in Section 3.0, Project Description, Section

18.116.070 of the City of Anaheim Municipal Code would allow the development of theme parks, entertainment venues, and transportation facilities on this property with approval of a conditional use permit (CUP); however, no CUP would be requested with this alternative. Future development of the remainder of the Project Site would be pursuant to the DisneylandForward Project. This alternative also assumes the planned extensions of Clementine Street and Gene Autry Way would be removed as part of this alternative, thus adjusting the current acreage associated with the parcel to include these street rights -of-way. This al ternative would not modify the development potential associated with the DisneylandForward Project; instead, it would restrict development of theme park uses to specific areas. With the removal of the parcel at 1900 South Harbor Boulevard, the remainder of the maximum theme park square footage would be developed elsewhere within the DisneylandForward site, as shown in Table 3- 2, Uses Currently Allowed Under DRSP/ARSP For Disney Properties, with the exception of theme park uses on the Theme Park East Overlay.

The DisneylandForward Project would not increase the amount of development square footage or hotel rooms currently allowed in the DRSP and analyzed in Environmental Impact Report No. 311, which the City certified in 1993, or the number of hotel rooms currently allowed in the ARSP and analyzed in Supplemental Environmental Impact Report No. 340, which the City certified in 2012. Similarly, this alternative would neither increase nor reduce the amount of hotel rooms currently allowed in the ARSP for the parcel at 1900 South Harbor Boulevard. The purpose of this alternative is to try to reduce or avoid potential noise impacts on adjacent residential uses associated with developing theme park uses on the parcel located at 1900 South Harbor Boulevard.

2. Reasons for Rejecting Alternative
A detailed comparison between impacts identified in the Project and Alternative 3 is detailed in Section 6.5.3.

Project Objectives
The Development With No Theme Park East Overlay Alternative would not support the identified Project objectives to the same degree as the DisneylandForward Project,

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primarily because limiting the potential expansion of theme park uses into new areas limits the potential to attract the same volume of new visitors to the area as would the DisneylandForward Project, which would support a more immersive theme park and hotel experience. Implementation of this alternative would not allow for the potential for development of theme park uses at 1900 South Harbor Boulevard (known as the proposed Theme Park East Overlay), thus limiting the potential for meeting the changing demands of future tourism in Southern California and the City of Anaheim.

This alternative also likely would limit the introduction of theme park uses into the DRSP Southeast District given its smaller size relative to the Theme Park East Overlay. As discussed in the Section 3.0, Project Description, the Southeast District is

24.7 acres and allocated up to 390,000 square feet of theme park uses while the Theme Park East Overlay is 52.6 acres (more than twice the size of the Southeast District) and allocated up to 840,000 square feet of theme park uses. Without development of theme park uses in the Theme Park East Overlay, the Project would lack the synergy important to develop both properties with theme park uses.

Infeasibility
As discussed in the Draft Subsequent EIR, i mplementation of the Development With No Theme Park East Overlay Alternative would be infeasible due to the lack of adequate land in the Southeast District to create a theme park.

Conclusion
Implementation of the Development With No Theme Park East Overlay Alternative would result in substantially similar impacts when compared with the Project. Although impact conclusions would be consistent with the Project, this alternative would create minor differences in the severity of impacts related to Noise. Specifically, according to the Noise Study summarized in Section 5.11, Noise, theme park operations represent a worst case scenario when compared to hotel uses; however, impacts would be reduced to less than significant levels under either scenario. Therefore, this alternative would not avoid or decrease the significant and unavoidable impacts related to Air Quality, Cultural Resources, GHG Emissions, or Noise associated with the DisneylandForward Project.

D. ENVIRONMENTALLY SUPERIOR ALTERNATIVE
CEQA requires the identification of an environmentally superior alternative. CEQA Guidelines Section 15126.6(e)(2) states that if the No Project Alternative is the environmentally superior alternative, then the Draft EIR shall also identify an environmentally superior alternative among the other alternatives. Table 6-3 provides, in summary format, a comparison of the impacts for each alternative to the Project.

Table 6-3 identifies whether the respective alternatives would have similar, less, or greater impacts compared to the impacts of the DisneylandForward Project.

The Restrict Removal or Substantial Changes to Listed Historic Features Alternative has the least impact to the environment because it would eliminate a potential significant and unavoidable impact by retaining the potential Disneyland Theme Park Historic District, the three individually eligible features within the potential Disneyland Theme Park Historic District (the Hungry Bear Restaurant, Pirates of the Caribbean

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and the Main Street Railroad Depot), and the potentially individually eligible Pope House. While this alternative would be environmentally superior to the DisneylandForward Project, it would not meet most of the Project Objectives, particularly the following:
• To support the continued reimagination of The Disneyland Resort to meet and exceed evolving guest expectations for immersive entertainment and technological advances in theme park and other resort experiences. • To continue to fulfill the following vision of Walt Disney: “Disneyland will never be completed…It will continue to grow as long as there is imagination left in the world.”
Additionally, this Alternative would not meet other Project objectives listed below to the same degree as the DisneylandForward Project in that limiting the flexibility of future redevelopment of specific elements would limit Disney’s ability to maximize future guest experiences and more meaningfully contribute to the economic growth of the City.
• To reconfirm and enhance Southern California as one of the world’s greatest tourist destinations;

• To support the ongoing transformation of The Anaheim Resort into a multi-day destination resort for use by Southern California metropolitan area residents, as well as visitors from around the world;
• To promote the goals of the Anaheim General Plan by enhancing visitor-serving commercial uses in the City and to provide a catalyst for the economic and physical enhancement of Anaheim;
• To support the buildout of a fully integrated resort that increases visitation levels and generates an economic base capable of supporting project components consistent with the objectives of the City;
• To maintain and enhance the economic vitality of the City of Anaheim and Orange County by providing business and job opportunities associated with the construction and operation of The Disneyland Resort;
• To enhance The Anaheim Resort by providing a wider range of attractions, hotel accommodations, restaurants, shopping opportunities, and public parking; • To maintain and encourage Anaheim’s position as a nationally recognized tourist, convention and recreation center;
• To increase sales tax yields and further enhance the economic base of the community, thereby lessening the tax burden on real property; and • To encourage the development of quality facilities that complement conventions, family entertainment, and recreation within appropriate areas of the community.

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X. Statement of Overriding Considerations
CEQA, California Public Resources Code Section 21000, et seq. (Public Resources Code § 21081(b) and CEQA Guidelines § 15093), requires a public agency to balance the benefits of a project against the project’s significant and unavoidable adverse impacts in determining whether to approve the project. The DisneylandForward Project, encompassing the approvals listed previously in Section III. Project Description and detailed in Section 3 of the Draft Subsequent EIR, will result in environmental effects, which, although mitigated to the extent feasible by the implementation of mitigation measures required for the Project, will remain significant and unavoidable, as discussed in the Final Subsequent Environmental Impac t Report (EIR) and CEQA Findings of Fact. Significant and unavoidable impacts related to Air Quality, Cultural Resources, Greenhouse Gas Emissions, and Noise are the impacts for which this Statement of Overriding Considerations is required. Details related to each significant and unavoidable impact are detailed above.

The Anaheim City Council finds and determines in approving the DisneylandForward Project that the Final Subsequent EIR has considered the identified means of mitigating or avoiding the Project's significant effects and that to the extent any significant environmental effect remains unavoidable or not mitigated to below a level of significance after mitigation, such impact is acceptable in light of the social, legal, economic, environmental, technological and other Project benefits discussed below, and such benefits override, outweigh, and make "acceptable" any such remaining environmental impacts of the project (CEQA Guidelines § 15092(b)).

The Project will provide the following benefits and considerations, taken together or individually, outweigh such significant and unavoidable adverse environmental impacts. All of these benefits and considerations are based on the facts set forth in the Findings, the Final Subsequent EIR (including, without limitation, the Draft Subsequent EIR, including appendices, the response to comments, and the record of proceedings for the Project.) The Anaheim City Council determines that the evidence in the record constitutes substantial evidence to support the determinations made in this Statement of Overriding Considerations, that the facts stated in this document and in the Findings are supported by substantial evidence in the record, including testimony received at the public hearing, the staff presentations, staff reports and all materials in the City’s Project files. The Anaheim City Council also determines that to the extent other evidence was presented that is contrary to the determinations made herein or in the Findings, such evidence was nevertheless considered, weighed and determined to be either lacking in credibility or insufficient in weight to detract from the determinations made herein or in the Findings such that the Anaheim City Council reached these determinations after due consideration of all evidence presented to it.

Each of these benefits and considerations is a separate and independent basis that justifies approval of the Project, so that if a court were to set aside the determination that any particular benefit or consideration will occur and justifies project approval, the Anaheim City Council determines that it would stand by its determination that the remaining benefit(s) or consideration(s) is or are sufficient to warrant project approval.

Facts in Support of Statement of Overriding Considerations: The Anaheim City Council hereby finds that the substantial benefits resulting from implementation of the

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Project outweigh the potential unavoidable adverse effects related to air quality, cultural resources, greenhouse gas emissions, and noise. The Anaheim City Council has reviewed the substantial evidence before this decision-making body and concludes these potentially significant unavoidable impacts are acceptable based upon the overriding considerations set forth in these Findings. Any of these overriding considerations is sufficient to support the Anaheim City Council’s determinations herein:

1. Provides Economic Benefits to the City of Anaheim: The Disneyland Resort is the largest employer in the City of Anaheim and is one of the main engines supporting the City’s economy. Based on a June 5, 2023 study conducted by California State University, Fullerton, for every $1,000,000,000 Disney invests in the City of Anaheim, the City of Anaheim receives $15,000,000 in annual tax revenue from Resort operations and $253,000,000 in economic output. The DisneylandForward Project is expected to generate revenue to the City from transient occupancy taxes (TOT) and sales taxes and Disney is not requesting any public funding for the Project. This additional revenue will increase the City’s General Fund, which is used for a wide variety of public benefits, including funding police and fire personnel and resources, local school districts, parks, libraries, and capital improvements.

2. Provides Jobs: The DisneylandForward Project will require local workers to fill construction and skilled labor jobs over the 40- year buildout period. Because the Project will be developed over an extended timeframe, permanent part -time and full-time jobs also will be required over this same period and into the future. These jobs will be available to local workers and will include hotel, theme park, retail, dining, and other service industry work. Based on a study conducted by California State University, Fullerton, for every $1,000,000,000 Disney invests in the City of Anaheim, 4,480 construction jobs over a four -year period and 2,292 operational jobs are added to the local economy.

3. Sustainability and Efficiency: The Project will continue to implement sustainability features that go beyond compliance with federal, State and local environmental rules and regulations. The Project will incorporate key sustainability features, including the following: high- efficiency l ighting and other electrical equipment; water efficient landscaping and irrigation systems; water saving fittings, fixtures, and equipment; incorporation of electric vehicle chargers; use of recycled paper products; and recovery and recycling of materials.

4. Increased Pedestrian Safety: The Project has been designed to increase pedestrian circulation and safety throughout The Anaheim Resort. The Project proposes new and enhanced pedestrian linkages between land uses and areas of the Project Site, including landscaped walkways, promenades, and plazas. The Project also includes grade-separated pedestrian bridges or crossings to reduce potential pedestrian/vehicular conflicts and improve pedestrian and vehicular circulation in The Anaheim Resort; specifically, the Project will include construction of at least one and up to three pedestrian bridges over Harbor Boulevard north of Disney Way and south of Manchester Avenue, improving pedestrian connectivity and safety within The Disneyland Resort. The Project may also construct two additional

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pedestrian bridges or crossings over Disneyland Drive between Magic Way and Katella Avenue.

5. Bicycle Circulation: The Project will install bicycle facilities, including the following: a Class I Bike Path on the east side of Walnut Street from Ball Road to Katella Avenue; a Class I Bike Path on the north side of Disney Way between Anaheim Boulevard and Clementine Street; a single two -way, off-street, shared- use pathway for pedestrians and bicycles on the west side of Clementine Street between Alro Way and Disney Way; and a bike parking facility in the East Parking Area and/or Parking Overlay just north of the East Parking Area. The Project also will dedicate right- of-way and contribute in- lieu fees to fund proposed Class II bicycle lanes on Ball Road east of Walnut Avenue and on Haster Street south of Katella Avenue.

6. Vehicle Trip Reduction: The Project will continue to implement trip reduction measures, including those that directly support alternative means of transportation like transit, bicycle travel, and pedestrian movement. The Project will continue to implement Disney’s T ransportation Demand Management (TDM) program that includes: bicycle parking and amenities; online ride-matching and carpool/vanpool program; guaranteed return trip program; incentives for using alternative travel modes; flex schedule and telecom muting; electric vehicle parking and incentives; shuttle services; and promotions, marketing and education to make employers and employees aware of the various programs and benefits offered. Additionally, the Project will implement specific improvements to reduce vehicle miles traveled, including use of the East Esplanade Transportation Center and construction of pedestrian bridges or crossings within The Anaheim Resort.

7. Structural Height and Setbacks: The Project will implement modified height restrictions and a Sky Exposure Plane to limit heights and require buildings to step back from the property line along certain roadways to reduce visual exposure from adjacent, off-site uses. The Project would 1) permit more natural light to reach the street or property line adjacent to a proposed building or structure, and 2) reduce the apparent bulk and mass of any building. The Project also will require compliance with the 360- Degree Architectural Treatment Criteria set forth in the Disneyland Resort Specific Plan and the Anaheim Resort Specific Plan to ensure sufficient screening from adjacent properties.

8. Affordable Housing: The Project will pay $30 million into a public trust established or specified by the City to be used to provide affordable housing residential units and housing affordability programs as determined by the City.

9. Parks Payment: The Project will pay $8 million for park improvements in the City outside of The Anaheim Resort, as determined by the City.

10. Katella Avenue Sewer Improvements: The Project will pay $10 million for upgrades to the Katella Avenue sewer infrastructure.

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