Agenda packet — Banning City Council, February 26, 2026 (part 2 of 6)

ORDINANCE NO. 1618

AN ORDINANCE OF THE CITY OF BANNING, CALIFORNIA,

APPROVING AN AMENDMENT TO THE CITY OF BANNING OFFICIAL
ZONING MAP AND APPROVING ZONE CHANGE 20-3502 REZONING
CERTAIN TERRITORY IN THE CITY LOCATED SOUTH OF I-10 AND THE

UNION PACIFIC RAILROAD, AND WEST OF SUNSET AVENUE
(ASSESSOR’S PARCEL NUMBERS (APNS): 537-110-003 THROUGH - 005, 537-110-011 THROUGH -014) AND PRE-ZONING PRIOR TO

ANNEXATION CERTAIN TERRITORY IN THE SPHERE OF INFLUENCE

OF THE CITY LOCATED SOUTH OF THE NORTHERN BOUNDARY OF
WESTERN AVENUE AND WEST OF SUNSET AVENUE (APNS 537-120- 013, 537-120-025, AND 537-120-028 THROUGH -036).

WHEREAS, the City of Banning, California, (“City”) is a general law city and a municipal corporation of the State of California; and
WHEREAS, NP Banning Industrial, LLC, a Missouri Limited Liability Corporation (“Owner”) is proposing to develop a master planned project including industrial and commercial uses and various public facilities, including parkland and open space, with on-and off-site related improvements (“Project”) on approximately 533.8 acres of real property located within the City of Banning and the County of Riverside, with approximately 253.7 acres of this real property located in unincorporated County of Riverside and the City’s southerly sphere of influence. The property is comprised of assessor’s parcel numbers (APNs): 537-110-003 through -005, 537-110-011 through - 014, 537-120-013, 537-120-025, and 537-120-028 through -036, and more specifically described on Exhibit A attached hereto and incorporated herein by this reference (“Project Site”); and
WHEREAS, the Project site is, or will be made, subject to the following entitlements: Resolution 2026-29, approving General Plan Amendment No. 20-2501 and Specific Plan No. 20-2002; this Ordinance approving Zone Change 20-3502; Ordinance No. 1620 approving a Development Agreement (“Development Agreement”) between the City and Owner and Resolution No. 2026-31 approving Tentative Parcel Map No. 38118 to reconsolidate all existing parcels of the Property into 34 parcels and five lettered lots; and Resolution No. 2026-28, certifying an Environmental Impact Report (EIR), SCH Number 2021020011, Adopting Findings and a Statement of Overriding Considerations, and Adopting a Mitigation Monitoring and Reporting Program (collectively “Entitlements”); and
WHEREAS, the City has received from Owner a request to annex the portion of the Property located in the sphere of influence of the City and is adopting, or will adopt, Resolution 2026-30 approving a Plan of Service and such annexation and recommending approval of such annexation to LAFCO.

WHEREAS, concurrently with consideration of the Project, the City is considering General Plan Amendment (GPA) 22-2502, and Zone Change (ZC) 22-3502, to amend the existing land use designation on twelve parcels that are not a part of the Project Site of land from Public Facilities – School (PF-S) to Very High Density Residential (VHDR), 181
Ordinance No. 1618

Page 2 ends

and amending the Zoning District classification from Public Facilities – School (PF-S) to Very High Density Residential (VHDR) (collectively, “MSJC Site Entitlements”), for 40.9 acres of a 49.2-acre site located at the southeast corner of Westward and Sunset Avenues (APNs: 537-140-004, 537-140-006 through -012, 537-150-001, 537-150-003 and -004, 537-150-008, and 537-140-001 through -003 (collectively the “MSJC Site”) to ensure that approval of the Project will not result in a net loss of residential housing capacity; and
WHEREAS, in compliance with Government Code Section 65854, the City Planning Commission provided notice and held a duly noticed public hearing on the Project at a special meeting on September 25, 2025, further considered the Project at separately noticed continuation of such meeting on November 5, 2025 and at a continuation of that meeting to a special meeting on November 17, 2025, voted 3 in support and 2 opposed, passing a resolution recommending the City Council deny the Project applications. At the same special meeting, the Planning Commission voted 5 in support and none opposed, passing a resolution recommending the City Council deny the MSJC Site Entitlements; and
WHEREAS, the City prepared the Final EIR, including the Draft EIR (collectively, the “FEIR”) and, pursuant to Public Resources Code section 21092.5, the City provided copies of the FEIR to all commenting agencies and persons requesting copies of the responses; and
WHEREAS, at the January 28, 2026 special meeting, the City Council of the City of Banning (the “City Council”) held a public hearing, commenced deliberation and voted five in favor and none opposed to continue deliberation of the matter at a special meeting on February 26, 2026; and
WHEREAS, the City Council has reviewed the staff report, Planning Commission recommendation, environmental documentation, proposed general plan amendment and zone change, Sunset Crossroads Specific Plan, development agreement, parcel map and supporting materials, and public testimony and has determined that approval of Zone Change 20-3502 is appropriate under Chapter 17.116 of the Banning Municipal Code and consistent with the policies and programs of the City of Banning General Plan, any applicable specific plan and zoning ordinances; and
WHEREAS, the Project reduces environmental impacts by incorporating the reduction in industrial uses generally as contemplated by Alternative 4, the Reduced Industrial Alternative, which was identified as the Environmentally Superior Alternative in the FEIR, including by (1) eliminating the extension of Lincoln Street over the Smith Creek drainage, buildout of Highland Home Road north of Sun Lakes Boulevard and the related fire road access and (2) eliminating Industrial buildings in Planning Areas 2, 3, 7, 8 and 9 and all cold-storage uses, thereby reducing overall Industrial square footage to a maximum of 4,749,000 square feet, which is an even greater reduction in square footage and elimination of more buildings than considered in Alternative 4. The Project also modifies and reduces impacts to the Commercial land uses by removing construction of the truck fueling operation, modifying the mix of commercial uses, and reducing the maximum commercial square footage to 223,753 square feet, including up to 200,000 square feet discount club use, plus an approximately 125 room hotel; and 182
Ordinance No. 1618

Page 3 ends

WHEREAS, the City, as “Lead Agency” under the California Environmental Quality Act (“CEQA”) and the CEQA Guidelines, concurrently with adoption of this Resolution pursuant to adoption of Resolution 2026-28, certified the FEIR as supplemented by the Supplemental CEQA Memorandum dated October 23, 2025 to address revisions to the Project and the Sunset Crossroads Project—Modified Project V2.1 Trip Generation Assessment dated February 20, 2026 to address further reductions in Project industrial square footage and related traffic impacts, each prepared by Urban Crossroads, Inc. (collectively “Supplemental CEQA Memoranda”) and adopted Findings and Statement of Overriding Consideration and a Mitigation Monitoring and Reporting Program and determined that the FEIR as so supplemented sufficiently analyzes both the feasible Mitigation Measures necessary to avoid or substantially lessen the Project's potential environmental impacts and a range of feasible alternatives capable of eliminating or reducing these effects while feasibly attaining most of the basic objectives of the Project in accordance with CEQA and the State CEQA Guidelines, and has determined that the Zone Change has been fully analyzed per CEQA under the FEIR and all other legal prerequisites to the adoption of this Ordinance have occurred.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BANNING DOES ORDAIN AS FOLLOWS:

SECTION 1. RECITALS
That the above Recitals are true and correct and are incorporated as though fully set forth herein.

SECTION 2. OFFICIAL ZONING MAP AMENDMENTS.

The City Council hereby approves ZC 20-3502, zoning land lying within the jurisdiction of the City and pre-zoning land in the City’s sphere of influence, and directs the Community Development Director to amend the City of Banning Official Zoning Map, as depicted in Exhibit A to this Ordinance and incorporated by this reference, to amend the zoning classifications of the Real Property legally described on Exhibit B-1 and Exhibit B-2 to this Ordinance, each incorporated by this reference, from High Density Residential, Medium Density Residential, Low Density Residential, General Commercial and Open Space - Resource and Open Space – Parks, where applicable, to “Specific Plan - Sunset Crossroads” to provide General Commercial (GC), Industrial (I), Open Space – Parks (OS-P), and Open Space – Resources (OS-R) land uses pursuant to the Sunset Crossroads Specific Plan adopted pursuant to Resolution 2026-29 by the City Council and the following, in each case subject to termination of this approval as set forth in the Development Agreement if the First Installment of the Public Benefit Fee (each as defined in the Development Agreement) is not timely paid in accordance with the terms of Section

5.2.1 of said Development Agreement.

A. Zone Map Change. The portion of the Property legally described on Exhibit B-1, comprising APNS 537-110-003 through -005, 537-110-011 through -014 is within the jurisdiction of the City and is hereby zoned to “Specific Plan - Sunset Crossroads”.

B. Pre-Zoning. The portion of the Property legally described on Exhibit B-2, comprising APNS 537-120-013, 537-120-025, and 537-120-028 through -036 is 183
Ordinance No. 1618

Page 4 ends

located in the sphere of influence of the City and is hereby pre-zoned to “Specific Plan - Sunset Crossroads”. This pre-zoning shall take effect upon execution of a Certificate of Completion by the Riverside County Local Agency Formation Commission for the annexation.

SECTION 3. FINDINGS FOR APPROVAL OF ZC 20-3502.

BMC Section 17.116.040 provides that upon receipt of the Planning Commission's recommendation, the City Council may approve, approve with modifications, or disapprove the proposed amendment based upon its findings. Amendments to the Zoning Ordinance shall be adopted by ordinance. Further, BMC Section 17.116.050 provides that an amendment to the Zoning Ordinance may be adopted only if the following findings are made. The City Council hereby finds and determines as follows:

A. FINDING No. 1: The proposed Amendment is consistent with the goals and policies of the General Plan.

Findings of Fact: The proposed ZC 20-3502 is consistent with the goals and policies of the General Plan. The proposed amendment will establish a land use pattern consistent with the corresponding general plan amendment 20- 2501, allowing for General Commercial and Industrial districts while preserving natural on-site drainages and open spaces with Open Space designations to maintain an appropriate balance of land uses in the City and through adoption of a Specific Plan will regulate such uses to allow for the orderly development of the Property. The Project will assist with the development of a circulation system that serves the needs of the City (Circulation Element Policy 6) through dedication of land and widening of key roadways, provision of other infrastructure and payment of fair share of fees such that City streets are able to maintain peak hour LOS D or better with implementation of the Project and City and regional capital improvements. The proposed zoning will also create economic opportunities consistent with the goals and policies in the General Plan Economic Development Element, such as the following:
• Goal: A balanced, broadly-based economy that provides a full range of economic and employment opportunities, while maintaining high standards of development and environmental protection.
• Policy 2 The City shall take a proactive role in the retention of existing businesses and the recruitment of new businesses, particularly those that generate and broaden employment opportunities, increase discretionary incomes, and contribute to City General Fund revenues.
• Program 6.B Preserve highway commercial land use designations at interchange locations, and encourage the location of high quality freewayserving businesses.

Further detailed findings of consistency between the Project and the General Plan are set forth in the FEIR and Resolution 2026-29 adopted by the City Council prior to or concurrently with adoption of this Ordinance, which findings and supporting evidence has been previously considered by the City Council in connection with the Project.
184
Ordinance No. 1618

Page 5 ends

B. FINDING No. 2: The proposed Amendment is internally consistent with the Zoning Ordinance.

Findings of Fact: The proposed zone change is internally consistent with the Zoning Ordinance because the zone change will implement zoning map changes authorized by Banning Municipal Code Chapter 17.96, authorizing adoption of Specific Plans by the City Council including adoption of the Sunset Crossroads Specific Plan adopted concurrently with adoption of this Ordinance pursuant to Resolution 2026-29. The proposed Project shall require an amendment to Banning Municipal Code Section 17.96.080 - Specific plan zoning districts and zoning map designations. Inclusion of the Sunset Crossroads Specific Plan in the BMC will immediately make it consistent with the zoning ordinance. As required by state law and provided that the MSJC Site Entitlements are adopted by the City Council, the proposed Project involves a transfer of residential density from Sunset Crossroads development project site to the MSJC Site to accommodate the commercial/industrial development project. The transfer of residential development capacity is consistent with state housing law in that it ensures no net loss in the residential development capacity identified in the City’s General Plan. The proposed density transfer can be accommodated on an approximately 41-acre site because the proposed density range is from 24 to 30 dwelling units per acre, consistent with the Zoning Ordinance and development standards for the Very High Density Residential zone and General Plan Housing Element goals and Programs 4 which require the City to create very high density zoning with a range of 24-30 du/acre.

C. FINDING No. 3: That the City Council has independently reviewed and considered the requirements of the California Environmental Quality Act.

Findings of Fact: The Sunset Crossroads FEIR has been prepared for the Project in accordance with the California Environmental Quality Act (Pub.

Resources Code, § 21000 et seq.) (CEQA). The City Council has conducted an independent review and is concurrently certifying the Sunset Crossroads FEIR (SCH# 2021020011), including the DEIR and certain Supplemental CEQA Memoranda as compliant with CEQA and has adopted the related CEQA Findings, Statement of Overriding Consideration, and Mitigation Monitoring and Reporting Program for the Project pursuant to Resolution No. 2026-28 concurrently with or prior to adoption of this Ordinance.

SECTION 5. SEVERABILITY.

If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of any competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance, and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the Ordinance would be subsequently declared invalid or unconstitutional.

SECTION 6. CERTIFICATION.

The City Clerk is directed to certify the passage and adoption of this Ordinance; cause it 185
Ordinance No. 1618

Page 6 ends

to be entered into the City of Banning’s book of original ordinances; make a note of the passage and adoption in the records of this meeting; and, within fifteen (15) days after the passage and adoption of this Ordinance, cause it to be published or posted in accordance with California law.

SECTION 7. EFFECTIVE DATE.

This Ordinance shall take affect thirty (30) days after its second reading by City Council.

The City Clerk is directed to certify to the enactment of this Ordinance and to cause this Ordinance to be published and/or posted as required by law.

INTRODUCED AND READ for the first time and ordered posted at a special meeting of the City Council of the City of Banning, California, held on the 26th day of February 2026, by the following roll call vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

PASSED, APPROVED, AND ADOPTED at a regular meeting of the City Council of the City of Banning, California, held on the 10th day of March 2026, by the following roll call vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Richard Royce, Mayor
City of Banning
ATTEST:

Sandra Calderon, Deputy City Clerk
City of Banning
APPROVED AS TO FORM:

John Pinkney, City Attorney
Slovak, Baron, Empey, Murphy & Pinkney, LLP
186
Ordinance No. 1618

Page 7 ends

CERTIFICATION:

I, Sandra Calderon, Deputy City Clerk of the City of Banning, California, do hereby certify that Ordinance No. 1618 was duly introduced at a special meeting of the City Council of the City of Banning, held on the 26th day of February, 2026, and was duly adopted at a regular meeting of said City Council on the 10th day of March, 2026, by the following vote, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sandra Calderon, Deputy City Clerk
City of Banning, California
187
Ordinance No. 1618

Page 8 ends

EXHIBIT A
Existing General Plan/Zoning Map
188
Ordinance No. 1618

Page 9 ends

EXHIBIT B-1
Legal Description of APNS 537-110-003 through -005, 537-110-011 through -014

COMPRISING THE NORTHERN PORTION OF THE PROJECT SITE AND SLB

EXTENSION IN THE CITY OF BANNING
PARCEL A:

COUNTY, CALIFORNIA
189
Ordinance No. 1618

Page 10 ends

EXHIBIT B-2
Legal Description of APNS 537-120-013, 537-120-025, and 537-120-028 through -036

COMPRISING UNINCORPORATED SOUTHERN PORTION OF THE PROJECT SITE PARCEL B:

PARCELS 1 THROUGH 9 AND LETTERED LOTS "A" THROUGH "O", ALL INCLUSIVE OF PARCEL MAP 28971, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 198 PAGES 8 THROUGH 10

INCLUSIVE, OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPTING THEREFROM PARCELS 3 AND 7, THOSE PORTIONS CONVEYED TO THE CITY OF BANNING BY A DEED RECORDED JANUARY 15, 1998 AS INSTRUMENT NO. 015506 OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.

ALSO EXCEPTING THEREFROM PARCEL 3 ALL THAT PORTION CONVEYED TO THE CITY OF BANNING BY A DEED RECORDED MARCH 22, 2002 AS INSTRUMENT NO. 2002-146041.

PARCEL C:

PARCELS 1 AND 2 AND LETTERED LOTS A, B, AND C OF PARCEL MAP 13521, IN

THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 83, PAGES 13 THROUGH 15, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPTING THEREFROM THOSE PORTIONS CONVEYED TO THE CITY OF BANNING, A MUNICIPAL CORPORATION, BY DEED RECORDED JANUARY 15, 1998, AS INSTRUMENT NO. 98-015506, OFFICIAL RECORDS.
190
Ordinance No. 1620

Page 1 ends

ORDINANCE NO. 1620

AN ORDINANCE OF THE CITY OF BANNING, CALIFORNIA,

APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE

CITY OF BANNING AND NP BANNING INDUSTRIAL, LLC, A MISSOURI

LIMITED LIABILITY CORPORATION
WHEREAS, the City of Banning, California, (“City”) is a general law city and a municipal corporation of the State of California; and
WHEREAS, Article 2.5 of Chapter 4 of Division 1 of Title 7 of the California Government Code (“Development Agreement Statute”) and Chapter 17.60 of the Banning Municipal Code authorize City to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property; and
WHEREAS, NP Banning Industrial, LLC, a Missouri Limited Liability Corporation (“Owner”) is proposing to develop a master planned project including industrial and commercial uses and various public facilities, including parkland and open space, with on-and off-site related improvements (“Project”) on approximately 533.8 acres of real property located within the City of Banning and the County of Riverside, with approximately 253.7 acres of this real property located in unincorporated County of Riverside and the City’s southerly sphere of influence. The property is comprised of assessor’s parcel numbers (APNs): 537-110-003 through -005, 537-110-011 through - 014, 537-120-013, 537-120-025, and 537-120-028 through -036, and more specifically legally described in Exhibit A attached hereto and incorporated herein by this reference (hereinafter the “Property”); and
WHEREAS, the Property is, or will be made, subject to the following entitlements:

Resolution 2026-29, approving General Plan Amendment No. 20-2501 and Specific Plan No. 20-2002; Ordinance No. 1618 approving Zone Change 20-3502; and Resolution No. 2026-31 approving Tentative Parcel Map No. 38118 to reconsolidate all existing parcels of the Property into 34 parcels and five lettered lots; and Resolution No. 2026-28, certifying an Environmental Impact Report (EIR), SCH Number 2021020011, Adopting Findings and a Statement of Overriding Considerations, and Adopting a Mitigation Monitoring and Reporting Program (collectively “Entitlements”); and WHEREAS, concurrently with consideration of the Project, the City is considering General Plan Amendment (GPA) 22-2502, and Zone Change (ZC) 22-3502, to amend the existing land use designation on twelve parcels of land that are not a part of the Project Site of land from Public Facilities – School (PF-S) to Very High Density Residential (VHDR), and amending the Zoning District classification from Public Facilities – School (PF-S) to Very High Density Residential (VHDR) (collectively, “MSJC Entitlements”), for

40.9 acres of a 49.2-acre site located at the southeast corner of Westward and Sunset Avenues (APNs: 537-140-004, 537-140-006 through -012, 537-150-001, 537-150-003 and -004, 537-150-008, and 537-140-001 through -003 (collectively the “MSJC Site”) to 191
Ordinance No. 1620

Page 2 ends

ensure that approval of the Project will not result in a net loss of residential housing capacity; and
WHEREAS, the Project will provide jobs and industry in the City; and WHEREAS, the Project will provide a community benefit to the residents of the City; and
WHEREAS, the Developer is not requesting from the City, nor is the City providing, any form of financial assistance to locate, develop, construct and/or operate the Project in the City of Banning, and Developer agrees to comply with all conditions of approval; and
WHEREAS, to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Sections 65864 et seq. of the California Government Code, (the “Development Agreement Statute”) which authorizes cities to enter into property development agreements with any person(s) or entity(ies) having a legal or equitable interest in real property for the development of such real property in order to establish certain development rights in the real property; and WHEREAS, the Development Agreement is intended to provide assurances to Developer that an approved Project may proceed subject to the specified policies, rules, regulations, and conditions of approval applicable to the Project at the time of approval as specifically provided in the Development Agreement, regardless of any changes to City policies, rules, and regulations after project approval; and WHEREAS, the Development Agreement is intended to eliminate uncertainty in planning for and securing orderly development and occupancy of the Property, assure installation of necessary improvements, and ensure attainment of the maximum effective utilization of resources within the City at the least economic cost to its citizens; and WHEREAS, in compliance with Government Code Section 65854, the City Planning Commission provided notice and the City Planning Commission held a duly noticed public hearing on the Project at a special meeting on September 25, 2025, further considered the Project at a separately noticed continuation of such meeting on November 5, 2025 and at a continuation of that meeting to a special meeting on November 17, 2025 voted 3 in support and 2 opposed, passing a resolution recommending the City Council deny the Project applications. At the same special meeting, the Planning Commission voted 5 in support and none opposed, passing a resolution recommending the City Council deny the MSJC Entitlements; and
WHEREAS, the City prepared the Final EIR, including the Draft EIR (collectively, the “FEIR”) and, pursuant to Public Resources Code section 21092.5, the City provided copies of the FEIR to all commenting agencies and persons requesting copies of the responses; and
192
Ordinance No. 1620

Page 3 ends

WHEREAS, at the January 28, 2026 special meeting, the City Council of the City of Banning (the “City Council”) held a public hearing, commenced deliberation and voted five in favor and none opposed to continue deliberation of the matter at a special meeting on February 26, 2026; and
WHEREAS, based on the foregoing recitals, City has determined that the Development Agreement is appropriate under the Development Agreement Statute and Chapter 17.60 of the Banning Municipal Code and consistent with the policies and programs of the City of Banning General Plan, any applicable specific plan and the zoning ordinances; and
WHEREAS, the Development Agreement is voluntarily entered into in consideration of the benefits to and the rights created in favor of each of the parties hereto and in reliance upon the various representations and warranties contained herein; and WHEREAS, the City, as “Lead Agency” under the California Environmental Quality Act (“CEQA”) and the CEQA Guidelines, has concurrently with adoption of this Ordinance pursuant to adoption of Resolution 2026-28, certified the FEIR as supplemented by the Supplemental CEQA Memorandum dated October 23, 2025, to address revisions to the Project and the Sunset Crossroads Project—Modified Project V2.1 Trip Generation Assessment dated February 20, 2026 to address further reductions in Project industrial square footage and related traffic impacts, each prepared by Urban Crossroads, Inc. (collectively “Supplemental CEQA Memoranda”) and adopted Findings and Statement of Overriding Consideration and a Mitigation Monitoring and Reporting Program and determined that the FEIR as so supplemented sufficiently analyzes both the feasible Mitigation Measures necessary to avoid or substantially lessen the Project's potential environmental impacts and a range of feasible alternatives capable of eliminating or reducing these effects while feasibly attaining most of the basic objectives of the Project in accordance with CEQA and the State CEQA Guidelines and has determined that the “Project,” as more fully described in the Development Agreement, has been fully analyzed per CEQA under the FEIR and all other legal prerequisites to the adoption of this Ordinance have occurred.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BANNING DOES ORDAIN AS FOLLOWS:

SECTION 1. RECITALS
That the above Recitals are true and correct and are incorporated as though fully set forth herein.

SECTION 2. APPROVAL OF DEVELOPMENT AGREEMENT
That the City Council hereby approves the Development Agreement by and between the City of Banning and NP BANNING INDUSTRIAL, LLC A Missouri Limited Liability 193
Ordinance No. 1620

Page 4 ends

Company (“Development Agreement”), a copy of which is attached hereto as Exhibit B and incorporated herein by this reference, subject to the terms and conditions stated therein.

SECTION 3. SEVERABILITY
The City Council declares that, should any provision, section, paragraph, sentence or word of this Ordinance be rendered or declared invalid by any final action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Ordinance as hereby adopted shall remain in full force and effect.

SECTION 4. EFFECTIVE DATE OF ORDINANCE
That this Ordinance shall take effect thirty (30) days after its second reading by the City Council.

SECTION 5. EFFECTIVE DATE OF DEVELOPMENT AGREEMENT
The Development Agreement shall not be executed by the City until on or after the effective date of the Ordinance.

SECTION 6. RECORDATION OF DEVELOPMENT AGREEMENT
The City Clerk is hereby directed to record the fully executed Development Agreement with the Riverside County Recorder no later than ten (10) days after its execution. 194
Ordinance No. 1620

Page 5 ends

SECTION 7. CERTIFICATION
The City Clerk is directed to certify the passage and adoption of this Ordinance; cause it to be entered into the City of Banning’s book of original ordinances; make a note of the passage and adoption in the records of this meeting; and, within fifteen (15) days after the passage and adoption of this Ordinance, cause it to be published or posted in accordance with California law.

AYES:

NOES:

ABSENT:

ABSTAIN:

PASSED, APPROVED, AND ADOPTED at a regular meeting of the City Council of the City of Banning, California, held on the 10th day of March 2026, by the following roll call vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Richard Royce, Mayor
City of Banning
ATTEST:

Sandra Calderon, Deputy City Clerk
City of Banning
APPROVED AS TO FORM:

John Pinkney, City Attorney
Slovak, Baron, Empey, Murphy & Pinkney, LLP
195
Ordinance No. 1620

Page 6 ends

CERTIFICATION:

I, Sandra Calderon, Deputy City Clerk of the City of Banning, California, do hereby certify that Ordinance No. 1620 was duly introduced at a special meeting of the City Council of the City of Banning, held on the 26th day of February, 2026, and was duly adopted at a regular meeting of said City Council on the 10th day of March, 2026, by the following vote, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sandra Calderon, Deputy City Clerk
City of Banning
196

EXHIBIT A
Legal Description

LEGAL DESCRIPTION OF THE NORTHERN PORTION OF THE PROPERTY AND

THE SLB EXTENSION
PARCEL A:

COUNTY, CALIFORNIA

LEGAL DESCRIPTION OF THE SOUTHERN PORTION OF THE PROPERTY PARCEL B:

PARCELS 1 THROUGH 9 AND LETTERED LOTS "A" THROUGH "O", ALL INCLUSIVE OF PARCEL MAP 28971, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 198 PAGES 8 THROUGH 10

INCLUSIVE, OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPTING THEREFROM PARCELS 3 AND 7, THOSE PORTIONS
CONVEYED TO THE CITY OF BANNING BY A DEED RECORDED JANUARY 15, 1998 AS INSTRUMENT NO. 015506 OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.

ALSO EXCEPTING THEREFROM PARCEL 3 ALL THAT PORTION CONVEYED TO THE CITY OF BANNING BY A DEED RECORDED MARCH 22, 2002 AS INSTRUMENT NO. 2002-146041.

PARCEL C:

PARCELS 1 AND 2 AND LETTERED LOTS A, B, AND C OF PARCEL MAP 13521, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 83, PAGES 13 THROUGH 15, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPTING THEREFROM THOSE PORTIONS CONVEYED TO THE CITY OF BANNING, A MUNICIPAL CORPORATION, BY DEED RECORDED JANUARY 15, 1998, AS INSTRUMENT NO. 98-015506, OFFICIAL RECORDS.
197

EXHIBIT B
Development Agreement
198
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp

RECORDING REQUESTED BY,

AND WHEN RECORDED MAIL
TO:

CITY OF BANNING
99 EAST RAMSEY STREET
BANNING, CA 92220
ATTN: CITY CLERK
SPACE ABOVE THIS LINE FOR RECORDER’S USE
EXEMPT FROM RECORDING FEE PER GOVERNMENT CODE SECTION 6103 199
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp

DEVELOPMENT AGREEMENT
NO. ___

A DEVELOPMENT AGREEMENT BETWEEN

CITY OF BANNING
AND

NP BANNING INDUSTRIAL, LLC
200

TABLE OF CONTENTS
Page
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp (i)

1. DEFINITIONS AND EXHIBITS.....................................................................................5

1.1 Definitions.............................................................................................................5

1.2 Exhibits...............................................................................................................13

2. GENERAL PROVISIONS .............................................................................................14

2.1 Binding Effect of Agreement..............................................................................14

2.2 Ownership of Property........................................................................................14

2.3 Term....................................................................................................................14

2.4 Transfer...............................................................................................................15

2.5 Amendment or Cancellation of Agreement ........................................................16

2.6 Termination.........................................................................................................17

2.7 Notices ................................................................................................................18

2.8 Estoppel Certificate.............................................................................................19

3. DEVELOPMENT OF THE PROPERTY.......................................................................20

3.1 Vested Rights to Develop ...................................................................................20

3.2 Effect of Agreement on Land Use Regulations..................................................20

3.3 Reservations of Authority...................................................................................21

3.4 Subsequent Development Review ......................................................................22

3.5 Timing and Phasing of Development .................................................................24

3.6 Changes and Amendments..................................................................................25

3.7 Regulation by Outside Agencies.........................................................................26

3.8 Public Works.......................................................................................................26

3.9 Provision of Real Property Interests by City ......................................................26

3.10 City Covenants....................................................................................................27

3.11 Retail Development Obligations.........................................................................28

3.12 Planning Area 2...................................................................................................28

3.13 Planning Area 4 Buffer.......................................................................................29

3.14 Modifications to the Project to Decrease Environmental Impacts......................29

4. ANNEXATION ..............................................................................................................30

4.1 Contemplated LAFCO Action ............................................................................30

4.2 Contemplated Action ..........................................................................................30

4.3 Cooperation of City.............................................................................................30

4.4 Development of Annexed Property ....................................................................30

5. PUBLIC BENEFITS, PUBLIC IMPROVEMENTS, AND DEVELOPMENT IMPACT FEES ...............................................................................................................30

5.1 Intent ...................................................................................................................30 201
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp (ii)

5.2 Public Benefit Fee...............................................................................................31

5.3 Owner Required Public Improvements...............................................................31

5.4 Sun Lakes Boulevard Extension .........................................................................32

5.6 Sunset Avenue Improvements............................................................................35

5.7 Payment of “Fair Share” Share of Certain Roadway Improvements..................36

5.8 Land Reservation, Conveyance, and Dedication ................................................36

5.9 Electrical Substation ...........................................................................................37

5.10 Additional Public Benefits..................................................................................40

5.11 Development Fees...............................................................................................42

5.12 Fair Share Payments; Oversized Improvements; Fee Credits.............................43

5.13 Limits on Public Funds.......................................................................................44

6. FINANCING OF PUBLIC IMPROVEMENTS.............................................................44

6.1 Intent ...................................................................................................................44

6.2 Formation of Community Facilities Districts.....................................................44

6.3 City Council Approval........................................................................................45

6.4 City’s Reimbursement to Owner ........................................................................45

7. REVIEW FOR COMPLIANCE .....................................................................................46

7.1 Annual Review....................................................................................................46

7.2 Procedure ............................................................................................................46

7.3 Proceedings Upon Modification or Termination ................................................46

7.4 Hearing on Modification or Termination............................................................47

7.5 Certificate of Agreement Compliance ................................................................47

8. DEFAULT AND REMEDIES........................................................................................47

8.1 Remedies in General...........................................................................................47

8.2 Specific Performance ..........................................................................................48

8.3 General Release ..................................................................................................49

8.4 Termination or Modification of Agreement for Default of Owner.....................49

8.5 Termination of Agreement for Default of City...................................................49

8.6 Attorneys’ Fees...................................................................................................50

9. THIRD PARTY LITIGATION ......................................................................................50

10. MORTGAGEE PROTECTION .....................................................................................51

11. MISCELLANEOUS PROVISIONS...............................................................................52

11.1 Recordation of Agreement..................................................................................52

11.2 Entire Agreement................................................................................................53

11.3 Severability .........................................................................................................53

11.4 Preemption or Frustration of Agreement by Changes in Law ............................53

11.5 RESERVED........................................................................................................53 202
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp (iii)

11.6 Interpretation and Governing Law......................................................................53

11.7 Operating Memoranda ........................................................................................54

11.8 Section Headings ................................................................................................54

11.9 Gender and Number............................................................................................54

11.10 Rule Against Perpetuities....................................................................................54

11.11 Time of Essence..................................................................................................54

11.12 Waiver.................................................................................................................54

11.13 No Third-Party Beneficiaries..............................................................................55

11.14 Mutual Covenants...............................................................................................55

11.15 Successors in Interest..........................................................................................55

11.16 Counterparts........................................................................................................55

11.17 Jurisdiction and Venue........................................................................................55

11.18 Project as a Private Undertaking.........................................................................55

11.19 Further Actions and Instruments.........................................................................55

11.20 Eminent Domain .................................................................................................56

11.21 Agent for Service of Process...............................................................................56

11.22 Designation of City Officials..............................................................................56

11.23 Legally Binding Contract; Enforceability...........................................................56

11.24 Authority to Execute ...........................................................................................56 203
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp (iv)

EXHIBIT LIST
EXHIBIT “A-1” - LEGAL DESCRIPTION OF THE NORTHERN PORTION OF THE

PROPERTY AND THE SLB EXTENSION
EXHIBIT “A-2” - LEGAL DESCRIPTION OF THE SOUTHERN PORTION OF THE

PROPERTY
EXHIBIT “B” - MAP SHOWING PROPERTY AND ITS LOCATION
EXHIBIT “C” - EXISTING DEVELOPMENT APPROVALS
EXHIBIT “D” - EXISTING LAND USE REGULATIONS
EXHIBIT “E-1” - INITIAL PHASING PLAN
EXHIBIT “F” - PUBLIC IMPROVEMENTS
EXHIBIT “G-1” MODIFICATIONS TO PROJECT
EXHIBIT “G-2” DIF CREDIT AND REIMBURSEMENT AGREEMENT
EXHIBIT “H” - DEVELOPMENT FEES IN EFFECT AS OF EFFECTIVE DATE EXHIBIT “I” - FAIR SHARE PAYMENTS
204
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp
DEVELOPMENT AGREEMENT NO. __________
This Development Agreement (hereinafter “Agreement”) is entered into as of the Effective Date by and among the CITY OF BANNING (hereinafter “City”), and NP BANNING INDUSTRIAL, LLC, a Missouri limited liability company (hereinafter “Owner”). City and Owner are, collectively, the “Parties,” and individually, a “Party”. Initially capitalized terms used in this Agreement shall have the meanings set forth in Section 1.1 below.

RECITALS

1. City is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, pursuant to Article 11, Section 7 of the California Constitution and Section 65864, et seq. (“Development Agreement Law”) of the California Government Code (“Government Code”).

2. City has adopted Procedures and Requirements of the City of Banning For the Consideration of Development Agreements (“Procedures and Requirements”), pursuant to Section 65865 of the Government Code.

3. Owner is the owner of real property comprised of approximately 533.8 acres of land. The Property is divided for purposes of this Agreement into the northerly portion, comprising approximately 280.1 acres (“Northern Portion of the Property”) located in the City, an additional approximately 8.52 acres of real property owned by Owner but subject to a public right of way easement in favor of the City for the future extension of Sun Lakes Boulevard (“SLB Extension”) and the southerly portion, comprising approximately 253.7 acres (“Southern Portion of the Property”), located in unincorporated Riverside County (“County”) within the Sphere of Influence of the City (“SOI”). The SLB Extension is subject to this Agreement but is not addressed by the Specific Plan. The Northern Portion of the Property, the SLB Extension, and the Southern Portion of the Property are collectively referred to herein as the “Property”. The Northern Portion of the Property and the SLB Extension is described in Exhibit “A-1” to this Agreement, the Southern Portion of the Property is described in Exhibit “A-2” to this Agreement, and the Property is depicted in Exhibit “B” to this Agreement.

4. Owner has filed, or will be filing, and is seeking the approval of an annexation application pertaining to the Southern Portion of the Property (“Annexation Application”) through the Local Agency Formation Commission for Riverside County (“LAFCO”) pursuant to the Cortese-Knox-Hertzberg Local Government Reorganization Act of 2000, Government Code Section 56000 et seq. LAFCO is processing the Annexation Application concurrently with City’s consideration of this Agreement and various land use entitlements detailed below.

5. The Parties acknowledge and agree that this Agreement shall be operative on the Northern Portion of the Property and the SLB Extension upon the Effective Date, and as established under the Development Agreement Law, this Agreement shall be operative on the Southern Portion of the Property upon approval of the Annexation Application.

6. Owner is proposing to develop and facilitate the future development on the Property of a project currently titled Sunset Crossroads, which is intended to include up to 223,753 square feet of commercial uses, and an approximately 125 room hotel on the Northern Portion of the 205
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -2-
Property; (b) up to 4,749,000 square feet of industrial land uses within a 396.5-acre portion of the Property; (c) related signage; (d) and land for Open Space-Resources, and Open Space-Parks; and (e) circulation features, all as further set forth in the Specific Plan as modified by this Agreement.

7. Owner has initiated an application to City for this Agreement, and certain related land use entitlements and development rights (collectively, “Existing Development Approvals”, and listed in Exhibit “C” to this Agreement), which were approved by City, specifically: (a) a General Plan Amendment, designated (GPA 20-2501) by City, changing the General Plan land use designation of the Property to the land uses identified on the General Plan Land Use Map attached as Exhibit “B” (“GPA”), (b) a Specific Plan (designated SP 20-2002) , by City, (c) a Zone Change (designated ZC 20-3502), (d) a tentative parcel map (designated TPM 38118), (e) a Tax Sharing and Reimbursement Agreement and (f) an Environmental Impact Report (designated EA 20-1506) by City, inclusive of the EIR, incorporating a mitigation monitoring and reporting program (“MMRP”) and conforming to the specifications of the California Environmental Quality Act California Public Resources Code § 21000 et seq., and the CEQA guidelines, Title 14 of the California Code of Regulations, chapter 3, § 15000 et seq. (collectively, “CEQA”).

8. Owner has requested City to enter into a development agreement and proceedings have been taken in accordance with the Procedures and Requirements of City.

9. By electing to enter into this Agreement, City shall bind current and future Councils of City (“City Council”) by the obligations specified herein and limit the future exercise of certain governmental and proprietary powers of City.

10. The terms and conditions of this Agreement have undergone extensive review by City and the City Council and have been found to be fair, just, and reasonable.

11. The best interests of the citizens of the City and the public health, safety and welfare will be served by entering into this Agreement.

12. All of the procedures of CEQA have been met with respect to the Project and the Agreement.

13. This Agreement and the Project are consistent with the City General Plan, the City of Banning Municipal Code and the Specific Plan.

14. All actions taken, and approvals given by City have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters; and

15. This Agreement will confer substantial private benefits on Owner by granting vested rights to develop the Property in accordance with the provisions of this Agreement.

16. City has determined that development of the Property in accordance with this Agreement and Owner’s participation in the implementation of the Specific Plan and provision of the Public Improvements will result in a number of public benefits will provide substantial benefits to City and will further important policies and goals of the City. 206
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -3-

17. This Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements under Sections 65864, et seq. of the Government Code (“Development Agreement Law”) are intended.

18. Owner has incurred and will in the future incur substantial costs in excess of the generally applicable requirements in order to assure vesting of legal rights to develop the Property in accordance with this Agreement.

19. The development of the Project and the Public Improvements and other Public Benefits require a substantial early investment of money and planning and design effort by Owner.

Without the protection provided by this Agreement, uncertainty that the Project may be completed in its entirety could result in a waste of public resources, escalate the cost of public improvements, and discourage Owner’s provision of the Public Benefits specified in this Agreement. Owner’s participation in the implementation of Project will result in a number of public benefits. These benefits require the cooperation and participation of City and Owner and could not be secured without mutual cooperation in and commitment to the comprehensive planning effort that has resulted in the Specific Plan and other development approvals adopted concurrently with this Agreement.

20. Owner wishes to avoid certain development risks and uncertainties that would, in the absence of this Agreement, deter and discourage Owner from making a commitment to implement the Project. The following assurances are of vital concern to Owner to offset or remove the disincentives and uncertainties:
a. Assurance to Owner that, in return for Owner’s commitment to the development of the Property, City will in turn remain committed to development of the Project in accordance with the Development Plan and the terms of this Agreement and subject to the Reservations of Authority.
b. Assurances to Owner that as Owner becomes obligated for the costs of designing and constructing the public and private improvements described in the Project Approvals, and to make dedications, Owner will become entitled to rely upon the vested rights conferred by this Agreement in the development of the Property; and c. Assurances to Owner that in City’s administration of the Development Plan, Owner will be allowed, consistent with the Specific Plan, to develop the types and intensities of use identified in the Specific Plan.

21. The Parties agree that the consideration to be received by City pursuant to this Agreement and the rights secured to Owner hereunder constitute sufficient consideration to support the mutual and respective covenants and agreements of the Parties. By entering into this Agreement, City desires to vest in Owner certain rights and approvals as specified in this Agreement.

22. This Agreement provides assurances that the public benefits identified below will be achieved in accordance with the terms of this Agreement. Developer is willing, pursuant to the 207
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -4-
terms of this Agreement, to make expenditures and provide benefits to the City including, without limitation, construction of improvements in a manner that benefits a wider area, and mitigates impacts resulting in part from certain existing conditions and cumulative development in addition to those impacts caused by the Project, thus conferring a public benefit on the City. The Project will provide local and regional public benefits to the City, including, without limitation:
a. Increased real property taxes, sales taxes, transit occupancy taxes and other revenues to the City.
b. Provision of public facilities, including the construction of the Sunset Avenue Improvements. The Sunset Avenue Improvements are depicted in Exhibit “F”. c. Provision of a Public Benefit Fee, an Accelerated Transportation DIF Payment to facilitate the construction of the SLB Extension, and a Service Special Tax. d. Provision of $3 million of the Public Benefit Fee, regardless of whether the Project is developed.
e. Provision of funding for a Banning Electric Utility Substation. f. Provision of $16,000,000 for a possible future fire station to be considered by the City pursuant to Section 5.10.4.
g. Provision of $1,000,000 for a new fire ladder truck or other fire suppression equipment.
h. Provision of $750,000 for City downtown beautification/small business assistance.
i. Provision of $500,000 for a City animal shelter.
j. Dedication of property to the City as a site for a possible future fire station, a water tank, electrical substation and a reverse osmosis facility. k. Establishment of a job fair to benefit City residents, and a requirement that all leases include language requiring lessees to provide two weeks’ advance notice to City residents when new lessees are hiring employees.
l. Setting aside approximately 53 acres for Open Space Resource Land and approximately 5 acres for parks and recreational facilities (“Park”). m. Construction of the Park facilities, as specified in the Specific Plan (“Specific Plan Park Facilities”) and maintenance of the Park. n. Provision of both construction jobs and permanent jobs. 208
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -5-
o. Provision of approximately $71,000,000 in City Development Impact Fees (“DIF”), TUMF and MSHCP impact fees and school fees, before the DIF transportation reduction specified herein.
p. Modifications to the Project analyzed in the EIR that are consistent with the Specific Plan to provide further buffer to certain nearby residential properties.

COVENANTS
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

1. DEFINITIONS AND EXHIBITS.

1.1 Definitions. The following terms when used in this Agreement shall be defined as follows unless another meaning is clearly intended in the context in which it appears:
“Accelerated Transportation DIF Payment” has the meaning set forth in Section 5.5.1. “Additional Park Facilities” has the meaning set forth in Section 5.10.3. “Agreement” means this Development Agreement.
“Annexation” has the meaning set forth in Section 4.1.
“Annexation Application” has the meaning set forth in Recital 4. “Annexation Date” has the meaning set forth in Section 2.3.1. “Annexation Deadline” has the meaning set forth in Section 2.3.1 “Annual Escalation Factor” has the meaning set forth in Section 6.2.2(c). “Authorized Facilities and Fees” means facilities authorized under the Mello-Roos Act including, without exception, public streets and other related improvements, including grading, paving, curbs and gutters, sidewalks, street signalization and signage, street lights and parkway and landscaping related thereto, water facilities, storm drain facilities, sewer facilities, public parks, open space and landscaping, electrical facilities, any fees (cash contribution) paid by Owner pursuant to the Project’s conditions of approval or this Agreement or which is included in any City capital improvement fee program, to finance public facilities to be constructed and owned by City, subject to credit against the corresponding fee.
“Authorized Services” has the meaning set forth in Section 6.2.1. “Banning Electric Final Contribution” has the meaning set forth in Section 5.9.3. “Banning Electric Initial Contribution” has the meaning set forth in Section 5.9.1. 209
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -6-
“Base Year” means the Fiscal Year prior to the effective date of the ordinance approving this Agreement.
“Benefitted Properties” has the meaning set forth in Section 5.12.1 “CEQA” means the California Environmental Quality Act.
“CFD” means a community facilities district formed pursuant to the Mello-Roos Act by the City as described in section 6.2.1.
“CFD Bonds” means one or more series of bonds (including refunding bonds) issued by the CFD secured by the levy of special taxes levied against taxable parcels within the boundaries of the Property, the proceeds of which reimburse the Owner for Authorized Facilities and Fees.
“Certificate” has the meaning set forth in Section 7.5. “City” means the City of Banning, a political subdivision of the State of California. “City Council” means the current and future councils of City. “City Grant” has the meaning set forth in Section 5.9.6. “City Manager” means the current and future city manager for the City. “City Ordinance” means the Ordinance adopted by the City Council approving this Agreement.
“City Substation Payment” has the meaning set forth in Section 5.9.3. “Conveyance Documents” has the meaning set forth in Section 5.9.3(a). “County” means County of Riverside.
“CSCDA” has the meaning set forth in Section 6.2.1.
“Default” has the meaning set forth in Section 8.4.
“Design Review” has the meaning set forth in the Specific Plan. “Development” means the improvement of the Property for the purposes of completing the structures, improvements and facilities comprising the Project including, but not limited to grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of buildings and structures; and the installation of landscaping. When authorized by a Subsequent Development Approval as provided by this Agreement, “development” includes the maintenance, repair, reconstruction, or redevelopment of any building, structure, improvement, or facility after the construction and completion thereof.
210
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -7-
“Development Agreement Law” as defined in Section 7 of the California Constitution and Section 65864, et seq. of the Government Code.
“Development Approvals” means all discretionary and ministerial permits and other entitlements authorizing the development and use of the Project and which have been requested by Owner and approved by the City including, but not limited to the Existing Development Approvals and the following and any amendments thereto:
(1) General Plan Amendments
(2) Specific Plan
(3) Zoning Code Amendments
(4) Sign Program
(5) Tentative and Final Subdivision and Parcel Maps
(6) Lot line adjustments
(7) Minor Modifications to Specific Plan
(8) Variances
(9) Conditional use permits
(10) Design Review approvals
(11) Reimbursement Agreement
(12) DIF Credit and Reimbursement Agreement
(13) Grading and building permits
(14) Electrical and Misc. Permits
(15) Sign Permits
(16) Occupancy Permits
(17) Tenant Permits
“Development Exactions” means any requirement of City in connection with or pursuant to any Land Use Regulation or Development Approval for the dedication of land, the construction of improvements or public facilities, or the payment of Development Fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests.
211
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -8-
“Development Fees” or “DIF” means any monetary exactions, other than Processing Fees, charged by City or local agencies under City’s control to applicants in connection with approval of development projects for the purpose of defraying all or a portion of the cost of public improvements, public services or community amenities related to the Project or the Property.
“Development Limitation” has the meaning set forth in Section 2.3.2. “Development Plan” means the Existing Development Approvals and the Existing Land Use Regulations applicable to development of the Property. “DIF Vesting” has the meaning set forth in Section 5.11. “DIF Vesting End Date” has the meaning set forth in Section 5.11. “Effective Date” means the later of (i) the date the City Ordinance approving this Agreement becomes effective; or (ii) the date the Agreement is recorded in the County Recorder’s Office.
“Engineer’s Estimate” has the meaning set forth in Section 5.9.2. “EIR” means Environmental Impact Report, State Clearinghouse No. 2021020011, addressing the impacts of the Project, certified by the City in accordance with the requirements of CEQA and includes, without limitation, the Draft EIR, the Final EIR and all technical appendices, as the EIR has been supplemented as described in City Resolution 2026-28 certifying the EIR.
“Electrical Property” has the meaning set forth in Section 5.8.3. “Existing Development Approvals” means all Development Approvals approved or issued prior to the Effective Date. Existing Development Approvals includes the list of Existing Development Approvals incorporated herein as Exhibit “C” and all other Development Approvals which are a matter of public record on the Effective Date or the finalization of which is contingent only upon this Development Agreement becoming effective. “Existing Land Use Regulations” means all Land Use Regulations in effect on the Effective Date and includes the Land Use Regulations incorporated herein as Exhibit “D” and all other Land Use Regulations which are a matter of public record on the Effective Date, as the same may have been modified or superseded pursuant to the Existing Development Approvals or this Agreement.
“Fair Share” shall have the meaning set forth in Section 5.12.2. “Fire Equipment Payment” shall have the meaning set forth in Section 5.10.5. “Fire Station Payment” shall have the meaning set forth in Section 5.10.4. “Fire Station Property” shall have the meaning set forth in Section 5.8.1. 212
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -9-
“Fiscal Year” means the period beginning on July 1 of each year and ending on the next succeeding June 30.
“Fueling Facility” has the meaning set forth in the Specific Plan. “Government Code” means the California Government Code. “GPA” has the meaning set forth in the Recitals hereto. “Gross Tax Increment Revenue” shall mean, with respect to the Property, one hundred percent (100%) of the ad valorem tax revenue the City receives from the County with respect to the Incremental Assessed Property Value of the Property for any given Fiscal Year.
“Incremental Assessed Property Value” means, in any Fiscal Year, the difference between the assessed value of the Property and the assessed value of the Property in the Base Year, to the extent that the difference is a positive number. “Industrial Property” has the meaning set forth in Section 6.2.2(b). “Initial Phasing Plan” means the phasing plan set forth on Exhibit “E-1”. “LAFCO” means the Local Agency Formation Commission for Riverside County. “Land Use Regulations” means all ordinances, resolutions, codes, rules, regulations and official policies of City governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings and structures, Development Exactions, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications applicable to the development of the property. “Land Use Regulations” does not include any City ordinance, resolution, code, rule, regulation, or official policy, governing:
(1) The conduct of businesses, professions, and occupations; (2) Taxes and assessments;
(3) The control and abatement of nuisances;
(4) The granting of encroachment permits and the conveyance of rights and interests which provide for the use of or the entry upon public property; (5) The exercise of the power of eminent domain.
“Maximum Reimbursement Payment” has the meaning set forth in Section 6.4. “MARA Agreement” has the meaning set forth in Section 5.4. 213
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -10-
“Mello-Roos Act” means the Mello-Roos Community Facilities Act of 1982 (Cal. Gov’t Code §§ 53311-53368), as amended from time to time.
“MMRP” means a mitigation monitoring and reporting program, as more fully described in the Recitals hereto.
“Mortgage” means any mortgage, deed of trust, sale and leaseback arrangement (in which the Property, or a portion thereof or an interest therein is sold by Owner and leased back concurrently therewith, which arrangement is subject to no prior contractual encumbrances securing payment of money), or other transaction in which the Property, or a portion thereof or an interest therein is pledged as security contracted in good faith and for fair value.
“Mortgagee” means the holder or beneficiary of any Mortgage covering all or part of the Property or any successor and assignee of any such Mortgage holder or beneficiary. “Non-DIF Sunset Improvements” has the meaning set forth in Section 5.6. “Northern Portion of the Property” has the meaning set forth in Recital 3. “Offsite Interests” has the meaning set forth in Section 3.9. “Operating Memoranda” has the meaning set forth in Section 11.7. “Outside Agencies” has the meaning set forth in Section 3.7. “Outside Agency” has the meaning set forth in Section 3.7. “Oversized Improvements” shall mean any Public Improvement with respect to which the Parties agree that Owner’s direct or indirect financial contribution exceeds the cost of the Improvement or portion thereof reasonably attributable to the Project or phase thereof, as depicted in Exhibit “F”.
“Owner” means the persons and entities listed as Owner on the first page of this Agreement and their successors in interest to all or any part of the Property. “Owner’s Costs” has the meaning set forth in Section 5.5.2(d)(iii). “Owner’s Deficit” has the meaning set forth in Section 5.5.2(d)(iii). “Owner’s Offset” has the meaning set forth in Section 5.5.2(d)(iii). “Owner’s Plan” has the meaning set forth in Section 5.5.2(b). “Park” has the meaning set forth in Recital 22.l.
“Permitted Uses” has the meaning set forth in Section 3.4.3. “Phasing Plan” has the meaning set forth in Section 3.5.2. 214
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -11-
“Procedures and Requirements” means the Procedures and Requirements of the City of Banning For the Consideration of Development Agreements. “Processing Fees” has the meaning set forth in Section 3.3.1. “Project” means the development of the Property contemplated by the Development Plan as the same may be further defined, enhanced, or modified pursuant to the provisions of this Agreement.
“Property” means the real property described on Exhibits “A-1” and “A-2.” “Public Benefit Fee” has the meaning set forth in Section 5.2. “Public Benefits” means the Public Improvements constructed by Owner pursuant to this Agreement, including the Oversized Improvements (subject to the right of Owner for reimbursement and/or fee credit as described in this Agreement), the payment of Owner’s Fair Share of Public Improvements and the additional matters described as public benefits in Section 5.
“Public Improvements” has the meaning set forth in Section 5.3. “Public Maintenance and Access Easements” has the meaning set forth in Section 5.4. “Reduced Tolling Obligations” has the meaning set forth in Section 2.3. “Regulatory Change” has the meaning set forth in Section 3.2. “Retail Plan” has the meaning set forth in Section 3.11. “Retail Date” has the meaning set forth in Section 3.11. “Retail Threshold” has the meaning set forth in Section 3.11. “Reimbursement Payment” has the meaning set forth in Section 6.4. “RCA” means the Regional Conservation Authority.
“RCTC” means the Riverside County Transportation Commission. “RMA” has the meaning set forth in Section 6.2.2.
“Reservations of Authority” means the rights and authority reserved to City under Section 3.6 of this Agreement and not a part of the assurances and rights provided to Owner under this Agreement.
“RO Property” has the meaning set forth in Section 5.8.4. “Sales Tax Revenue” means the City’s share of annual State sales tax revenue received from the State and/or County attributable to the Property. 215
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -12-
“Service Special Tax” has the meaning set forth in Section 6.2.2(b). “SLB Estimated Completion Date” has the meaning set forth in Section 5.5.2(a). “SLB Extension” has the meaning set forth in Recital 3, as depicted in Exhibit “F”. “SLB Extension Completion Date” has the meaning set forth in Section 5.5. “SOI” has the meaning set forth in Recital 3.
“Southern Portion of the Property” has the meaning set forth in Recital 3. “Specific Plan” means the Sunset Crossroads Specific Plan (Specific Plan No. 20- 20000002) as the same may be amended or modified from time to time consistent with the requirements of this Agreement.
“Specific Plan Park Facilities” has the meaning set forth in Recital 22.m. “Subsequent Installment” has the meaning set forth in Section 5.2.2. “Substation” has the meaning set forth in Section 5.9.1. “Substation Clearances” has the meaning set forth in Section 5.9.1. “Substation Costs” has the meaning set forth in Section 5.9.1. “Substation Excess Cost Documentation” has the meaning set forth in Section 5.9.3. “Substation Fair Share Percentage” has the meaning set forth in Section 5.9.3(b). “Substation Funding Date” has the meaning set forth in Section 5.9.3. “Substation Reimbursement” has the meaning set forth in Section 5.9.3(b) “Subdivision Map” means any parcel map or tract map approved by the City pursuant to the Subdivision Map Act, including without limitation Parcel Map No. _________. “Subdivision Map Act” means Government Code Section 66410, et seq. “Subsequent Development Approvals” means all Development Approvals approved after the Effective Date in connection with development of the Property that are adopted in accordance with the Development Plan or in accordance with Subsequent Land Use Regulations adopted consistent with the requirements of this Agreement, including the Reservation of Authority, but specifically excluding the Existing Development Approvals. “Subsequent Land Use Regulations” means any Land Use Regulations adopted and effective after the Effective Date of this Agreement that are adopted in accordance with the Development Plan and the requirements of this Agreement, including the Reservation of Authority.
216
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -13-
“Sunset Avenue Improvements” has the meaning set forth in Section 5.6, as depicted in Exhibit “F”.
“Term” has the meaning set forth in Section 2.3.1.
“Third Party Fair Share Payments” has the meaning set forth in Section 5.6. “Tolling Period” has the meaning set forth in Section 2.3. “Transfer” means sale, assignment, lease, sublease, or any other transfer of a legal or equitable interest in the Property.
“Travel Center Retail Uses” has the meaning set forth in the Specific Plan. “TUMF Agreement” has the meaning set forth in Section 5.5.2(d)(ii). “Water Tank Property” has the meaning set forth in Section 5.8.2. “WRCOG” means the Western Riverside Council of Governments.

1.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement:

Exhibit “A-1” Legal Description of the Northern Portion of the Property and the SLB Extension
Exhibit “A-2” Legal Description of the Southern Portion of the Property Exhibit “B” Map Showing Property and Its Location
Exhibit “C” Existing Development Approvals
Exhibit “D” Existing Land Use Regulations
Exhibit “E-1” Initial Phasing Plan
Exhibit “F” Public Improvements
Exhibit “G-1” Modifications to Project
Exhibit “G-2” DIF Credit and Reimbursement Agreement
Exhibit “H” Development Fees in Effect as of Effective Date Exhibit “I” Fair Share Payments
217
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -14-

2. GENERAL PROVISIONS.

2.1 Binding Effect of Agreement. The Property is hereby made subject to this Agreement. Development of the Property is hereby authorized and shall be carried out only in accordance with the terms of this Agreement.

2.2 Ownership of Property. Each Owner represents and covenants that it is the owner of a legal or equitable interest in the Property or a portion thereof.

2.3 Term.

2.3.1 Commencement. For the Northern Portion of the Property and the SLB Extension, the term of this Agreement shall commence on the Effective Date. For the Southern Portion of the Property, this Agreement shall become operative on the recordation date of the LAFCO Certificate of Completion. (“Annexation Date”). This Agreement shall remain in effect for thirty (30) years from the Effective Date unless this term is modified or extended pursuant to the provisions of this Agreement (“Term”). The Annexation Date shall be no later than June 15, 2030 or such subsequent date as may be determined based upon intervening Development Limitations as that term is defined below in Section 2.3.2 or the Parties’ written agreement to extend this time period (“Annexation Deadline”). In the event that either the Annexation or another successor annexation effort relative to the Southern Portion of the Property is not complete by the Annexation Deadline, either Party may terminate this Agreement as a matter of right upon written notice to the other per Section 2.7 below. Notwithstanding the foregoing, the provisions of Sections 5.2, 5.4, 5.4.1, 5.5, 5.6 and 6.4 shall survive the expiration or the termination of this Agreement.

2.3.2 Extensions for Development Limitations. Notwithstanding the Parties’ expectation that there will be no limit or moratorium upon the Project’s development or the issuance of any Development Approvals, building or other development related permits (“Development Limitation”) during the Term, the Parties understand and agree that various third Parties may take action causing a de facto Development Limitation. Such third party actions include the filing of litigation challenging the City’s issuance of any Development Approval, including this Agreement and the following potential Development Limitations. Consequently, the Term, all Development Approvals and all obligations imposed pursuant to this Agreement shall be extended day for day for any delay caused by any of the following potential Development Limitations for a time equal to the duration of that delay occurring during the Term as further provided below:
(a) floods, earthquakes, other Acts of God, fires, moratoria enacted by governmental entities or agencies, including Owner’s inability to obtain any kind of utility service to serve the Project, litigation challenging this Agreement or any Development Approvals, injunctions issued by any court of competent jurisdiction applicable to this Agreement or the Development Approvals, acts of the public enemy, wars, riots or similar hostilities; epidemics, quarantine, pandemics or other national, state, or local mass medical emergencies, restrictions; freight embargoes, lack of transportation, unusually severe weather, inability to secure or delays in 218
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -15-
securing labor, fuels, materials, services or tools, delays due to the existence or remediation of hazardous materials, acts of God, riots, war or acts of terrorism; (b) Strikes or other labor problems, or delays of any contractor, subcontractor or supplier;
(c) Any national, state, county or local state of emergency declared by a duly authorized public official;
(d) Any delays resulting from the unreasonable delay or failure of a governmental agency or entity, excluding the City, to perform any act or to issue any permit or approval necessary for the Project where such delay or failure is beyond the reasonable control of the Owner and not caused by any act or omission of the Owner;
Each Party shall promptly notify the other Party to this Agreement upon learning of any Development Limitation. If any Party to this Agreement is prevented (the filing of a lawsuit by a third party attacking this Agreement or the Development Approvals is deemed to prevent any Party from performing its obligations under this Agreement or the Development Approvals) by any Development Limitation from performing its obligations under this Agreement, then on the condition that the Party claiming a Development Limitation (i) did not cause said event(s) and (ii) said event(s) was beyond said Party’s reasonable control, the time for performance by said Party of the applicable obligations under this Agreement shall be extended day for day by a number of days equal to the number of days of that said Development Limitation continued in effect or by the number of days it takes to repair or restore the damage caused by the Development Limitation to the condition which existed prior to the occurrence, whichever is longer, or longer as the Parties may mutually agree (“Tolling Period”). Regarding the applicable time periods of Owner’s satisfaction of obligations under Sections 3.11 (Retail Development Obligations), 5.2.1 and 5.2.2 (Public Benefit Fee), 5.5.1 (Accelerated Transportation DIF Payment), 5.8.1 (Fire Station Property), 5.8.2 (Water Tank Property), 5.8.3 (Electrical Property), 5.8.4 (RO Property), 5.9.1 (Banning Electric Initial Contribution), 5.9.3(Substation Funding Date), 5.10.2 (Open Space Dedication), 5.10.3 (Park Dedication) 5.10.4 (initial Fire Station Payment), and 5.10.6 (City Grant) (collectively, “Reduced Tolling Obligations”), when such Development Limitation terminates, all of the Reduced Tolling Obligations’ respective time periods for satisfaction shall be extended only ten (10) business days after the Development Limitation terminates.

2.4 Transfer.

2.4.1 Right to Transfer. Owner shall have the right to transfer the Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map Act) to any person, partnership, joint venture, firm or corporation at any time during the term of this Agreement; provided, however, that any such, transfer shall include the assignment and assumption of the rights, duties and obligations arising under or from this Agreement and be made in strict compliance with the following conditions precedent:
(a) No transfer of any right or interest under this Agreement shall be made unless made together with the transfer of all or a part of the Property. 219
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -16-
(b) Concurrent with any such transfer, or within thirty (30) days thereafter, Owner shall notify City, in writing, of such transfer and shall provide City with an executed agreement by the transferee providing therein that the transferee expressly and unconditionally assumes all the duties and obligations of Owner under this Agreement with respect to the portion of the Property so transferred.
(c) Notwithstanding the failure of any transferee to execute the agreement required by Paragraph (b) of this Subsection 2.4.1, the burdens of this Agreement shall be binding upon such transferee, but the benefits of this Agreement shall not inure to such transferee until and unless such agreement is executed.

2.4.2 Release of Transferring Owner.
(a) Notwithstanding any transfer, a transferring Owner shall continue to be obligated under this Agreement until the full satisfaction by such transferring Owner of the following conditions and upon such satisfaction shall be released from the obligations under this Agreement: (i) Owner no longer has a legal or equitable interest in all or any part of the Property; (ii) Owner is not then in default under this Agreement; (iii) Owner has provided City with the notice and executed agreement required under Section 2.4.1(b) above; and (iv) The transferee provides City with security equivalent in all respects to any security previously provided by Owner to secure performance of its obligations hereunder. If City previously had not required the posting of security, then City shall not require the transferee to provide such security.
(b) If requested by transferring Owner, the City shall promptly memorialize such release in writing upon satisfaction of the foregoing conditions.

A default under this Agreement by Owner shall not be considered or acted upon by the City as a default by the transferee and shall not affect the transferee’s rights or obligations hereunder. Likewise, a default by a transferee relating to the transferred property shall not be considered or acted upon by the City as a default by Owner and shall not affect Owner’s rights and obligations hereunder.

2.4.3 Subsequent Transfer. Any subsequent transfer after an initial transfer shall be made only in accordance with and subject to the terms and conditions of Section 2.4.

2.5 Amendment or Cancellation of Agreement. This Agreement may be amended or cancelled in whole or in part only by written consent of all Parties in the manner provided for in Government Code Section 65868 or 65865.1. This provision shall not limit any remedy of City or Owner as provided by this Agreement. In the case of amendments affecting portions of the Property, only the consent of the owner of such portion of the Property shall be required so long as the amendment does not diminish the rights appurtenant to or increase the burdens upon any other portion of the Property. Any Subsequent Land Use Approval pursuant to this Agreement and any amendment of the Land Use Regulations including to the General Plan, the Specific Plan or City’s zoning ordinance, shall not require amendment of this Agreement. Instead, any such 220
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -17-
amendment shall be deemed to be incorporated into this Agreement at the time that such amendment is approved by the City Council.

2.6 Termination. This Agreement shall be deemed terminated and of no further effect upon the occurrence of any of the following events:
(a) Expiration of the stated term of this Agreement as set forth in Section 2.3.
(b) Entry of a final judgment by a court of competent jurisdiction setting aside, voiding or annulling the adoption of the ordinance approving this Agreement, provided the time for filing any return to writ has also expired. (c) The adoption of a referendum measure overriding or repealing the City Ordinance.
(d) Owner’s election to terminate this Agreement. It is understood that the majority of the industrial development allowed by the Development Approvals is located on land that must be annexed to the City with the approval of LAFCO.

Therefore, if LAFCO denies the Annexation of the Property not due to the acts or omissions of Owner, Owner may elect, in its sole and absolute discretion, not to develop the Property in accordance with the Development Approvals and terminate this Agreement and the Development Approvals prior to the issuance of a grading permit for the industrial development. In such a situation, Owner shall provide notice of said election to terminate this Agreement and the Development Approvals to the City, and this Agreement and the Development Approvals shall be terminated. The Parties, if they mutually agree, may enter into a meet and confer process to determine if any of the Development Approvals within the boundaries of City should be retained and not terminated. Following receipt of Owner’s notice of election to terminate this Agreement and Development Approvals, Owner and City shall execute an appropriate instrument in recordable form evidencing such termination of the Development Approvals as provided in the preceding sentence.

In the event that City has received any monetary payments from Owner under Section 5.5.1 (Accelerated DIF), 5.9.1 (Electrical Substation), 5.10.4 (Fire Station) or 5.10.6 (City Grant) prior to Owner’s termination under this Section 2.6(d), it shall return such payments to Owner within thirty (30) days from receipt of Owner’s election to terminate this Agreement and the Development Approvals, less the amount of any design or construction fees for the fire station incurred prior to such termination, and provided further that the amount of Three Million Dollars ($3,000,000) provided for in Section 5.2.1 shall not be subject to termination, reimbursement or repayment under any circumstances. However, any construction completed by Owner prior to such termination shall be subject to applicable DIF.

Further, it is understood that City does not collect TUMF and MSHCP and that Owner will be solely responsible to recover any such amounts from WRCOG and RCA, as applicable, with no liability to City whatsoever. 221
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -18-
(e) Upon the termination of this Agreement, no Party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination or with respect to any default in the performance of the provisions of this Agreement which has occurred prior to such termination or with respect to any obligations which are specifically set forth as surviving this Agreement.

2.7 Notices.

2.7.1 As used in this Agreement, “notice” includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment, or other communication required or permitted hereunder: (a) when hand delivered to the other Party; (b) five (5) days after such notice has been sent by United States mail via certified mail, return receipt requested, postage prepaid, and addressed to the other Party as set forth below; or (c) two (2) days after such notice has been deposited with a national overnight delivery service reasonably approved by the Parties (Federal Express, United Parcel Service and U.S. Postal Service are deemed approved by the Parties), postage prepaid, addressed to the Party to whom notice is being sent as set forth with next Business-Day delivery guaranteed, or (d) on the date of delivery shown in the email records of the Party sending the email, provided that the sending Party either receives a confirmation of delivery from the persons to whom the email is addressed or follows the provisions for notice set forth in clauses (a), (b) or (c) within two (2) days following email transmittal.

2.7.2 Unless otherwise provided in writing, all notices hereunder shall be addressed as follows:

If to City:

City Clerk
City of Banning
99 East Ramsey Street
Banning, CA 92220
with copies to:

City Manager
City of Banning
99 East Ramsey Street
Banning, CA 92220
and to:

Community Development Director
City of Banning
99 East Ramsey Street
Banning, CA 92220
222
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -19-
And to:

City Attorney
City of Banning
99 East Ramsey Street
Banning, CA 92220
If to Owner:

NP Banning Industrial, LLC
Attn: Nathaniel Hagedorn
3315 N. Oak Trafficway
Kansas City, MO 64116
Email: [email protected]
with copies to:

John C. Condas, Esq.

Allen Matkins Leck Gamble Mallory & Natsis LLP
2010 Main Street, Suite 800
Irvine, CA 92614
email: [email protected]
and to:

NorthPoint Development, LLC
Attn: Asst. General Counsel
3315 N. Oak Trafficway
Kansas City, MO 64116
Email: [email protected]
and to:

NP Banning Industrial, LLC
Attn: J.J. Jenkins
12977 N. Outer Forty Rd., Suite 203
St. Louis, MO 63141
Email: [email protected]

2.7.3 Any Party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a Party or an officer or representative of a Party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by any such change.

2.8 Estoppel Certificate. City shall, at any time and from time to time within ten (10) days after receipt of written notice from Owner so requesting, execute, acknowledge and deliver to Owner a statement in writing: (a) certifying that this Agreement is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this 223
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -20-
Agreement, as so modified, is in full force and effect); (b) acknowledging that there are no uncured defaults on the part of Owner hereunder or specifying such defaults if any are claimed; and (c) addressing such other reasonable and customary matters as Owner may request. Any such statement may be relied upon by any prospective purchaser or encumbrances of all or any portion of the Property. Upon Owner’s written request, City shall issue a certificate of performance evidencing completion of any of Owner’s obligation(s) under this Agreement.

3. DEVELOPMENT OF THE PROPERTY.

3.1 Vested Rights to Develop. Subject to the terms of this Agreement including the Reservations of Authority, Owner shall have a vested right to develop the Project on the Property during the Term of this Agreement in accordance with, and to the extent of, the Development Plan.

City covenants that it will not initiate, so long as this Agreement remains in effect, any amendment to the General Plan directly applicable to the Property, the Project’s zoning as established by the Development Plan or the Specific Plan in a manner that Owner reasonably deems contrary to its interest in, or use of the Property. Except as otherwise provided in this Agreement, the Permitted Uses of the Property shall include construction of commercial and/or industrial buildings and appurtenant structures, installation of all improvements and infrastructure reasonably incident thereto, as permitted under the Development Plan and this Agreement, including without limitation as set forth in Section 3.4.3, and the density or intensity of use of the Property and the maximum height and size of proposed buildings shall be as set forth in the Development Plan.

Provisions for reservation or dedication of land for public purposes applicable to the Property shall be those set forth in Section 5.10.3 of this Agreement and the Development Plan. Subject to the other provisions of this Agreement, Owner shall have the right to increase the density and intensity of use of any portion of the Property by a transfer of density or floor area from other portions of the Property in excess of the density and intensity limitations specified under and consistent with the Development Plan. Nothing herein is deemed or interpreted to vest an increase in the overall density or intensity of use of the Property as a whole, and any density transfer shall fully conform to the requirements of the Specific Plan. Additionally, notwithstanding the language of this Section or any other language in this Agreement, all specifications, standards and policies regarding the design and construction of public works facilities, if any, shall be those that are in effect at the time the applicable Project plans are being processed for approval.

3.2 Effect of Agreement on Land Use Regulations. In accordance with the terms of Government Code § 65866, except as otherwise provided under the terms of this Agreement including the Reservations of Authority, the rules, regulations and official policies governing permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings and structures, and the design, improvement and construction standards and specifications applicable to development of the Property shall be the Development Plan. The Development Plan shall continue to apply to the Project and to the reconstruction of any Project improvements damaged or destroyed from any cause. Except as otherwise provided in this Agreement, no amendment, revision of, or addition to the Development Plan that would affect the Project or increase the obligations or decrease the rights of Owner hereunder or under the Development Plan (“Regulatory Change”) shall be made without Owner’s consent, whether adopted or approved by the City Council or any office, board commission or other agency of City, or by the people of City through an initiative measure. Furthermore, no such Regulatory Change shall be effective or enforceable by City with respect to the Project or the Property, nor against 224
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -21-
Owner or its successors or assigns. However, nothing in this Section shall preclude City: (i) from applying the Subsequent Land Use Regulations authorized by Section 3.3.1 or (ii) from denying or conditionally approving any subsequent development project application on the basis of the Development Plan (except for this Agreement, the amendment process for which is set forth in Section 2.5) as it may be amended or modified from time to time, but only at the written request of Owner or with the written consent of Owner in its sole and absolute discretion. All amendments to the Development Approvals shall automatically become part of the Development Plan.

3.3 Reservations of Authority.

3.3.1 Limitations, Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the following Subsequent Land Use Regulations shall apply to the development of the Property.
(a) Reasonable processing fees and charges for land use, approvals of entitlements and mitigation monitoring imposed by City to cover the estimated actual costs to City of processing applications for Development Approvals or for monitoring compliance with any Development Approvals granted or issued (“Processing Fees”); provided that: (i) such Processing Fees are in force and effect on a City-wide basis at the time application is submitted for such permits, approvals or entitlements; and (ii) any Processing Fees shall not exceed an amount which will compensate City for the estimated reasonable cost and increases incurred, as permitted pursuant to Government Code Section 54990. City may also increase Processing Fees based on any increase in the estimated reasonable cost to City of performing the work for which the particular Processing Fee is paid provided that such increases are made on a City-wide basis. In addition, all processing fees and charges for plan checks, building permits and inspections, excluding all such charges imposed by the City Public Works Department, shall be based upon the City fee schedule in effect at the time such permits and inspections are sought. (b) Regulations prescribing or relating to procedural matters, hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure excluding those set forth in the Development Plan.
(c) Regulations governing construction standards and specifications including, without limitation, the Building Code, Plumbing Code, Mechanical Code, Electrical Code, Fire Code and Grading Code applicable in City. (d) Regulations imposing Development Fees, subject to the provisions of Section 5.11 below.
(e) Regulations that are reasonably necessary to protect the public health and safety regardless as to whether they conflict with the Development Plan.

To the extent feasible , any such regulations shall be applied and construed so as to provide Owner with the rights and assurances provided under this Agreement. 225
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -22-
(f) Regulations that do not conflict with the Development Plan. For purposes of this Section, a Subsequent Land Use Regulation shall be deemed in conflict with the Development Plan if it substantially increases the cost of development or reduces the Project unit or square footage, yield, or materially limits the rate, timing, or sequencing of development of the Property. Any regulation, whether adopted by initiative or otherwise, materially limiting the rate or timing of development of the Property shall be deemed in conflict with the Development Plan and shall therefore not be applicable to the development of the Property.
(g) Regulations for which Owner has given written consent to be applied to development of the Property, regardless of whether they conflict with the Development Plan.
(h) Regulations that City is required to adopt and/or enforce by applicable state or federal law.

3.3.2 Subsequent Development Approvals. This Agreement shall not prevent City, in acting on Subsequent Development Approvals, from applying Subsequent Land Use Regulations, that are approved in writing by Owner, nor shall this Agreement prevent City from denying or conditionally approving any Subsequent Development Approval on the basis of the Development Plan or any Subsequent Land Use Regulation, authorized pursuant to Section 3.3.1 or approved by Owner in writing.

3.3.3 Modification or Suspension by State or Federal Law. In the event that state or federal laws or regulations, enacted after the Effective Date of this Agreement, preempt, prevent, or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations, provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce and the provisions of Section 11.4 shall apply to any modifications or suspensions pursuant to this Section.

3.3.4 Intent. The Parties acknowledge and agree that City is restricted in its authority to limit its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to City all of its police power which cannot be so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to City all such power and authority which cannot be restricted by contract.

3.4 Subsequent Development Review.

3.4.1 Processing of Subsequent Development Applications. In connection with any Subsequent Development Approval, City shall exercise its discretion in accordance with the Development Plan and as provided by this Agreement including, but not limited to, the Reservations of Authority; provided however that Subsequent Development Approvals shall not be disapproved, conditioned or delayed by City for reasons inconsistent with the Development Plan or the provisions of this Agreement and the conditions, terms, restrictions, and requirements 226
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -23-
for any subsequent discretionary actions shall not prevent development of the land for the uses and to the density or intensity of development set forth in the Development Plan or this Agreement.

City shall accept for processing, review and action all applications for Subsequent Development Approvals, and such applications shall be processed in the normal manner for processing such matters, consistent with the Development Plan. Following approval of each Subsequent Development Approval, Owner shall have the vested right to develop pursuant to said approval to the same extent that Owner has the vested right to develop pursuant to the Development Plan. If, as of the date Owner applies for any Subsequent Development Approval, Owner has fulfilled, or irrevocably committed itself with respect to, any obligation on its part to finance or otherwise contribute its share of the public improvements applicable as of that date and made appropriate arrangement to cause the construction of such public improvements subject to a Reimbursement Agreement under Section 5.12.1, City shall not withhold such Subsequent Development Approval on the basis of any delay in obtaining the financial or other contributions of any other property owner or Owner to such improvements. Nothing in this Agreement shall be interpreted to require the City to pay, from its general fund, special fund or any other fund, the costs of all or any part of the Project or related public improvements other than as expressly provided in Section 5 of this Agreement with respect to the Public Improvements as specified in this Agreement, and, if no other method of providing such Public Improvements is available, the provisions of Section 5.12 shall apply to the extent applicable.

3.4.2 Additional CEQA Review. City shall not require Owner to obtain any approvals or permits for the development of the Project in accordance with this Agreement other than those permits or approvals that are required by the Development Plan or this Agreement. The Parties agree that this Agreement does not modify, alter or change City’s obligations pursuant to CEQA and acknowledge that future discretionary actions may require additional environmental review pursuant to CEQA. In the event that additional environmental review is required by CEQA, City agrees to utilize tiered environmental documents, including the use of addenda, to the fullest extent permitted by law, as determined by City, and as provided in California Public Resources Code Sections 21093 and 21094. The Community Development Director shall make the determination as to the level of CEQA documentation (exemption, addendum, supplemental EIR, supplemental MND, or subsequent EIR or no further review required), that is appropriate and may request and obtain technical information as necessary to make this determination. Because the Project has been extensively reviewed in the EIR, it is the intent of City in adopting this Agreement and the Existing Development Approvals that applications for implementing approvals for the Project, including with respect to grading, improvements, individual maps, buildings or phases, consistent with the Development Plan shall not require additional review under CEQA, provided that none of the conditions are present which require further environmental review under CEQA, including but not limited to Public Resources Code Section 21166 and provisions that may require an Addendum to the EIR under CEQA Guidelines Section 15164.

3.4.3 Permitted Uses. The Project is designed to include regional commercial uses, including up to 200,000 square feet of large single tenant use and other commercial retail and restaurant uses, a hotel and warehouse and industrial uses, which constitute Permitted Uses (defined below) in the Specific Plan. However, because the buildings in the commercial and industrial areas of the Property will be leased to third parties, the Specific Plan provides for a range of allowable uses. Therefore, while the uses described above may be developed under the Development Plan, the Development Plan does not require these uses to be implemented and any 227
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -24-
of the commercial land uses listed in Table 3-1 of the Specific Plan are deemed to be consistent with the Development Plan and allowed uses so long as the City determines either that the environmental impacts of such uses do not generate new significant unmitigatable impacts as compared with what was disclosed in the EIR or supplemental environmental analysis is performed by the City as required by CEQA. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses in this Planning Areas is provided in Chapter 3, Development Standards of the Specific Plan (“Permitted Uses”). City, in considering an application for a specific use, shall determine whether there are significant environmental impacts resulting from such proposed use not addressed in the EIR, as supplemented, and in that case whether to prepare additional environmental documentation. If the environmental impacts exceed the impacts disclosed in the EIR or subsequent environmental documentation previously approved by City, City shall undertake additional environmental review in compliance with CEQA prior to approving any such use.

3.5 Timing and Phasing of Development.

3.5.1 Timing of Development. The Parties acknowledge that Owner cannot at this time predict when or the rate at which phases of the Property will be developed. Such decisions depend upon numerous factors which are not within the control of Owner, such as market orientation and demand, interest rates, absorption, completion and other similar factors. Since the California Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, that the failure of the Parties therein to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over such Parties’ agreement, it is the Parties’ intent to cure that deficiency by acknowledging and providing that Owner shall have the right to develop the Property in such order and at such rate and at such times as Owner deems appropriate within the exercise of its subjective business judgment, subject only to any timing or phasing requirements for construction of Public Improvements set forth in the Development Plan or in the Phasing Plan, as the same may be amended from time to time.

3.5.2 Phasing of Development. Owner may phase its subdivision of the Property and/or any of the Planning Areas by applying for Subdivision Maps covering less than the entire Property or some discrete portion of any of the Planning Areas. Attached hereto as Exhibit “E” is an initial phasing plan for construction of the Project (“Initial Phasing Plan”), which may be modified from time to time as set forth in Section 3.5.3. The Initial Phasing Plan, and all subsequent revisions to the Initial Phasing Plan, shall insure that each building of each phase shall have adequate public facilities to service each building of each phase. The phasing plan in effect during any given time period shall be referred to as the “Phasing Plan”. The Parties acknowledge and agree that Owner may modify the Phasing Plan at any time, in its sole and absolute discretion, as long as each phase or each building in each phase can be adequately serviced with all necessary public facilities related to such modification of the Phasing Plan. Notwithstanding the foregoing, if the Developer modifies the Initial Phasing Plan to increase or decrease the need for public facilities serving the buildings in one or more of the phases, Developer and City shall mutually agree to modify the public facilities to assure that each building of each phase has adequate public facilities to service each building of each such phase.

3.5.3 Deviation from Phasing Plan. The Parties acknowledge that Owner cannot at this time accurately predict the time schedule within which the Project will be developed, or the 228
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -25-
order in which particular phases or other portions of the Project will be developed, and that the rate, timing, order, and sequence of the development of the Project will depend on numerous circumstances beyond Owner’s control, including, without limitation, market trends, demand, the condition of capital markets, interest rates, availability of financing and other economic and social factors. Therefore, so long as the Project is developed in accordance with the Development Plan (as these may be amended from time to time pursuant to this Agreement), Owner shall not be required to initiate or complete development of the Project, or any particular phase or portion of the Project, within any specific period of time. Subject to the provisions of this Agreement, including but not limited to Sections 3.5.1 and 3.5.2, Owner shall develop the Project in accordance with the Owner’s own time schedule as such schedule may exist from time to time, and Owner may determine which part of the Project shall be developed during each phase of the Project, it being the intent of the Parties hereunder to cure any deficiency in this Agreement by reason of any failure to provide for the timing of development by acknowledging and providing that Owner shall have the right to develop the Project in such order and at such rate and at such times as Owner deems appropriate in the good faith exercise of its objective business judgment. It is acknowledged, however, that any deviation from the project phasing set forth in the Phasing Plan agreed upon by the Parties may require modification of the timing and order of providing public facilities provided in the Existing Development Approvals in order to insure that each building of the Project is adequately serviced by all necessary Public Improvements. Owner shall give City written notice of any intended deviation from the phasing set forth in the Phasing Plan, as modified by any prior, noticed deviations, with such notices to include a revised phasing plan.

By entering into this Agreement, Owner shall not be obligated to build any structures, make any improvement, or otherwise develop the Project, provided, however, that Owner’s failure to develop the Project shall not preclude application to the Property of the taxes or assessments levied by any financing district in accordance with state law. Nothing in this Agreement shall be deemed to release Owner of the obligation to construct Public Improvements as required by this Agreement.

3.5.4 Project Construction Beyond 2027 EIR Buildout Year. The Parties agree and acknowledge that the EIR describes buildout of the Project by 2027 and that economic conditions or business factors, including without limitation, the timing of attracting tenants may influence the ability to complete construction of the Project by 2027. This Agreement in no way obligates Developer to commence or complete buildout of the Project by 2027. Therefore, with respect to any request for any discretionary Subsequent Development Approval which is subject to the final approval of the Director of Planning, the Director of Planning shall make an administrative determination as to whether the EIR together with any addendum thereto is sufficient for the issuance of the permit or approval or whether, as required by CEQA Section 21166 or CEQA Guidelines Sections 15162, 15163 and 15164, there have been substantial changes in the Project, circumstances or new information of substantial importance that would require additional environmental review. However, if Developer submits an application for a discretionary Subsequent Development Approval that is subject to recommendation or approval of the Planning Commission and/or City Council, those bodies shall make all applicable determinations under CEQA.

3.6 Changes and Amendments. The Parties acknowledge that refinement and further development of the Project will require Subsequent Development Approvals and may demonstrate that changes are appropriate and mutually desirable in the Existing Development Approvals. In 229
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -26-
the event Owner finds that a change in the Existing Development Approvals is necessary or appropriate, Owner shall apply for a Subsequent Development Approval to effectuate such change and City shall process and act on such application in accordance with Development Plan, except as otherwise provided by this Agreement including the Reservations of Authority.

3.6.1 Minor modifications to the Existing Development Approvals may be approved by the City Community Development Director and, if approved, shall be incorporated herein as an addendum to Exhibit “C”, and may be further changed from time to time as provided in this Section. Unless otherwise required by law, as determined in City’s reasonable discretion, a change to the Existing Development Approvals shall be deemed “minor” and may be approved by the Community Development Director provided such change does not:
(a) Alter the permitted uses of the Property; or,
(b) Increase the density or intensity of use of the Property as a whole; or,
(c) Increase the maximum height and size of permitted buildings or structures in excess of 10% of the originally approved criteria; or, (d) Increase the number of lots or parcels of any tentative parcel or subdivision map; or
(e) Constitute a project requiring a subsequent or supplemental environmental impact report pursuant to Section 21166 of the Public Resources Code.

3.7 Regulation by Outside Agencies. It is acknowledged by the Parties that governmental agencies, quasi-public entities, and public utilities not within the control of City (“Outside Agencies” and each an “Outside Agency”) possess authority to regulate aspects of the development of the Property separately from or jointly with City and this Agreement does not limit the authority of such Outside Agencies. City shall use best efforts to cooperate with Owner in securing permits and approvals required from such Outside Agencies.

3.8 Public Works. If Owner is required by this Agreement to construct any public works facilities which will be dedicated to City or any Outside Agency (as defined below) upon completion, and if required by applicable laws to do so, Owner shall perform such work in the same manner and subject to the same requirements as would be applicable to City or such Outside Agency if it would have undertaken such construction

3.9 Provision of Real Property Interests by City. In any instance where Owner is required to construct any public improvement on land not owned by Owner, Owner shall at its sole cost and expense provide or cause to be provided, the real property interests necessary for the construction of such public improvements. In the event Owner is unable, after exercising reasonable efforts to acquire the real property interests necessary for the construction of such public improvements (“Offsite Interests”), and if so instructed by Owner and upon Owner’s provision of adequate security for costs City may reasonably incur, City shall negotiate to attempt to purchase the Offsite Interests in order to allow Owner to construct the public improvements as 230
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -27-
required by this Agreement. If City is unable to acquire the Offsite Interests through a voluntary transaction, City shall consider acquiring the Offsite Interests through using its power of eminent domain to acquire such required real property interests. Owner shall pay all reasonable costs associated with such acquisition or condemnation proceedings and shall enter into a land acquisition agreement with City in a form approved by the City Attorney. This Section is not intended by the Parties to impose upon the Owner an enforceable duty to acquire land or construct any public improvements on land not owned by Owner, except to the extent that the Owner elects to proceed with the development of the Project, and then only in accordance with valid conditions imposed by City upon the development of the Project under the Subdivision Map Act or other legal authority. If after using good faith efforts to acquire the Offsite Interests, Owner is unable to acquire the Offsite Interests, and City, in its reasonable discretion, refuses to use its power of eminent domain to acquire the Offsite Interests, City shall waive the requirement for Owner to acquire the Offsite Interests, or if development of the Project cannot proceed without acquisition of the Offsite Interests, the Parties shall meet and confer in good faith to attempt to devise alternatives to allow the Project to proceed without acquisition of the Offsite Interests.

3.10 City Covenants.

3.10.1 No Conflicting Land Use Regulations. City hereby represents and warrants to Owner that as of the Effective Date there are no rules, regulations, ordinances, or official policies of City that would materially interfere with development of the Project according to the Development Plan, provided the Southern Portion of the Property is annexed into the City.

3.10.2 Subdivision Map Extension and Other Development Approvals. As permitted by Section 66452.6 of the Government Code, each Subdivision Map, heretofore or hereafter approved in connection with development of the Property or the Project shall be extended and shall remain in effect for the term provided by the Subdivision Map Act or the term provided by this Agreement, whichever is longer. If Owner, in its sole and absolute discretion, chooses to process vesting tentative maps, City shall process such vesting maps in accordance with the Existing Land Use Regulations and the Subdivision Map Act, and any tentative map, either vesting or non-vesting, may be processed in phases. In addition, all other Development Approvals shall automatically be extended, without the need for filing extension applications, and shall remain in effect for the term provided by the Banning Municipal Code or the term provided by this Agreement, whichever is longer.

3.10.3 Additional Covenants. City agrees to take the following actions with respect to the development of the Project:
(a) Consider and approve signage consistent with the Sign Program requirements.
(b) Construct the SLB Extension. The specifications of the SLB Extension have not been established by the City. Once the City has finalized the specifications of the SLB Extension, the Parties shall use good faith efforts to enter into an Operating Memorandum as provided in Section 11.7 to confirm these specifications.
231
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -28-
(c) Subject to the provisions of Section 5.9, construct the Substation and,
(d) Subject to the provision of Section 5.8.1, if the City determines to do so at a future date, any fire station.

3.10.4 Easements. City shall cooperate with Owner in connection with any arrangements for abandoning existing utility or other easements and facilities and the relocation thereof or creation of any new easements within the Property necessary or appropriate in connection with the development of the Project. If any such easement is owned by City or any governmental agency under the control of City, City shall subject to applicable state law, at the request of Owner take such action and execute such documents as may be necessary to abandon and/or relocate such easements as necessary or appropriate in connection with the development of the Project.

3.11 Retail Development Obligations. Owner shall obtain all necessary approvals including but not limited to building permits and commence construction as provided in the building permits of a minimum of One Hundred Thousand (100,000) square feet of Project commercial uses (“Retail Threshold”), within thirty six (36) months after the Effective Date (“Retail Date”). Thereafter, Owner shall diligently complete the One Hundred Thousand (100,000) square feet of Project commercial uses. Owner shall submit all required entitlement applications a minimum of six (6) months before the Retail Date. City and Owner shall process these entitlement applications promptly, using all reasonable good faith efforts. If Owner timely submits all required applications, the Parties may mutually agree upon extending the Retail Date in order to provide City with adequate time to process and consider approval of these entitlement applications. For the purposes of this section, “commercial uses” include any of the General Commercial uses authorized in the Specific Plan. If the Retail Threshold is not satisfied by the Retail Date, Owner shall pay the City Five Hundred Thousand Dollars ($500,000) thirty (30) days after the Retail Date, and an additional Five Hundred Thousand Dollars ($500,000) every six (6) months thereafter, if the Retail Threshold is not satisfied. Developer and City agree and acknowledge that the payments required hereunder are reasonable under the circumstances, that it would be extremely difficult or impossible to establish the damages that would be suffered by the City and the public by reason of Developer’s failure to meet the Retail Threshold and therefore the payments provided in this paragraph are a reasonable estimate of such damages (which are not punitive) and which shall be deemed liquidated damages under Civil Code Section 1671 and other applicable law. Owner shall submit for City review a retail recruitment and tenant outreach plan (with a focus on anchor tenants) (“Retail Plan”) within six (6) months of the Effective Date. The Retail Plan shall obligate Owner to recruit retail tenants. Owner shall regularly apprise City of Owner’s efforts to attract potential or actual anchor tenants. A minimum of two (2) 100,000 square foot or larger retail commercial buildings (for single tenants) shall be constructed within the Retail/commercial area of the Project.

3.12 Planning Area 2. Following a joint Planning Commission/City Council public hearing with respect to the Project held on May 8, 2025, and in order to provide an additional buffer to existing residences east of Sunset Avenue consistent with the Specific Plan, the City has requested and Owner acknowledges and agrees that no construction of any warehouses, or the commencement of any Industrial uses shall occur in Planning Area 2 of the Specific Plan. Within 232
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -29-
one hundred twenty (120) days of the Effective Date, Owner shall submit all applications necessary to process a General Plan Amendment, Specific Plan Amendment and Zone Change for Planning Area 2, to General Commercial (GC) uses, as specified in the Specific Plan. The City and Owner acknowledge and agree that any change in the Specific Plan designation of Planning Area 2 cannot proceed, if at all, unless and until City undertakes and completes environmental review under CEQA, and the City issues all necessary permits and clearances to authorize GC uses in Planning Area 2. The City and Owner acknowledge and agree that the mere submission of a Specific Plan Amendment for Planning Area 2 does not commit the City to approve such an amendment or any other development applications submitted by Owner.

3.13 Planning Area 4 Buffer. Following a joint Planning Commission/City Council public hearing with respect to the Project held on May 8, 2025, and at the request of the City in order to provide an additional buffer to existing residences south of Bobcat Road consistent with the Specific Plan, Owner hereby agrees that it shall create a buffer area of at least one hundred fifty (150) feet between the building footprint of any building built in Planning Area 4 of the Specific Plan which has frontage on Bobcat Road. Included in this buffer area will be a minimum of twenty (20) feet of landscaped area.

3.14 Modifications to the Project to Decrease Environmental Impacts. Based upon input from the City Council at its January 28, 2026, hearing on the Project, Owner has agreed to provide additional modifications to the Project as specified below. These modifications are depicted in Exhibit “G-1”.

3.14.1 Removal of Industrial Uses in Planning Area 7. Owner acknowledges and agrees that no construction of any warehouses, or the commencement of any Industrial (LI) uses, as specified in the Specific Plan, shall occur in Planning Area 7.

3.14.2 Removal of Trailer Storage Yard. Owner acknowledges and agrees that no construction or use of a trailer storage yard shall occur in Planning Area 8 of the Specific Plan.

3.14.3 Construction of a Truck Barrier System. Subject to approval of the City, Owner shall construct a truck barrier system on Sun Lakes Blvd. at the western boundary of the Property, to limit heavy truck access west of the Property along Sun Lakes Blvd. This truck barrier system is in addition to other Project improvements designed to prohibit heavy truck access west of the Property along Sun Lakes Blvd.

3.14.4 Modifications to the Improvement of Highland Home Road. Owner shall be required to and shall only construct improvements to Highland Home Road south of Sun Lakes Blvd. Owner shall not be obligated to construct improvements to Highland Home Road north of Sun Lakes Blvd., except for the construction of an access road to allow Banning Electric Utility to access the contemplated substation, subject to the reasonable approval of the City and Banning Electric Utility.

3.14.5 Modifications to the Improvements of Lincoln Avenue. Owner shall be required to and shall only construct improvements to Lincoln Avenue to the eastern edge of Smith Creek in Planning Area 6 of the Specific Plan.
233
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -30-

3.14.6 Public Bypass Route to Access Retail Development in Planning Area 1. In order to reduce trips traveling easterly along Sun Lakes Blvd. to Sunset Avenue to access retail development in Planning Area 1, Owner shall make accommodations for and construct road improvements to allow public vehicular access from Sun Lakes Blvd. to Lincoln Avenue. The City and Owner acknowledge and agree that construction of this bypass cannot proceed, if at all, unless and until City complies with CEQA, and all necessary permits and clearances are obtained by Owner.

3.14.7 Prohibition of Cold Storage and Freestanding Travel Center Uses. In order to reduce environmental impacts, Owner agrees that the Project shall not include any cold storage uses or a freestanding travel center, similar to travel centers operated by Flying J, Buc-ee’s or Love’s.

4. ANNEXATION.

4.1 Contemplated LAFCO Action. The Parties recognize that the Property includes land that presently is outside of the City, generally comprised of the Southern Portion of the Property, that is in the City’s sphere of influence (“SOI”) and subject to annexation by LAFCO (“Annexation”). Owner will be the applicant with respect to the Annexation. The Parties recognize that the Development Agreement Law authorizes the City to enter into a development agreement with Owner for property that is within the City’s SOI. The Parties further agree and understand that prior to the contemplated Annexation, this Agreement shall function as a pre-annexation agreement with respect to the Southern Portion of the Property and bind the Parties as such.

4.2 Contemplated Action. Upon LAFCO approval of the Annexation, and the recordation of the Certificate of Completion, the Parties agree that the Agreement shall become operative on the Southern Portion of the Property.

4.3 Cooperation of City. The City agrees to support the Annexation and to use best efforts to achieve the prompt annexation of the Property within the SOI into the City.

4.4 Development of Annexed Property. The Parties agree that upon City approval of the Annexation by LAFCO, the rights of Owner to develop the Project upon the newly annexed portion of the Property in accordance with the Development Plan as set forth in this Agreement shall vest and become equivalent to the vested rights described above in Section 3.1 for the portions of the Property within the City jurisdictional boundaries as of the Effective Date.

5. PUBLIC BENEFITS, PUBLIC IMPROVEMENTS, AND DEVELOPMENT IMPACT FEES.

5.1 Intent. The Parties intend to provide consideration to the public to balance the private benefits conferred on Owner under this Agreement by requiring that Owner provide the Public Benefits described in this Section 5. The City has either previously approved or is in the process of considering various public improvements that may occur on or adjacent to the Property including the Sun Lakes Boulevard Extension, the Substation, a reverse osmosis facility and a potable water reservoir. Each of these public improvements has either undergone prior environmental (CEQA) review or is under consideration by the City or would, prior to construction, undergo applicable environmental (CEQA) review by the City and may proceed with 234
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -31-
or without development of the Project. Nonetheless, the Public Benefits include land conveyance and payments to be made to the City by Owner which land and payments may be utilized by the City for these and for other purposes to the extent described in this Agreement, in the event the City does not proceed with construction of such public improvements.

5.2 Public Benefit Fee. Owner shall pay the City a Public Benefit Fee (“Public Benefit Fee”) equal to the lesser of either Eight Million Dollars ($8,000,000) or One Dollar and Forty Four Cents ($1.44) per square foot of entitled warehouse/logistics/industrial building square footage.

Furthermore, the Public Benefit Fee shall be paid in installments subject to the following terms and conditions:

5.2.1 First Installment. In consideration for the City entering into this Agreement, Owner shall pay the first installment of the nonrefundable Public Benefit Fee of Three Million Dollars ($3,000,000) (First Installment”) by wire transfer in immediately available funds within sixty (60) days of the Effective Date without extension for any reason such as denial of the Annexation by LAFCO, a Development Limitation, force majeure, lawsuit challenging this Agreement or the Development Approvals or Tolling Period. In the event that such payment is not made within such sixty (60) days, this Agreement and the Development Approvals shall, without the necessity of notice or cure, terminate. However, the provisions providing for the City to retain the First Installment shall survive such termination. Notwithstanding anything to the contrary in this Agreement and the Development Approvals, they shall not be deemed to be vested rights of Owner until the First Installment is made. If Owner elects to terminate this Agreement and the Development Approvals as provided for in this Agreement, the rights under this Agreement and the Development Approvals shall be deemed not to be vested.. Upon Owner’s payment of the First Installment, the Existing Land Use Regulations shall revert to the Land Use Regulations in effect on the Effective Date.

5.2.2 Subsequent Installments. Following the issuance of occupancy permits for the first 694,444 square feet of warehouse/logistics/industrial buildings, Owner shall pay subsequent installments of the Public Benefit Fee upon issuance of occupancy permits for each warehouse/logistics/industrial building on a square-foot-by-square foot basis at the rate of One Dollar and Forty Four Cents ($1.44) per square foot (“Subsequent Installments”).

5.2.3 Sales Tax Credits. Owner may claim Sales Tax Revenues generated by the Industrial Property (as defined below) as a credit on a dollar-for-dollar basis toward future Subsequent Installments up to a maximum cumulative credit of Two Million Dollars ($2,000,000).

These credits shall be applied only on a going-forward basis for Sales Tax Revenues actually received by the City and are non-refundable.

5.3 Owner Required Public Improvements. Owner shall construct and install or fund the installation of the public improvements and infrastructure required in connection with the Project and listed on Exhibit “F” (“Public Improvements”) and/or required as conditions of approval to the Existing Development Approvals in conformance with standards set forth in the Development Plan. Subject to Section 3.5, Owner will make these Public Improvements in phases concurrent with the development of each building of each phase of the Project and in accordance with the Phasing Plan and the conditions of approval to the Existing Development Approvals. If development of the Project proceeds according to the Phasing Plan and the Development Plan, the 235
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -32-
Owner and City acknowledge and agree that no additional Public Improvements shall be required beyond what is found in in Exhibit “E-1,” Exhibit “F,” and the conditions of approval for the Existing Development. Owner shall have the right to construct any public facilities on behalf of the City and to obtain fee credits or reimbursements from the City as further described below to the extent that such Public Improvements are included in the City’s DIF Program.

5.4 Sun Lakes Boulevard Extension. It is the mutual intent of the Parties to provide for the completion of the SLB Extension as set forth in this Section 5.4 and with mutual acknowledgement of the facts set forth in this paragraph. Owner shall dedicate, or has dedicated, portions of the Property to the City to accommodate the construction and operation of the SLB Extension (“Public Maintenance and Access Easements”). Upon request of Owner, City shall promptly vacate via quitclaim deed portions of the Public Maintenance and Access Easement based upon the following conditions precedent: (i) access to the creek culvert crossings is maintained (this Access may be reconfigured to accommodate development and operation of the Project, as reasonably determined by the City Engineer); (ii) Owner has designated a private maintenance entity to either maintain cut slope and filled embankments, or has proposed and completed grading to eliminate cut slopes and filled embankments to accommodate the Project; (iii) Owner has maintained continued access to City-owned utility facilities. Access may be reconfigured to accommodate development and operation of the Project needs, as reasonably determined by the City Engineer.

5.5 Coordination Regarding Construction of Sun Lakes Boulevard Extension. In order to insure that construction or operation of the SLB Extension does not interfere with development or operation of the Project, Construction of the SLB Extension is under the control of the City and could be constructed by the City or by third parties designated by the City separate and apart from Owner’s Project, and Owner has a separate interest in completion of the SLB Extension to ensure access to Owner’s Project. City has entered into an Agreement for the Funding of Measure A Regional Arterial Improvements (“MARA Agreement”) with RCTC, pursuant to which the City is receiving a reimbursement grant for the SLB Extension’s design and construction costs and the City is obligated to complete the SLB Extension on or before August 31, 2027, or later if the parties to the MARA Agreement agree to one or more extensions of the date of completion (“SLB Extension Completion Date”). Additional regulatory approvals and other actions may be required to construct the SLB Extension, including approvals and actions necessary to address the Kinder Morgan pipeline that currently traverses the Property. Such approvals and actions may affect construction of the SLB Extension and cause delays beyond the control of either Party. Each Party agrees to provide the other with regular updates regarding such approvals and actions and the status of the SLB Extension.

5.5.1 Accelerated DIF Payment. Within forty five (45) days after the City has obtained all permits to commence the construction of the SLB Extension or upon the Effective Date, whichever is later, Owner shall pay City Five Million One Hundred Thousand Dollars ($5,100,000) of the Project’s Transportation DIF obligation (“Accelerated Transportation DIF Payment”) to assist the City to in its design and construction of the SLB Extension. Until the SLB Extension is completed, the City shall only use the Accelerated Transportation DIF Payment to pay for design and construction costs of the SLB Extension. 236
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -33-

5.5.2 Owner’s Contingency.
(a) No later than sixty (60) days before the SLB Extension Completion Date, City shall give Owner written notice whether the SLB Extension will be completed by the SLB Extension Completion Date, and if not, when the City estimates that the SLB Extension will be completed (“SLB Estimated Completion Date”).
(b) If the SLB Estimated Completion Date is greater than sixty (60) days after the SLB Extension Completion Date, then Owner may, in its sole discretion, prepare a plan (“Owner’s Plan”) specifying how Owner would complete the SLB Extension if given control over construction. Owner shall submit Owner’s Plan to the City for review and approval, with such approval not to be unreasonably withheld. The Owner’s Plan must specify (i) the actions needed to finish the SLB Extension; (ii) a schedule to complete the SLB Extension, providing a completion date for the SLB Extension at least sixty (60) days before the SLB Estimated Completion Date; (iii) the cost to complete the SLB Extension and (iv) the form and amount of financial security to be posted by Owner, in favor of the City, to insure that Owner finishes the SLB Extension. City shall review and either approve or deny Owner’s Plan no later than forty-five(45) days after submitted by Owner.

City shall neither unreasonably withhold its approval of Owner’s Plan nor deny approval of Owner’s Plan based solely upon delay incurred due to replacement of any existing contractor or consultant. If the City timely denies the Owner’s Plan, City shall notify Owner of this denial, and thereafter, the Parties shall enter into a thirty (30) day meet and confer process to attempt to reach agreement on all steps needed to complete the SLB Extension as quickly as possible. If City fails to either approve or deny the Owner’s Plan within forty-five (45) days, Owner’s Plan shall be deemed accepted by the City.
(c) City shall allow Owner to complete construction of the SLB Extension and Owner may, in its sole discretion, choose to complete the SLB Extension if: (i) completion of the SLB Extension is required by the conditions of approval in the Development Approvals and the City has not awarded a contract for construction of the SLB Extension on or before issuance of the first grading permit or six (6) months before the SLB Estimated Completion Date, whichever is sooner; (ii) the MARA Agreement is terminated before the SLB Extension is completed; (iii) City has affirmatively approved the Owner's Plan; or the Owner's Plan has been deemed accepted; or (iv) through the aforementioned meet and confer process, the Parties have agreed that Owner can complete construction of the SLB Extension.
(d) If Owner chooses to complete the SLB Extension, as provided in the preceding paragraph, Owner shall promptly provide City with written notice of its choice and responsible for all design, permitting, and construction activities necessary to complete the SLB Extension. The following provisions shall also thereafter apply:
237
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -34-
(i) Owner shall not begin any work on the SLB Extension unless and until it enters into an agreement with the City in a form deemed acceptable to the City Attorney to indemnify, defend, and hold the City and its elected officials, officers, contractors serving as City officials, agents, and employees harmless from liability for damage and/or claims for damage for personal injuries, including death, and claims for property damage, and with respect to all other actions and liabilities for damages caused or alleged to have been caused by reason of Owner's choice to complete the SLB Extension itself and/or construction of the SLB Extension, and which may arise from the direct or indirect operations of Owner or those of Owner's contractors, agents, tenants, employees, or any other persons acting on Owner's behalf, which relate to the SLB Extension (“City Losses”). This indemnity shall apply to all City Losses, as described above, regardless of whether or not the City affirmatively approved Owner’s Plan, except for City Losses arising from the sole negligence or willful misconduct of City.

This indemnity shall also survive the expiration or earlier termination of this Agreement, but shall also terminate one (1) year after City accepts Owner’s offer of dedication of the SLB Extension public improvements. (ii) Within forty-five (45) days of receipt of Owner’s written notice of its intention to complete the SLB Extension and City’s approval or deemed approval of Owner’s Plan, City shall refund to Owner any remaining unspent portion of the Accelerated Transportation DIF Payment.

The City agrees that Owner may pursue TUMF credits and reimbursements and DIF credits and reimbursement for all sums Owner expends in designing, permitting, and constructing the SLB Extension to the extent such sums are covered under the applicable DIF or TUMF study. Owner and City shall use good faith efforts to enter into a DIF Credit and Reimbursement Agreement, in substantially the same form as specified in Exhibit “G-2”. To the extent of any conflict between the terms of this Agreement and the DIF Credit and Reimbursement Agreement, this Agreement shall control. The Parties acknowledge and agree that the DIF Credit and Reimbursement Agreement shall address Owner’s construction of other Public Improvements which do not include the SLB Extension which otherwise would be funded by the City DIF program. Owner and City shall use good faith efforts to enter into an Improvement and Credit/Reimbursement Agreement Transportation Uniform Mitigation Fee Program (“TUMF Agreement”) with respect to the SLB Extension in a form acceptable to and approved by the WRCOG.
(iii) Upon completion of the SLB Extension by Owner if it does so in accordance with this Agreement, Owner shall submit a final written account of the actual costs Owner incurred in completing the design, permitting and construction of the SLB Extension (“Owner’s Costs”) to City. City shall forty-five (45) days to review and approve or disapprove Owner’s Costs, which approval shall not be unreasonably withheld. Within thirty (30) days of the approval of the Owner’s Costs, the Parties shall 238
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -35-
calculate the total amount of estimated TUMF credits and DIF credits Owner is entitled to receive, provided that the final TUMF calculation shall be subject to the review and approval of WRCOG. City will use best efforts to assist Owner in obtaining TUMF credits from WRCOG. The amount of the DIF credits Owner shall be entitled to seek and receive as allowed by this Agreement shall include the portion of the Accelerated Transportation DIF Payment that was not refunded to Owner as described above. “Owner’s Offset” is defined herein as the actual amount of TUMF credits and DIF credits received by Owner. If Owner’s Costs exceed Owner’s Offset (“Owner’s Deficit”), Owner shall be entitled to seek TUMF reimbursements (subject to WRCOG approval) and/or DIF reimbursements to recover the Owner’s Deficit to the extent there remains any difference between the maximum cost included in each of the TUMF and DIF nexus studies and TUMF or DIF funds already spent on the SLB Extension. The City, in its sole and absolute discretion, shall determine which source of reimbursement shall be used based on the applicable nexus studies. Each Fiscal Year, City shall make the forgoing reimbursement payments to Owner to satisfy, or partially satisfy the Owner’s Deficit, with such payments to be received solely through TUMF reimbursement, DIF reimbursement provided that Owner does not recover more than Owner’s Deficit. Notwithstanding anything to the contrary in this Agreement, the City shall have no obligation to reimburse Developer from its general fund or other sources except from applicable DIF or TUMF as provided above, but City, in its sole and absolute discretion, may choose to reimburse Developer from other sources aside from DIF or TUMF funds.

5.6 Sunset Avenue Improvements. As specified in Exhibit “F”, Owner or third parties shall construct and install or fund the construction of improvements to Sunset Avenue (“Sunset Avenue Improvements”). Owner’s construction and installation or its funding of the Sunset Avenue Improvements, if undertaken by Owner, shall occur as specified in the Initial Phasing Plan, as defined in Section 3.5.2, which may be amended in the future as provided in Section 3.5.2.

Pursuant to the DIF Credit and Reimbursement Agreement attached hereto as Exhibit G-2, Owner shall be entitled to receive a partial DIF credit if Owner constructs or funds the construction of the Sunset Avenue Improvements to the extent such improvements are included in the City’s DIF program and nexus study. In the event that Owner constructs any Sunset Avenue Improvements that are not included in the City’s DIF program (“Non-DIF Sunset Improvements”), City agrees to use good faith efforts at such time as it has the legal authority to do so to (i) impose a fair share payment condition of approval onto any third party developer’s project which would benefit from the construction of the Non-DIF Sunset Improvements to the extent of their fair share (“Third Party Fair Share Payments”); and (ii) collect all Third Party Fair Share Payments. Regarding the Rancho San Gorgonio project Owner and City agree that this project’s entitlements contain conditions of approval that obligate this developer to install portions of the Sunset Avenue Improvements. City shall use good faith efforts to enforce these entitlements’ conditions of approval regarding this developer’s required Sunset Avenue Improvements, and shall use good faith efforts to collect this developer’s Third Party Fair Share Payments to the extent it has the legal authority to do so. City shall distribute all Third Party Fair Share Payments to Owner within thirty (30) days of City’s receipt of such payments provided that Owner has provided City with current up to date payment 239
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -36-
information upon request. However, City shall have no obligation to incur any legal fees to collect Third Party Fair Share Payments except to the extent such legal fees are advanced by Owner. For the sake of clarity, City shall have no liability to Owner to pay Third Party Fair Share Payments to Owner except to the extent that it receives Third Party Fair Share Payments from a third-party developer. If third parties construct Sunset Avenue Improvements not included in the City’s DIF program, Owner shall pay its fair share of such facilities to the City within thirty (30) days of receiving written notice from the City to make such payment.

5.7 Payment of “Fair Share” Share of Certain Roadway Improvements. To help facilitate the City’s achievement of its goals and policies with respect to roadway improvements, Owner agrees to pay its proportional or Fair Share (as defined in Section 5.12.2) of the roadway improvements listed on Exhibit “I”. The Fair Share payments shall become due at the times specified on Exhibit “I”; or if there is no time specified in Exhibit “I”, at such time as reasonably required by the City; or as otherwise established in conditions of approval for Subsequent Development Approvals, if any.

5.8 Land Reservation, Conveyance, and Dedication.

5.8.1 Owner shall reserve a portion of the Property suitable for construction of a fire station by the City or County (“Fire Station Property”). The Parties have already tentatively approved the location of the Fire Station Property on portions of parcels 4 and 34 of Tentative Parcel Map No. 38118. The Parties agree to work cooperatively and in good faith to identify a suitable final location of the Fire Station Property no later than one (1) year after the Effective Date. The Parties agree that the Fire Station Property must be at least two and one half (2 ½) acres and not greater than three (3) acres in size. Owner shall reserve and dedicate the Fire Station Property to the City at no cost to the City no later than three (3) years from the Effective Date.

After the City acquires the Fire Station Property, City or County shall not use the Fire Station Property for any use other than a fire station, a reverse osmosis facility, or both. Regardless of whether the City elects to develop a fire station, Owner has agreed to make the Fire Station Payment in accordance with Section 5.10.4. Under no circumstances shall Owner be obligated to pay any sums for the construction of the fire station over and above the Fire Station Payment.

5.8.2 Owner shall reserve a portion of the Property suitable for construction of a water tank (“Water Tank Property”). The Parties have already tentatively approved the location of the Water Tank Property on portions of parcels 4 and 34 of Tentative Parcel Map No. 38118. The Parties agree to work cooperatively and in good faith to identify the final location of the Water Tank Property no later than one (1) year after the Effective Date. The Parties agree that the Water Tank Property must be no greater than two (2) acres in size. Owner shall reserve and dedicate the Water Tank Property to the City at no cost to the City, no later than three (3) years from the Effective Date. After acquiring the Water Tank Property, City or its successors shall not use the Water Tank Property for any use other than a water tank. Under no circumstances shall Owner be obligated to pay for the construction of the water tank and related uses.

5.8.3 Owner shall reserve a portion of the Property for a Banning Electric Utility Substation (“Electrical Property”). The Parties have tentatively approved the location of the Electrical Property, on Tentative Parcel Map No. 38118. The Parties agree to work cooperatively and in good faith to identify a suitable final location of the Electrical Property no later than one (1) 240
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -37-
year after the Effective Date. Owner shall reserve and dedicate the Electrical Property to the City at no cost to the City no later than three (3) years from the Effective Date. After acquiring the Electrical Property, City or Banning Electric Utility shall not use the Electrical Property for any use other than a utility substation and related uses

5.8.4 Owner shall reserve a portion of the Property suitable for construction of a reverse osmosis facility (“RO Property”). The Parties have already tentatively approved the location of the RO Property on portions of parcels 10, 31 and 33 of Tentative Parcel Map No. 38118. The Parties agree to work cooperatively and in good faith to identify a suitable final location for the RO Property no later than one (1) year after the Effective Date. The Parties agree that the RO Property must be no greater than two (2) acres in size. Owner shall reserve and dedicate the RO Property to the City at no cost to the City, no later than three (3) years from the Effective Date. After acquiring the RO Property, City or its successors shall not use the RO Property for any use other than for an RO facility and related uses. Under no circumstances shall Owner be obligated to pay for the construction of the reverse osmosis facility.

5.9 Electrical Substation.

5.9.1 Owner shall contribute Five Hundred Thousand Dollars ($500,000) for the design and environmental review of an electrical Substation, (“Banning Electric Initial Contribution”). Upon receipt of the Banning Electric Initial Contribution, City shall promptly commence the design and environmental review of the Substation, as defined below. The City and Owner acknowledge and agree that construction of the Substation cannot proceed, if at all, unless and until City undertakes and completes environmental review under CEQA, and the City obtains all necessary permits and clearances to construct the Substation. The City’s obtaining all necessary environmental clearances, permits and other clearances are, collectively (“Substation Clearances”). The entering into of this Agreement by the Parties does not commit the City to construct the Substation, but rather this Agreement establishes the framework and the procedure for the City to construct the Substation, if the City ultimately determines, in its sole discretion, to commence the design, permitting process and construction of the Substation. The Substation shall be designed and constructed to provide at least 40 Mega Volt Amperes (“Substation”). The Parties acknowledge and agree that the estimated cost to design, permit and construct the Substation (“Substation Costs”) is Twelve Million Five Hundred Thousand Dollars ($12,500,000). City shall design and construct the Substation and obtain all necessary governmental and private party approvals. The design, components, and schedule to construct and complete the Substation shall be based upon an Engineer’s Estimate, discussed below. The City shall complete the Engineer’s Estimate within ninety (90) days after City completes the design of the Substation. Owner shall pay the Banning Electric Initial Contribution ninety (90) days after the Effective Date. Upon request of Owner, City shall provide Owner with documentation demonstrating that the Banning Electric Initial Contribution has only been used for design and environmental review of the Substation. Any portion of the Banning Electric Initial Contribution not used for design and environmental review retained by City shall result in a reduction in the amount of the Banning Electric Final Contribution, defined below.

5.9.2 Upon the City’s obtaining the Substation Clearances, Owner shall further contribute to the completion of the Substation, by making the Banning Electric Final Contribution in the amount of Nine Million Five Hundred Thousand Dollars ($9,500,000) as specified in Section 241
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -38-

5.9.3(a). The City shall make an in-kind contribution valued at approximately Two Million, Five Hundred Thousand Dollars ($2,500,000) consisting of City staff time, labor, materials and equipment, which may include, but not limited to: two (2), twenty (20) MVA transformers. The Engineer’s Estimate shall: (i) be based upon substantial objective evidence (ii) accurately specify the Substation Costs, which shall not exceed Twelve Million Five Hundred Thousand Dollars ($12,500,000) unless City provides Owner the information required by Section 5.9.3; and (iii) establish a schedule concerning the construction and completion of the Substation. The City shall share the Engineer’s Estimate with Owner, for Owner’s reasonable approval, which shall not be unreasonably withheld or conditioned. Owner shall have sixty (60) days from receipt of the Engineer’s Estimate to review it, after which time Owner shall be deemed to have approved the Engineer’s Estimate unless Owner has presented written objections to the City.

5.9.3 Owner’s obligation to fund the Substation Costs shall not exceed the amount of the Banning Electric Initial Contribution and an additional Nine Million Five Hundred Thousand Dollars ($9,500,000) (“Banning Electric Final Contribution”) plus the Banning Electric Initial Contribution of Five Hundred Thousand Dollars ($500,000.00) for a grant total of Ten Million Dollars ($10,000,000.00) (“Total Electric Contribution”). Within thirty (30) days after City has obtained the Substation Clearances (“Substation Funding Date”), Owner shall deposit One Million Five Hundred Thousand Dollars ($1,500,000) into an escrow account or funds control, with the escrow holder to be mutually selected by the Parties. In addition, on or before the Substation Funding Date, Owner shall deposit in the escrow account, Eight Million Dollars ($8,000,000), or provide security in the form of a bond or letter of credit in favor of the City, in the amount of Eight Million Dollars ($8,000,000), or a combination of bonds, letters of credit and cash. Owner, in its sole and absolute discretion, shall determine the form of such security to be provided. Regardless of the amount of the Engineer’s Estimate, in no event shall Owner be required to contribute any funding in excess of the Banning Electric Initial Contribution and the Banning Electric Final Contribution. If the Engineer’s Estimate exceeds Twelve Million Five Hundred Thousand Dollars ($12,500,000), the City shall provide written documentation (“Substation Excess Cost Documentation”) to Owner demonstrating how the City intends to pay all costs in excess of Twelve Million Five Hundred Thousand Dollars ($12,500,000) (“City Substation Payment”). Prior to Owner’s payment of the Banning Electric Final Contribution, City shall provide the Substation Cost Documentation to Owner, for Owner’s approval, which approval shall not be unreasonably withheld or conditioned. Owner shall either approve or deny the Substation Cost Documentation sixty (60) days after it is received. If Owner denies the Substation Cost Documentation it shall specify in writing to City the specific reasons for so denying the Substation Cost Documentation and shall negotiate reasonably and in good faith a resolution of the issue with City within ten (10) days thereafter. If Owner fails to provide written approval or denial of the Substation Cost Documentation within this sixty (60) day period, then Owner shall be deemed to have approved the Substation Excess Cost Documentation. (a) After Owner’s provision of the Banning Electric Final Contribution, the City shall promptly take all necessary steps in order for construction of the Substation to commence. Prior to commencing construction, City shall provide documentation to Owner, demonstrating that the construction contract for the Substation Costs is consistent with the amount specified in the Engineer’s Estimate or the lowest responsive and responsible bid received in accordance with applicable public bidding laws (“Low Bid”), and the schedule established by the Engineer’s 242
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -39-
Estimate. Upon receipt of this documentation from City, Owner shall deposit into an escrow account, as provided below, all necessary documents to convey the Electrical Property to the City (“Conveyance Documents”). City shall notify Owner, in writing, when the construction contract for the Substation has been awarded. Upon receipt of this written notice from City, Owner shall immediately authorize the escrow holder to release the Conveyance Documents, and will insure that the Conveyance Documents are recorded in the official records of the County Recorder. Upon commencement of construction, the following process shall be followed to fund the construction of the Substation, which shall continue until construction of the Substation is completed: (i) Upon City’s receipt of invoices from the contractor retained to construct the Substation, City shall present such invoices to Owner; (ii) If such invoices comport with information in the Engineer’s Estimate or the Low Bid, within thirty (30) days of receipt of such invoices, Owner shall authorize payment of the invoices from the cash deposited in the escrow or funds control, and after such authorization is issued, City shall use the proceeds to pay such invoices or reimburse itself if it previously paid the invoice from its own funds; (iii) Within thirty (30) days after the cash is withdrawn from the escrow, Owner shall deposit into the escrow the same amount of cash which was withdrawn from the escrow, and shall continue to do so, upon the City’s submission of invoices to Owner, until Owner has deposited into escrow the entire amount of the Banning Electric Final Contribution; and (iv) Within thirty (30) days after the cash is withdrawn from the escrow, City shall authorize a reduction in the amount of security posted by Owner, in the same amount as the amount of cash withdrawn from the escrow. Owner shall have the ability to enter the Electrical Property while construction of the Substation is ongoing, to determine the progress and timing of the construction. If the cost of the Low Bid exceeds the amount of the Engineer’s Estimate, or of the cost of construction exceeds the Banning Electric Final Contribution for any reason, including due to change orders, the obligation of Owner to pay the Banning Electric Final Contribution shall not terminate or abate, but the City shall be obligated to fund any such additional amount to complete the Substation.
(b) It is agreed by City and Owner that Owner’s projected electrical demand, if the Project were to receive its electricity from the Substation, would be expected to account for fifty-four percent (54%) of the Substation’s capacity (“Substation Fair Share Percentage”). Upon completion of the Substation, Owner will be entitled to reimbursement from the City for the difference between the sum of its Banning Electric Initial Contribution and its Banning Electric Final Contribution, on the one hand, and the Substation Fair Share Percentage of the Substation Costs, on the other hand (“Substation Reimbursement”). Owner shall begin to receive the Substation Reimbursement in the first Fiscal Year after the City issues a Notice of Completion of the Substation. The Substation Reimbursement shall be paid to the Owner (i) solely through cash payments from the City in equal annual installments over a term of ten (10) years, or more quickly, in the sole and absolute discretion of the City; or (ii) third party developers to the extent actually paid, or a combination thereof, with the City, in its sole discretion, to determine which payment sources are to be used to pay the Substation Reimbursement. The 243
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -40-
City shall use good faith efforts to expedite the payment of the Substation Reimbursement as quickly as reasonably possible. City shall reserve electrical power capacity equal to the Substation Fair Share Percentage to service the Project so long as the Owner has paid the full amount of the Banning Electric Final Contribution and development of the Project remains in substantial compliance with the Project Initial Phasing Plan set forth in Exhibit “E-1”. Except as otherwise provided in this Section 5.9.3, the City shall have no obligation to pay or reimburse Owner for any portion of the cost of the Substation Costs.

5.10 Additional Public Benefits. Owner shall provide the following additional Public Benefits:

5.10.1 Maintenance of Private Roads. Owner shall maintain all private roads and sidewalks and landscape areas within and fronting the public right-of-way on the Property in accordance with the requirements of the Specific Plan and any conditions of approval.

5.10.2 Open Space Dedication. At no cost to City and without reimbursement or credit to any DIF, Owner will set aside and grant to City an irrevocable offer to dedicate to the City, approximately 52.8 acres as Open Space Resource land. Notwithstanding the foregoing, Owner may be able to receive reimbursement or MSHCP impact fee credits from the Regional Conservation Agency (“RCA”) if RCA determines that Owner is entitled to MSHCP impact fee credits or reimbursement. Subject to approval from RCA, City shall have sole and absolute discretion whether to accept such dedication. The Parties acknowledge and agree that the acreage of the dedicated Open Space Resource land may be reduced, based upon required mitigation which may be imposed on development of the Project by other public agencies, such as the U. S. Fish & Wildlife Service, U. S. Army Corps of Engineers, California Department of Fish & Wildlife or the Western Riverside Regional Conservation Authority (collectively, “Resource Agencies”). In addition, the Parties acknowledge and agree that the Resource Agencies may limit use of the Open Space Resource land, and the Parties agree that they will both abide by any and all applicable restrictions which may be imposed by the Resource Agencies. However, if habitat restoration, habitat mitigation and monitoring plan, endowment agreement or other similar obligations are required by the Resource Agencies solely in connection with development of the Project, the same shall be the sole obligation of the Owner.

5.10.3 Park Dedication. Owner shall reserve and dedicate to City, at no cost to City and without reimbursement or credit to any DIF, approximately 12 acres for the Park. Owner shall be responsible for the design and the cost of constructing the Specific Plan Park Facilities. Owner shall be responsible, at its sole cost, to maintain the Park, and City shall use best efforts to assist Owner in its efforts to obtain grants or tax benefits in connection with Owner’s reservation of the Park. Owner shall be responsible for maintaining the Park upon completion. City agrees that Owner shall receive parks and recreation development impact fee credits, if the Specific Plan Park Facilities meet the applicable criteria of the parks and recreation development impact fee program, on a dollar-for-dollar basis for all Owner’s costs incurred for designing and constructing the Specific Plan Park Facilities. Prior to receiving such development impact fee credits, the City shall require that Owner provide proof in the form of paid invoices or receipts for the incurred costs to insure all such costs were actually incurred. If the City chooses to expand the Specific Plan Park Facilities after the effective date to include facilities not previously included in the Specific Plan 244
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -41-
(“Additional Park Facilities”), City shall provide written notification to Owner no later than City’s approval of Owner’s Specific Plan Park Facilities plans, and the Parties shall meet and confer and use good faith efforts to enter into a Park improvement plan, addressing the Additional Park Facilities that will address an appropriate apportionment of the costs to design and construct the Additional Park Facilities.

5.10.4 Fire Station Payment. Owner shall contribute Sixteen Million Dollars ($16,000,000) (“Fire Station Payment”) to the City to be used for construction of the fire station.

Owner shall pay the City Two Million Five Hundred Thousand Dollars ($2,500,000) of the Fire Station Payment within six (6) months of the Effective Date. Owner shall pay the City the remainder of the Fire Station Payment within sixty (60) days after City obtains all necessary approvals to commence construction of the fire station. Owner acknowledges that neither the City nor the Riverside County Fire Department has considered or identified a need for a fire station at the Property, there is no current plan for development of a fire station and, if desired, the planning, design, and construction of any fire station would occur at an undetermined future date by the City.

Construction of a fire station cannot proceed, if at all, unless and until City undertakes and completes environmental review under CEQA, and the City obtains all necessary permits and clearances to construct the fire station. If the City determines in its sole and absolute discretion to not construct the fire station, then the City may use the proceeds of the Fire Station Payment for any City purpose. In such a situation, City shall provide written notification to Owner of its determination not to build the fire station within one (1) year of the Effective Date. If such notification is received, Owner shall make the Fire Station Payment based upon the following schedule: (i) One Million Dollars ($1,000,000) prior to issuance of occupancy permits for Five Hundred Thousand (500,000) square feet of warehouse building(s); (ii) Three Million Dollars ($3,000,000) prior to issuance of occupancy permits for One Million (1,000,000) square feet of warehouse building(s); (iii) Three Million Dollars ($3,000,000) prior to issuance of occupancy permits for Two Million (2,000,000) square feet of warehouse building(s); (iii) Three Million Dollars ($3,000,000) prior to issuance of occupancy permits for Three Million (3,000,000) square feet of warehouse building(s) and (iv) Three Million Five Hundred Thousand Dollars ($3,500,000) prior to issuance of occupancy permits for Three Million Five Hundred Thousand (3,500,000) square feet of warehouse building(s). Notwithstanding the forgoing the entire amount of the Fire Station Payment by Owner to City shall be made no later than five (5) years from the Effective Date. The amount of the Fire Station Payment shall be subject to an “Annual Escalation Factor” on each anniversary of the Effective Date during the term of this Agreement equal to the annual percentage change in the Consumer Price Index published by the U.S. Bureau of Labor Statistics for “All Urban Consumers” in the Riverside-San Bernardino-Ontario Area, measured as of the month of April in the previous Fiscal Year, but not less than one percent (1%) and not greater than five percent (5%).

5.10.5 Fire Equipment Payment. Owner shall contribute One Million Dollars ($1,000,000) (“Fire Equipment Payment”) to the City for the City to use to acquire fire equipment for the fire station. Owner shall make this payment within one hundred eighty (180) days from when the City obtains all necessary approvals to construct the fire station. As specified in Section

5.10.4, if City determines to not use the proceeds of the Fire Station Payment to construct the fire station, then the City may use the proceeds of the Fire Equipment Payment for any City purpose.

In such a situation, Owner shall make the Fire Equipment Payment to the City prior to issuance of occupancy permits for Four Million (4,000,000) square feet of warehouse building(s). 245
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -42-
Notwithstanding the forgoing the entire amount of the Fire Equipment Payment shall be made by Owner to City no later than five (5) years from the Effective Date.

5.10.6 City Grant. Owner shall provide City with a grant of Seven Hundred Fifty Thousand Dollars ($750,000) (“City Grant”), with the proceeds solely to be used by the City to aid in City downtown beautification or small business assistance for small businesses located in the City. The City Grant is to be disbursed in three (3) equal payments of Two Hundred Fifty Thousand Dollars ($250,000): (i) within sixty (60) days of the Effective Date; (ii) within twelve (12) months of the Effective Date; and (iii) within twenty four (24) months of the Effective Date.

5.10.7 Employment Outreach. Owner shall include in all leases for the Project the requirement that each tenant provide the City with written notice that each tenant is intending to hire employees for its business, with such notice issued at least two (2) weeks before each tenant intends to commence its operations. City shall provide notice to City residents of these commencements of operations.

5.10.8 Animal Shelter Grant. Owner shall provide City with a grant of Five Hundred Thousand Dollars ($500,000), with the proceeds solely to be used to build or operate an animal shelter. This payment shall be made to City prior to issuance of first grading permit of an industrial building.

5.11 Development Fees. Development Fees currently imposed are identified in City Resolution 2019-112 adopted by the City Council on September 10, 2019. Development Fees or “DIF” also includes TUMF and MSHCP. A schedule showing the Development Fees in place as of the Effective Date as Exhibit “H” only for the specific uses therein identified. The City shall not impose any future mitigation measure, exaction or Development Fee on the Property, the Project or the Development Plan (unless modifications to the Project necessitate such future mitigation measures, exactions or Development Fees, which are reasonably related and roughly proportional to the impacts associated with modifications to the Project) or any portion thereof, except those existing Development Fees in existence on the Effective Date of this Agreement as they may be amended and increased from time to time and for different improvements and/or uses as Owner may later develop and for new categories as provided in this paragraph. Further, except as otherwise provided herein the City shall not impose any new categories of Development Fees to the Project (“DIF Vesting”). Notwithstanding the foregoing, the DIF Vesting shall terminate on the seventh (7th) anniversary of the Effective Date (“DIF Vesting End Date”). After the DIF Vesting End Date, the City may apply subsequently adopted new categories of DIF to the Project, the Property and the Development Plan if the same are applied uniformly to development either throughout the City or within a defined area of benefit that includes the Property if the subsequently adopted DIF is not applied on an ad hoc basis solely to the Project and the subsequently adopted fee does not physically prevent development of the Property for the uses and to the density and intensity of development set forth in this Agreement. Notwithstanding the forgoing, it is understood and agreed that when the Developer applies for permits or entitlements under the Development Plan the more detailed plans submitted in connection with the same may disclose the need for easements, dedications or rights of way for Public Improvements serving the Project not previously foreseeable and the Developer shall cooperate in good faith with City to grant such rights to City at no cost to City.
246
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -43-

5.12 Fair Share Payments; Oversized Improvements; Fee Credits.

5.12.1 Construction of Oversized Public Improvements. The Parties acknowledge that certain of the Public Improvements, to be constructed by Owner may, to a greater or lesser extent, constitute Oversized Improvements and that owners of other properties may benefit from such Oversized Improvements. In addition, the City agrees that, in recognition of the regional nature of certain street and, possibly, other improvements made to the Property by Owner, City shall use good faith efforts so that owners of all property that will reasonably benefit from the Improvements including Oversized Improvements and certain components of the Sunset Avenue Improvements as determined in accordance herewith (“Benefitted Properties”) or otherwise benefitted by the regional Improvements who apply for entitlements will pay their Fair Share for such Public Improvements, either directly or through subdivision agreements or other agreements, between such owners and the City, or between owners of Benefitted Properties.. The DIF Credit and Reimbursement Agreement shall include the obligations specified in this Section and elsewhere in this Agreement.

5.12.2 Fair Share Determination. “Fair Share” shall mean the amount if any, of Owner’s contribution to the cost of any Public Improvements and unless otherwise provided on Exhibit “I” or elsewhere in this Agreement with respect to a particular improvement, shall be calculated for the Project based on the Project’s proportion of the benefit conferred on all Benefitted Properties, as established by a regional benefit study prepared by independent professional consultants experienced in the preparation of “zone of benefit” studies. The consultants shall be selected by City, and their conclusions shall be subject to review and approval by City. City shall afford Owner, and any other involved developer(s), the opportunity to review and comment on the tentative conclusions, and such comments shall be taken into consideration by City in its review. The costs of any such study shall be deemed to be a part of the cost of the Oversized Facility to which it pertains. The fees and costs of the consultants shall be solely paid, initially, by the developers seeking entitlements and then involved. The Parties recognize, however, that it will not always be possible to implement or achieve such goals, given the size, timing of development and nature of the other Benefitted Properties, and nothing herein shall be deemed to require City to fund or reimburse any portion of the excess costs other than from funds actually collected from third party developers expressly for such purpose. For the sake of clarity, the City shall not be responsible to pay for the cost of any such improvements or any portions thereof out of any fund not specifically set aside for such purpose including but not limited to its general fund or special fund revenues.

5.12.3 Fee Credits. To the extent an improvement is included in City’s current Nexus Study that is a component of City’s DIF program, the City shall recognize and apply in lieu credit against the fees associated with the specific Nexus Study, equal to the actual documented cost of improvements and/or dedications made in the development of the Project by Owner, even if improvement was funded by a CFD or other alternative financing mechanism, and for which the fees would otherwise be imposed in accordance with City ordinances and resolutions; provided, however, that such in lieu credit shall not exceed the amount established by the City’s DIF program for construction of such improvements and/or dedications. These in lieu fee credits shall be further defined within the DIF Credit and Reimbursement Agreement. For the sake of clarity, it is understood and agreed by Owner that credits to TUMF and MSHCP development impact fees shall be subject to the rules of the Western Riverside Regional Council of Governments (“WRCOG”) 247
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -44-
and Western Riverside Regional Conservation Agency rules concerning fee credits as administered by those agencies. This paragraph shall apply to all DIF credits sought by Owner under this Agreement.

5.13 Limits on Public Funds. Notwithstanding anything else to the contrary herein, the parties acknowledge and agree that in no event shall the cumulative total of public funds, if any, as defined in California Labor Code Section 1720(b), received by Owner with respect to the Project exceed the amount of the conditioned public improvements imposed on the Project as part of the Development Approvals.

6. FINANCING OF PUBLIC IMPROVEMENTS.

6.1 Intent. The intent of this Section 6 is to establish the contractual framework for mutual cooperation between the City and Owner necessary to finance and implement the Project.

Accordingly, the City shall take all actions reasonably necessary, and Owner shall take all actions reasonably necessary and shall reasonably cooperate, as appropriate, in furtherance of the development and operation of the Project.

6.2 Formation of Community Facilities Districts.

6.2.1 Owner agrees to submit a petition(s) to the City and or California Statewide Communities Development Authority (“CSCDA”) under the Mello Roos Act for formation of one or two CFDs over some or all of the Owner’s Property. Owner has the sole and absolute discretion to determine if it will proceed with one CFD or two CFDs to finance eligible facilities and TUMF and DIF payments defined herein as Authorized Facilities and Fees, and Authorized Services (as defined below). If the City is the sponsor of the CFD, the City shall initiate formation of the CFD(s) promptly following submission by Owner of any such petition and compliance with section 53318(d) of the Mello-Roos Act. City agrees to cooperate in the formation of the CFD should the Owner elect CSCDA to be the sponsor of the CFD(s). Owner agrees to vote in favor of the formation of the CFD(s) for which it has petitioned. The CFD shall also be authorized to finance City services provided to only the parcels within the boundaries of the CFD, provided such services are authorized under the Mello Roos Act and to the extent that the services do not supplant services already available within the territory of the CFD at the time the CFD is created (“Authorized Services”).

6.2.2 The Rate and Method of Apportionment of Special Taxes for the CFD (“RMA”) shall provide, in part:
(a) Special taxes shall be levied to finance Authorized Facilities and Fees, should the Owner, in its sole and absolute discretion, decide to form the CFD to finance any such Authorized Facilities and Fees, which decision shall remain subject to the approval of the City;
(b) Special taxes for Authorized Services (“Service Special Tax”) shall only be levied against parcels used for industrial/warehouse/logistic purposes (collectively, “Industrial Property”) and the levy of the Service Special Tax shall commence upon the issuance of a certificate of occupancy prior to May 1 for an Industrial Property;
248
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -45-
(c) The maximum Service Special Tax rate in the first year that there is a levy of the Service Special Tax for an Industrial Property parcel shall be at a rate of $0.20 per building square foot, not including space devoted to stairwells, public restrooms, vehicle parking and areas incident thereto, and mechanical equipment incidental to the operation of any such building, which amount shall be subject to an “Annual Escalation Factor” equal to the annual percentage change in the Consumer Price Index published by the U.S. Bureau of Labor Statistics for “All Urban Consumers” in the Riverside-San Bernardino-Ontario Area, measured as of the month of April in the previous Fiscal Year, but not less than one percent (1%) and not greater than five percent (5%);
(d) The CFD for Authorized Services shall be formed prior to the City’s issuance of a final certificate of occupancy for the first Industrial Property; and (e) A budgeting process that includes that each Fiscal Year the Service Special Taxes for each parcel shall be reduced by 100% of the aggregated amount of Sales Tax Revenues generated by the Industrial Property within the boundaries of the CFD and collected by the City in the preceding Fiscal Year on a pro rata basis based on taxable building square footage for each parcel.

6.2.3 Owner and the City shall cooperate reasonably in developing the RMA(s).

Promptly following Owner’s request to have CFD Bonds issued, Owner and the City shall meet with the City’s public financing consultants to determine reasonable and appropriate issuance dates, amounts, and main financing terms. Contemporaneously with the formation of the CFD, Owner and the City shall enter into a CFD Acquisition and Reimbursement Agreement that shall apply to the acquisition and construction and/or reimbursement of Authorized Facilities and Fees.

6.2.4 In the event Owner conveys any portion of the Property to City or any Outside Agencies and said Property (or part thereof) is subject to payment of special taxes for Authorized Facilities and Fees and CFD Bonds have been issued and are outstanding, Owner shall prepay the special taxes pursuant to the terms of the RMA with respect to the portion of the Property being conveyed prior to completion of any such conveyance.

6.2.5 Except to the extent permitted by this Section 6 or otherwise approved by Owner, the City shall not initiate the formation of any other land-secured financing district or assessment district involving the levy of special taxes or assessments for facilities or services with regards to the Property.

6.3 City Council Approval. Notwithstanding the foregoing, it is acknowledged and agreed by the Parties that nothing contained in this Section 6 shall be construed as committing or requiring the City Council to authorize and approve the formation of the CFD, or to issue and sell CFD Bonds.

6.4 City’s Reimbursement to Owner. Owner shall be entitled to reimbursement from the City for: (i) an Owner’s Deficit, if such a deficit occurs, as provided in Section 5.5.2(d)(iii), and (ii) the Substation Reimbursement, as provided in Section 5.9.3(b) (collectively, “Maximum Reimbursement Payment”).
249
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -46-

7. REVIEW FOR COMPLIANCE.

7.1 Annual Review. The Community Development Director, in consultation with the City Manager and City Attorney, shall review this Agreement annually, on or before the September 15th of each year commencing on the September 15th at least six months after the Effective Date, in order to ascertain the good faith compliance by Owner with the terms of the Agreement. This review shall be limited in scope to compliance with the terms of this Agreement pursuant to Government Code Section 65865.1 and the Banning Municipal Code, in effect on the Effective Date. On or before July 1st of each year, Owner shall submit an annual monitoring report, in a form specified by the Community Development Director, providing all information necessary to evaluate such good faith compliance as determined by the Community Development Director.

7.2 Procedure.

7.2.1 During either an annual review or a special review at a public hearing, Owner shall be required to demonstrate good faith compliance with the terms of the Agreement.

7.2.2 Upon completion of an annual review or a special review, the Community Development Director shall submit a report to the Planning Commission and City Council setting forth the evidence concerning good faith compliance by Owner with the terms of this Agreement and his recommended finding on that issue. The Planning Commission shall hold a public hearing regarding Owner’s good faith compliance with this Agreement.

7.2.3 Within thirty (30) days following the date of the Planning Commission’s public hearing the Planning Commission shall forward its recommendation to the City Council.

After receiving the Planning Commission’s recommendation, the City Council shall hold a public hearing regarding Owner’s good faith compliance with this Agreement. If the City Council finds on the basis of quantifiable, objective substantial evidence that Owner has complied in good faith with the terms and conditions of this Agreement, the review shall be concluded.

7.2.4 If the City Council makes a preliminary finding that Owner has not complied in good faith with the terms and conditions of this Agreement, the City Council may modify or terminate this Agreement as provided in Section 7.3 and Section 7.4. Notice of default as provided under Section 8.4 of this Agreement shall be given to Owner prior to proceeding under Section 7.3 and Section 7.4.

7.3 Proceedings Upon Modification or Termination. If, upon a preliminary finding under Section 7.2, City determines to proceed with modification or termination of this Agreement, City shall give written notice to Owner of its intention so to do. The notice shall be given at least ten calendar days prior to the scheduled hearing and shall contain:
(a) The time and place of the hearing;
(b) A statement as to whether or not City proposes to terminate or to modify the Agreement; and,
250
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -47-
(c) Such other information as is reasonably necessary to inform Owner of the nature of the proceeding and the specific issues asserted by the City as not demonstrating good faith compliance.

7.4 Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination, Owner shall be given an opportunity to be heard and shall be entitled to present written and oral evidence with respect to its good faith compliance with the terms and conditions of this Agreement and any other matters related to this Agreement and the development of the Property. If the City Council finds, based upon substantial evidence, that Owner has not complied in good faith with the terms or conditions of the Agreement, the Council may terminate this Agreement or modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the City. The decision of the City Council shall be final, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure.

7.5 Certificate of Agreement Compliance. If, at the conclusion of an annual or special review, Owner is found to be in compliance with this Agreement, City shall, upon request by Owner, promptly issue a Certificate of Agreement Compliance (“Certificate”) to Owner stating that after the most recent annual or special review and based upon the information known or made known to the Community Development Director and City Council that (1) this Agreement remains in effect and (2) Owner is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after an annual or a special review and shall state the anticipated date of commencement of the next annual review. Owner may record the Certificate with the County Recorder. If the City shall fail to conduct any annual review, Owner shall be deemed to be in compliance with the requirements of this Agreement.

Whether or not the Certificate is relied upon by transferees or Owner, City shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the Community Development Director or City Council.

8. DEFAULT AND REMEDIES.

8.1 Remedies in General.

8.1.1 It is acknowledged by the Parties that City would not have entered into this Agreement if it were to be liable in damages under this Agreement, or with respect to this Agreement or the application thereof.

8.1.2 In general, each of the Parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, except that City shall not be liable in damages to Owner, or to any successor in interest of Owner, or to any other person, and Owner covenants not to sue for damages or claim any damages:
(a) For any breach of this Agreement or for any cause of action which arises out of this Agreement; or
(b) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement; or 251
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -48-
(c) Arising out of or connected with any dispute, controversy, or issue regarding the application, validity, interpretation or effect of the provisions of this Agreement; or
(d) For any injury to or interference with the rights of Owner, allegedly or actually arising out of, or incurred in connection with, the parties entering this Agreement, or their exercise of any rights under this Agreement.

8.1.3 Notwithstanding the foregoing, Owner is entitled to pursue any claims for damages against City arising out of any breach of City concerning the Reimbursement Agreement or the DIF Credit Agreement. Likewise and notwithstanding anything to the contrary in this Agreement, the City and Owner shall have the right to pursue claims for damages against the other for the non-payment of any monetary amount expressly provided for in this Agreement.

Notwithstanding the foregoing, Owner’s liability to the City and City’s liability to Owner in connection with this Agreement shall be limited to direct damages and shall exclude any other liability, including without limitation liability for special, indirect, punitive, or consequential damages in contract, tort, warranty, strict liability or otherwise. If either City or Owner fail to make a payment due under this Agreement on the date specified in this Agreement, interest shall accrue on such amount at the rate of ten percent (10%) per annum until such amount is paid in accordance with this Agreement. Claims by Owner concerning the TUMF Improvement and Credit Agreement must be brought against WRCOG and not City. Claims by Owner concerning MSHCP implementation must be brought against RCA and not City.

8.2 Specific Performance.

8.2.1 The Parties acknowledge that money damages and remedies at law generally are inadequate and specific performance and other non-monetary relief are particularly appropriate remedies for the enforcement of this Agreement and should be available to the Parties for the following reasons:
(a) Money damages are unavailable against City except as provided in Section 8.1 above.
(b) Due to the size, nature, and scope of the Project, it may not be practical or possible to restore the Property to its natural condition once implementation of this Agreement has begun. After such implementation, Owner may be foreclosed from other choices it may have had to utilize the Property or portions thereof. Owner has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Agreement and will be investing even more significant time and resources in implementing the Project in reliance upon the terms of this Agreement, and it is not possible to determine the sum of money which would adequately compensate Owner for such efforts.

8.2.2 Accordingly, it is expressly recognized that injunctive relief and specific enforcement of this Agreement are proper and desirable remedies, and it is agreed that any claim by Owner against City for an alleged breach of this Agreement shall be remedied by injunctive 252
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -49-
relief or an appropriate action for specific enforcement of this Agreement. It is agreed that specific performance is not available to City against Owner, although City can seek the remedy of injunctive relief against Owner.

8.3 General Release. Except for non-damage remedies, including the remedy of specific performance and judicial review as provided in this Agreement, Owner, for itself, its successors and assignees, hereby releases the City, its officers, agents, employees, and independent contractors from any and all claims, demands, actions, or suits of any kind or nature whatsoever arising out of any liability, known or unknown, present or future, including, but not limited to, any claim or liability, based or asserted, on any law or ordinance which seeks to impose any other monetary liability or damages, upon the City because it entered into this Agreement or because of the terms of this Agreement. Owner hereby waives the provisions of Section 1542 of the Civil Code which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” Notwithstanding the foregoing, this general release is inapplicable to claims that City has breached the TUMF Improvement and Credit Agreement, Reimbursement Agreement or the DIF Credit Agreement.

8.4 Termination or Modification of Agreement for Default of Owner. Subject to the provisions contained in Section 7.4 herein, City may terminate or modify this Agreement for any failure of Owner to perform any material duty or obligation of Owner under this Agreement, or to comply in good faith with the terms of this Agreement (hereinafter referred to as “Default”); provided, however, City may terminate or modify this Agreement pursuant to this Section only after providing written notice to Owner of default setting forth the nature of the default and the actions, if any, required by Owner to cure such default and, where the default can be cured, Owner has failed to take such actions and cure such default within 60 days after the effective date of such notice or, in the event that such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such 60 day period and to diligently proceed to complete such actions and cure such default. In addition to the remedies specified in this Section, if Owner fails to make any of the payments specified in Sections 5.2, 5.5.1, 5.9, 5.9.1, 5.9.3, 5.10.4, 5.10.5 or 5.10.6 after the City's completion of the process specified in this section, it may in its sole discretion withhold issuance of permits sought by Owner until such payments are made by Owner and pursue any other remedies under this Agreement.

8.5 Termination of Agreement for Default of City. Owner may terminate this Agreement only in the event of a default by City in the performance of a material term of this Agreement and only after providing written notice to City of default setting forth the nature of the default and the actions, if any, required by City to cure such default and, where the default can be cured, City has failed to take such actions and cure such default within 60 days after the effective date of such notice or, in the event that such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such 60 day period and to diligently proceed to complete such actions and cure such default. During the time when Owner alleges the existence of a City Default and without limiting any of its other available remedies, Owner shall not be obligated to proceed with or complete the Project or any phase of the Project, nor to reserve or dedicate any property pursuant to this Agreement. Upon a City Default, any resulting delays in Owner’s performance shall neither be a 253
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -50-
default by Owner nor constitute grounds for termination or cancellation of this Agreement by the City.

8.6 Attorneys’ Fees. Should any legal action be brought by either Party against the other for default under this Agreement or to enforce or interpret any provision hereof, the Party prevailing in such action shall be entitled to recover against the non-prevailing Party its reasonable attorneys’ fees and costs incurred in such action.

9. THIRD PARTY LITIGATION.

9.1 To the maximum extent permitted by law, Owner must defend, indemnify, and hold the City and its elected officials, officers, contractors serving as City officials, agents, and employees ("Indemnitees") harmless from liability for damage and/or claims for damage for personal injuries, including death, and claims for property damage, and with respect to all other actions and liabilities for damages caused or alleged to have been caused by reason of Owner's activities in connection with the Development and/or construction of the Project, and which may arise from the direct or indirect operations of Owner or those of Owner's contractors, agents, tenants, employees, or any other persons acting on Owner's behalf, which relate to the Development and/or construction of the Project. This indemnity provision applies to all damages and claims for damage, as described above, regardless of whether or not the City prepared, supplied, or approved the plans, specifications, or other documents for the Project, including any associated public or private improvements.

9.2 Without limiting the generality of Section 9.1, Owner shall also defend, indemnify, and hold the Indemnitees harmless from and against any and all claims, liabilities, losses, damages, costs, and expenses arising from or related to any claims that Owner or Owner's contractors are required to pay prevailing wages pursuant to Labor Code Section 1720 et seq., in connection with the Development of the Project.

9.3 Without limiting the generality of Section 9.1, in the event of any legal action challenging the validity, applicability, or interpretation of any provision of this Agreement, any of the entitlement documents pertaining to the Project including, without limitation, the City's General Plan, Zoning Code, or any other supporting document relating to the Project, Owner shall also indemnify, defend, and hold harmless the Indemnitees with respect to all liability, costs, and expenses incurred by, and/or awarded against, the City or any of the Indemnitees in relation to such action.

9.4 Without limiting the generality of Section 9.1, Owner shall defend indemnify and hold Indemnitees free and harmless from any liability, based or asserted, upon any act or omission of Owner, its officers, agents, employees, subcontractors, predecessors in interest, successors, assigns and independent contractors for any violation of any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property, including, but not limited to, soil and groundwater conditions.

9.5 With respect to any legal action or claim falling within Owner's defense, indemnity, and hold harmless obligations under this Agreement:
254
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -51-
(a) City shall promptly notify Owner of any such claim, action or proceeding, and City shall cooperate in the defense save and except claims for damages arising through the sole active negligence or sole willful misconduct of City or from breach of this Agreement by City, and if City fails to promptly notify Owner of any such claim, action or proceeding, or if City fails to cooperate in the defense, Owner shall not thereafter be responsible to defend, indemnify, or hold harmless City.
(b) City shall have the right to select counsel of its choice and Owner shall provide, and maintain for the duration of such action or claim, a cash deposit to City in an amount or amounts determined by the City Attorney to be reasonably necessary to cover the City's legal fees, costs, and expenses. The City’s separate counsel billing rates shall be identical to the rates City pays for its typical municipal litigation rates for legal challenges of the variety being defended. The City shall refund to Owner any unexpended funds from the deposit within thirty (30) days of any final disposition or full and complete settlement of the action or claim. (c) In the event of any litigation challenging the effectiveness of this Agreement, or any portion hereof, this Agreement shall remain in full force and effect while such litigation, including any appellate review, is pending, unless otherwise ordered by the court. Absent issuance of an injunction, Owner may elect to continue Development under this Agreement pending completion of the litigation but it shall do so at its sole risk, and the City shall not be liable for any loss suffered as a result thereof.

9.6 In the event any initiative, moratorium, referendum, statute, ordinance, limitation or other measure is enacted by or under authority of City subsequent to the Effective Date that would otherwise modify the development rights vested pursuant to this Agreement, Owner reserves the right to challenge any such enactment in a court of law should it become necessary to protect the development rights vested in the Owner pursuant to the terms and conditions of this Development Agreement, and City agrees that (subject to any judicial writ or order to the contrary) Owner shall continue to enjoy such development rights until such time, if ever, as all such challenges to the validity of such measure, or its interpretation or applicability to Owner have been finally resolved (including the expiration of all times for appeal without any appeals having been filed) adversely to Owner. Any exercise by Owner of challenged development rights shall be at Owner’s sole risk and expense, and City will not be liable to Owner if it is determined that Owner was not entitled to exercise such development rights.

9.7 This Section shall survive the expiration or earlier termination of this Agreement.

Notwithstanding the foregoing, Owner’s indemnity obligations specified in this Section 9.7 regarding Owner’s design, construction or dedication of public improvements shall terminate one (1) year after City accepts Owner’s offer of dedication of public improvements.

10. MORTGAGEE PROTECTION.

10.1 The Parties hereto agree that this Agreement shall not prevent or limit Owner, in any manner, at Owner’s sole discretion, from encumbering the Property or any portion thereof or 255
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -52-
any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property.

10.2 City acknowledges that the lenders providing such financing may require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with Owner and representatives of such lenders to negotiate in good faith any such request for interpretation or modification. City will not unreasonably withhold its consent to any such requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement. Any Mortgagee of the Property shall be entitled to the following rights and privileges:
(a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any mortgage on the Property made in good faith and for value, unless otherwise required by law. (b) The Mortgagee of any mortgage or deed of trust encumbering the Property, or any part thereof, which Mortgagee, has submitted a request in writing to the City in the manner specified herein for giving notices, shall be entitled to receive written notification from City of any default by Owner in the performance of Owner’s obligations under this Agreement.
(c) If City timely receives a request from a Mortgagee requesting a copy of any notice of default given to Owner under the terms of this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to Owner. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such Party under this Agreement.
(d) Any Mortgagee who comes into possession of the Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Property, or part thereof, subject to the terms of this Agreement. If the Community Development Director, acting in consultation with the City Manager and City Attorney, provides prior written consent, which consent shall not be unreasonable withheld, a Mortgagee in possession shall not have an obligation or duty under this Agreement to perform any of Owner’s obligations or other affirmative covenants of Owner hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by Owner is a condition precedent to the performance of a covenant by City, the performance thereof shall continue to be a condition precedent to City’s performance hereunder. Any transfer by any Mortgagee in possession shall be subject to the provisions of Section 2.4 of this Agreement.

11. MISCELLANEOUS PROVISIONS.

11.1 Recordation of Agreement. This Agreement and any amendment, modification, termination or cancellation thereof shall be recorded with the County Recorder by the Clerk of the Board of Supervisors within the period required by Section 65868.5 of the Government Code. 256
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -53-

11.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the Parties, and there are no oral or written representations, understandings, or ancillary covenants, undertakings or agreements which are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings, or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement.

11.3 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the Public Benefits, including the payments set forth therein, are essential elements of this Agreement and City would not have entered into this Agreement but for such provisions, and therefore in the event such provisions are determined to be invalid, void or unenforceable, this entire Agreement shall be null and void and of no force and effect whatsoever.

11.4 Preemption or Frustration of Agreement by Changes in Law. In the event that any Party has or acquires actual knowledge that: (i) state or federal law or regulations enacted after the Effective Date preempt this Agreement or City’s authority to perform hereunder, or (ii) the action or inaction of any governmental agency or quasi-public entity arising from or related to this Agreement, apart from City or any instrumentality thereof, frustrates compliance with one or more provisions of this Agreement as a matter of law, such a Party shall:
(a) Provide the other Party with written notice of such state or federal law or regulation, a copy of such law or regulation and a statement identifying how such law regulation conflicts with the provisions of this Agreement. (b) Upon notice by one Party to another as to preemption or frustration of this Agreement by law or regulation, the Parties shall promptly meet and confer in good faith and make a reasonable attempt to modify or amend this Agreement to comply with such applicable state or federal law or regulation in a manner that is least disruptive to the purpose and intent of this Agreement. If the Parties cannot agree on a manner or method to comply with such state or federal law or regulation, the Parties shall follow the Dispute Resolution procedures set forth in this Agreement.

11.5 RESERVED

11.6 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California.

This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not be employed in interpreting this Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof.
257
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -54-

11.7 Operating Memoranda. The provisions of this Agreement require a close degree of cooperation between the City and the Owner. It is anticipated due to the term of this Agreement that clarification, interpretation and refinements to the Development Approvals may be appropriate with respect to the details of performance of the City and the Owner. To the extent allowable by law, the Owner shall retain a certain degree of flexibility as provided herein with respect to all matters, items and provisions covered in general under this Agreement and exhibits thereto. When and if the Owner finds it necessary or appropriate to make clarification, interpretation and refinements, the Parties shall effectuate such changes, adjustments or clarifications through operating memoranda (“Operating Memoranda”) approved by the Parties in writing, which reference this Section of the Agreement. Operating Memoranda are not intended to constitute an amendment to this Agreement but mere ministerial clarifications; therefore, public notices and hearings shall not be required. The City Attorney shall be authorized, upon consultation with the Owner, to determine whether a requested clarification may be effectuated pursuant to this Section or whether the requested clarification is of such character to constitute an amendment to the Agreement which requires compliance with the provisions of this Agreement pertaining to amendments. The authority to enter into such Operating Memoranda is hereby delegated to the City Manager, and the City Manager is hereby authorized to execute any Operating Memoranda hereunder without Planning Commission or City Council action and without public hearing.

Although other matters may also fall within the scope of Operating Memoranda, any clarification, interpretation and refinements to this Agreement which does not relate to the Term, permitted uses of the Project, provisions for the reservation or dedication of land, grant of easement, or the conditions, terms, restrictions and requirements relating to Subsequent Development Approvals of City, revisions to Public Benefits (other than to the time for performance of such Public Benefits) or monetary exactions of Owner, shall be considered an “Operating Memoranda”.

Notwithstanding the foregoing, if the City Manager determines that such requested Operating Memorandum must or should be submitted for approval to the Planning Commission or City Council, the City Manager may so submit the requested Operating Memorandum for approval.

11.8 Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement.

11.9 Gender and Number. As used herein, the neuter gender includes the masculine and feminine, the feminine gender includes the masculine, and the masculine gender includes the feminine. As used herein, the singular of any word includes the plural.

11.10 Rule Against Perpetuities. This Agreement shall be construed by all interested Parties, to the maximum extent possible, to be consistent with, and not in violation of, the Rule against Perpetuities.

11.11 Time of Essence. Time is of the essence in the performance of the provisions of this Agreement as to which time is an element.

11.12 Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the default of the other Party, shall not constitute a waiver of such Party’s right to insist and demand strict compliance by the other Party with the terms of this Agreement thereafter. 258
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -55-

11.13 No Third-Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the Parties and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement.

11.14 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the Party benefited thereby of the covenants to be performed hereunder by such benefited Party.

11.15 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the Parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof; and, (c) is binding upon each Party and each successor in interest during ownership of the Property or any portion thereof.

11.16 Counterparts. This Agreement may be executed by the Parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the Parties had executed the same instrument.

11.17 Jurisdiction and Venue. Any action at law or in equity arising under this Agreement or brought by a Party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Riverside Historic Courthouse of the Superior Court, and the Parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court.

11.18 Project as a Private Undertaking. It is specifically understood and agreed by and between the Parties hereto that the development of the Project is a private development, that neither Party is acting as the agent of the other in any respect hereunder, and that each Party is an independent contracting entity with respect to the terms, covenants, and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between City and Owner is that of a government entity regulating the development of private property and the owner of such property.

11.19 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement.

Upon the request of either Party at any time, the other Party shall promptly execute, with acknowledgement or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. The Parties further agree to mutually cooperate with one another in carrying out the purposes of this Agreement. 259
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -56-

11.20 Eminent Domain. No provision of this Agreement shall be construed to limit or restrict the exercise by City of its power of eminent domain, or to mandate City’s use of eminent domain.

11.21 Agent for Service of Process. In the event Owner is not a resident of the State of California or it is an association, partnership or joint venture without a member, partner or joint venturer resident of the State of California, or it is a foreign corporation, then in any such event, Ownershall file with the Community Development Director, upon its execution of this Agreement, a designation of a natural person residing in the State of California, giving his or her name, residence and business addresses, as its agent for the purpose of service of process in any court action arising out of or based upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall constitute valid service upon Owner. If for any reason service of such process upon such agent is not feasible, then in such event Owner may be personally served with such process out of this County and such service shall constitute valid service upon Owner.

Owner is amenable to the process so served, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto. Owner for itself, assigns and successors hereby waives the provisions of The Hague Convention (Convention on the Service Abroad of Judicial and Extra Judicial Documents in Civil or Commercial Matters, 20 U.S.T. 361, T.I.A.S.

No. 6638).

11.22 Designation of City Officials. Except for functions to be performed by the City Council, City may, at any time and in its sole discretion, substitute any City official to perform any function identified in this Agreement as the designated responsibility of any other official.

City shall provide notice of such substitution pursuant to Section 2.7; provided, however, the failure to give such notice shall not affect the authority of the substitute official in any way.

11.23 Legally Binding Contract; Enforceability.

11.23.1 It is the intent of City and Owner that this Agreement is a legally binding contract which shall prevail over the provisions of any subsequently enacted moratoria, statutes, ordinances, limitations, or other measures, whether or not enacted by City, or under the authority of City by voter initiative or referendum, and whether or not such initiative, moratorium, referendum, statute, ordinance, limitation, or other measure relates, in whole or in part, to the rate, timing, sequence, or phasing of the development or construction of all or part of the Project or the improvements or affecting parcel or Subdivision Maps, building permits, occupancy certificates, or other entitlement to use the Property which are issued by City, subject only to the rights and powers reserved to City under the terms of this Agreement and the requirements of California law.

11.23.2 This Agreement shall not become binding and shall have no force and effect whatsoever until such time as it has been approved by the City Council pursuant to a duly enacted ordinance and fully executed by and delivered to all of the Parties hereto.

11.24 Authority to Execute. The person executing this Agreement on behalf of Owner warrants and represents that he has the authority to execute this Agreement on behalf of his corporation, partnership or business entity and warrants and represents that he has the authority to bind Owner to the performance of its obligations hereunder. 260
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -57-
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day and year set forth below.
[Signatures appear on following pages.]
261
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -58-

CITY OF BANNING
Dated:

By:

Mayor, City of Banning
ATTEST:

Sandra Calderon
Deputy City Clerk
By:

Deputy
(SEAL)
262
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp -59-
Owner:

NP BANNING INDUSTRIAL, LLC
By: NPD Management, LLC,
a Missouri limited liability company
By:

Nathaniel Hagedorn, Manager
Dated:
(ALL SIGNATURES SHALL BE ACKNOWLEDGED BEFORE A NOTARY PUBLIC.

EXECUTION ON BEHALF OF ANY CORPORATION SHALL BE BY TWO CORPORATE OFFICERS.)
263
-1-

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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 }
On before me, , Date Here Insert Name and Title of the Officer personally appeared
Name(s) of Signer(s)
,
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
Place Notary Seal Above Signature of Notary Public
[ACKNOWLEDGMENT PAGE TO _________________________]
264
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp
EXHIBIT “A-1”
-1-
Development Agreement No.___
EXHIBIT “A-1”

LEGAL DESCRIPTION OF THE NORTHERN PORTION OF THE PROPERTY AND

THE SLB EXTENSION
PARCEL A:

PARCELS 1 THROUGH 4, INCLUSIVE OF MAPS AND LETTERED LOTS A THROUGH J, INCLUSIVE, OF PARCEL MAP NO.
25541, IN THE CITY OF BANNING, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, ON FILE IN BOOK 166 PAGES 27
THROUGH 35, INCLUSIVE, OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
265
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp
EXHIBIT “A-2”
-1-
Development Agreement No.___
EXHIBIT “A-2”

LEGAL DESCRIPTION OF THE SOUTHERN PORTION OF THE PROPERTY PARCEL B:

PARCELS 1 THROUGH 9 AND LETTERED LOTS "A" THROUGH "O", ALL INCLUSIVE OF PARCEL MAP 28971, IN THE

COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 198 PAGES 8 THROUGH 10

INCLUSIVE, OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPTING THEREFROM PARCELS 3 AND 7, THOSE PORTIONS CONVEYED TO THE

CITY OF BANNING BY A DEED
RECORDED JANUARY 15, 1998 AS INSTRUMENT NO. 015506 OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.

ALSO EXCEPTING THEREFROM PARCEL 3 ALL THAT PORTION CONVEYED TO THE

CITY OF BANNING BY A DEED
RECORDED MARCH 22, 2002 AS INSTRUMENT NO. 2002-146041.

PARCEL C:

PARCELS 1 AND 2 AND LETTERED LOTS A, B, AND C OF PARCEL MAP 13521, IN

THE COUNTY OF RIVERSIDE, STATE OF
CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 83, PAGES 13 THROUGH 15,

INCLUSIVE OF PARCEL MAPS, IN THE
OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPTING THEREFROM THOSE PORTIONS CONVEYED TO THE CITY OF

BANNING, A MUNICIPAL CORPORATION, BY
DEED RECORDED JANUARY 15, 1998, AS INSTRUMENT NO. 98-015506, OFFICIAL RECORDS.
266
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp
EXHIBIT “B”
-1-
Development Agreement No.___
EXHIBIT “B”

MAP SHOWING PROPERTY AND ITS LOCATION
267
EXHIBIT “C”
-1-
Development Agreement No.___
EXHIBIT “C”

EXISTING DEVELOPMENT APPROVALS

1. certification of the EIR;

2. adoption of a general plan amendment;

3. adoption of a zone change for the Northern Portion of the Property;

4. adoption of a prezoning change for the Southern Portion of the Property;

5. adoption of the Specific Plan to regulate development within the Property;

6. approval of this Agreement; and

7. approval of tentative parcel map No. TPM 38118.

COPIES OF THE EXISTING DEVELOPMENT APPROVALS LISTED ABOVE ARE ON FILE

IN THE CITY OF BANNING PLANNING DEPARTMENT AND ARE INCORPORATED HEREIN BY REFERENCE.
268
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp
EXHIBIT “D”
-1-
Development Agreement No.___
EXHIBIT “D”

EXISTING LAND USE REGULATIONS

COPIES OF THE EXISTING LAND USE REGULATIONS LISTED ABOVE ARE ON FILE IN

THE CITY OF BANNING PLANNING DEPARTMENT AND ARE INCORPORATED HEREIN BY REFERENCE.
269
EXHIBIT “E-1”
-1-
Development Agreement No.___
EXHIBIT “E-1”

INITIAL PHASING PLAN
270
EXHIBIT “E
-1”
-2- 271
EXHIBIT “F”
-1-
Development Agreement No.___
EXHIBIT “F”

IMPROVEMENTS INCLUDED AS CONDITIONS OF
APPROVAL TO THE EXISTING DEVELOPMENT APPROVALS.

Depicted in Exhibit “E-1”, incorporated herein by reference Roadway Improvements, per Specific Plan
• Sunset Avenue (1-10 to Lincoln Street): Arterial Highway (110' R/W) - Full Width Improvements (if not constructed by others)
• Sunset Avenue (Lincoln Street to Sun Lakes Boulevard): Modified Secondary Highway (110' R/W) - Full Width Improvements
• Sunset Avenue (South of Sun Lakes Boulevard): Secondary Highway (88' R/W) - Full Width Improvements (if not constructed by others)
• Lincoln Street: Collector Street (78' R/W) - Full Width Improvements • Bobcat Road: Collector Street (78' R/W) - Half Width Improvements plus 10' of Roadway Improvements
• Highland Home Road (North of Sun Lakes Boulevard): Arterial Highway (110' R/W) – Half Width Improvements plus 10’ of Roadway Improvements • Highland Home Road (South of Sun Lakes Boulevard): Arterial Highway (110' R/W) - Half Width Improvements plus 10’ of Roadway Improvements • Utility Improvements
• Recycled Water (size varies)
• Water (size varies)
• Sanitary Sewer (size varies)
• Storm Drain (size varies)
• 24" Sanitary Sewer Dry Trunk Main (South of Sun Lakes Boulevard) • (2) Concrete Box Culvert Roadway Crossings along Lincoln Street • (1) Concrete Box Culvert Roadway Crossings along Sunset Avenue (South of Sun Lakes Boulevard)
272
EXHIBIT “G-1”
-1-
Development Agreement No.___
EXHIBIT “G-1”
Modifications to Project
273
4861-3845-1024.145
390086.00004/2-23-26/jcc/kp
Development Agreement No.___
EXHIBIT “G-2”

DIF CREDIT AND REIMBURSEMENT AGREEMENT

DEVELOPMENT IMPACT FEE CREDIT IMPLEMENTATION AGREEMENT
(Sunset Crossroads)
This DEVELOPMENT IMPACT FEE CREDIT IMPLEMENTATION AGREEMENT (“Agreement”) is made and effective this ____ day of __________, 2025, by and between the CITY OF BANNING, a California municipal corporation (“City”), and NP BANNING INDUSTRIAL, LLC, a Missouri limited liability company (“Owner”). City and Owner are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”

RECITALS
A. Owner is the owner and developer of certain real property comprised ___ gross acres of land, more specifically described in the legal description set forth in Exhibit “A,” attached hereto and incorporated herein by this reference (“Property”).

B. Owner has obtained certain entitlements from the City including General Plan Amendment No. __-____, Zone Change No __-____, Pre-zone Change No. __-____, the Sunset Crossroads Specific Plan No. 20-20000002, FEIR (SCH No. __________), Tentative Parcel Map No. _____, a Sign Program, and a Development Agreement, which entitlements together allow for the development of a project currently titled “Sunset Crossroads,” which is intended to include commercial and industrial uses, including, without limitation: (a) up to 268,400 square feet of commercial uses, including Travel Center Retail Uses, a Fueling Facility, and a hotel with approximately 125 rooms; (b) up to 5,545,000 square feet of industrial land uses within a 396.5- acre portion of the Property; (c) related signage; (d) approximately 65.4 acres of land designated for Open Space-Resources (52.8 acres) and Open Space-Parks (approximately 5 acres); and approximately 23.6 acres of internal circulation features (“Project”). The Development Agreement was recorded in the official records of the County of Riverside on __________ __, 2025, as Document No. 2025-________ and became effective on __________ __, 2025 (“Development Agreement”).

C. On September 10, 2019, the Banning City Council adopted Resolution 2019-112, approving updated development impact fees, including fees for General Facilities, Police Facilities, Fire Facilities, Parkland and Park Facilities, General City Facilities, Wastewater Facilities, and Water Facilities additionally the City imposes regional development impact fees pursuant to separate ordinances known as TUMF Fees and MSHCP Fees (collectively “Development Impact Fees” or “DIF”). The final Development Impact Fee Update Study dated August 7, 2019 (“DIF Nexus Study”), is currently on file with the City.

D. The Development Agreement requires Owner to pay Development Impact Fees as set forth in the Development Agreement at Section 5.11 and Exhibit “H” for the purpose of 274
EXHIBIT “G-2”
-3-
defraying all or a portion of the cost of public improvements, public services, and community amenities related to the Project.

E. As a condition of the development approvals for the Project, as more specifically set forth the Development Agreement, City has required, or for some improvements gives the option for, Owner to design, construct, and/or install certain components of public infrastructure, and/or dedicate certain properties, that might otherwise have been funded by DIF (collectively, the “DIF Improvements”, and individually a “DIF Improvement”).

F. The City’s DIF program authorizes the City to provide a credit to project applicants against certain DIF in exchange for the applicant’s construction and dedication of public improvements covered by the nexus study for that DIF. TUMF and MSHCP credits are subject to and Owner shall comply with the rules of the Western Regional Council of Governments and the Western Riverside Regional Conservation Agreement respectively. Accordingly, the Development Agreement contemplates that, in exchange for providing the DIF Improvements, Owner shall be entitled to: (1) fee credits or reimbursements from the City for the public improvements required in Section 5.3 of the Development Agreement (“Public Improvements”), to the extent that such public improvements are included in the City’s DIF program; (2) DIF credits in the amount of Owner’s Deficit, including the portion of the Accelerated Transportation DIF Payment that was not refunded to Owner, related to the future extension of Sun Lakes Boulevard (“SLB Extension”), to the extent there remains any difference between the maximum cost included in each of the TUMF and DIF nexus studies and TUMF or DIF funds already spent on the SLB Extension; (3) a partial DIF credit due to Owner’s constructing or funding the construction of improvements to Sunset Avenue (“Sunset Avenue Improvements”) as set forth in Section 5.6 of the Development Agreement to the extent such improvements are included in City’s DIF program; (4) Parkland and Park Facilities DIF credit for the design and cost of constructing the Specific Plan Park Facilities, as set forth in Section 5.10.3 of the Development Agreement; and (5) DIF credit for Owner’s construction of Oversized Improvements to the extent an improvement is included in the DIF program, as set forth in more detail in Section 5.12 of the Development Agreement.

Sections 5.8.1 through 5.8.24 of the Development Agreement require Owner to dedicate the Fire Station Property, Water Tank Property, Electrical Property and the RO Property (“Dedication Properties”) in exchange for DIF credits, following dedication of said properties. For the sake of clarity and notwithstanding anything to the contrary herein, DIF credits shall only be due with respect to the particular DIF having the corresponding improvement identified in the Nexus Study for the DIF in question.

G. This Agreement shall be interpreted consistently with California Labor Code Section 1720(c)(2) to accomplish the Parties’ intent that the Project is a private development and exempt from payment of prevailing wages to the full extent permitted under California Labor Code Section 1720(c)(2), and any other applicable provisions and City maintains no proprietary interest in the Project; provided, however, that Owner shall pay prevailing wage for the DIF Improvements and as otherwise required by state law.

H. The Parties desire to enter into this Agreement to implement the Project in a manner consistent with the Development Agreement for the following purposes: (1) to provide for the timely delivery of the DIF Improvements; (2) to provide a means by which Owner’s costs for delivery of the DIF Improvements and related right-of-ways are offset against Owner’s DIF 275
EXHIBIT “G-2”
-4-
obligations; and (3) to provide a means for Owner to be reimbursed for DIF Improvements in accordance with the terms of the Development Agreement.

I. It is the intent of this Agreement to implement certain provisions of the Development Agreement related to the City providing credit against Developer’s required payment of DIF for qualifying improvements. If there is any conflict between this Agreement and the Development Agreement, the Development Agreement shall control. Capitalized terms which are used in this Agreement but not defined herein shall be as defined in the Development Agreement.

J. The Parties contemplate that one or more Subdivision Improvement Agreements will be entered into in connection with a final map approved and recorded in connection with the development of the Project. The Subdivision Improvement Agreements will likely include provisions related to required insurance, bonds, warranty, and other provisions related to the construction of improvements to be accepted by the City. It is the intent of this Agreement to not duplicate, contradict, or override the terms of that Subdivision Improvement Agreements, but to have the terms of the Subdivision Improvement Agreements control in the event of a conflict with the terms of this Agreement.

NOW, THEREFORE, for the purposes set forth herein, and for good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties hereby agree as follows:

TERMS

1.0 Incorporation of Recitals. The Parties hereby affirm the facts set forth in the Recitals above and agree to the incorporation of the Recitals as though fully set forth herein.

2.0 Construction of DIF Improvements. Owner shall construct or have constructed at its own cost and expense the DIF Improvements. The DIF Improvements are described and listed in the City’s May 2019 Traffic Fee Study and the DIF Nexus Study that support the imposition of the City’s Development Impact Fees, TUMF and MSHCP, as the same may be amended or added to under the Development Agreement. The DIF Improvements shall thereafter be shown and described more specifically on the plans, profiles, and specifications that will be prepared by or on behalf of Owner and approved by City, as provided by this Agreement and under applicable law.

The DIF Improvements are the public facilities identified in the Nexus Study upon which the applicable DIF Credit (as defined in this Agreement) is calculated. Owner shall be eligible to receive the applicable DIF Credit against payment of the DIF upon the proof of payment under the construction contract for the applicable DIF Improvements. Owner shall provide all equipment, tools, materials, labor, tests, design work, and engineering services necessary to fully and adequately complete the DIF Improvements.

2.1 Pre-Approval of Plans and Specifications. Owner shall obtain City approval of all plans and specifications of the DIF Improvements before starting construction. In preparing the plans and specifications, Owner shall utilize competent design professionals who timely perform design services at a competitive cost. City approval of plans and specifications shall not relieve Owner from ensuring that all DIF Improvements conform with all other requirements and standards set forth in this Agreement and under applicable law. 276
EXHIBIT “G-2”
-5-

2.2 Bidding and Contracting Requirements. Owner shall comply with Exhibit “C” to this Agreement and all state and local laws, ordinances, regulations, codes, standards, and other requirements applicable to the bidding and contracting for the construction of the DIF Improvements including but not limited to Labor Code Section 1720 requiring the payment of prevailing wages.

2.3 Permits and Notices. Before starting any work on the applicable DIF Improvements, the contractor(s) retained by Owner for the work (each, a “Contractor”) shall, at its sole cost and expense, obtain all necessary permits and licenses and give all necessary and incidental notices required for the lawful construction of the applicable DIF Improvements and performance of the Contractor’s obligations under its contract with Owner. The Contractor shall conduct the work in full compliance with the regulations, rules, standard procedures, and other requirements contained in any permit or license issued to the Contractor.

2.4 Insurance and Public Works Requirements. Owner and all of its Contractors shall pay prevailing wages (in accordance with Articles 1 and 2 of Chapter 1, Part 7, Division 2 of the Labor Code) as required by law and otherwise comply with applicable provisions of the Labor Code, the Government Code and the Public Contract Code on work on all DIF Improvements. The Contractors shall be required to provide proof of insurance coverage throughout the term of the construction of the applicable DIF Improvements reasonably acceptable to City. The Contractors shall comply with such other reasonable requirements relating to the construction of the applicable DIF Improvements which Owner, in consultation with City, may impose by written notification delivered to the Contractors at any time. The Contractors shall provide proof to Owner, at such intervals and in such form as Owner may require, that the foregoing requirements have been satisfied.

2.5 Quality of Work/Compliance with Laws. The construction plans and specifications for the DIF Improvements shall be prepared in accordance with all applicable federal, state, and local laws, ordinances, regulations, codes, standards, and other requirements.

The DIF Improvements shall be completed in a good and workmanship like manner in accordance with all approved maps, plans, specifications, standard drawings, and special amendments thereto on file with City, as well as all applicable federal, state, and local laws, ordinances, regulations, codes, standards, and other requirements applicable at the time work is actually commenced.

2.6 Standard of Performance. The DIF Improvements shall be completed in a skillful and workmanlike manner, and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. The Contractors shall be skilled in the professional calling necessary to perform the work and shall have all licenses, permits, qualifications, and approvals of whatever nature legally required to perform the work, and such licenses, permits, qualifications, and approvals shall be maintained throughout the term of this Agreement.

2.7 Alterations to DIF Improvements. All work shall be done, and the applicable DIF Improvements completed, as shown on approved plans and specifications, and any subsequent alterations thereto. If during the course of construction and installation it is reasonably determined that public health and safety interests require alterations in the applicable DIF Improvements, the Contractor shall undertake such design and construction changes as may be 277
EXHIBIT “G-2”
-6-
reasonably required by City and agreed to by Owner. Any and all alterations in the plans and specifications and the applicable DIF Improvements to be completed may be accomplished without first giving prior notice thereof to the Contractor’s surety for this Agreement.

2.8 Coordination of DIF Improvements. Construction of the DIF Improvements shall include any transitions and/or other incidental work deemed necessary for drainage or public safety, as shown more specifically for the applicable DIF Improvements. Owner shall be responsible for the replacement, relocation, or removal of any component of any existing public or private improvement in conflict with the construction or installation of the DIF Improvements, to the extent that Owner is permitted to do so, with such cooperation as may be necessary from the City, including, without limitation, condemnation proceedings. Such replacement, relocation, or removal shall be performed to the satisfaction of City, which shall not be unreasonably withheld, conditioned, or delayed, and Owner shall make commercially reasonable efforts in coordinating with private owners of such improvements, if any.

3.0 Maintenance of DIF Improvements. City shall not be responsible or liable for the maintenance or care of any completed portion of the DIF Improvements until City expressly approves and accepts that portion in writing. City shall exercise no control over completed portions of the DIF Improvements until accepted. Any use by any person of any completed portion of the DIF Improvements, shall be at the sole and exclusive risk of Owner at all times prior to City’s acceptance of completed portions of the DIF Improvements. Owner shall maintain completed portions of the DIF Improvements in a state of good maintenance and repair until they are approved and accepted by City, and until the security for the performance of the completed portion of the DIF Improvements is released. It shall be Owner’s responsibility to initiate all maintenance work, but if it shall fail to do so, it shall promptly perform such maintenance work when notified to do so by City. If Owner fails to properly prosecute its maintenance obligation under this section, following thirty (30) days’ written notice by City, City may do all work necessary for such maintenance and the cost thereof shall be the responsibility of Owner and the surety under this Agreement. City shall not be responsible or liable for any damages or injury of any nature in any way related to or caused by any completed portion of the DIF Improvements or their condition prior to acceptance, except to the extent caused by, relating to, or arising out of the negligent acts or omissions or willful conduct of City or its elected officials, officers, employees, volunteers, or agents. The process and terms for the City accepting a completed DIF Improvement shall be as provided in the applicable Subdivision Improvement Agreement, if any, entered into for that applicable portion of the Project.

4.0 Fees and Charges. Owner shall, at its sole cost and expense, pay all fees, charges, and taxes required by the Development Agreement arising out of the construction of the DIF Improvements, including, without limitation, all plan check, design review, engineering, inspection, sewer treatment connection fees, and other service fees established by City. All of these fees may be included in the DIF Credit subject to the other terms of this Agreement and the Development Agreement.

5.0 City Inspection of DIF Improvements. Owner shall, at its sole cost and expense, and at all times during construction of the DIF Improvements, maintain reasonable and safe facilities and provide safe access for inspection by City of the DIF Improvements and areas where construction of the DIF Improvements is occurring or will occur. 278
EXHIBIT “G-2”
-7-

6.0 Liens. Upon the expiration of the time for the recording of claims of liens as prescribed by Civil Code Sections 8412 and 8414 with respect to the DIF Improvements, Owner shall provide to City such evidence or proof as City shall require that all persons, firms, and corporations supplying work, labor, materials, supplies, and equipment to the construction of the DIF Improvements, have been paid in full, and that no claims of liens have been threatened (with such threats made in writing) or recorded by or on behalf of any such person, firm, or corporation.

7.0 Acceptance of DIF Improvements; As-Built or Record Drawings. As the applicable DIF Improvements are completed by Owner and approved by City, and if they comply with all applicable federal, state, and local laws, ordinances, regulations, codes, standards, and other requirements, City shall be authorized to accept the completed DIF Improvements or any portion thereof as provided herein or in the applicable Subdivision Improvement Agreement, if any. City may, in its reasonable discretion, accept fully completed portions of the applicable DIF Improvements before all of the DIF Improvements for an area are complete, which shall not release or modify Owner’s obligation to complete the remainder of the DIF Improvements. Upon the total or partial acceptance of the applicable DIF Improvements by City, Owner shall file with the Recorder’s Office of the County of Riverside a notice of completion for the accepted DIF Improvements in accordance with California Civil Code Sections 8182, 8184, 9204, and 9208 (“Notice of Completion”), and after the passage of all required periods of time for filing claims, and then resolution of all outstanding claims, DIF Improvements which have been accepted by the City in accordance with this Agreement shall become the sole and exclusive property of City without any payment therefore.. Notwithstanding the foregoing, City may not accept any portion of the applicable DIF Improvements unless and until Owner provides one (1) set of “as-built” or record drawings or plans to the City for all such portions of the applicable DIF Improvements. The drawings shall be certified and shall reflect the condition of the applicable DIF Improvements as constructed, with all changes incorporated therein.

8.0 Warranty and Guarantee. Owner hereby warrants and guarantees all the DIF Improvements against any defective work or labor done, or defective materials furnished in the performance of this Agreement, including the maintenance of the DIF Improvements, for a period of one year following completion of the portion of the applicable DIF Improvements as provided by this Agreement and/or the applicable Subdivision Improvement Agreement between the parties (“Warranty”). During the Warranty, Owner shall repair, replace, or reconstruct any defective portion of the DIF Improvements or portion that is not in substantial compliance with the approved plans, profiles and specifications for the applicable DIF Improvements, in accordance with the applicable ordinances, resolutions, regulations, codes, standards, or other requirements of City. All repairs, replacements, or reconstruction during the Warranty shall be at the sole cost and expense of Owner and the surety, except to the extent caused by, relating to, or arising out of the negligent acts or omissions or willful conduct of City, or its elected officials, officers, employees, volunteers, or agents. Upon completion of such repairs, replacements, or reconstruction required for claims made during the Warranty and after expiration of the Warranty, City shall release the related Warranty bond. As to any portion of DIF Improvements that have been repaired, replaced, or reconstructed pursuant to claims made during the Warranty, Owner agrees to Warranty those portions for an additional one year, but no additional extensions are applicable. Nothing herein shall relieve Owner from any other liability it may have under federal, state, or local law to repair, replace, or reconstruct any DIF Improvement following expiration of the Warranty or any extension thereof. Owner’s Warranty obligation under this Section shall survive the expiration or 279
EXHIBIT “G-2”
-8-
termination of this Agreement, but the survival period shall be limited to the statutory period of limitations for claims under the applicable law. In the event of a conflict among the warranty provisions of this Section and the provisions of the applicable Subdivision Improvement Agreement, the provisions which provide the most protection to City shall control.

9.0 Administrative Costs. If Owner fails to have constructed and installed all or any part of the applicable DIF Improvements, or if Owner fails to comply with any other obligation contained within this Agreement, Owner and the surety shall be jointly and severally liable to City for all administrative expenses, fees, and costs, including reasonable attorney’s fees and costs, incurred in obtaining compliance with this Agreement or in processing any legal action or for any other remedies permitted by law.

10.0 Default; Notice; Remedies.

10.1 Notice. Notice and Defaults under this Agreement shall be as provided for in the Development Agreement.

10.2 City Completion of DIF Improvements. If the Default pertains to the failure of Owner to reasonably and timely prosecute to completion the applicable DIF Improvements, resulting in a demonstrated deficiency of necessary public health and safety services, City may complete all remaining work on the applicable DIF Improvements, arrange for the completion of all remaining work on the applicable DIF Improvements, and/or conduct such remedial activity as in its reasonable discretion it believes is required to remedy the Default. The cost of all such work or remedial activity shall be recoverable by City from Owner. City’s right to take such actions shall in no way be limited by the fact that Owner, the Contractor, or its surety may have constructed any of the DIF Improvements at the time of City’s demand for performance. Provided, however, that the City may not undertake completion of the applicable DIF Improvement until after providing written notice to Owner of Default setting forth the nature of the Default and the actions, if any, required by Owner to cure such Default and, where the Default can be cured, Owner has failed to take such actions and cure such Default within 60 days after the effective date of such notice or, in the event that such Default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such Default within such 60 day period and to diligently proceed to complete such actions and cure such Default. In the event City elects to complete or arrange for completion of the remaining work for the DIF Improvements, City may also require all work by Owner, the Contractor, or its surety on the applicable DIF Improvements to cease in order to allow adequate coordination by City.

10.3 Other Remedies. No action by any Party pursuant to this Section 10.0 et seq. of this Agreement shall prohibit that Party from exercising any other right or pursuing any other legal or equitable remedy available under this Agreement or any federal, state, or local law, except that in no event shall Owner or any of its contractors, subcontractors, or assignees be entitled to seek monetary damages from City. The Parties may exercise their rights and remedies independently or cumulatively, and the Parties may pursue inconsistent remedies. The Parties may institute an action for damages, injunctive relief, or specific performance.

11.0 Security; Surety Bonds. Prior to the commencement of any work on the DIF Improvements, the Contractor shall provide City with surety bonds in the amounts and under the 280
EXHIBIT “G-2”
-9-
terms set forth below (“Security”). The amount of the Security shall be based on the estimated actual costs to construct the applicable DIF Improvements to be constructed by the Contractor for the applicable portion of the work, as determined by City in consultation with Owner after Owner has awarded a contract for construction of the DIF Improvements to the Contractor in accordance with this Agreement (“Estimated Costs”). If City in consultation with Owner determines, in its reasonable discretion, that the Estimated Costs have changed, the Contractor shall adjust the Security in the amount requested by the City. Compliance with this Section 11.0 et seq. of this Agreement shall in no way limit or modify Owner’s indemnification obligation provided in Section

12.0 of this Agreement. In the event of a conflict between the surety bond provisions of this Section and the surety bond provisions of the applicable Subdivision Improvement Agreement, the Subdivision Improvement Agreement shall control.

11.1 Performance Bond. To guarantee the faithful performance of the DIF Improvements, to protect City if Owner is in Default as set forth in Section 10.0 et seq. of this Agreement, and to secure the one-year guarantee and Warranty of the applicable DIF Improvements, the Contractor shall provide City a faithful performance bond in an amount which sum shall be not less than one hundred percent (100%) of the Estimated Costs. City may, in its reasonable discretion, partially release a portion or portions of the Security provided under this Section as the applicable DIF Improvements or portion thereof are accepted by City, provided that the Contractor is not in default on any provision of its contract with Owner and the total remaining security is not less than ten percent (10%) of the Estimated Costs. All security provided under this Section shall be released at the end of the Warranty period, or any extension thereof as provided in Section 8.0 of this Agreement, provided that Owner is not in Default on any provision of this Agreement.

11.2 Labor & Material Bond. To secure payment to the Contractors, subcontractors, laborers, materialmen, and other persons furnishing labor, materials, or equipment for performance of the DIF Improvements, the Contractor shall provide City a labor and materials bond in an amount which sum shall not be less than one hundred percent (100%) of the Estimated Costs. The Security provided under this Section may be released by written authorization of City by passage of time within which claims of lien are required to be recorded under Civil Code sections 8410 et seq. The amount of such security shall be reduced by the total of all stop notice or mechanic’s lien claims of which City is aware, plus an amount equal to ten percent (10%) of such claims for reimbursement of City’s anticipated administrative and legal expenses arising out of such claims.

11.3 Additional Requirements. The surety for any surety bonds provided as Security shall have a current A.M. Best rating of at least “A” and FSC-VIII, shall be licensed to do business in California, and shall be satisfactory to City in its reasonable discretion. As part of the obligation secured by the Security and in addition to the face amount of the Security, Owner, the Contractor, or the surety shall secure the costs and reasonable expenses and fees, including reasonable attorney’s fees and costs, incurred by City in enforcing the obligations of this Agreement. Owner, the Contractor, and the surety shall stipulate and agree that no change, extension of time, alteration, or addition to the terms of this Agreement, the DIF Improvements, or the plans and specifications for the DIF Improvements shall in any way affect its obligation on the Security.
281
EXHIBIT “G-2”
-10-

11.4 Evidence and Incorporation of Security. Evidence of the Security shall be provided on the forms set forth in Exhibit “B” to this Agreement, unless other forms are deemed acceptable by City, and when such forms are completed to the satisfaction of City, the forms and evidence of the Security shall be attached hereto as Exhibit “B” and incorporated herein by this reference.

12.0 Indemnification. Owner shall defend, indemnify, and hold harmless City, its elected officials, employees, and agents from any and all actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state, or local governmental agency, arising out of, or incident to, any acts, omissions, or willful misconduct of Owner, its employees, contractors, subcontractors, or agents in connection with, or arising out of, or in any way related to, or caused by, the DIF Improvements or their condition prior to City’s approval and acceptance of the DIF Improvements (“Claims”). This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorney’s fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. This indemnification excludes only such portion of any Claim that is caused by, related to, or arising out of the negligence or willful misconduct of City or its elected officials, officers, employees, volunteers or agents.

Owner’s obligation to indemnify shall survive the expiration or termination of this Agreement and shall not be limited or restricted to insurance proceeds, if any, received by City, its elected officials, employees, or agents. The City shall provide prompt notice to Owner of any Claims, and City shall have the right to select the counsel representing City with respect to the Claims.

Notwithstanding the foregoing, Owner’s indemnity obligations specified in this Section 12.0 with respect to any given DIF Improvement shall terminate one (1) year after City accepts the DIF Improvement.

13.0 Insurance. The insurance requirement under this Agreement shall be the same as the insurance requirements in any approved Subdivision Improvement Agreements entered into by City and Owner in connection with a final map.

14.0 DIF and other Credits; Reimbursements.

14.1 DIF Credit Offset Against DIF. Under the Development Agreement and in consideration for Owner’s obligation under this Agreement for the delivery of DIF Improvements, Owner shall be entitled to receive a credit for its DIF Improvement Costs against the DIF for the Project. Owner’s Costs for delivery of the DIF Improvements shall include all costs actually and reasonably incurred by Owner, and verified by the City as reasonably incurred, that the Contractor, and third party consultants or subcontractors incurred in the design, permitting, land and right of way, construction, installation, management, and related activities for delivery of the DIF Improvements both before and after the date of execution of this Agreement but after the date of the Development Agreement (“Costs”), except that Costs shall exclude any overhead or debt service. With regard to the SLB Extension, the Costs shall include the portion of the Accelerated Transportation DIF Payment that was not refunded to Owner. Owner shall be entitled to, and the City shall grant to Owner, a credit against the DIF (“DIF Credit”) in an amount equal to the lesser of: (a) the Costs or (ii) the total amount of the DIF to be imposed and levied on the Project. The grant of DIF Credit under this Agreement shall not preclude the financing of the DIF Improvement 282
EXHIBIT “G-2”
-11-
through a Community Facilities District (“CFD”) established for all or any portion of the Project.

The determination of DIF Credit will be determined by the City in good faith with input from Owner on a quarterly or other basis.

14.2 Evidence of Costs of DIF Improvements. Before the City’s issuance of any certificate of occupancy for the Project for which the applicable DIF Improvement is needed, Owner shall provide to City reasonably satisfactory evidence of the Costs of each of the DIF Improvements for that portion of the DIF Improvements under construction that would equal or exceed the applicable DIF fees (“Estimated Costs”). City may consider the following evidence of Costs provided that clearly relate to and are determined by City to be reasonable incurred and related to DIF Improvements in the Project Phase: (a) Owner and/or Contractor’s invoices that verify the work completed and percentage of work performed; (b) invoices from and payments made to design professionals; and (c) invoices or assessments and payments made for permits.

Following substantial completion and before City’s acceptance of the DIF Improvements, Owner may elect to pay to City the total amount of the DIF due to be imposed and levied on the Project in satisfaction of the precondition for issuance of certificates of occupancy, minus the Estimated Costs incurred as of that date. Thereafter, upon acceptance of the DIF Improvements by City and Owner’s provision of evidence of the actual Costs, City shall refund to Owner the amount of DIF paid that should have been covered by the DIF Credit within forty-five (45) calendar days.

14.3 DIF Reimbursement. If the dollar amount of the Costs exceeds the DIF applicable to the Project or a portion of the Project, Owner will be deemed to have fully satisfied the DIF as to that portion and is entitled to a reimbursement from City for the Costs in excess of the applicable DIF (the “Excess Costs”) but only for Costs of a DIF Improvement that is identified in a DIF nexus study (“Qualified Excess Costs”) and only if and to the extent that the City receives development impact fee funds from other developers that are found to have contributed to the need for the DIF Improvement. The obligation of the City to collect and pay Owner Qualified Excess Costs from other developers in the City shall terminate with the Development Agreement.

Notwithstanding any other provision of this Agreement, City’s assistance with reimbursement related to the DIF Improvements is limited to the Qualified Excess Costs which shall, in any event, not exceed the Costs of the DIF Improvements. City shall not under any circumstances be obligated to contribute, and shall not contribute additional assistance to the DIF Improvements, other than as expressly provided for in this Agreement. Under no circumstance shall the City pay any Excess Cost to Owner from the general fund, special funds or other funds of the City, unless the City, in its sole and absolute discretion, chooses to do so. If any audit by the Parties or the California Department of Industrial Relations determines that any excess amount has been credited, reimbursed, or otherwise contributed by City, then Owner shall reimburse City for such excess amount. This paragraph shall be interpreted consistently with California Labor Code Section 1720(c)(2) to accomplish the Parties’ intent that the Project is a private development exempt from payment of prevailing wages to the full extent permitted under California Labor Code Section 1720(c)(2), and any other applicable provisions and City maintains no proprietary interest in the Project; provided, however, that Owner shall pay prevailing wage for the DIF Improvements.

14.4 Oversized Public Improvements; Fair Share Payments; Fee Credits.

14.4.1 Construction of Oversized Public Improvements. The Parties acknowledge that certain of the Public Improvements to be constructed by Owner may, to a greater 283
EXHIBIT “G-2”
-12-
or lesser extent, constitute Oversized Improvements and that owners of other properties will benefit from such Oversized Improvements. For purposes of Section 14.4 of this Agreement, “Oversized Improvements” means any Public Improvement with respect to which the Parties agree that Owner’s direct or indirect financial contribution exceeds its Fair Share of the cost of the Public Improvement or portion thereof reasonably attributable to the Project or phase thereof.

Exhibit “F” of the Development Agreement lists all of the Public Improvements; not all of these Public Improvements are Oversized Improvements. In addition, City agrees that, in recognition of the regional nature of certain street and, possibly, other improvements made to the Property by Owner, City shall use its best efforts subject to limitations on its legal authority to ensure that owners of all property that will reasonably benefit from the Public Improvements, as determined in accordance with Section 14.4.2 of this Agreement (“Benefitted Properties”), will pay their Fair Share for such Public Improvements, either directly or through subdivision, reimbursement, or other agreements, between such owners and City, or between owners of Benefitted Properties.

14.4.2 Fair Share Determination. For purposes of Section 14.4 of this Agreement, “Fair Share” shall mean the amount if any, of Owner’s contribution to the cost of any Public Improvements, and unless otherwise provided in Exhibit “I” of the Development Agreement, shall be calculated for the Project based on the Project’s proportion of the benefit conferred on all Benefitted Properties, as established by a regional benefit study prepared by independent professional consultants experienced in the preparation of “zone of benefit” studies.

The consultants shall be selected by City.. City shall afford Owner, and any other involved developer(s), the opportunity to review and comment on the tentative conclusions, and such comments shall be taken into consideration by City in its review. The costs of any such study shall be deemed to be a part of the cost of the Oversized Improvement to which it pertains. The fees and costs of the consultants shall be paid, initially, by the Owner or if possible from other developers then involved. The Parties recognize, however, that it will not always be possible to implement or achieve such goals, given the size, timing of development and nature of the other Benefitted Properties, and nothing herein shall be deemed to require City to fund or reimburse any portion of the excess costs other than from funds collected expressly for such purpose, or to pay for the cost of any such improvements or any portions thereof out of its general, special or other fund revenues.

14.4.3 Fee Credits. In accordance with Section 5.12.3 of the Development Agreement, to the extent a Public Improvement is included in the DIF Nexus Study, City shall recognize and apply in lieu credit against any and all fees, for and equal to the Costs to provide the Public Improvement and/or dedications made in the development of the Project by Owner, even if such improvement was funded by a CFD or other alternative financing mechanism, and for which the fees would otherwise be imposed in accordance with City ordinances and resolutions; provided, however, that such in lieu credit shall not exceed the amount established by City’s DIF program for construction of such improvements and/or dedications.

14.4.4 Limits on Public Funds. Notwithstanding anything else to the contrary herein, the parties acknowledge and agree that in no event shall the cumulative total of public funds, as defined in California Labor Code Section 1720(b), received by Owner with respect to the Project exceed the amount of the conditioned public improvements imposed on the Project as part of the Development Approvals.
284
EXHIBIT “G-2”
-13-

14.5 Credits and Reimbursements for Dedication Properties.

14.5.1 Dedication of Fire Station Property and Water Tank Property.

Although not needed for the Project, the Parties acknowledge that in the future the City or the County may choose to construct a fire station on the Fire Station Property and a water tank on the Water Tank Property. Owner shall reserve the Fire Station Property and Water Tank Property and shall dedicate such properties to the City.. After acquiring the Fire Station Property and Water Property, the City or County shall not use the Fire Station Property for any use other than a fire station or the Water Tank Property for anything other than a water tank. Under no circumstances shall Owner be obligated to pay for the construction of the fire station or water tank.

15.0 Miscellaneous.

15.1 Assignment. Owner may assign all or any portion of its rights under this Agreement, including any DIF Credits under this Agreement, following notice to City.

15.2 Relationship between the Parties. The Parties hereby mutually agree that this Agreement shall not operate to create the relationship of partnership, joint venture, or agency between City and Owner. Further, the Parties mutually agree that the Contractor is exclusively and solely under the control and dominion of Owner. Nothing herein shall be deemed to make Owner or its Contractor an agent or contractor of City.

15.3 Warranty as to Property Ownership; Authority to Enter Agreement. Owner hereby warrants that it owns fee title to the Property and that it has the legal capacity to enter into this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority make this Agreement and bind each respective Party.

15.4 Prohibited Interests. Owner warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Owner, to solicit or secure this Agreement. Owner also warrants that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for Owner, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon the making of this Agreement. For breach of this warranty, City shall have the right to rescind this Agreement without liability.

15.5 Notices. All notices, demands, invoices, and written communications shall be in writing and delivered to the following addresses or such other addresses as the Parties may designate by written notice:

To City: City of Banning
Attn: Public Works Director
99 E. Ramsey Street
Banning, CA 92220
Fax No. (951) 922-3141
285
EXHIBIT “G-2”
-14-
To Owner: NP Banning Industrial, LLC
Attn: J.J. Jenkins
12977 N. Outer Forty Rd., Suite 203
St. Louis, MO 63141
Email: [email protected]
Depending upon the method of transmittal, notice shall be deemed received as follows: by facsimile, as of the date and time sent; by messenger, as of the date delivered; and by reputable overnight mail, as of two (2) days after deposit in the overnight mail.

15.6 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

15.7 Construction; References; Captions. It being agreed the Parties or their agents have participated in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days. All references to Owner include all personnel, employees, agents, and contractors of Owner, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers, except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

15.8 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding, unless executed in writing and signed by both Parties.

15.9 Waiver. No waiver of any Default shall constitute a waiver of any other Default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual right by custom, estoppel, or otherwise.

15.10 Binding Effect. Each and all of the covenants and conditions shall be binding on and shall inure to the benefit of the Parties, and their successors, heirs, personal representatives, or assigns. This section shall not be construed as an authorization for any Party to assign any right or obligation.

15.11 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

15.12 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

15.13 Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of California.
286
EXHIBIT “G-2”
-15-

15.14 Time is of the Essence. Time is of the essence in this Agreement, and the Parties agree to execute all documents and proceed with due diligence to complete all covenants and conditions.

15.15 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original and which collectively shall constitute one instrument.

15.16 Entire Agreement. This Agreement and the Development Agreement contain the entire agreement between City and Owner with respect to DIF Credits and supersede any prior oral or written statements or agreements between City and Owner.

15.17. Exhibits. All Exhibits to this Agreement are hereby incorporated in full by reference as though set forth in full, provided that in the event of any material conflict between any Exhibit or portion thereof and any provision of this Agreement, the provisions of this Agreement shall control.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.
(Signatures on next page)
287
EXHIBIT “G-2”
-16-
OWNER
NP Banning Industrial, LLC, a Missouri
Limited Liability Company
____________________________________
By:

Its:
____________________________________
By:

Its:

APPROVED AS TO FORM:
____________________________________
By:

Attorneys for NP Banning Industrial, LLC

CITY OF BANNING
____________________________________
By: Richard Royce, Mayor
ATTEST:
____________________________________
By: Caroline Patton
Administrative City Clerk
APPROVED AS TO FORM:
____________________________________
By: John Pinkney,
City Attorney
288
EXHIBIT “G-2”
-17-

CERTIFICATE OF ACKNOWLEDGMENT OF NOTARY PUBLIC
State of California )
)ss.

County of ______} )
On before me, , 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
(seal)
My commission expires: _____________
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

289
EXHIBIT “A”

LEGAL DESCRIPTION OF PROPERTY
[ATTACHED BEHIND THIS PAGE]
290
EXHIBIT “B”

FORMS FOR SECURITY
[ATTACHED BEHIND THIS PAGE]
291
BOND NO. _________________
INITIAL PREMIUM: _________________

SUBJECT TO RENEWAL

PERFORMANCE BOND
WHEREAS, the City of Banning (“City”) has executed an agreement with NP Banning Industrial, LLC (hereinafter “Owner”), requiring Owner to perform certain work consisting of, but not limited to, furnishing all labor, materials, tools, equipment, services, and incidentals for the design, construction, and/or installation of public improvements (hereinafter the “Work”);
WHEREAS, the Work to be performed by Owner is more particularly set forth in that certain DIF Credit Implementation Agreement dated _______________, (hereinafter the “Agreement”); and
WHEREAS, the Agreement is hereby referred to and incorporated herein by this reference; and
WHEREAS, Owner or its contractor is required by the Agreement to provide a good and sufficient bond for performance of the Agreement, and to guarantee and warranty the Work constructed thereunder.

NOW, THEREFORE, we the undersigned, , as Principal and , a corporation organized and existing under the laws of the State of and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the CITY in the sum of
($_____________), said sum being not less than one hundred percent (100%) of the total cost of the Work as set forth in the Agreement, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION is such, that if Owner and its contractors, or their heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, agreements, guarantees, and warranties in the Agreement and any alteration thereof made as therein provided, to be kept and performed at the time and in the manner therein specified and in all respects according to their intent and meaning, and to indemnify and save harmless City, its officers, employees, and agents, as stipulated in the Agreement, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As part of the obligation secured hereby, and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorney’s fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. 292
The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or additions to the terms of the said Agreement or to the Work to be performed thereunder or the specification accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the Agreement or to the Work.

IN WITNESS WHEREOF, we have hereto set our hands and seals this _____ day on ______________________________________, 20___.

Principal
By:____________________________________
President
Surety
By:____________________________________
Attorney-in-Fact
293

CERTIFICATE OF ACKNOWLEDGMENT OF NOTARY PUBLIC
State of California )
)ss.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

294

CERTIFICATE AS TO CORPORATE PRINCIPAL
________________________________________, certify that I am the Secretary of the corporation named as principal in the attached bond, that who signed the said bond on behalf of the principal was then of said corporation; that I know his signature, and his signature thereto is genuine; and that said bond was duly signed, sealed and attested for and in behalf of said corporation by authority of its governing Board.
(Corporate Seal)
Signature:

Date:

NOTE: A copy of the power of attorney to local representatives of the bonding company may be attached hereto.
295
BOND NO.

INITIAL PREMIUM:

SUBJECT TO RENEWAL

LABOR & MATERIAL BOND
WHEREAS, the City of Banning (“City”) has executed an agreement with NP Banning Industrial, LLC (hereinafter “Owner”), requiring Owner to perform certain work consisting of, but not limited to, furnishing all labor, materials, tools, equipment, services, and incidentals for the design, construction, and/or installation of public improvements (hereinafter “Work”);
WHEREAS, the Work to be performed by Owner is more particularly set forth in that certain DIF Credit Implementation Agreement dated _______________, (hereinafter the “Agreement”); and
WHEREAS, Owner or its contractor is required to furnish a bond in connection with the Agreement providing that if Owner or any of his or its contractors shall fail to pay for any materials, provisions, or other supplies, or terms used in, upon, for or about the performance of the Work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the provisions of 3248 of the California Civil Code, with respect to such work or labor, that the Surety on this bond will pay the same together with a reasonable attorney’s fee in case suit is brought on the bond.

NOW, THEREFORE, we the undersigned, as __________________ Principal and __________________, a corporation organized and existing under the laws of the State of_________________ and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the City and to any and all material men, persons, companies or corporations furnishing materials, provisions, and other supplies used in, upon, for or about the performance of the said Work, and all persons, companies or corporations renting or hiring teams, or implements or machinery, for or contributing to said Work to be done, and all persons performing work or labor upon the same and all persons supplying both work and materials as aforesaid, the sum of ($_____________), said sum being not less than one hundred percent (100%) of the total amount payable by Owner under the terms of the Agreement, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH that if Owner or its contractors, or their heirs, executors, administrators, successors, or assigns, shall fail to pay for any materials, provisions, or other supplies or machinery used in, upon, for or about the performance of the Work contracted to be done, or for work or labor thereon of any kind, or fail to pay any of the persons named in California Civil Code Section 9100, or amounts due under the Unemployment Insurance Code with respect to work or labor performed by any such claimant, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the contractor and his subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, and all other applicable laws of the State of California and rules and regulations of its agencies, then said Surety will pay the same in or to, an amount not exceeding the sum specified herein. 296
In case legal action is required to enforce the provisions of this bond, the prevailing party shall be entitled to recover reasonable attorneys' fees in addition to court costs, necessary disbursements and other consequential damages. In addition to the provisions hereinabove, it is agreed that this bond will inure to the benefit of any and all persons, companies and corporations entitled to make claims under Sections 8024, 8400, 8402, 8404, 8430, 9100 of the California Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond.

The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or additions to the terms of the Agreement or to the Work to be performed thereunder or the specification accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Agreement or to the Work.

IN WITNESS WHEREOF, we have hereto set our hands and seals this _____ day on ______________________________________, 20___.

Principal
By:____________________________________
President
Surety
By:____________________________________
Attorney-in-Fact
297

CERTIFICATE OF ACKNOWLEDGMENT OF NOTARY PUBLIC
State of California )
) ss.

County of _______} )
On before me, , 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.

298

Date:

NOTE: A copy of the power of attorney to local representatives of the bonding company may be attached hereto.
299
EXHIBIT “C” to
EXHIBIT “G-2”
-1-
EXHIBIT “C”

BIDDING AND CONTRACTING, REQUIREMENTS FOR DIF IMPROVEMENTS With respect to construction contracts awarded for DIF Improvements after approval of this Agreement, bids for construction shall be solicited from at least three qualified contractors, provided that three qualified contractors are reasonably available. Owner may also directly solicit bids. The bid package may consist of preliminary plans and specifications.

The bidding response time shall be not less than ten (10) business days.

The City’s Public Works Director shall be provided a copy of the tabulation of bid results before the award of the contract.

Contract(s) for the construction of the DIF Improvements shall be awarded to the qualified contractor(s) submitting the lowest bid(s), as determined by Owner.

The contractor to whom a contract is awarded shall be required to pay not less than the prevailing rates of wages pursuant to Labor Code Sections 1770, 1773 and 1773.1. A current copy of applicable wage rates shall be on file in the Office of the City Clerk, as required by Labor Code Section 1773.2
The contractor shall be required to provide certified payrolls to Owner and shall furnish copies of those records to the City upon request. 300
EXHIBIT “G
-2”
-1- 301
EXHIBIT “H”
-1-
Development Agreement No.___
EXHIBIT “H”

DEVELOPMENT FEES IN EFFECT AS OF EFFECTIVE DATE
City of Banning Development Impact Fees1
Land Use Category Fire
Facilities
General
City
Facilities
Police Traffic Water Wastewater2
Nonresidential – Fee per
1,000 Square Feet
- Industrial
$236.00 $239.00 $170.00 $1,791.69
Per Table

8.5 in City
Council
Resolution
2019-112
$708.54
Nonresidential – Fee per
1,000 Square Feet
- Commercial
$486.00 $493.00 $351.00 $
Nonresidential – Fee per
1,000 Square Feet
- Office
$633.00 $633.00 $458.00 $
Per Equivalent Dwelling
Unit N/A N/A N/A N/A
1 Represents the City of Banning Development Impact Fees for non-residential land uses effective November 9, 2019 per City Council Resolution No. 2019-112. 2 Wastewater Facilities Fee shown as per 1 EDU. Wastewater Facilities EDU Factors for every 1,000 square feet are 0.37 for Commercial, 0.13 for Office and 0.14 for Industrial.

City of Banning Development Impact Fees (cont’d.)
Land Use Category TUMF3 MSHCP3
Industrial $2.33 per square foot
$20,191 per acre
Class A/B Office $2.45 per square foot
Retail $7.72 per square foot
Service $4.89 per square foot
3 TUMF and MSHCP subject to annual increases.
302
EXHIBIT “H” -2- 303
EXHIBIT “I”
-1-
Development Agreement No.___
EXHIBIT “I”

FAIR SHARE PAYMENTS
304
SPECIFIC PLAN NO. 20-20000002

CITY OF BANNING
PUBLIC HEARING DRAFT | SEPTEMBER 2024
SUNSET

CROSSROADS

SPECIFIC PLAN
305
SUNSET

CROSSROADS
SPECIFIC PLAN NO. 20-20000002

CITY OF BANNING
PUBLIC HEARING DRAFT | SEPTEMBER 2024
Prepared for:

CITY OF BANNING
99 E Ramsey Street
Banning, CA 92220
951 922 3120
Developed by:

NP BANNING INDUSTRIAL, LLC
4825 NW 41st Street
Suite 500
Riverside, MO 64150
816 888 7053
Contact: J.J. Jenkins
Prepared by:

T&B PLANNING, INC.
3200 El Camino Real
Suite 100
Irvine, CA 92602
714 505 6360 x 105
Contact: Joel Morse
JOB NUMBER: 1146-001
In Collaboration With:

Engineer:

PROACTIVE ENGINEERING
CONSULTANTS WEST, INC.
25109 Jefferson Avenue
Suite 200
Murrieta, CA 92562
951 440 4263
Contact: George Lenfestey
Landscape Architect:

HUNTER LANDSCAPE, INC.
711 Fee Ana Street
Placentia, CA 92870
714 505 6360 x 105
Contact: Tom Hayes
Commercial Architect:

HTH ARCHITECTS
3767 Overland Avenue
Suite 111
Los Angeles, CA 90034
310 842 7040
Contact: Chadd MacGilfrey
Industrial Architect:

STUDIO NORTH

ARCHITECTURE
4825 NW 41st Street
Suite 500
Riverside, MO 64150
816 895 8137
Contact: Kevin Polit
306

TABLE OF CONTENTS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002

TABLE OF CONTENTS
CHAPTER 1 | INTRODUCTION

1.1. Project Summary 1-2

1.2. Project Location 1-5

1.3. Surrounding Land Uses and Development 1-5

1.4. Existing Site Characteristics 1-5

1.5. Document Purpose 1-6

1.6. Specific Plan Format 1-11

1.7. Planning Approach 1-11

1.8. Specific Plan Goals 1-12

1.9. Discretionary Actions and Approvals 1-13
CHAPTER 2 | DEVELOPMENT PLAN

2.1. Land Use Plan 2-2

2.2. Circulation Plan 2-8

2.3. Potable Water Plan 2-14

2.4. Recycled Water Plan 2-17

2.5. Sewer Plan 2-19

2.6. Drainage and Water Quality Plan 2-22

2.7. Grading Plan 2-25

2.8. Open Space Plan 2-28

2.9. Fire Protection Plan 2-30
307

TABLE OF CONTENTS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2

TABLE OF CONTENTS
CHAPTER 3 | DEVELOPMENT STANDARDS

3.1. General Development Criteria 3-2

3.2. Permitted, Conditional, Ancillary, And Prohibited Uses 3-8

3.3. General Commercial Development Standards 3-16

3.4. Industrial Development Standards 3-17

3.5. Planning Area Standards 3-18

3.6 Energy Efficiency Development Criteria 3-38
CHAPTER 4 | DESIGN GUIDELINES

4.1. Purpose And Intent 4-2

4.2. Design Theme 4-3

4.3. Industrial Architectural Guidelines 4-3

4.4. General Commercial Architectural Guidelines 4-11

4.5. Signage Design Guidelines 4-17

4.6. Landscape Design Guidelines 4-19

4.6.1. Plant Palette 4-19

4.6.2. Irrigation 4-26

4.6.3. Conceptual Park Plan (Planning Area 11) 4-26

4.6.4. Monumentation 4-26

4.6.5. Streetscapes 4-34

4.6.6. Wall And Fences 4-43

4.6.7. Landscape Interfaces 4-45
CHAPTER 5 | IMPLEMENTATION PLAN

5.1. Implementation of No. 20-20000002 5-2

5.2. Review and Approval of Implementing Development Proposals 5-3

5.3. Maintenance Plan 5-7

5.4. Conceptual Phasing Plan 5-8
308

TABLE OF CONTENTS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3

SPECIFIC PLAN FIGURES
Figure Title Page
Figure 1-1 Regional Map 1-7
Figure 1-2 Vicinity Map 1-8
Figure 1-3 Surrounding Uses Map 1-9
Figure 1-4 Pre-Development Topographic Map 1-10
Figure 2-1 Land Use Plan 2-5
Figure 2-2 Conceptual Circulation Plan 2-12
Figure 2-3 Conceptual Roadway Cross-Sections 2-13
Figure 2-4 Conceptual Potable Water Plan 2-16
Figure 2-5 Conceptual Recycled Water Plan 2-18
Figure 2-6 Conceptual Sewer Plan 2-21
Figure 2-7 Conceptual Drainage and Water Quality Plan 2-24 Figure 2-8 Conceptual Grading Plan 2-26
Figure 2-9 Conceptual Cut-Fill Map 2-27
Figure 3-1 Planning Area 1 3-20
Figure 3-2 Planning Areas 2, 5, and 14 3-22
Figure 3-3 Planning Areas 3, 4, and 15 3-24
Figure 3-4 Planning Areas 6, 7, 13, and 18 3-28
Figure 3-5 Planning Areas 8, 9, 11, 17, and 19 3-31
Figure 3-6 Planning Areas 10, 12, and 16 3-34
Figure 4-1 Conceptual Master Landscape Plan 4-23
Figure 4-2 Conceptual Landscape Zones 4-24
Figure 4-3 Conceptual Plant Palette Imagery 4-25
Figure 4-4 Conceptual Park Plan (Planning Area 11) 4-28 Figure 4-5 Conceptual Primary Monumentation 4-29
Figure 4-6 Conceptual General Commercial Monumentation 4-30 Figure 4-7 Conceptual Industrial Monumentation 4-31
Figure 4-8 Conceptual Tenant Monumentation 4-32
Figure 4-9 Conceptual Freeway Oriented Freestanding Sign 4-33 Figure 4-10 Conceptual Lincoln Street Streetscape 4-36
Figure 4-11 Conceptual Sunset Avenue Streetscape (I-10 to Lincoln Street) 4-37 Figure 4-11A Conceptual Sunset Avenue Streetscape (Lincoln Street to SLB Extension) 4-38 Figure 4-11B Conceptual Sunset Avenue Streetscape (SLB Extension to Bobcat Road) 4-39 Figure 4-12 Conceptual Bobcat Road Streetscape 4-40
Figure 4-13 Conceptual Highland Home Road Streetscape (north of SLB Extension) 4-41 Figure 4-13A Conceptual Highland Home Road Streetscape (south of SLB Extension) 4-42 309

TABLE OF CONTENTS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4
Figure 4-14 Conceptual Wall and Fence Details 4-44
Figure 4-15 Conceptual Interface #1 - Commercial (PA 1) to Open Space & Industrial (PA 6) 4-47 Figure 4-16 Conceptual Interface #2 - Industrial (PA 2) to Off-Site Residential (East) 4-48 Figure 4-17 Conceptual Interface #3 - Industrial (PA 3) to Off-Site School Site (East) 4-49 Figure 4-18 Conceptual Interface #4 - Industrial (PA 4) to Off-Site Residential (South) 4-50 Figure 4-19 Conceptual Interface #5 - Industrial (PA 4) to Off-Site Open Space 4-51 Figure 4-20 Conceptual Interface #6 - Industrial (PA 12) to Off-Site Residential (West) 4-52 Figure 4-21 Conceptual Interface #7 - Industrial (PA 7) to Off-Site Residential (West) 4-53 310

TABLE OF CONTENTS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5

SPECIFIC PLAN TABLES
Table Title Page
Table 1-1 Land Use Summary 1-4
Table 2-1 Land Use Statistical Summary 2-4
Table 3-1 Permitted, Conditional Permitted, Ancillary, and Prohibited Uses 3-10 Table 3-2 Development Standards – General Commercial 3-16 Table 3-3 Development Standards – Industrial 3-17
Table 4-1 Plant Palette 4-20
Table 5-1 Maintenance Responsibilities 5-8
311
CHAPTER ONE establishes the goals and purposes of this Specific Plan, its physical context, its relationship to other regulations and planning documents, and its development goals.

INTRODUCTION

1.1 PROJECT SUMMARY

1.2 PROJECT LOCATION

1.3 EXISTING SITE CHARACTERISTICS

1.4 SURROUNDING LAND USES & DEVELOPMENT

1.5 DOCUMENT PURPOSE

1.6 SPECIFIC PLAN FORMAT

1.7 PLANNING APPROACH

1.8 SPECIFIC PLAN GOALS

1.9 DISCRETIONARY ACTIONS AND APPROVALS
1 312
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-2
CHAPTER 1 | INTRODUCTION

1.1 PROJECT SUMMARY
Located south of Interstate 10, between Highland Home Road and Sunset Avenue, from the Union Pacific Railroad south to Bobcat Road, the SUNSET CROSSROADS Specific Plan brings considerable industrial business opportunities along with a vibrant retail, recreation and entertainment district to the City of Banning. SUNSET CROSSROADS creates an environment for businesses and economic investments to prosper and where the community can enjoy entertainment, utilize retail services, and realize job opportunities in a variety of business types.

At the time this Specific Plan was prepared, the project boundary consists of 554.8 acres under a single ownership, which included an approximately 21-acre existing or future right of way easement for the construction of the Future Sun Lakes Boulevard Extension (which is Not a Part of the Specific Plan). Exclusion of the approximately 21-acre easement for the Future Sun Lakes Boulevard Extension reduces the area subject to the Specific Plan to 533.8 acres.

Of the total 533.8 acres within the Specific Plan, 280.1 acres (263.7 acres for development and 16.4 acres for circulation) are located within the City of Banning corporate boundary and 253.7 acres (241.8 acres for development and 11.9 acres for circulation) of the site are located outside of the City of Banning’s corporate boundary, within the City’s Sphere of Influence. As part of the overall development Project, an application to the Local Agency Formation Commission (LAFCO) was submitted for Annexation of the southern portion of the site into the City of Banning. The Specific Plan will become effective for the southern portion of the site upon annexation of that property into the City of Banning.

SUNSET CROSSROADS establishes 19 Planning Areas with
four (4) Land Use Designations, as shown in Table 1-1, Land Use Summary and Figure 2-1, Land Use Plan, designed to
attract new business and new visitors to the City of Banning.

The Specific Plan provides a wide range of Industrial, General Commercial, Open Space – Park, and Open Space –
Resources land uses to the City, which create new
employment opportunities, improve the City’s jobs-to-housing balance, and may reduce residents’ commute times. The
addition of industrial, retail, professional and medical offices, education, recreation, and hospitality uses will also contribute to the City of Banning’s sales tax base. As part of the project, the applicant will convey locations for the following
infrastructure and municipal uses: a Reverse Osmosis Facility Site and an Electrical Substation Site. The Electrical Substation Site may be conveyed prior to approval of this Specific Plan. Additionally, sites for a potential future Fire Station and Potable Water Reservoir have been identified.

The 47.9-acre commercial district of SUNSET CROSSROADS (Planning Area 1) stretches along the northeast portion of the site, between Lincoln Street and the project boundary, creating the opportunity for a Maximum Building Square Footage of 268,400 square feet of leisure, retail, medical office, professional office, education, recreation and entertainment uses along with a freeway accessible 125-room hotel and a complete Travel Center including retail and convenience sales, a drive-through fast food restaurant, 20 vehicle fueling stations and six (6) commercial fueling stations. Maximum Building Square Footage is defined as the total square footage of all floors in structure as measured 313
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-3
from either the interior surface of each exterior wall of the structure or, if the structure does not have walls, from each outer edge of the roof. SUNSET CROSSROADS is designed to be a regional commercial and entertainment attraction, providing multi-generational destinations with a focus on activity and wellness-based retail uses which may include but is not limited to stationary wave surfing, indoor skydiving, indoor go-karting, obstacle gyms, and a large indoor/outdoor climbing wall, yoga studios, dance studios and other athletic activities, provided that the City determines that the environmental impacts of such uses do not increase the project’s environmental impacts evaluated in the Sunset Crossroads Specific Plan EIR or supplemental environmental analysis is performed as required by CEQA.

SUNSET CROSSROADS establishes a Maximum Building
Square Footage of 5,545,000 square feet of Industrial land uses (Planning Areas 2-10) on 392.0 acres, creating opportunities for a wide range of industrial endeavors within the City of Banning.

Due to the site’s proximity to the Sunset Avenue Interstate 10 interchange, the SUNSET CROSSROADS Specific Plan is
particularly well-suited for warehousing and distribution operations, as well as other industrial uses.

Three natural drainage courses, Smith Creek, Pershing Creek, and Highland Wash, (40.5acres) designated Open Space –
Resource, traverse the SUNSET CROSSROADS Specific Plan
site from northwest to southeast (Planning Areas 13-19), and will remain undisturbed, except for required road and infrastructure crossings. In addition, along Highland Home Road, the SUNSET CROSSROADS Specific Plan establishes a total of 25.1 acres of open space uses (Planning Areas 11 and 12), which provide parkland and open space uses while buffering the site’s industrial development from the residential community to the west. Planning Area 11 is designated Open Space-Parks and consists of a 5.0-acre public park developed with a tot-lot, picnic tables, restrooms and walking trails, the remainder of this 12.6-acre site may contain pedestrian trails, but will otherwise remain undeveloped open space. Planning Area 12 consists of 12.5 acres designated Open Space – Resource, which provides an open space buffer which may contain trails, as well as providing location for a possible Reverse Osmosis Facility Site and Fire Station site. 314
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-4
Table 1-1 LAND USE SUMMARY

PA LAND USE DESIGNATION ACRES
1 GENERAL COMMERCIAL 47.9
2 INDUSTRIAL 33.8
3 INDUSTRIAL 7.8
4 INDUSTRIAL 194.3
5 INDUSTRIAL 66.3
6 INDUSTRIAL 28.1
7 INDUSTRIAL 25.8
8 INDUSTRIAL 16.2
9 INDUSTRIAL 3.3
10 INDUSTRIAL 16.4
INDUSTRIAL SUBTOTAL 392.0
DEVELOPMENT TOTAL 439.9
11 OPEN SPACE - PARKS 12.6
12 OPEN SPACE - RESOURCE 12.5
13 OPEN SPACE - RESOURCE 7.5
14 OPEN SPACE - RESOURCE 7.1
15 OPEN SPACE - RESOURCE 6.0
16 OPEN SPACE - RESOURCE 4.8
17 OPEN SPACE - RESOURCE 4.1
18 OPEN SPACE - RESOURCE 3.3
19 OPEN SPACE - RESOURCE 7.7
OPEN SPACE - RESOURCE SUBTOTAL 53.0
CIRCULATION 28.3
PROJECT TOTAL 533.8
Note: Acreage North of the SLB Extension = 280.1 AC, and South of the SLB Extension = 253.7 AC SLB Extension Easement = approximately 21 AC The SUNSET CROSSROADS Specific Plan guides development by establishing the distribution, location and extent of the uses of land, including open space, within the area covered by the plan. Land Use Designations (Chapter 2, Development Plan), Infrastructure Plans (Chapter 2, Development Plan), Development Standards (Chapter 3), Design Guidelines (Chapter 4), and Implementation Regulations (Chapter 5, Implementation Plan) address permitted uses, building placement, architectural style, landscaping materials and other design and development elements. These design elements create visual interest, unity, and thematic consistency through the use of complementary exterior building materials, colors, wall and façade treatments. In addition, a conceptual landscaping program for the entire SUNSET CROSSROADS Specific Plan ties together the hardscape and softscape elements of the built environment to create a cohesive visual theme which blends this employment and entertainment center into the Banning community.

The project design features contemporary architecture, lighting and signage, combined with architectural elevations and a variety of uses intended to ensure that the SUNSET CROSSROADS Specific Plan contributes to the long-term prosperity of the City of Banning.

Specific Plan circulation and infrastructure improvements are in conformance with the City’s General Plan and the plans of local utility purveyors. Local access and connection to the regional transportation network is provided via Sunset Avenue, to the east of the project site. In addition to roads, master-planned on-site infrastructure improvements include potable water, wastewater, reclaimed water lines, and stormwater management, including water quality management/ flood control systems. Additionally, land has been allocated in PA 3, 7, and 12 for the development of municipal facilities, to be constructed by the City of Banning (a Reverse Osmosis Facility, Fire Station site, Potable 315
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-5
Water Reservoir site, and an Electrical Substation). The Specific Plan ensures that necessary roads, utilities, landscape elements, and other infrastructure facilities are installed when needed to accommodate the needs of the Specific Plan as it builds out.

1.2 PROJECT LOCATION
As illustrated on Figure 1-1, Regional Map, SUNSET CROSSROADS is located in the City of Banning, in western Riverside County. The City of Banning is served by Interstate 10 (I-10), a major east-west regional transportation corridor which connects Banning to the rest of Riverside County and the greater Los Angeles area, including the Ports of Long Beach and Los Angeles, both major gateways for international trade.

As illustrated on Figure 1-2, Vicinity Map, access to SUNSET CROSSROADS is provided via Interstate 10, from the Sunset Avenue interchange located approximately ¼ mile to north. SUNSET CROSSROADS stretches east to west along the southern side of the Union Pacific Railroad right of way, between Sunset Avenue and Highland Home Road.

North to south, the site extends from the Union Pacific Railroad right of way to Bobcat Road and is bisected by Westward Avenue, which is currently unpaved and unimproved. The Future Sun Lakes Boulevard Extension (SLB Extension) will incorporate the current right-of-way of Westward Avenue. Upon construction, the SLB Extension will connect Sunset Avenue to Highland Home Road. Within this document, references to the SLB Extension include the existing Westward Avenue right-of-way, regardless of which road exists at the time of development. Additional access to the site is provided by Lincoln Street which is currently unpaved and unimproved and planned to be constructed by the Developer as part of the buildout of the Specific Plan, which extends west from Sunset Avenue and terminates within the site.

1.3 SURROUNDING LAND USES AND DEVELOPMENT
As illustrated on Figure 1-3, Surrounding Land Uses, the Sun Lakes Community, an established age-restricted residential community and golf course, is located west of Highland Home Road and SUNSET CROSSROADS. The planned Rancho San Gorgonio development which includes planned residential and commercial uses, the Mount San Jacinto College San Gorgonio Pass Campus, and undeveloped land are located east of Sunset Avenue. Properties to the south and southwest include scattered rural residential lots, agricultural operations, and vacant land. The Union Pacific Railroad borders the northern boundary of SUNSET CROSSROADS, with Interstate 10 (I-10) located immediately north of the Railroad.

1.4 EXISTING SITE CHARACTERISTICS
As shown on Figure 1-4, Pre-Development Topographic Map, the SUNSET CROSSROADS site is located within the San Gorgonio Pass and is comprised of gently sloping topography, with elevations ranging from approximately 2,399 feet above mean sea level (MSL) at the southeastern corner to 2,523 feet MSL at the northwestern corner. Vegetation cover reflects a history of dry farming and cattle grazing disturbances over a majority of the site, and consists primarily of non-native grasslands, with patches of Riversidean sage scrub, mixed ornamental woodland, and sandy wash. The sandy wash habitat is associated with three deeply-incised drainage courses that flow through the site.

Approximately 280.1 acres of the site are within the jurisdictional limits of the City of Banning and approximately 253.7 acres lie within the Sphere of Influence of the City of Banning in unincorporated Riverside County. As part of the Project, an application to the Local Agency Formation Commission (LAFCO) was submitted for Annexation of the 253.7 acres into the City of Banning. The northern portion of the Specific Plan is located within the southern half of Section 7, Township 3 South and Range 1 East. The southern portion of the Specific Plan under is located in the northern half of Section 18, Township 3 South and Range 1 East.
316
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-6

1.5 DOCUMENT PURPOSE
Authorized by California Government Code § 65450 et seq., a Specific Plan is a tool that is used for the systematic implementation of the General Plan for all or part of the area covered by the General Plan. It effectively establishes a link between implementing policies of the General Plan and the individual development proposals in a defined area.

As such, this document provides the City of Banning with policies and regulations to ensure efficient, orderly development of the subject property in accordance with the City’s adopted General Plan.

The SUNSET CROSSROADS Specific Plan establishes standards for the development of a master planned industrial and general commercial center in the City of Banning. This Specific Plan includes Implementation Regulations relative to land uses and building intensity, as well as Design Guidelines that are intended to provide for innovation in architecture, landscaping, and building arrangements, as future applications submitted within this Specific Plan are proposed to develop within the Specific Plan. All future implementing actions (Design Reviews, Conditional Use Permits, Subdivision Maps, and other similar entitlements) for property located within the boundaries of this Specific Plan are required to be generally consistent with the Implementation Regulations and Design Guidelines set forth in this document and with all applicable City regulations, unless otherwise determined by the Community Development Director. The “Implementation Regulations” of this Specific Plan consist of the General Development Criteria (Section

3.1), Infrastructure Improvement Standards (Chapter 2), Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses (Section 3.2), Development Standards (Sections 3.3 and 3.4), Planning Area Standards (Section 3.5) and Implementation Plan (Section 5) which together constitute the zoning regulations for the SUNSET CROSSROADS Specific Plan. Where conflicts exist between the Implementation Regulations contained in the SUNSET CROSSROADS Specific Plan and those found in the City’s Zoning Ordinance, the standards in this Specific Plan shall take precedence.
317
318
319
320
321
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-11

1.6 SPECIFIC PLAN FORMAT
The SUNSET CROSSROADS SPECIFIC PLAN is divided into the following sections: 1) Introduction; 2) Development Plan; 3) Development Standards; 4) Design Guidelines; and 5) Implementation Plan. This SUNSET CROSSROADS SPECIFIC PLAN has been prepared to the provisions of California Government Code §65450, which grants local government agencies the authority to prepare specific plans of development for any area covered by a General Plan for the purpose of establishing systematic methods of implementation of the agency’s General Plan. California Government Code §65450 through §65454 establishes the authority to adopt a Specific Plan, identify the required content of a Specific Plan, and mandate consistency with the General Plan. According to § 65450, a Specific Plan shall include text and a diagram or diagrams which specify all of the following details:

1. The distribution, location, and extent of the uses of land, including open space, within the area covered by the Specific Plan;

2. The proposed distribution, location, and extent and intensity of major components of public and private transportation, sewage, water, drainage, solid waste disposal, energy, and other essential facilities proposed to be located within the area covered by the plan and needed to support the land uses described in the Specific Plan;

3. Standards and criteria by which development will proceed, and standards for the conservation, development, and utilization of natural resources, where applicable;

4. A program of implementation measures including regulations, programs, public works projects, and financing measures; and

5. A statement of the relationship of the Specific Plan to the General Plan.

California state law also provides for the inclusion of any other subject that, in the judgement of the local planning agency, is deemed necessary or desirable to implement the General Plan, such as architectural or landscaped design guidelines.

In response to government requirements, this Specific Plan has been prepared to provide the essential link to the policies of the City of Banning General Plan. By functioning as a regulatory document, the SUNSET CROSSROADS SPECIFIC PLAN provides a means of implementing and detailing the City’s General Plan and tailoring its policies to the subject property. This Specific Plan is designed to address site specific issues such as building setbacks and visual appearance, as well as community-wide concerns such as vehicular and non-vehicular circulation, energy conservation, landscaping, and the provision for infrastructure improvements. The SUNSET CROSSROADS SPECIFIC PLAN also ensures that new development meets or exceeds City standards for environmental protection, infrastructure, and aesthetic quality.

1.7 PLANNING APPROACH
The SUNSET CROSSROADS Specific Plan was
created using an integrated, multi-disciplinary
approach. The team assembled to undertake this
project included the City, land planners, civil
engineers, environmental resource specialists,
historians, architects, landscape architects,
geotechnical specialists, hydrology specialists, and
market analysts. This team worked together to
create a comprehensive development plan for the
approximately 533.8-acre site, which provides land
uses that take advantage of the site’s proximity to
access to Interstate 10 and responds to economic
322
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-12
trends in the City of Banning. The team also took great care to ensure that the Specific Plan is in conformance with the intent, goals and policies set forth by the City of Banning General Plan.

1.8 SPECIFIC PLAN GOALS
A wide range of key issues were reviewed,
analyzed and considered during the preparation
of this Specific Plan. Engineering feasibility,
market acceptance, economic viability, City
General Plan goals, and local community goals
were all considered during the planning
process. Planning and development goals for
the Specific Plan have been established to
ensure the functional integrity, economic
viability, environmental sensitivity, and positive
aesthetic impact of this Specific Plan.

With these specific goals in mind, the following
goals have been established for the SUNSET
CROSSROADS Specific Plan:
 Create a Specific Plan for the development of state-of-the-art commercial and industrial land uses that accommodate a variety of modern industrial, business, hospitality and commercial activities.  Anticipate market demand by providing a mixture of industrial and commercial land uses in a master-planned development that will be marketable and financially profitable within the evolving economic profile of the City of Banning.
 Provide a mix of commercial and industrial uses that create new job opportunities and reduce the need for City residents to commute outside of the City of Banning for employment, thereby improving the City’s jobs to housing ratio.
 Establish a mix of commercial and industrial uses that result in economic benefits to the City through increased sales taxes and other revenue which can be used to provide City services.  Maintain the integrity of the natural environment through the preservation and conservation of open space and natural drainage courses.
 Locate businesses that rely on transportation efficiency in a location offering superior access to the local and regional transportation network.
 Identify capital improvements for potable water, reclaimed water, sewer, drainage and water quality, and circulation facilities that serve planned land uses within and adjacent to SUNSET CROSSROADS.  Establish a unified thematic concept for SUNSET CROSSROADS through design elements such as architecture, monumentation, theme walls, landscaping using a long-range comprehensive planning approach that cannot be accomplished on a parcel-by-parcel basis.  Create a development-wide landscape concept that features drought-tolerant plant materials to provide for an aesthetically pleasing outdoor environment, while minimizing the demand for water resources. 323
CHAPTER 1 | INTRODUCTION SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 1-13

1.9 DISCRETIONARY ACTIONS AND APPROVALS
Because the southern half of the Specific Plan (253.7 acres) is located within the jurisdictional boundaries of the County of Riverside and within the City of Banning’s Sphere of Influence, an Annexation to the City will be required for development within the SUNSET CROSSROADS Specific Plan. A separate action is required by the Riverside County Local Agency Formation Commission (LAFCO) prior to formal Annexation of this portion of the site into the City of Banning. This Specific Plan has been prepared under the authority of the City of Banning Planning Department, which is also the Lead Agency for SUNSET CROSSROADS’ approvals. This document will be used by the City in connection with the following decisions:

City of Banning Planning Commission
 Recommendation to the City Council regarding certification of the Project EIR No. 2021020011.  Recommendation to the City Council adopt the General Plan Amendment No. 20-2504.  Recommendation to the City Council regarding the adoption of Pre-Zoning of Specific Plan No. 20-20000002 by Ordinance.
 Recommendation to the City Council regarding the adoption of a Development Agreement.  Recommendation to the City Council regarding approval of Subdivision Map(s).  Recommendation to the City Council regarding the Annexation of the Specific Plan into the City of Banning.

City of Banning City Council
 Certification of the Project EIR No. 2021020011.
 Adoption by Resolution of General Plan Amendment No. 20-2504.  Adoption by Ordinance of Pre-Zoning of Specific Plan No. 20-20000002.  Approval by Ordinance of a Development Agreement.
 Approval of Subdivision Map(s).
 Approval by Resolution of an Annexation of the Specific Plan into the City of Banning.

Riverside Local Agency Formation Commission (LAFCO)
 Annexation of approximately 254 acres of the Specific Plan site from unincorporated Riverside County into the City of Banning.

Subsequent discretionary actions may include, but not be limited to, Annexations, Final Maps, Conditional Use Permits, Design Reviews, Subdivision Maps, Grading Permits, water and sewer system approvals, encroachment permits, and state and federal resource agency permits and approvals. 324
CHAPTER TWO provides descriptions of the SUNSET CROSSROADS Land Use Plan, the circulation system, and the plans for infrastructure including, but not limited to potable water, recycled water, sewer, drainage and water quality, grading, and fire protection.

DEVELOPMENT
PLAN

2.1 LAND USE PLAN

2.2 CIRCULATION PLAN

2.3 POTABLE WATER PLAN

2.4 RECYCLED WATER PLAN

2.5 SEWER PLAN

2.6 DRAINAGE AND WATER QUALITY PLAN

2.7 GRADING PLAN

2.8 OPEN SPACE PLAN

2.9 FIRE PROTECTION PLAN
2 325
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-2
CHAPTER 2 | DEVELOPMENT PLAN

2.1. LAND USE PLAN

2.1.1. DEVELOPMENT CONCEPT
The SUNSET CROSSROADS Specific Plan provides for
the development of a modern Industrial and General
Commercial development on approximately 533.8 acres
(excluding the approximately 21-acre easement for the
Sun Lakes Boulevard Extension). Complemented by a
cohesive architectural and landscape design theme and
within view of commuters along Interstate 10 (I-10),
SUNSET CROSSROADS establishes itself as a premier,
state-of-the-art commerce center within the City of
Banning.

The commercial center provides the City with an
opportunity to develop a gathering site for the community at SUNSET CROSSROADS with a variety of leisure, retail, medical office, professional office, education, wellness, recreation, entertainment, restaurant uses, and other retail uses along with a freeway accessible 125-room hotel and a Travel Center. The project envisions a large communal outdoor gathering space as a primary focal point, which can accommodate a variety of recreational activities.

Sports-oriented activities such as stationary wave surfing, indoor skydiving, indoor go-karting, obstacle gyms, and a large indoor/outdoor climbing wall are examples of potential recreational uses that may develop in the commercial area. It is the mixture of unique wellness-based uses, restaurants, and other commercial uses complimented by outdoor gathering spaces and community focal points that are intended to serve as the core of SUNSET CROSSROADS’ commercial attractions for years to come. Planning Area 1 includes a 125-room hotel of approximately 90,000 square feet.1 The proposed Travel Center would provide access to quick fuel and food options conveniently located adjacent to the I-10. With development of the proposed hotel and Travel Center, the commercial center would accommodate the hospitality needs of visitors to the City, as well as travelers along the I-10 and contribute to the long-term economic vitality of the City by generating sales and transient bed tax revenue.

The industrial part of SUNSET CROSSROADS spreads across 392.0 acres of the site, providing a Maximum Building Square Footage of 5,545,000 square feet of space for manufacturing, storage, warehouse, and various other uses.

Due to the site’s proximity to the Interstate 10 Sunset Avenue interchange, the SUNSET CROSSROADS Specific Plan is particularly well-suited for warehousing and distribution operations, as well as other industrial uses.

With access to the existing major transportation network, SUNSET CROSSROADS establishes a premier location and atmosphere designed to attract economic investment to this part of the City while also creating substantial employment 1 The hotel’s approximate square footage is not included in the Maximum Building Square Footage 268,400 square feet.
326
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-3
opportunities for City residents. For local residents, employment opportunities close to home mean reduced or eliminated commutes, and an improved quality of life. The high-quality design of SUNSET CROSSROADS includes amenities for employees and visitors, such as parks, recreation-based businesses, a sidewalk system, and outdoor gathering areas.

This SUNSET CROSSROADS Specific Plan includes a detailed Circulation Plan organized to ensure efficient access to individual tenant, open space, and “back of house” areas. Direct access from the I-10 to the Specific Plan circulation system is provided via Sunset Avenue. Lincoln Street provides access to the commercial area and Industrial uses within Planning Area 7. Future Sun Lakes Boulevard Extension (SLB Extension) and Bobcat Road provide access to the Industrial uses. Highland Home Road along the Specific Plan’s western boundary provides connection to the SLB Extension and secondary access to Planning Area 7.

The three natural drainage courses, Smith Creek, Pershing Creek, and Highland Wash, totaling 40.5 acres which traverse the SUNSET CROSSROADS Specific Plan site from northwest to southeast (Planning Areas 13 through 19), are designated Open Space – Resource and will remain undisturbed except for required road and infrastructure crossings. In addition, the 12.5 acres of Open Space – Resource in Planning Area 12 and the 12.6 acres of Open Space – Parks in Planning Area 11, combined with the right of way of Highland Home Road buffers the site’s industrial development from the Sun Lakes community to the west. Planning Area 11 is designated Open Space-Parks and includes a 5.0-acre public park developed with a tot-lot, picnic tables, restrooms and walking trails, while the remainder of the 12.6-acre site is reserved for Open Space and trails. Planning Area 12 establishes 12.5 acres designated Open Space – Resource, which may include a 2.3-acre Reverse Osmosis Facility Site, Fire Station Site, and pedestrian trails.

Additionally, to reduce the effect of its industrial uses on the existing residential community to the west, a minimum 100-foot-wide open space buffer is required between industrial buildings in PA 7 and the western project boundary.

The City may construct an electrical substation at the northwest corner of PA 7, which would be exempt from the 100- foot setback requirement.

The physical arrangement of Land uses, acreages, Planning Areas and the major roadways within the SUNSET CROSSROADS Specific Plan are depicted in the SUNSET CROSSROADS Land Use Plan (Figure 2-1, Land Use Plan). Table 2-1, Land Use Statistical Summary, lists each Planning Area by land use type on the Land Use Plan and provides the General Plan Land Use Designation and acreage for each Planning Area and the overall Maximum Building Square Footage for each General Plan Land Use Designation. Refer to Chapter 3, Development Standards, and the Infrastructure Improvement Standards in Chapter 2 for the Specific Plan Land Use and Implementation Regulations applicable to each Planning Area. Project Implementation information is contained in Chapter 5, Implementation Plan.
327
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-4
Table 2-1 Land Use Plan Statistical Summary

PA LAND USE DESIGNATION ACRES MAXIMUM BUILDING
SQUARE FOOTAGE1
1 GENERAL COMMERCIAL 47.9 268,400 2, 3
2 INDUSTRIAL 33.8
5,545,000
3 INDUSTRIAL 7.8
4 INDUSTRIAL 194.3
5 INDUSTRIAL 66.3
6 INDUSTRIAL 28.1
7 INDUSTRIAL 25.8
8 INDUSTRIAL 16.2
9 INDUSTRIAL 3.3
10 INDUSTRIAL 16.4
INDUSTRIAL SUBTOTAL 392.0
DEVELOPMENT TOTAL 439.9 5,813,400
11 OPEN SPACE - PARKS 12.6
N/A
12 OPEN SPACE - RESOURCE 12.5
13 OPEN SPACE - RESOURCE 7.5
14 OPEN SPACE - RESOURCE 7.1
15 OPEN SPACE - RESOURCE 6.0
16 OPEN SPACE - RESOURCE 4.8
17 OPEN SPACE - RESOURCE 4.1
18 OPEN SPACE - RESOURCE 3.3
19 OPEN SPACE - RESOURCE 7.7
OPEN SPACE - RESOURCE SUBTOTAL 53.0
OPEN SPACE TOTAL 65.6
CIRCULATION 28.3
PROJECT TOTAL 533.84 5,813,400
Notes:
1 Maximum Building Square Footage is a combined total for each Land Use Designation and is not calculated on a Planning Area-by-Planning Area basis. Maximum Building Square Footage is defined as the total square footage of all floors in structure as measured from either the interior surface of each exterior wall of the structure or, if the structure does not have walls, from each outer edge of the roof.
2 Planning Area 1 is anticipated to include a 125-room limited-service hotel (approximately 90,000 square feet). The 90,000 square feet of hotel use is not counted as part of the General Commercial’s 268,400 Maximum Building Square Footage. With the hotel’s approximately 90,000 square feet, the approximate total square footage in Planning Area 1 would be 358,400 square feet. The total square footage of Planning Area 1 excludes the fuel pump area and the hotel square footage (approximately 90,000 square feet) because the project’s traffic analysis for the commercial site estimates traffic based on square footage, while the traffic analysis for hotels is based on the number of rooms. 3 Buildings associated with the Travel Center are included in the maximum 268,400 square feet, but fuel pump areas are not. 4 Excludes the approximately 21-acre easement for the Sun Lakes Boulevard Extension. 328
329
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-6

2.1.2. LAND USE SUMMARY
This Specific Plan Land Use Plan establishes four (4) General Plan Land Use Designations: General Commercial (GC), Industrial (I), Open Space – Parks (OS-P), and Open Space – Resource (OS-R). The SUNSET CROSSROADS Specific Plan is divided into 19 “Planning Areas,” precise geographic areas to which identified Development Standards (Chapter 3), Design Guidelines (Chapter 4) and Implementation Regulations (Chapter 5), are uniformly applied.

The SUNSET CROSSROADS Specific Plan provides for a maximum building space of approximately 5,813,400 square feet and establishes: General Commercial uses on 47.9 acres with a Maximum Building Square Footage of 268,4000 square feet of building space (excluding approximately 90,000 square feet of hotel), Industrial uses on approximately 392.0 acres with a Maximum Building Square Footage of 5,545,000 square feet of building space, and 65.4 acres of Open Space land uses including 12.6 acres of Open Space – Parks and 53.0 acres of Open Space – Resource, which facilitate the existing natural drainage of the site, and 28.3 acres of Circulation.

2.1.3. GENERAL COMMERCIAL (GC) – 47.9 ACRES
Planning Area 1 is an approximately 47.9-acre district permitting a wide range of commercial uses, which may include leisure, retail, medical office, professional office, education, wellness, recreation, entertainment restaurant and other retail uses along with a freeway accessible 125-room hotel and a complete Travel Center including retail and convenience sales, a drive-through fast food restaurant, 20 vehicle fueling stations and commercial fueling stations.

SUNSET CROSSROADS is designed to be a regional commercial and entertainment attraction, providing multigenerational destinations such as activity and wellness-based retail uses including but not limited to stationary wave surfing, indoor skydiving, indoor go-karting, obstacle gyms, and a large indoor/outdoor climbing wall, yoga studios, dance studios and other athletic activities. Sit-down restaurants (with patio areas), a food hall and specialty retail uses that will orient inwards to central open space areas would allow for outdoor activities (i.e., walking paths, grass areas, outdoor displays, benches) or could be used by on-site vendors/concessionaires and as connections between uses along with an internal system of pedestrian walkways. Because the buildings in the commercial and industrial areas of the Development Site will be leased to third parties, the Specific Plan provides for a range of allowable uses.

Therefore, while the uses described above may be developed under the Specific Plan, the Specific Plan does not require these uses to be implemented and any of the commercial land uses listed in Table 3-1 are consistent with the Specific Plan and allowed uses so long as the City determines that the environmental impacts of such uses do not increase the project’s environmental impacts evaluated in the Sunset Crossroads Specific Plan EIR or supplemental environmental analysis is performed as required
by CEQA. The full list of Permitted, Conditionally
Permitted, Ancillary, and Prohibited Uses in this
Planning Area is provided in Chapter 3,
Development Standards. In addition to providing
a unique location for the intended leisure,
hospitality, and recreational activities, the General
Commercial uses within Planning Area 1 provide
increased employment opportunities for the City’s
residents, improves the City’s jobs-to-housing
balance, and may reduce residents’ commute
times, while the addition of retail, recreation
commercial, and travel and hospitality uses and
other permitted uses contribute to the City’s sales
tax base.
330
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-7
The Implementation Regulations and Design Guidelines set forth in this Specific Plan require buildings in Planning Area 1 to be arranged and designed in a contemporary, pedestrian friendly manner, so that the buildings are inviting and softened by pedestrian scale components and landscape design.

2.1.4. INDUSTRIAL (LI) – 392.0 ACRES
Planning Areas 2 through 10 provide for development of a Maximum Building Square Footage of 5,450,000 square feet of industrial land uses within approximately 392.0 acres within. The acreages for Planning Areas 2 through 10 are provided on Table 2-1, Land Use Plan Statistical Summary. The Specific Plan will take advantage of its proximity to the Sunset Avenue interchange at I-10 to facilitate the development of warehousing, distribution, manufacturing and other industrial uses such as general light industrial, manufacturing, parcel hub, warehouse/storage, truck/trailer parking and storage, RV storage, high cube warehouse, cold storage, cold storage warehouse, fulfillment center, and e-commerce operations. To accommodate future tenants, the Specific Plan allows the size of individual buildings to vary within an established range (increasing or decreasing by up to 20%) however, the overall square footage of buildings in the industrial Planning Areas are capped at 5.545 million square feet. Direct access to the proposed industrial uses is provided from Sunset Avenue via Lincoln Street and a variety of internal driveways, Highland Home Road, the SLB Extension, and Bobcat Road (upon completion of the Future Sunset Avenue Bridge). Bobcat Road may be required for secondary access or fire access at earlier project phases.

The Industrial building sites within the Development Project may include outdoor employee break areas with tables affixed to the ground to provide employees with a location to eat, gather, and enjoy being outside. Shading of these areas may be achieved through a combination of shade trees, umbrellas, or man-made shade structures. Other recreational amenities within the Industrial areas may include pedestrian walkways, seating areas, overhead structures, and open space areas. Development of the Industrial Planning Areas shall be subject to the applicable Infrastructure Improvement Standards, Development Standards and Planning Area Standards set forth in the Specific Plan.

Because the buildings in the industrial areas of the Development Site will be leased to third parties, it is not possible to specifically define the uses at this time and therefore the Specific Plan provides for a range of allowable uses.

Therefore, while the uses described above may be developed under the Specific Plan, the Specific Plan does not require these uses to be implemented and any of the industrial land uses listed in Table 3-1 are consistent with the Specific Plan and allowed uses so long as the City determines either that such uses do not increase the project’s environmental impacts evaluated in the Sunset Crossroads Specific Plan EIR (or in additional supplemental environmental analysis previously performed by the City) or the City performs supplemental analysis as required by CEQA. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses in Planning Areas 2-10 are provided in Chapter 3, Development Standards, of the Specific Plan.

2.1.5. PUBLIC FACILITIES
SUNSET CROSSROADS provides location for a 1.0-acre Electrical Substation Site in the northwest corner of Planning Area 7, a 2.3-acre Reverse Osmosis Facility Site and Future Fire Station Site in Planning Area 12, and a Potable Water Reservoir Site in Planning Area 3.

2.1.6. PLANNING AREA 11 OPEN SPACE-PARKS (OS-P) – 12.6 ACRES Planning Area 11 designates 12.6 acres of Open Space-Parks located at the northeast corner of Highland Home Road and the SLB Extension, including a 5.0-acre passive public park, with the remainder of the 12.6-acre site is reserved for Open Space and trails. As illustrated on Figure 4-4, Conceptual Park Plan (PA 11), the park may provide recreational amenities including, but not limited to a tot lot playground, picnic tables, walking paths, parking, and restrooms, parking lot and security lighting. Open field areas are provided next to the playground and picnic tables, along with a looped walking path which winds through the recreational area surrounded by trees and landscaping. 331
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-8

2.1.7. PLANNING AREA 12 OPEN SPACE-RESOURCE (OS-R) – 12.5 ACRES Approximately 12.5 acres of the site (Planning Area 12) are reserved for passive open space uses which may include trails. Planning Area 12 may also include a 2.3-acre Reverse Osmosis Facility Site and a Future Fire Station Site. No other development is permitted in Planning Area 12.

2.1.8. PLANNING AREAS 13-19 OPEN SPACE-RESOURCE (OS-R) – 40.5 ACRES Approximately 40.5 acres of the site (Planning Areas 13 through 19) contain three (3) existing natural drainage watercourses, Smith Creek, Pershing Creek, and Highland Wash, which traverse the Specific Plan in a northwesterly to southeasterly direction. To preserve these areas, they are designated Open Space – Resource and no development or land uses are permitted, except those activities required to cross these areas with roads (Lincoln Street, Highland Home Road) and utilities.

2.2. CIRCULATION PLAN
The SUNSET CROSSROADS Circulation Plan provides direct, safe, and convenient access for visitors, employees, and goods to and from the Specific Plan through a safe and efficient network of roadways.

The project is situated in close proximity to the regional transportation network which connects the site to the Ports of Long Beach and Los Angeles, both major gateways for international trade, the Inland Empire and Coachella Valley, and the Western United States. As illustrated on Figure 2-2, Conceptual Circulation Plan, regional access to SUNSET CROSSROADS is provided via I-10 from the Sunset Avenue interchange located approximately ¼ mile to the northeast of the Specific Plan. The site is approximately 3.5 miles east of the junction of CA-60 Freeway and Interstate 10 and approximately 22 miles east of Interstate 215. Primary local access to the SUNSET CROSSROADS Specific Plan from the north and south is provided via Sunset Avenue which forms the site’s eastern boundary. Additional access is provided by Bobcat Road which forms the site’s southern boundary and from Highland Home Road, which forms the site’s western boundary.

Sunset Avenue will provide access to the entire site via Lincoln Street and the SLB Extension. Access to Planning Area 1 is provided by Lincoln Street. Direct access to Planning Areas, 2, 3, and 4 is provided by Sunset Avenue. Access to Planning Areas 6, and 7 is provided from the south by Lincoln Street. Access to Planning Areas 2, 5, and 8 is provided from the north by Lincoln Street and by the SLB Extension to the south. Planning Areas 9 and 10 have access from the SLB Extension. Planning Areas 11 and 12 are accessible from the SLB Extension. Access to Planning Area 4 relies on the combination of Sunset Avenue (south of PA 15) and Bobcat Road, or the combination of Sun Lakes Boulevard Extension and Bobcat Road to achieve the required two points of access, and may not be developable until two points of access are available. The land within SLB Extension is subject to an existing or future right of way easement in favor of the City and will become City right-of-way upon Annexation of the southern portion of the site into the City, and is excluded from the Specific Plan regulations (Not A Part). The SLB Extension will incorporate the current right-of-way of Westward Avenue. Construction of the SLB Extension is under the control of the City and could be constructed by the City or by third parties designated by the City as a separate project. 332
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-9

1. Sunset Avenue (Interstate 10 to Lincoln Street) – Arterial Highway (110’ ROW) As depicted on Figure 2-2, Conceptual Circulation Plan, the primary access point for SUNSET CROSSROADS is Sunset Avenue, which connects the site to the regional transportation network. The segment of Sunset Avenue between Interstate 10 and the SLB Extension is designated by the City General Plan as an Arterial Highway (110’ ROW) and forms the project’s eastern boundary. As shown in Figure 2-3, Conceptual Roadway Cross-Sections, the 110-foot of right of way comprising Sunset Avenue consists of 68 feet of paving, an 18-foot-wide center raised or painted median, with a 4-foot-wide landscaped parkway and 8-foot-wide parkway-adjacent sidewalk on the west side of the street, and an 8-foot-wide curb-adjacent sidewalk and 4-foot-wide landscaped parkway on the east side of the street. An eight-foot-wide Class II bike lane is provided on both sides of the paving, adjacent to the curb. As a result of the westward shift in alignment of Sunset Avenue between Lincoln Street and SLB Extension, the alignment in this location will also shift to the west from the existing centerline.

2. Sunset Avenue (Lincoln Street to SLB Extension) – Modified Secondary Highway (110’ ROW) As depicted on Figure 2-2, Conceptual Circulation Plan, the segment of Sunset Avenue between Lincoln Street and the SLB Extension is designated as a Modified Secondary Highway (110’ ROW). As shown in Figure 2-3, Conceptual Roadway Cross-Sections, the 110-foot of right of way comprising Sunset Avenue consists of 68 feet of paving, an 18- foot-wide center raised or painted median, with a 4-foot-wide landscaped parkway and 8-foot-wide parkway-adjacent sidewalk on the west side of the street, and a 4-foot-wide parkway and 8-foot-wide parkway-adjacent sidewalk on the east side of the street. An eight-foot-wide Class II bike lane is provided on both sides of the paving, adjacent to the curb. To address traffic noise impacts along Sunset Avenue, the alignment of this portion of Sunset Avenue is shifted to the west from its previously proposed location to provide additional distance from sensitive receptors east of Sunset Avenue. More specifically, the centerline of Sunset Avenue between Lincoln Street and Sun Lakes Boulevard would be adjusted 42 feet to the west from the existing centerline with implementation of the Development Project, new centerline being 72 ft from the nearest residential property line and 115 ft from the school at the MSJC Site. The resulting 17 feet of excess right of way to the east may be landscaped.

3. Sunset Avenue (SLB Extension to Bobcat Road) – Secondary Highway (88’ ROW) As depicted on Figure 2-2, Conceptual Circulation Plan, the segment of Sunset Avenue between the SLB Extension and Bobcat Road is designated by the City General Plan as a Secondary Highway (88’ ROW). As shown in Figure 2- 3, Conceptual Roadway Cross-Sections, the 88-foot of right of way comprising Sunset Avenue consists of 64 feet of paving with a 4-foot-wide landscaped parkway and 8-foot-wide parkway-adjacent sidewalk provided on both sides of the street. As a result of the westward shift in alignment of Sunset Avenue between Lincoln Street and SLB Extension, the alignment in this location will also shift to the west from the existing centerline.

4. Bobcat Road – Divided Collector Street (78’ ROW)
As depicted on Figure 2-2, Conceptual Circulation Plan, Bobcat Road is designated as a Divided Collector Street (78’ ROW) and forms the project’s southern boundary along the south side of Planning Area 4. As shown in Figure 2-3, Conceptual Roadway Cross-Sections, the 78-foot of right of way comprising Bobcat Road consists of 56 feet of paving with a 6-foot-wide landscaped parkway and a 5-foot-wide parkway-adjacent sidewalk on the south side of the street, and a 6-foot-wide curb-adjacent sidewalk and 5-foot-wide landscaped parkway on the north side of the street. The Specific Plan and future applications submitted within this Specific Plan will dedicate and construct the northern halfwidth plus 10’ improvements of Bobcat Road along the project frontage.

To address the potential for impacts to residences on the other side of Bobcat Road from on-site Development Project operations, on-site project operations are revised to require:
333
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-10

1. Cold storage equipment previously allowed on industrial building rooftops will be shielded or relocated to the ground floor; and

2. Construction of 10 ft high “wing walls” on the south end of warehouse buildings in Planning Area 4, and 6 ft high walls that surround the automobile parking lots south of warehouse buildings in Planning Area 4 as depicted in the SoundPLAN printouts in Attachment A to the Supplemental Noise Analysis (Final EIR, Appendix I-2, Attachment A).

5. Lincoln Street – Divided Collector Street (78’ ROW)
As depicted on Figure 2-2, Conceptual Circulation Plan, Lincoln Street is designated as a Divided Collector Street (78’ ROW) within the project, providing access to the project site from Sunset Avenue. As shown in Figure 2-3, Conceptual Roadway Cross-Sections, the 78-foot of right of way comprising Lincoln Street consists of 56 feet of paving with a 6- foot-wide landscaped parkway and 5-foot-wide parkway-adjacent sidewalk on the south side of the street and a 6-footwide curb-adjacent sidewalk and 5-foot-wide landscaped parkway on the north side of the street. An eight-foot-wide Class II bike lane is provided on both sides of the paving, adjacent to the curb. The Specific Plan and future applications submitted within this Specific Plan will construct full-width improvements along the length of Lincoln Street on the project site. Lincoln Street will cross two existing natural drain courses via box culverts to be constructed by the project and maintained by the City. In Planning Area 7, a 24’-wide Secondary Access Connection will link Lincoln Street to Highland Home Road via a private roadway.

6. Highland Home Road (north of SLB Extension)– Modified Secondary Highway (66’ ROW) As depicted on Figure 2-2, Conceptual Circulation Plan, the segment of Highland Home Road north of the SLB Extension is designated as a Modified Secondary Highway (66’ ROW) within the project. Highland Home Road forms a portion of the Specific Plan’s western boundary. As shown in Figure 2-3, Conceptual Roadway Cross-Sections, Highland Home Road consists of a 66-foot of right of way within a 110-foot dedication. The Specific Plan and future applications submitted within this Specific Plan will dedicate the full 110-foot width of Highland Home Road as from the existing eastern property boundary of the Sun Lakes community. The Specific Plan will construct the full width (66 feet) of Highland Home Road with a 5-foot-wide curb-adjacent sidewalk, a 6-foot-wide landscaped parkway, and 44 feet of paving along the western boundary of the right of way, from the SLB Extension to Planning Area 7, where it will terminate in a cul-de-sac and provide secondary access to Planning Area 7 via a 24’ wide Secondary Access Connection.

7. Highland Home Road (south of SLB Extension)– Modified Collector Street (66’ ROW) As depicted on Figure 2-2, Conceptual Circulation Plan, the segment of Highland Home Road south of the SLB Extension is designated as a Modified Collector Street (66’ ROW) within the project. Highland Home Road forms a portion of the Specific Plan’s western boundary. As shown in Figure 2-3, Conceptual Roadway Cross-Sections, Highland Home Road consists of a 66-foot right of way within a 110-foot dedication. The Specific Plan and future applications submitted within this Specific Plan will dedicate the full 110-foot width of Highland Home Road from the existing eastern property boundary of the Sun Lakes community. The Specific Plan will construct the remaining halfwidth (33 feet) of Highland Home Road including a 5-foot Class III bikeway, a 6-foot-wide curb-adjacent sidewalk, and a 5-foot-wide landscaped parkway to complete the road section based on existing curb location adjacent to the Sun Lakes Community, from the southwest corner of PA 12 to the SLB Extension. Truck traffic shall be restricted on Highland Home Road south of the SLB Extension.
334
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-11

2.2.1. CIRCULATION IMPROVEMENT STANDARDS

1. The on-site system depicted on Figure 2-2, Conceptual Circulation Plan, shall serve as the preliminary roadway plan for implementing development.

2. Roadway alignments, designations, widths identified in the Specific Plan are subject to detailed engineering review and approval by the City Engineer and must comply with all conditions of approval of the Specific Plan and any Subdivision Map(s).

3. The Developer applying for an application submitted within this Specific Plan (Design Review or Conditional Use Permit) shall install traffic control measures per the recommendations of the project’s Traffic Study or participate in the phased construction of traffic signals as determined by the City Engineer.

4. Driveways and access point locations, as shown in this Specific Plan, are conceptual until approved by the City Engineer (if necessary) and shall conform to the City’s standard intersection spacing and access spacing, depending upon the street's classification.

5. Sight distances shall be reviewed by the City Engineer in conjunction with the preparation of grading, landscaping, and street improvement plans. This review shall ensure that setbacks allow for clear unobstructed sight distances at intersections.

6. Landscape requirements in roadway rights-of-way shall generally be in accordance with the Roadway Landscape Treatments as depicted in Chapter 4.

7. Landscaping within public road rights-of-way will require approval by the City of Banning and will be maintained by the Property Owner via a Property Owners’ Association or similar mechanism.

8. All applicable Transportation Uniform Mitigation Fees (TUMF) shall be paid in accordance with Chapter 15.76 of the City of Banning Zoning Ordinance (Western Riverside County Transportation Uniform Mitigation Fee Program).

The transfer of TUMF credits between Planning Areas and their respective owners is permitted by this Specific Plan.

9. Construction of the SLB Extension is a City Project, and the SUNSET CROSSROADS project is not required to construct the SLB Extension. The Developer of Sunset Crossroads may, at their own discretion, and subject to one or more agreements with City, construct all or a portion of the SLB Extension.

10. A detailed Traffic Impact Analysis shall be prepared for the project. Recommendations for intersection configurations, traffic control devices, or roadway segment and lane requirements within the property or adjacent frontage shall be the full responsibility of the project. However, fair share contributions shall be permissible for offsite improvements.

11. All mitigations identified in the project EIR/MMRP shall be complied with.

12. Street and utility infrastructure shall be installed such that future phases of work do not require trenching in new roadways. A pavement moratorium of 5 years will be implemented on all facilities accepted for maintenance by the City of Banning. If additional work for the project is required in existing roadways, the applicant will fully grind and overlay the entire roadway cross section.
335
336
337
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-14

2.3. POTABLE WATER PLAN
Adequate potable water service infrastructure is provided for SUNSET CROSSROADS using existing, planned and proposed potable water facilities. The Specific Plan is subject to the design requirements of the City of Banning Public Works Department and the demand criteria guidelines outlined in the City’s Integrated Master Plan (IMP).

As shown on Figure 2-4, existing potable water lines within Pressure Zone 2721 exist in Sunset Avenue (24”) and in the right-of-way of the future SLB Extension (18”). The proposed Potable Water Plan creates a looped system to serve the project site by constructing the following proposed improvements as depicted in Figure 2-4, Conceptual Potable Water Plan, and include the following improvements:
 A proposed 8” water line located in Lincoln Street and within Planning Area 7 to serve the Industrial and General Commercial uses located north of the SLB Extension. This proposed 8” water line connects to the existing 24” water line located in Sunset Avenue and to the proposed 8” water line in Highland Home Road.  A proposed 8” water line located in Highland Home Road from the 18” water line located in the SLB Extension to the vicinity of the potential Electrical Substation in Planning Area 7, with a connection to the proposed 8” line in Lincoln, forming a looped system.
 A proposed 8” water line located in Bobcat Road with a point of connection to the proposed 8” line in Sunset Avenue.
 Proposed 8” water line located within Planning Area 4 to connect the existing 18” water line in the SLB Extension to the proposed 8’ water line in Bobcat Road.

The locations, alignments, and sizes of facilities shown on Figure 2-4 are conceptual. Precise locations, alignments and sizes of potable water facilities will be determined at Specific Plan implementation. The locations, alignments, and sizes of facilities identified in this document may change, subject to the approval of City of Banning. Modifications to the alignments, locations, and sizes of facilities shown in the Specific Plan which are reviewed and approved by the City Engineer as part of the review and approval of an applications submitted within this Specific Plan, do not require modifications to the Specific Plan document.

2.3.1. POTABLE WATER IMPROVEMENT STANDARDS
(1) All Potable Water lines shall be placed underground. (2) All Potable Water lines and facilities shall be designed in accordance with the requirements of the City of Banning. (3) The Specific Plan’s Potable Water distribution system shall provide adequate flows for fire protection in accordance with requirements of the Riverside County Fire Department. (4) Proposed Potable Water facilities to be maintained by the City of Banning shall be placed within public utility easements or public rights-of-way, which shall include rights for the City of Banning. (5) The Potable Water infrastructure system shall be installed to the requirements of the City of Banning. (6) Construction of potable water lines should be linked to the construction of each phase of development. Installation of potable water lines should be linked to the construction of roadways in which the lines are located, and the need to service individual applications submitted within this Specific Plan as they come online. 338
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-15
(7) Applicant will provide to the City of Banning a potable water reservoir site within Planning Area 3 at a predetermined elevation. Site shall be provided to accommodate a 1.5 million gallon potable water reservoir, and reviewed by the City Engineer prior to dedication and acceptance. 339
340
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-17

2.4. RECYCLED WATER PLAN
The SUNSET CROSSROADS Specific Plan is served by a recycled water system consisting of existing, planned and proposed recycled water lines. The Specific Plan recycled water system is subject to the design requirements for the City of Banning Public Works Department and the demand criteria guidelines outlined in the City’s Integrated Master Plan (IMP).

As depicted in Figure 2-5, a 24” recycled water line exists in Sunset Avenue from Lincoln Street to the SLB Extension and a 24” recycled water line exists within the SLB Extension easement area. Future non-potable Well R1 on Westward Avenue near the City’s wastewater treatment facility plant will be the source for the SUNSET CROSSROADS project site, once completed. The well and its respective facilities are in design and under construction. The proposed recycled water facilities required to serve the Specific Plan are depicted in Figure 2-5, Conceptual Recycled Water Plan and include the following improvements:
 A proposed 8” recycled water line in Lincoln Street connects to the existing 24” recycled water line in Sunset Avenue and services the development north of the SLB Extension.  A proposed 16” recycled water line in Sunset Avenue (between Bobcat and the SLB Extension) connects to the existing 24” line in the SLB Extension.
 Development south of the SLB Extension would connect to the existing 24” recycled water line in the SLB Extension or the proposed 16” line in Sunset Avenue.

The locations, alignments, and sizes of facilities shown on Figure 2-5 are conceptual. Precise locations, alignments and sizes of recycled water facilities will be determined at Specific Plan implementation. The locations, alignments and sizes of facilities identified in this document may change, subject to the approval of City of Banning. Modifications to the alignments, locations, and sizes of facilities shown in the Specific Plan which are reviewed and approved by the City Engineer as part of the review and approval of an application submitted within this Specific Plan, do not require modifications to the Specific Plan document.

2.4.1. RECYCLED WATER IMPROVEMENT STANDARDS
(1) All Recycled Water lines shall be placed underground. (2) All Recycled Water lines and facilities shall be designed in accordance with the requirements of the City of Banning. (3) Proposed Recycled Water facilities to be maintained by the City of Banning shall be placed within public utility easements or public rights-of-way which shall include rights for the City of Banning. (4) The Recycled Water infrastructure system shall be installed to the requirements of the City of Banning. (5) Construction of recycled water lines shall be linked to the construction of each phase of development. Installation of recycled water lines shall be linked to the construction of roadways in which the lines are located, and the need to service individual applications submitted within this Specific Plan as they come online. 341
342
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-19

2.5. SEWER PLAN
The SUNSET CROSSROADS Specific Plan is served by a sewer system consisting of existing, planned and proposed sewer lines. The Specific Plan is subject to the design requirements for the City of Banning Public Works Department and the demand criteria guidelines outlined in the City’s Integrated Master Plan (IMP).

As depicted on Figure 2-6, sewer lines exist in the SLB Extension (12”) and along the westside Planning Areas 13 and 14 (15”). The existing 12” sewer line in the SLB Extension flows until it reaches the SLB Extension Lift Station, where wastewater is conveyed through an existing 10” force main toward the existing manhole at the intersection of Sunset Avenue and the SLB Extension. The proposed sewer system facilities required to serve the Specific Plan are depicted in Figure 2-6, Conceptual Sewer Plan and include the following improvements:
 A proposed 8” gravity sewer line connects to a proposed 12” gravity sewer line within Lincoln Street  A proposed 12” gravity sewer line along Sunset Avenue from Lincoln Street to just south of the SLB Extension, connects to the existing sewer system at the existing manhole at the intersection of Sunset Avenue and the SLB Extension. There is no connection between this proposed line and the existing 15” line along Planning Areas 13 and 14.
 Development in the Planning Areas north of Lincoln Street, and Planning Areas 2 and 3 connect to the proposed 8” and 12” lines in Lincoln Street.
 Development in Planning Area 5 will connect to the existing 15” line along the western boundary of Planning Areas 13 and 14.
 Development in Planning Areas south of the SLB Extension will connect to the existing 12” line in the SLB Extension.

The locations, alignments, and sizes of facilities shown on Figure 2-6 are conceptual. Precise locations, alignments, and sizes of sewer facilities will be determined at Specific Plan implementation. The locations, alignments, and sizes of facilities identified in this document may change, subject to the approval of City of Banning. Modifications to the alignments, locations, and sizes of facilities shown in the Specific Plan which are reviewed and approved by the City Engineer as part of the review and approval of an application within this Specific Plan, do not require modifications to the Specific Plan document.

2.5.1. SEWER IMPROVEMENT STANDARDS
(1) All sewer lines shall be placed underground.
(2) All sewer lines and facilities shall be designed in accordance with the requirements of the City of Banning. (3) All new sewer facilities to be maintained by the City of Banning shall be placed within public utility easements or public rights-of way-which shall include rights for the City of Banning. (4) The sewer infrastructure system shall be installed to the requirements of the City of Banning. (5) Construction of sewer lines shall be linked to the construction of each phase of development. Installation of sewer lines shall be linked to the construction of roadways in which the lines are located, and the need to service individual application within this Specific Plan as they come online. (6) Prior to issuance of first occupancy permit, project shall demonstrate that adequate sewer capacity exists to serve the project.
343
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-20
(7) City of Banning master plans identify the future removal of the Westward Lift Station and replacement of that facility with a sewer trunk main through an easement in Planning Area 4 for the eventual connection to an off-site new sewer trunk main (by others). The project shall design and install a portion of the dry sewer trunk main to allow for this eventual conversion. If the off-site downstream trunk main is installed (by others) prior to the project being completed, the project shall abandon the lift station and connect to the new trunk main. 344
345
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-22

2.6. DRAINAGE AND WATER QUALITY PLAN
SUNSET CROSSROADS lies within the San Gorgonio Pass sub-basin in the northwest region of the Whitewater River Watershed. The SUNSET CROSSROADS Specific Plan is located within a grassland valley, with three natural drainage courses traversing the site. The project is subject to a local land use authority onsite retention standard (required by the Riverside County Flood Control & Water Conservation District per the Riverside County Watershed Protection Program for the Whitewater Region), which requires that the project retain 100% of the 100-year, 3-hour storm event.

Planning Areas have been established in recognition of the natural drainage course in the eastern portion of the site in Planning Areas 13, 14, and 15 and the western drainage courses in Planning Areas 16, 17, 18, and 19 and have been designated for Open Space – Resource and restricted from development. The natural drainage courses flow northwest to southeast through the Specific Plan area. The 100-year flood zone continues along the entire flow path of the three existing drainage courses within the Specific Plan. No portion of the site is to be developed within a FEMA mapped Flood Plain.

The existing drainage courses include off-site areas north of I-10 which begin in the San Bernardino Mountains and flow south under Interstate 10 and the Union Pacific Railroad by an existing 8’x7’ arch box culvert and existing 12’x10’ arch box culvert, and outlets southerly to the existing drainage courses, where the SUNSET CROSSROADS Specific Plan is located. The western natural drainage course is comprised of two drainage channels, Smith Creek and Highland Wash, in the northern half of the project that confluence near the SLB Extension. The eastern natural drainage course, Pershing Creek, flows from the middle center of the northern boundary of the site. All natural drainage courses eventually confluence outside of the project limits, and these natural drainages continue to flow east until they confluence with the San Gorgonio River and ultimately join the Whitewater River.

As shown on Figure 2-7, Conceptual Drainage and Water Quality Plan, the proposed drainage system will consist of storm drainpipes, reinforced concrete pipes (RCP) ranging in size from 12” to 42”, and fifteen (15) Water Quality Management Plan basins on-site:
 Two basins in Planning Area 2;
 One basin in Planning Area 3;
 Five basins in Planning Area 4;
 Three basins in Planning Area 5;
 One basin in Planning Area 6;
 One basin in Planning Area 7;
 One basin in Planning Area 8; and
 One basin in Planning Area 10
The drainage system routes the runoff from the proposed impervious surfaces to these proposed stormwater treatment and mitigation basins and each basin provides stormwater treatment and peak flow mitigation for their respective tributaries via RCP facilities.

Two (2) 10’ x 10’ reinforced concrete box (RCB) facilities are proposed for the bridge crossings at Lincoln Street to preserve the existing natural drainage courses of the site. 346
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-23
The SUNSET CROSSROADS Specific Plan is subject to a local land use authority onsite retention requirement per the Riverside County Whitewater River Region Stormwater Quality Best Management Practice Design Handbook for Low Impact Development. The project shall implement LID principles per County standards throughout the site for storm water treatment and mitigation. Flood protection facilities will be designed in accordance with the requirements of the Riverside County Flood Control and Water Conservation District (RCFCWCD) and with adequate access easements and facilities provided. The location and size of facilities identified in this document may change, subject to the approval of the RCFCWCD.

The locations, alignments, and sizes of facilities shown in Figure 2-7 are conceptual. Precise locations, alignments, and sizes of drainage facilities will be determined at Specific Plan implementation. The locations, alignments, and sizes of facilities identified in this document may change, subject to the approval of City of Banning. Modifications to the alignments, locations, and sizes of facilities shown in the Specific Plan which are reviewed and approved by the City Engineer as part of the review and approval of an application within this Specific Plan do not require modifications to the Specific Plan document.

2.6.1. DRAINAGE AND WATER QUALITY IMPROVEMENT STANDARDS (1) All drainage and storm drain facilities shall be maintained by the City of Banning, Master Property Owners’ Association, and/or other maintenance entity (pursuant to Table 5-1, Maintenance Responsibilities). All water quality and detention basins will be maintained by Master Property Owners’ Association, Property Owners’ Association, and/or Sub-Association.
(2) All public storm drains greater than 36” in diameter and structures proposed for maintenance by Riverside County Flood Control and Water Conservation District (RCFCWCD) shall be designed and constructed to RCFCWCD standards. All plan sets related to any RCFCWCD facilities shall be reviewed, checked, and approved by said District prior the recordation of the applicable final map. (3) Drainage, storm drain, and flood control facilities and improvements shall be provided in accordance with City of Banning requirements to provide protection against flood hazard risks resulting from a 100-year storm event. (4) A National Pollutant Discharge Elimination System (NPDES) permit from the Regional Water Quality Control Board (RWQCB) shall be obtained prior to the commencement of construction and operational activities. The permits will require the Developer to implement source control and structural best management practices (BMPs) during and after construction activities. The City will be responsible for enforcing implementation of the BMPs. (5) This Specific Plan and future application submitted within this Specific Plan shall comply with the Water Quality Control Plan of the Regional Water Quality Control Board, Santa Ana Region. (6) Construction of drainage and storm drain facilities shall be linked to the construction of each phase of development.

Installation of drainage and storm drain facilities shall be linked to the construction of roadways in which the lines are located, and the need to service individual applications submitted within this Specific Plan as they come online. (7) All wildlife and conservation agency permits are the responsibility of the project and shall be provided to the City of Banning prior to the issuance of any grading permit in each phase in which wildlife or agency permits are required.
(8) Phased projects shall comply with drainage and water quality standards in effect at the time permits are requested. 347
348
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-25

2.7. GRADING PLAN
The SUNSET CROSSROADS Specific Plan is located within a grassland valley, with three natural drainage courses traversing the site in Planning Areas 13, 14, and 15 on the east and Planning Area 16, 17, 18, and 19 on the west. The conceptual grading design provides an overall balanced earthwork condition with approximately 2,266,112 cubic yards (CY) of cut and approximately 2,118,698 CY of fill. The grading of the Specific Plan is anticipated to occur in two (2) phases: 1) north of SLB Extension, and 2) south of SLB Extension. No import or exporting of earthwork is anticipated, however, earthwork may be transferred between the two (2) grading phases.

No project associated grading is proposed in Planning Areas 13 through 19, except for grading required for the construction of Lincoln Street. Other than passive open space areas, which may include trails, a Reverse Osmosis Facility Site, and/or a potential future fire station, no other grading or development is anticipated for Planning Area 12.

All other Planning Areas will be graded to accommodate large generally flat pads suitable for building, park, and parking construction.

The proposed grading will result in elevations ranging from approximately 2,515 feet above mean sea level (MSL) in the northwest portion of the Specific Plan in Planning Area 7 to 2,415 feet above MSL at the bottom of a basin in the southwest portion of the Specific Plan in Planning Area 4. Grading construction will be done consistent with the recommendations of a Geotechnical Engineer and the City of Banning.

2.7.1. GRADING IMPROVEMENT STANDARDS
(1) All grading activities shall conform to the City of Banning standards, and the California Building Code. (2) Grading of the Specific Plan may occur in one (1) phase, or in sub-phases, provided that adequate infrastructure and access is available to serve the Specific Plan.
(3) Site grading, retaining wall design and construction shall be done consistent with the recommendations of a Geotechnical Engineer and the City of Banning Building and Safety Department. (4) Contour grading, slope rounding, and land forming shall be used, as appropriate and practical, to grade roadways and edge conditions into natural configurations consistent with the natural topography of the site. (5) A project-specific Master Grading Plan, and individual grading plans and stockpile/ borrow site plans for Planning Areas or phases shall govern such activity.
(6) Prior to initial grading activities, a detailed soils report and geotechnical study for portions of the site anticipated to be graded shall be prepared to analyze on-site soil conditions and slope stability and will include appropriate measures to control erosion and dust during construction. (7) A grading permit shall be obtained from the City of Banning, as required by City Ordinance No. 18.01.040, prior to grading.
(8) Pursuant to the requirements of the State Water Resources Control Board, a state-wide general National Pollution Discharge Elimination System (NPDES) construction permit will apply to all project construction activities involving clearing, grading or excavation that disturbs at least 5 acres or activity which is part of a larger common plan of development of five (5) acres or greater.
(9) Applicant shall provide permits to the City from all affected wildlife and conservation agencies prior to the issuance of any grading permit in each phase in which wildlife or agency permits are required. (10) All grading shall comply with mitigation measures identified in the EIR/MMRP. 349
350
351
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-28

2.8. OPEN SPACE PLAN
A central element of the SUNSET CROSSROADS
Specific Plan is the approximately 12.6 acres of
Open Space – Parks and 53.0 acres of Open
Space - Resource (see Figure 2-1, Land Use Plan).

Approximately 53.0 acres (Planning Areas 12
through 19) are designated as Open SpaceResource in order to preserve the three existing natural drainage courses. No grading is proposed
in Planning Areas 13 through 19, except for
grading required for the construction of Lincoln
Street. Planning Area 12 provides an open space
buffer between the Specific Plan and the existing
Sun Lakes community to the west and includes open space areas which may include trails, as well as locations for a Reverse Osmosis Facility Site and a future Fire Station site.

Approximately 12.6 acres in Planning Area 11 are designated as Open Space-Parks to offer the City of Banning and its residents a 5.0-acre public passive park which may include a tot lot, playground, picnic tables, and trail system that will connect to trails in the remaining 7.6 acres of open space, providing an open space buffer between the industrial uses and the existing Sun Lakes community to the west.

Passive recreational opportunities are provided to employees and visitors of SUNSET CROSSROADS through curb-adjacent sidewalks, pedestrian paths, and trails within Planning Areas 11 and 12. These amenities encourage and enhance pedestrian activity throughout SUNSET CROSSROADS. Provisions for sidewalks and pedestrian walkways, bicycle parking facilities, and employee and visitor gathering areas interior to the planning areas are set forth in Chapter 4, Design Guidelines.

In addition, to encourage social interaction, the Industrial and General Commercial building sites within SUNSET CROSSROADSmay include outdoor employee break areas with tables affixed to the ground to provide employees with a location to eat, gather, and enjoy being outside. Shading of these areas may be achieved through a combination of shade trees, umbrellas, or man-made shade structures. Other recreational amenities within the Industrial and General Commercial areas may include, but are not limited to, pedestrian walkways, seating areas, overhead structures, and open space areas. No Class I or Class II Bike Lanes are anticipated for the Specific Plan, however, Class III Bike Lanes which are unstriped may be utilized by riders along public roadways. 352
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-29

2.8.1. OPEN SPACE IMPROVEMENT STANDARDS

1. Gathering areas, and landscaping within private roads and driveways will be the responsibility of a Master Property Owners’ Association, Property Owners’ Association, or Sub-Association.

2. The 5.0-acre public passive park and landscaping within public rights-of-way will be the responsibility of the City of Banning.

3. All gathering areas will be landscaped and, where necessary, irrigated in a manner that is conducive to the type of plant material and landscape setting.

4. Landscaping within gathering areas shall be further governed by Chapter 4, Design Guidelines, of this Specific Plan.

5. Landscaping within gathering areas and park areas shall conform to the standards set forth by the City of Banning. 353
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-30

2.9. FIRE PROTECTION PLAN
C A Fire Protection Plan (FPP) dated July 2022 has been prepared by Dudek, evaluates and identifies the potential fire risk associated with the Project’s land uses and identifies requirements for water supply, fuel modification and defensible space, access, building ignition and fire resistance, and fire protection systems, among other pertinent fire protection criteria, including a proposed development plan for the Project site described below. The purpose of this FPP is to generate and memorialize the fire safety requirements and standards of the Riverside County Fire Department (RCFD), which is the contracted fire department for the City of Banning, along with Project-specific measures based on the Project site, its intended use, and its fire environment, including both the proposed development plan and any modifications to buildings permitted pursuant to the Specific Plan. This section summarizes portions of the FPP prepared by Dudek, which should be consulted for the full analysis.

While the Specific Plan is located in a wildland-urban interface (WUI) setting, it is not located in an area statutorily designated as a Moderate, High or Very High Fire Hazard Severity Zone (FHSZ) within a Local Responsibility Area (LRA) or State Responsibility Area (SRA) by the California Department of Forestry and Fire Protection (CAL FIRE FRAP 2008) or Riverside County; rather, the Project site is designated as Non-VHFHSZ.2 As the Project is not located within an area statutorily mapped as a fire hazard severity zone, the Project is not required to adhere to the ignition resistant construction requirements of California Building Code, Chapter 7A. However, the construction type for this Project would be substantially compliant with Chapter 7A including the building roofs, which will not include the Class A system of materials, but will comply with section 1505.1.2 as roof assemblies will be Class C at a minimum as required. Since the roof material assembly will meet the Class C non-combustible assembly requirements, it meets code and is also consistent with Chapter 7A of the Building Code.

The developed portion of the Project site is proposed for improvements that include construction of up to 5,545,000 square feet of industrial development on approximately 392.0 acres and up to 268,400 square feet of commercial uses, including Travel Center retail uses, a gasoline and diesel fueling facility and a hotel with 125 rooms comprised of approximately 90,000 square feet in an approximately 47.9-acre area on the Project site. Although the Project site is not designated as a FHSZ, due to its proximity to areas identified as Wildland Urban Interface (WUI), the entire Project site has been designed with fire protection as a key objective. The Project site improvements are designed to facilitate emergency apparatus and personnel access throughout the Project site. Driveway and road improvements with fire apparatus turnarounds provide access to the sides of every building. Water availability and flow will be consistent with requirements including fire flow and hydrant distribution required by local and state codes. These features along with the ignition resistance of all buildings, the interior sprinklers, and the pre-planning, training and awareness will assist responding firefighters through prevention, protection, and suppression capabilities.

As determined during the analysis of the Project site and its fire environment, in its current condition, the Project site may include characteristics that, under favorable weather conditions, could have the potential to facilitate fire spread.

Under extreme conditions, wind-driven wildfires from nearby undeveloped land could cast embers onto the property.

Once the Project is built, the on-site fire potential will be much lower than its current condition due to conversion of fire facilitating wildland fuels to ignition resistant buildings, parking areas, managed landscapes, fuel modification areas, improved accessibility for fire personnel, and structures built to the latest ignition and ember resistant fire codes.

As detailed in the FPP, the fire protection systems recommended for the Project site will include a redundant layering of protection methods that have proven to reduce overall fire risk. The requirements and recommendations included 2 Per the CAL FIRE FRAP map for Banning, the portion of the Project site north of Westward Rd is designated as Non-VHFHSZ in a LRA (adjacent lands north, northeast and west of the Project site share this designation). The southern portion of the Project site is in an SRA; however, is not designated as a FHSZ (adjacent lands east and south are designated as High and Very High FHSZ in an SRA). Per Riverside County GIS, the entire site is neither Moderate, High nor Very High FHSZ. 354
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-31
herein are performance based and site–specific, considering the Project’s unique characteristics rather than a prescriptive, one-size-fits-all approach. The fire protection systems are designed to increase occupant and building safety, reduce the fire risk on site, to minimize risks associated with typical uses, and aid the responding firefighters during an emergency. No singular measure is intended to be relied upon for the Project site’s fire protection, but rather, a system of fire protection measures, methods, and features combine to result in enhanced fire safety, reduced fire potential, and improved safety in the development.

Early evacuation for any type of wildfire emergency at the Project is the preferred method of providing for occupant and business safety, consistent with the Owner’s and the RCFD current approach for evacuation. As such, the Project’s Owner and Property Management Company will formally adopt, practice, and implement a “Ready, Set, Go!” (Riverside County Fire Department 2020) approach to site evacuation. The “Ready, Set, Go!” concept is widely known and encouraged by the State of California and most fire agencies, including; Pre-planning for emergencies, including wildfire emergencies, focuses on being prepared, having a well-defined plan, minimizing potential for errors, maintaining the site’s fire protection systems, and implementing a conservative (evacuate as early as possible) approach to evacuation and site uses during periods of fire weather extremes.
355
CHAPTER 2 | DEVELOPMENT PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 2-32

2.9.1. FIRE PROTECTION IMPROVEMENT STANDARDS
The following Fire Protection Plan Improvement Standards and implementation measures are based on the analysis and findings of the Dudek Fire Protection Plan dated July, 200 and shall be provided as part of development plan for each application submitted within this Specific Plan:

1. All development within the SUNSET CROSSROADS Specific Plan shall be constructed consistent with the applicable portions of the Fire Protection Plan (FPP) dated July 2022 prepared by Dudek.

2. Project buildings to be constructed of ignition resistant1 construction materials common for this type of concrete product and to include automatic fire sprinkler systems based on the latest adopted Building and Fire Codes for occupancy types.

3. Fuel Modification will be provided around the perimeter of the on-site structures, and should typically be 100 feet wide, though there are a few areas where 100-feet is not achievable as detailed herein. Additionally, an extended fuel modification width will be provided around many structures due to the hardscape landscape design.

4. For any Planning Area in which the square footage or footprint of a proposed building has been modified from that described in this fire protection plan, the applicant shall submit and the RCFD shall have approved the revised fire protection plan for the Planning Area, consistent with Item 9, below.

5. Landscape plantings should not utilize plants listed on Appendix E of the FPP dated July 2022 (prohibited plants) which are prohibited because they have been found to be highly flammable.

6. Fire apparatus access roads (i.e., public and private streets) will be provided throughout the development and will vary in width and configuration, but will all provide at least the minimum required unobstructed travel lanes, lengths, turnouts, turnarounds, and clearances required by applicable codes. Primary access and internal circulation will comply with the requirements of the RCFD.

7. Buildings will be equipped with automatic commercial fire sprinkler systems meeting RCFD requirements.

8. The Project shall demonstrate provision of water capacity and delivery for a reliable water source for operations and during emergencies requiring extended fire flow.

9. Should future iterations of the Project’s site plan result in buildings that do not achieve a minimum of 100 feet of defensible space, then alternative materials and methods may be proposed to provide the functional equivalency of a full 100 feet of defensible space. Alternative materials and methods will be to the satisfaction of the RCFD and may include structural hardening enhancements or landscape features, like non-combustible walls. The following measures shall be established in the CC&Rs for the Project and implemented by the Property Management Company. Annual maintenance should occur before May 1st of each year and inspected by RCFD or an approved third party.

10. On-going maintenance of all fuel modification will be managed by Owner’s, Property Management Company, or another approved entity, at least annually or as needed. 10. The Property Owner’s or Property Management Company, will provide business owners informational brochures at time of occupancy, which should include an outreach and educational role to ensure fire safety measures detailed in the Dudek FPP dated July 2022, have been implemented and prepare development-wide “Ready, Set, Go!” plans. 356
CHAPTER THREE establishes the Specific Plan’s Implementation Regulations, comprised of the General Development Criteria, Permitted, Conditional, Ancillary, and Prohibited Uses, Development Standards, and Planning Area Standards.

3.1 GENERAL DEVELOPMENT CRITERIA

3.2 PERMITTED, CONDITIONALLY PERMITTED, ANCILLARY AND PROHIBITED USES

3.3 GENERAL COMMERCIAL DEVELOPMENT STANDARDS

3.4 INDUSTRIAL DEVELOPMENT STANDARDS

3.5 PLANNING AREA STANDARDS

DEVELOPMENT
STANDARDS 3
357
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-2
CHAPTER 3 | DEVELOPMENT STANDARDS
This section establishes certain of the Implementation Regulations for each Planning Area in the SUNSET CROSSROADS Specific Plan. The Implementation Regulations provided herein work in concert with the architecture and landscape design guidelines set forth in Chapter 4, Design Guidelines, to achieve the desired vision for SUNSET CROSSROADS. This chapter shall apply to all Subdivision Maps, Design Reviews, Conditional Use Permits, and any other action requiring administrative or discretionary approval for implementation of the SUNSET CROSSROADS Specific Plan.

Section 3.1 provides General Development Criteria for the entire Specific Plan area to ensure the orderly, efficient and coordinated development of the SUNSET CROSSROADS SPECIFIC PLAN. Table 3-1 Permitted Uses establishes the land uses and review procedures consistent with the vision, goals, and intent, for the General Commercial, Industrial and Open Space land uses within the Specific Plan. The Development Standards presented in Sections 3.3 and 3.4 and included in Tables 3-2 and Table 3-3, identify the criteria affecting the development of the General Commercial and Industrial Planning Areas, respectively. The Planning Area Standards in Section 3.5 for each Planning Area reference the relevant Figures that depict desired architecture and landscaping elements contained throughout this Specific Plan for each Planning Area. The Planning Area Figures (Figures 3-1 through 3-6) presented in this section are derived from the Specific Plan Land Use Plan for SUNSET CROSSROADS (Figure 2-1, Land Use Plan).

Planning Areas within the SUNSET CROSSROADS Specific Plan were formed on the basis of logical separate areas of land use and development to ensure that implementation of the Industrial, General Commercial, and Open Space land uses are consistent with the quality of development and vision of City of Banning for SUNSET CROSSROADS.

3.1. GENERAL DEVELOPMENT CRITERIA
To ensure the orderly and sensitive development of the SUNSET CROSSROADS Specific Plan area, the following General Development Criteria apply to the entire Specific Plan area and augment the more location-specific Development Standards and Planning Area Standards provided elsewhere in Chapter 3. The Specific Plan-wide General Development Criteria are as follows:

1. The SUNSET CROSSROADS Specific Plan shall be developed as an employment and retail entertainment center containing General Commercial, Industrial, Open Space - Parks, and Open Space - Resource land uses on approximately 533.8 acres, as illustrated on Figure 2-1, Land Use Plan.

2. The SUNSET CROSSROADS Specific Plan shall be developed with a maximum of 5,813,400 square feet of building area, in addition to 125-room limited-service hotel (approximately 90,000 square feet). The 5,813,400 square feet of building area consists of a Maximum Building Square Footage of 268,400 sf of building area in Planning Area 1 and a Maximum Building Square Footage of 5,545,000 SF in Planning Areas 2-10. The approximately 90,000 square feet of hotel use is not counted as part of the General Commercial’s 268,400 Maximum Building Square Footage because traffic analysis for hotels is calculated by number of rooms, not square footage.

3. Except as modified by this Specific Plan or as approved by the Community Development Director pursuant to Chapter 5, Implementation Plan, development of the property shall be in accordance with the mandatory requirements of City of Banning ordinances.
358
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-3

4. Planning Area net acreage (and net acreage covered by a given land use designation) may be expanded or reduced without a Specific Plan Amendment, through the Minor Modification process pursuant to Section 5.2.3, provided the modification does not increase or decrease the size of any Planning Area by more than 20%.

5. Development intensity/density or building square footage may be increased by no more than 20% within any or all of the Planning Areas without a Specific Plan Amendment, through the Minor Modification process pursuant to Section 5.2.3, provided that the overall Maximum Building Square Footage for Industrial uses and for General Commercial uses within this Specific Plan is not exceeded.

6. Development intensity/density or building square footage may be reduced in any or all of the Planning Areas without a Minor Modification or Specific Plan Amendment.

7. The permitted building intensity/density or building square footage within any Planning Area pursuant to an approved application, may be increased by a subsequent application submitted within this Specific Plan for the same Planning Area, through the Minor Modification process pursuant to Section 5.2.3, provided that such increase does not result in the Maximum Building Square Footage permitted by the Specific Plan document being exceed for Industrial uses or for General Commercial uses, nor exceed the maximum of 125 hotel rooms.

8. The City of Banning Planning Department shall prepare and maintain a Development Intensity Table which identifies each approved application submitted within this Specific Plan by Planning Area along with the building square footage approved and/or constructed on that Planning Area pursuant to an approved application, so that a running total of the approved square footage is monitored to assure that the Maximum Building Square Footage permitted by the Specific Plan document (in either the Industrial or General Commercial) is not exceeded.

9. Buildings may be constructed across Planning Area boundaries with the same Land Use Designation, which cross over into abutting Planning Areas, subject to all of the applicable Implementation Regulations and Design Guidelines of this Specific Plan. Buildings constructed across Planning Area boundaries or lot lines shall not, by themselves, trigger the requirement for a Minor Modification or Specific Plan Amendment.

10. Prior to issuance of a building permit for construction of any new use contemplated by this Specific Plan approval, the applicant shall first obtain clearance from the Planning Department verifying that all pertinent conditions of this Specific Plan approval have been satisfied for the phase of development in question.

11. A review in compliance with the California Environmental Quality Act (CEQA) shall be conducted to determine potential environmental impacts resulting from each Subdivision Map, Zone Change, Specific Plan Amendment, or other discretionary land use application required to implement this Specific Plan, unless such proposal is determined by the Community Development Director to be ministerial, consistent with the project EIR and to not require subsequent environmental review, or is exempt from the provisions of CEQA. Any required CEQA review shall be prepared as part of the review process for the application submitted within this Specific Plan.

12. Lots or parcels created within the Specific Plan area pursuant to any concurrent or subsequent tentative subdivision map(s) shall be consistent with the Implementation Regulations of the Specific Plan herein applied to the site, or as modified pursuant to Chapter 5, Implementation Plan.

13. For the security and safety of future employees and visitors, the applicant and/or Developer shall incorporate the following design concepts within each individual Design Review or Conditional Use Permit Application, or as approved by the Community Development Director:
a. Circulation for pedestrians, vehicles, and police patrols. b. Lighting of streets, parking areas, and walkways.
c. Visibility of doors and windows from the street and between buildings, where practical. 359
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-4
d. Fencing heights and materials (which are Developer's responsibility).

15. All lighting within this Specific Plan shall adhere to the following standards:
a. Lighting shall be limited to that necessary to light the project site. No lighting source shall be visible, or shall be permitted to spill over to adjacent properties. b. Lighting shall not be permitted which blinks, flashes, or is of unusually high intensity or brightness.

All lighting fixtures shall not have a visible light source and must be shielded and directed downward and away from adjoining properties and public rights-of-way. c. Lighting in commercial and industrial projects should be only the minimum required for safety and security.
d. Light standards should be limited to eighteen to thirty-four feet. e. Lighting should be integrated into the structure's architecture to the greatest extent possible. f. All lighting requirements in Section 17.24.100 of the City of Banning Zoning Ordinance are superseded by these standards.

16. Off street parking areas shall be regulated by these standards and other regulations within the City Zoning Ordinance are superseded:
a. Access.

1. All parking areas shall provide suitable maneuvering room so that all vehicles may enter an abutting street in a forward direction.

2. No parking space shall be located so that a vehicle will maneuver within 25 feet of a parking entrance/vehicle entrance/parking aisle, vehicular entrance measured from the face of the curb. b. Dimensional Requirements. Dimensional requirements for off-street parking include the following:

1. Parking stalls shall be non-perpendicular to the parking aisle whenever possible.

2. Parking structures may be subject to dimensional adjustment, but in no case shall the stall width be less than eight feet and six inches. Reductions in design standards shall be subject to approval by the City Engineer and shall be discouraged. c. Drainage. Off-street parking areas shall be so designed that surface water will not drain over any sidewalk, or adjacent property.
d. Driveways.

1. Commercial/ Industrial
a. Access standards shall be maintained by the Public Works Department. b. Drive aisles shall be a minimum width of 15 feet for a one-way driveway, and 24 feet for a two-way driveway.
e. Landscaping, Screening and Shading. A minimum of 15 percent of the net area of all parking areas shall be landscaped as follows:
360
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-5

1. Where parking areas adjoin a public right of way, a landscaped planting strip equal to the required yard setback shall be established and continuously maintained between the public right of way and parking area.

2. Any planting, sign, or any other structure within safety sight-distance of a driveway shall not exceed 30 inches in height.

3. Pedestrian access shall be provided throughout the landscaped areas.

4. At least one 24 inch box tree for every four spaces shall be included in the development of the overall landscape program. The maximum spacing between trees in parking areas shall be 30 feet; however, appropriate clustering of trees may be permitted. Landscaping islands are required at both ends of all parking rows.

5. All areas in a parking lot not used for driveways, maneuvering areas, parking spaces or walks, shall be permanently landscaped with suitable materials and permanently maintained.

6. A concrete curb, six inches high and six inches wide, shall abut all parking areas.

7. All landscaped areas shall be a minimum interior dimension of six feet in width.

8. Permanent and automatic irrigation systems shall be installed and permanently maintained in all landscaped areas, in conformance with the City's water conservation regulations in Chapter

17.32. 9. To increase the parking lot landscaped area, a maximum of two feet of the parking stall depth may be landscaped in lieu of asphalt while maintaining the required parking dimensions. This overhang is in addition to the required yard setbacks.

10. The landscaping plan shall provide for a variety of plant materials with an emphasis on drought tolerant species, and shall include a legend showing common names and sizes.

11. For screening purposes, all commercial, industrial and public parking areas abutting residentially designated property shall have a six foot high solid architecturally treated decorative masonry wall approved by the Community Development Director. All wall treatments shall occur on both sides.

12. Although any reasonable combination of shading methods can be utilized, all parking areas must provide at least 30 percent permanent shading for parked vehicles within two years of planting.

13. If trees are used, they may not thereafter be trimmed in a way which reduces the effectiveness of their shading ability.
f. Security and Lighting.

1. All parking facilities shall be designed, constructed and maintained with security as a priority to protect the safety of the users.

2. Adequate illumination for security and safety shall be provided in all parking areas. Lighting shall be energy efficient and in scale with the height and use of the structure. Any illumination, including security lighting, shall be shielded, visibility of light source eliminated and directed away from adjoining properties and public rights of way. g. Location of Required Parking Spaces.

1. All parking spaces shall be located on the same parcel as the structure or the use unless otherwise approved by the review authority.
h. Maintenance. All required parking facilities shall be permanently maintained, free of litter and debris. 361
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-6
i. Parking Structures. All parking structures shall be landscaped as follows:

1. All landscaping shall be permanently maintained and automatically irrigated. The parking structure shall have continuous minimum ten foot perimeter landscaping with vertical elements, such as trees or climbing vines at least every 20 feet.

2. Entries and exits of the parking structure shall include a minimum six-foot wide landscaped median island and accent paving in the driveway.

3. Landscaped materials, excluding vertical element openings, shall be provided in planters and/or pots for at least five percent of the total surface deck area. The planters and pots shall be distributed through the top deck area, and the perimeter of intermediate decks.

4. Lighting shall not spill beyond the surface deck, and shall not spill onto other properties. Lighting fixtures shall not exceed four feet in height.
j. Shared Parking.

1. Parking facilities may be shared if multiple uses cooperatively establish and operate the facilities and if these uses generate parking demands primarily during hours when the remaining uses are not in operation.

2. The applicant shall have the burden of proof for a reduction in the total number of required offstreet parking spaces, and written documentation shall be submitted substantiating their reasons for the requested parking reduction. Shared parking may only be approved if:
a. A sufficient number of spaces are provided to meet the greater parking demand of the participating uses;
b. Satisfactory evidence, as determined by the Community Development Director, has been submitted by the parties operating the shared parking facility, describing the nature of the uses and times when the uses operate so as to demonstrate the lack of potential conflict between them; and
c. Any additional covenants, deed restrictions or other agreements or documents as may be deemed necessary by the Community Development Director, are executed to assure that the required parking spaces provided are maintained, and that uses with similar hours and parking requirements, remain for the life of the commercial/industrial development.
k. Slope.

1. Driveways shall have no grades exceeding an eight percent slope, unless approved by the City Engineer.

2. Parking areas shall be designed and improved with grades not to exceed a five percent slope. l. Striping and Surfacing

1. All parking spaces shall be striped in accordance with City requirements. The striping shall be maintained in a clear and visible manner. Each exit from any parking area shall be clearly marked with a "STOP" sign.

2. Driveway and parking areas should be surfaced with a minimum thickness of three inches of concrete, asphaltic concrete, or a material approved by the City Engineer with bituminous surfacing over a minimum thickness of four inches of an aggregate base material. 362
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-7

3. For areas which are close to trees and shrubs, a porous surface may be used such as gravel, if this will aid in bringing rainwater to the roots of the trees, and if this is approved by the City Engineer.
m. Curbing and Wheel Stops.

4. Continuous concrete curbing at least six inches high and six inches wide shall be provided at least three feet from any wall, fence, property line, walkway or structure where parking and or drive aisles are located adjacent thereto. Curbing may be left out at structure access points.

5. The space between the curb and wall, fence, property line, walkway or structure shall be landscaped. The clear width of a walkway adjacent to overhanging parked cars shall be four feet.

6. All parking lots shall have a continuous curbing at least six inches high and six inches wide around all parking areas and aisle planters. Wheel stops shall not be used in lieu of curbing to protect landscaping, signage structures and walls.
n. Parking Adjustment. Concurrent with an application for Design Review and/or Conditional Use Permit and application for a parking adjustment may be approved by the review authority subject to the findings:

Findings for a Parking Adjustment

1. The zoning regulations applicable to the property do not allow a reasonable use comparable to similar developments in the same zoning district;

2. The hardship for which the variance is requested is unique to the property area;

3. The variance will not alter the character of the area adjacent to the property, will not impair the use of adjacent conforming property, and will not impair the purpose of the regulations of the zoning district in which the property is located;

4. Neither present nor anticipated future traffic volumes generated by the use of the site or the sites in the vicinity require strict or literal interpretation and enforcement of the specific regulation;

5. The granting of this parking variance will not result in the parking or loading of vehicles in public streets in such a manner as to interfere with the free flow of street traffic;

6. The granting of this variance will not create a safety hazard or any other condition inconsistent with the objectives of this Ordinance; and

7. The variance will run with the use or uses to which it pertains and shall not run with the site.

17. All landscaping shall be designed, installed and maintained in a manner consistent with the City of Banning Municipal Ordinance Section 8.28.170 and Chapter 17.32 (Water Efficient Landscape Ordinance) where not superseded by this Specific Plan.

18. Prior to the issuance of the first occupancy permit within the project, the Sign Program and Signage Design Guidelines shall be prepared and approved by the City of Banning. The Sign Program and Signage Design Guidelines shall provide adequate and appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses that shall be consistent with this Specific Plan.

19. Common areas identified in the Specific Plan are intended to be owned and maintained pursuant to Table 5-1, Maintenance Responsibilities, as described below:
363
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-8
a. One or more permanent master maintenance organizations shall be established for the Specific Plan area, such as a Master Property Owners’ Association, Property Owners’ Association, and/or SubAssociation, to assume ownership and/or maintenance responsibility for all common space, private circulation systems, common parking lots, pedestrian paths, and other landscaped areas. Such a maintenance organization(s) may be public or private, or a combination of public and private. b. The maintenance organizations shall be established prior to Certificate of Occupancy. The ownership and maintenance responsibility shall be identified for each common area at the time Design Review or Conditional Use Permits are filed.

18. Structures shall be constructed to comply with California Energy Commission Title 24, Energy Efficiency Standards for Non-Residential Construction in place at the time the application for a building permit is submitted and complete.

19. In accordance with the California Solid Waste Reuse and Recycling Access Act of 1991, Cal Pub Resources Code §42911, adequate areas for collecting and loading recyclable materials shall be provided.

20. All businesses within Sunset Crossroads must provide recycling and organics recycling containers at front-ofhouse to collect waste generated from the products purchased and consumed on the premises consistent with CalRecycle requirements.

1. Any business generating 2 or more cubic yards of waste per week (recycling + organics recycling + disposal) shall engage in one of the following organic recycling activities:
a) Source separate organic waste from other waste and participate in a waste recycling service that includes collection and recycling of organic waste.
b) Recycle its organic waste on site, or self-haul its organic waste off site for recycling. c) Subscribe to an organic waste recycling service that may include mixed waste processing that specifically recycles organic waste.

2. Any business that generates four cubic yards or more of commercial solid waste per week shall arrange for recycling services. Businesses can take one or any combination of the following actions in order to reuse, recycle, compost or otherwise divert solid waste from disposal:
a) Self-haul.
b) Subscribe to a hauler(s).
c) Arrange for the pickup of recyclable materials.
d) Subscribe to a recycling service that may include mixed waste processing that yields diversion results comparable to source separation.

3.2. PERMITTED, CONDITIONAL, ANCILLARY, AND PROHIBITED USES Land within the SUNSET CROSSROADS Specific Plan and structures/facilities therein may be developed, and/or used for those activities listed in Table 3-1, Permitted Uses. Table 3-1 lists the Permitted, Conditionally Permitted, Ancillary and Prohibited land uses for each Planning Area established by this Specific Plan (Industrial, General Commercial, and Open Space). The Community Development Director is authorized to make a determination that a use not listed in Table 3-1 (Permitted Uses) may be allowed by the Specific Plan because it is found to be substantially similar to, and no more objectionable than, a Permitted, Conditionally Permitted, or Ancillary use, pursuant to the procedures in Chapter 5, Implementation Plan. Such a use shall be subject to the same review requirements as the identified “similar” allowed use. “Substantially similar” means that the use would be consistent with the purpose and intent of the Planning Area’s Land Use Designation in which the use is proposed (refer to Chapter 2, Development Plan). The description of uses within Planning Areas 11 through 19 are provided in the footnotes of Table 3-1. 364
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-9
The City, in considering an application for a specific permitted use, shall determine whether there are significant environmental impacts resulting from such proposed use not addressed in the EIR or any then prepared subsequent environmental documentation. If the environmental impacts exceed the impacts disclosed in the EIR or subsequent environmental documentation approved by the City, the City shall undertake additional environmental review in compliance with CEQA prior to approving any such use.

The symbols shown in Table 3-1 have the following meanings:
 “P” means the land use is Permitted by right in the specified Land Use Designation, subject to the Implementation Regulations applicable to that Land Use Designation.  “C” means the land use is Conditionally Permitted, subject to the filing of a Conditional Use Permit Application in accordance with the requirements of the City Zoning Ordinance and must be approved by the City of Banning before the use can be established within a particular Land Use Designation. A Conditional Use Permit application is an intensive consideration of an application submitted within this Specific Plan; no Design Review application is required.
 “A” means the land use is Permitted by right in the specified Land Use Designation only when the use is Ancillary (in support of) the main Permitted or Conditionally Permitted use of the property.  “X” means the land use is Prohibited within that Land Use Designation. 365
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-10
Table 3-1 Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses USE LEGEND: P: PERMITTED BY RIGHT | C: CONDITIONAL USE | A: ANCILLARY | X: PROHIBITED Use General Commercial
(Planning Area 1)
Industrial
(Planning Areas
2, 3, 4, 5, 6, 7, 89 &
10) Notes
Recreation, Education, and Public Assembly
Go-Cart racetrack P X
Billiard parlors/pool halls C X
Religious Facilities C C
Community centers C X
Day care centers P A
Health/fitness facilities P A
Indoor recreation centers P X
Libraries P P
Membership organization facilities P C
Museums P C
Outdoor commercial recreation P X
Public parks, outdoor spaces, and playgrounds P X
Recreational vehicle (RV) storage X P
Sport facilities and outdoor public assembly C X
Studios for dance, art, music, photography, etc. P C
Theatres and meeting halls C C
Retail Uses
Accessory retail uses P P
Alcoholic beverage sales, on- or off-site C X
Amusement Halls/Pools Halls
Antique stores
C
P
X
X
Art galleries P X
Auto, mobile home, and motor vehicle sales,
with or without part sales, new and/or used X C
Auto, mobile home, and motor vehicle part
sales X X
Bakeries, retail P X
Bars and drinking establishments C X
Certified farmers' markets P P
Convenience stores, with liquor sales C X
Convenience stores, no liquor sales P X
366
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-11
USE LEGEND: P: PERMITTED BY RIGHT | C: CONDITIONAL USE | A: ANCILLARY | X: PROHIBITED Use General Commercial
(Planning Area 1)
Industrial
(Planning Areas
2, 3, 4, 5, 6, 7, 89 &
10) Notes
Department stores P X
Drive-in/drive-through sales C X
Drug stores P X
Factory outlet centers P X
Farm and ranch supply stores P X
Furniture, furnishings, home equipment stores P X
Gift shops P X
Grocery stores, retail butchers and green
grocers
P X
Hardware/lumber/building material stores P X
e.g., Ace Hardware, The Home Depot, etc.
with corresponding ancillary outdoor
storage for these uses.

Liquor stores (off-site consumption) C X
Outdoor retail merchandise display and
activities C X
Pawn shops X X
Pet stores and grooming P X
Restaurants, no beer, wine or liquor sales P A Ancillary to an industrial building i.e.:

Cafeteria
Restaurants, serving beer, wine or liquor P A Ancillary to an industrial building i.e.:

Cafeteria
Restaurants, drive-in, take-out, fast food P A Ancillary to an industrial building i.e.:

Cafeteria
Retail stores, general merchandise P X
Second hand/thrift stores C X
Shopping centers, 15,000 square feet or more P X
Warehouse or club stores (i.e., "Big box
stores") P X
Services
Automatic teller machine (ATM), not at a bank P X
Banks and financial establishments/services P X
Barber shops and beauty shops P A
Bed and breakfast establishments C X
Business support/secretarial services P X
367
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-12
USE LEGEND: P: PERMITTED BY RIGHT | C: CONDITIONAL USE | A: ANCILLARY | X: PROHIBITED Use General Commercial
(Planning Area 1)
Industrial
(Planning Areas
2, 3, 4, 5, 6, 7, 89 &
10) Notes
Car wash P A
Construction storage (indoor and/or outdoor) X C
Drive-in and drive-through services P X
Dry cleaning, retail P A
Equipment rental yards X P
Fortune-Telling C X
Government offices P X
Hookah and Smoking Lounges C C
Hotels and motels, including extended stay P X
Laundry, coin operated P X
Massage Establishment P X
Medical services, clinics and labs C X
Professional offices P P
Public parking P P
Public utility and safety facilities P P
Including Fire Station, Reverse Osmosis
Facility, Potable Water Reservoir, and
Electrical Substation.

Real estate offices P X
Repair and maintenance of consumer products P X
Repair and maintenance of motor vehicles,
including auto body X P
Research and development facilities X P
Storage, accessory, including self-storage X P
Tattoo and Body Piercing Studios C X
Travel Centers P X Gas, Diesel, Electric, CNG, Car Wash, Retail/Fast Food
Urgent Care P X
Vehicle Repair Facilities with or without eight
(8) or fewer fueling stations [Automobile or
Truck]
X A
Limited to basic maintenance such as tire
repairs, oil changes, and other minor nonengine vehicle maintenance.

Veterinary clinics, animal hospitals, grooming P X
Manufacturing and Processing Uses
Assembly from prefabricated parts or products C P
Auto wrecking/parts salvaging X X
368
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-13
USE LEGEND: P: PERMITTED BY RIGHT | C: CONDITIONAL USE | A: ANCILLARY | X: PROHIBITED Use General Commercial
(Planning Area 1)
Industrial
(Planning Areas
2, 3, 4, 5, 6, 7, 89 &
10) Notes
Bakeries, wholesale X P Wholesale only, no small bakeries.

Breweries and distilleries P P
Breweries and distilleries, with bar and/or
restaurant in same building. P P
Cabinet shops, carpentry, furniture
manufacturing and assembly X P
Ceramics manufacturing and assembly X P
Cleaning and dyeing plants X C
Contractor's storage yards X P
Creameries and dairies X C
Distribution X P
Food products manufacturing X P
Furniture and fixtures X P
Garment and shoe manufacturing X P
Ice and cold storage X P Not including cooled/chilled or frozen/foods/products distribution facilities
Laundries and dry-cleaning plants C P
Lumber yards X P Primarily wholesale to the trade, limited retail sales, outdoor storage.

Machining, welding and blacksmithing X P
Manufacturing facilities, light X P
Manufacturing facilities, heavy X X
Metal plating shops X X
Mixed-use office/industrial X P
Mixed-use industrial/commercial X P
Packing plant X X
Printing/publishing P P
Recycling facilities X P
Recycling—Reverse vending machines P P
Sheet metal shops X P
Stone and granite storage and sales X P
Storage yard X P
Tire recapping, retreading and storage X C
369
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-14
USE LEGEND: P: PERMITTED BY RIGHT | C: CONDITIONAL USE | A: ANCILLARY | X: PROHIBITED Use General Commercial
(Planning Area 1)
Industrial
(Planning Areas
2, 3, 4, 5, 6, 7, 89 &
10) Notes
Truck (commercial) repair, towing, parking,
storage and service X P
Trucking yard or terminal X P
Warehousing X P
Wholesaling X P
Other Uses
Commercial or telecommunications antennae P P
Public utility facilities P P
Including Electrical Substation, Fire
Station, Potable Water Reservoir, and
Reverse Osmosis Water Treatment
Facility
Cannabis Commercial Indoor Cultivation 4 X C
Cannabis Manufacturing Level 1 4 X C
Cannabis Retailer 4 C X
Cannabis Testing Laboratory 4 X C
Cannabis Distribution Facility 4 X C
Plant nurseries, with on-site sales P X
Plant nurseries, without on-site sales C X
Commercial cargo/storage containers C P
Additional Uses Not Listed in City’s Ordinance
Recreational Uses within fully enclosed
building with ancillary outdoor activities. P P
Linen and Uniform Supply X P
Battery Energy Storage System (BESS) X P
Distribution warehouses, general warehouses,
and e-commerce fulfillment centers, for dry
goods
X P
Distribution warehouses, general warehouses,
and e-commerce fulfillment centers for chilled,
cooled, or frozen goods
X P
Industrial Robotics Manufacturing and
Assembly X P
Data processing centers and data storage
services X P
Computer and electronic parts manufacturing
and assembly X P
370
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-15
USE LEGEND: P: PERMITTED BY RIGHT | C: CONDITIONAL USE | A: ANCILLARY | X: PROHIBITED Use General Commercial
(Planning Area 1)
Industrial
(Planning Areas
2, 3, 4, 5, 6, 7, 89 &
10) Notes
Machinery manufacture X P
Day/health spa P X
Freeway Oriented Freestanding Signs3 P P
Indoor Go Kart Racing Tracks P X
Indoor Trampoline Parks and/or Indoor
Obstacle Courses, Climbing Walls/Gyms P X
Indoor, Man-made Surf and Wave Recreation P X
Notes:
1 Uses permitted within Planning Area 11 include a 5.0-acre public park, natural open space, trails, and landscaping. Planning Area 12 shall include open space areas which may include trails, as well as a possible Reverse Osmosis Facility Site and Fire Station site. 2 Development within Planning Areas 13, 14, 15, 16, 17, 18, and 19 shall be limited to grading associated with drainage crossings by roadways and/or fuel modification activities. 3 Freeway Oriented Freestanding Signs are permitted within Planning Areas 1, 6, and 7 and may be constructed as electronic/digital message board pylon signs consistent with the Specific Plan Sign Program. 4 Subject to Banning Municipal Code Requirements: Chapters 5.33, 5.35, 17.53 and 17.54. 371
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-16

3.3. GENERAL COMMERCIAL DEVELOPMENT STANDARDS
The standards identified below establish the development criteria that shall apply to Planning Area 1, designated General Commercial within SUNSET CROSSROADS. The Maximum Building Square Footage for Planning Area 1 is a total of 268,400 square feet of General Commercial building space in addition to a 125-room hotel (approximately 90,000 square feet), all at a Maximum Building Coverage of 50%. The 90,000 square feet of hotel use is not counted as part of the General Commercial’s 268,400 Maximum Building Square Footage because traffic analysis for hotels is calculated by number of rooms, not by square footage. Design Guidelines for this Planning Area can be found in Chapter 4.

Table 3-2 Development Standards – General Commercial
Site Requirements
Minimum Lot Area N/A
Minimum Average Lot Width N/A
Maximum Building Coverage1 50%
Notes:

1. During implementation, the Maximum Building Coverage shall be calculated for each Planning Area or Parcel. The Specific Plan Maximum Building Square Footage for General Commercial uses of 268,400 s.f., excluding the hotel and fuel pumps, shall not be exceeded, regardless of the Maximum Building Coverage achieved in any Planning Area. The approximately 90,000 square feet of hotel use is not part of the General Commercial 268,400 Maximum Building Square Footage because traffic analysis for hotels is calculated by number of rooms, not by square footage.

Minimum Setback Requirements (When abutting a street)
(As measured from the building to the edge of the right-of-way or to the property line.) Front, Rear, and Side
Building Heights under 35 feet: None
Building Heights over 35 feet: 2 feet for each foot the building height exceeds 35 feet
Architectural features such as cornices, eaves,
canopies, decorative wall elements
May encroach up to 4 feet into the setback, provided that adequate emergency access can be maintained, subject to approval by the Riverside County Fire Department.

Minimum Setback Requirements at Interior Side Yards (as measured from the property line.) Building 5 feet
Drive Aisle and Passenger Car and Truck Parking 5 feet
Screened Loading and Storage Yards 0 feet
Minimum Drive Aisle and Parking Space Separation Requirements Adjacent to building office element 10 feet
Adjacent to solid building wall or screen wall/fence,
and not within a screened/enclosed yard. 5 feet
Adjacent to solid building wall or screen wall/fence,
and within a screened/enclosed yard. 0 feet
Other Development Standards
Maximum Building Height
(measured from the building’s finished floor elevation
to the highest point of the building’s roof, parapet,
solar arrays, or other architectural projection.)
60 feet plus an additional 10 feet for solar arrays
Maximum Freeway Oriented Freestanding Sign 80 feet
Ground and Roof-Mounted Equipment All ground and roof mounted mechanical equipment shall be screened or obscured to the extent practical by landscaping when visible from abutting public roadways.

Signage
Signage shall be consistent with the Sign Program and Signage Design Guidelines, Signage Design Guidelines in the Specific Plan, or as approved by the City of Banning.

Outside Storage
If a non-screened outdoor general retail area is proposed, this area shall be identified on the implementing Design Review or Conditional Use Permit and shall be set back a minimum of 10 feet from the edge of the right-of-way. 372
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-17

3.4. INDUSTRIAL DEVELOPMENT STANDARDS
The standards identified below establish the development criteria that shall apply to the Planning Areas designated Industrial within the SUNSET CROSSROADS Specific Plan (Planning Areas 2, 3, 4, 5, 6, 7, 8, 9, and 10). The combined Maximum Building Square Footage for Planning Areas 2, 3, 4, 5, 6, 7, 8, 9, and 10 is 5,545,000 square feet of Industrial building space, at a Maximum Building Coverage of 60%. Design Guidelines for these Planning Areas can be found in Chapter 4.

Table 3-3 Development Standards - Industrial
Site Requirements
Minimum Lot Area N/A
Minimum Average Lot Width N/A
Maximum Building Coverage 1 60%
Notes:

1. During implementation, the Maximum Building Coverage shall be calculated for each Planning Area or Parcel. The Specific Plan maximum building square footage of 5,545,000 square feet for Industrial uses of shall not be exceeded, regardless of the Maximum Building Coverage achieved in any Planning Area.

Minimum Setback Requirements (When abutting a street) (As measured from the building to the edge of right-of-way or property line.) Front
When abutting any public street – 25 feet (of which 10 feet adjacent to the right-of-way shall be landscaped)
All other instances – 0 feet
Rear 0 feet
Side 0 feet
Architectural features such as cornices, eaves, canopies, decorative wall elements
May encroach up to 4 feet into the setback, provided that adequate emergency access can be maintained, subject to approval by the Riverside County Fire Department.

Minimum Setback Requirements at Interior Side Yards (as measured from the property line.) Building 5 feet
Drive Aisle and Passenger Car and Truck Parking 5 feet
Screened Loading and Storage Yards 0 feet
Minimum Drive Aisle and Parking Space Separation Requirements Adjacent to building office element 10 feet
Adjacent to solid building wall or screen wall/fence, and not within a screened/enclosed yard. 5 feet
Adjacent to solid building wall or screen wall/fence, and within a screened/enclosed yard. 0 feet
Other Development Standards
Maximum Building Height (Planning Areas 3, 4, 6, 7, 8, & 9) (Measured from the building’s finished floor elevation to the highest point of the building’s roof, parapet, solar arrays, or other architectural projection.)
60 feet plus an additional 10 feet for solar arrays
Maximum Building Height (Planning Areas 2 & 5)
(Measured from the building’s finished floor elevation to the highest point of the building’s roof, parapet, solar arrays, or other architectural projection.)
Planning Area 2 - 60 feet plus an additional 10 feet for solar arrays, or architectural parapet or other solid screening, only when screening industrial refrigeration equipment Planning Area 5 - 80 feet
Maximum Freeway Oriented Freestanding Sign 80 feet
Ground and Roof-Mounted Equipment All ground and roof mounted mechanical equipment shall be screened or obscured by landscaping when visible from adjacent public roadways.

Signage Signage shall be consistent with the Sign Program and Signage Design Guidelines, Signage Design Guidelines in the Specific Plan, or as approved by the City of Banning.

Outside Storage
If a non-screened outdoor storage area is proposed, the storage area shall be identified on the implementing Design Review and/or Conditional Use Permit and shall be set back a minimum of 10 feet from the edge of the right-of-way.

Loading Areas, Trailer Storage, Overhead Doors
Loading areas, trailer storage, and overhead doors may face toward a public street if either:
(a) Located further than 100’ from the street, measured to the edge of sidewalk or curb, or
(b) Appropriately screened from view with any combination of berms and landscaping or decorative screen walls.
373
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-18

3.4.1 BICYCLE PATHWAYS

1. Each Site Plan shall identify and the Project shall provide safe pathways for bicyclists from public roadways to onsite bicycle storage locations, using signage and/or striping.

3.4.2 TRUCK ROUTE MANAGEMENT PLAN REQUIREMENTS

1. Prior to the issuance of Final Occupancy Permits, each industrial site shall prepare and have approved by the Community Development Director, a Truck Management Plan containing the follow components:
a. Posting of signage clearly showing the designated entry for trucks from the public streets to the designated onsite truck check-in and truck parking areas.
b. Posting of signage indicating that all parking and maintenance of trucks must be conducted within the designated onsite areas and not within the surrounding community or on public streets. c. Posting of signage for exiting traffic (other than exempt vehicles1) showing the designated exits and restricting westward travel on Sun Lakes Boulevard west of Highland Home Road. d. Lease provisions clearly identifying the required truck routes, including requiring trucks to use Sunset Avenue to access the I-10 Freeway interchange and prohibiting trucks (other than exempt vehicles1) on Sun Lakes Boulevard west of Highland Home Road.
e. Consider and include, where feasible, driveway aprons providing egress to SLB Extension that physically direct trucks east on SLB Extension in a manner that does not affect exempt vehicles1. f. Truck route maps provided to all drivers and posted in breakrooms and throughout the Project. g. Designation of a Traffic Coordinator contact for the City to notify in the event of traffic issues. 1Exempt vehicles to include emergency and public safety vehicles, buses, limos and passenger vehicles, vehicles owned by a public utility or public agency and delivery vans serving local routes or using designated detour routes, tow trucks and moving vans.

3.5. PLANNING AREA STANDARDS

3.5.1 PLANNING AREA 1 [GENERAL COMMERCIAL (GC) – 47.9 ACRES] a. DESCRIPTION
Planning Area 1 is designated for 47.9 acres of General Commercial land uses in the northeastern portion of SUNSET CROSSROADS and is designed as a regional draw, providing a leisure and entertainment destination focusing on health and wellness-based retail uses along with a 125-room hotel. A Travel Center is provided within Planning Area 1 to provide retail/convenience sales, drive-through fast food, vehicle fueling stations and commercial fueling stations to accommodate passenger vehicles, recreational vehicles, and multi-axel axle tractor trailers directly off the I-10.

As shown on Figure 3-1, Planning Area 1, the General Commercial uses within Planning Area 1 are located north of Lincoln Street and west of Sunset Avenue. When entering the site from Sunset Avenue, visitors and employees are greeted with a Travel Center, restaurants and a multi-story hotel that initiates their experience at SUNSET CROSSROADS. Upon arrival, visitors and employees can park and continue to the heart of the development via pedestrian friendly walkways or continue into the Main Street District. Within the Main Street District, visitors will find wellness, restaurants, and recreational enterprises and outdoor gathering areas along both sides of A Street with patios, outdoor spaces, sports-oriented uses and retail storefronts.

The Main Street District leads directly to the heart of SUNSET CROSSROADS, terminating in a communal park surrounded by wellness-based retail, recreation and restaurants. Potential activity and wellness-based retail uses may 374
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-19
include stationary wave surfing, indoor skydiving, indoor go-karting, obstacle gyms, and an indoor/outdoor climbing wall that serves as a focal exterior icon to this district. A collection of smaller athletic and dance studio spaces and a green belt for yoga classes, family lawn games, and relaxing lounge seating areas contributes to the energy of this zone by allowing for indoor/outdoor connectivity of their programs into the outdoor gathering areas. It is this collection of unique wellness-based uses, restaurants, outdoor areas, communal and public open spaces, and public focal points that will define the vision of SUNSET CROSSROADS for years to come. b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 1 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for General Commercial land uses provided in Section 3.2 and shall be consistent with Table 3-

1. 2. Planning Area 1 shall comply with the Development Standards for General Commercial land uses provided in Section 3.3.

3. Primary access to Planning Area 1 shall be provided via Lincoln Street from Sunset Avenue, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation, General Commercial Monumentation, Conceptual Tenant Monumentation, and Freeway Oriented Freestanding Signs for Planning Area 1 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation and signage will be determined in conjunction with development of this Planning Area and each application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Roadway landscape treatments shall be provided along Sunset Avenue and Lincoln Street, as conceptually illustrated on Figure 4-10, Conceptual Lincoln Street Streetscape, Figure 4-11, Conceptual Sunset Avenue (I-10 to Lincoln Street) Streetscape.

6. Walls and fencing along the exterior of Planning Area 1 may be provided. The location(s) and type of walls/fences interior to Planning Area 1 will be established in conjunction with an application submitted within this Specific Plan for this Planning Area.

7. The transition between Planning Area 1, Planning Area 13, and the Industrial uses located to the west within Planning Area 6, is conceptually illustrated in Figure 4-15, Conceptual Interface #1 – Commercial (Planning Area 1) to Industrial (Planning Area 6).

8. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

9. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 375
CHAPTER 3 I DEVELOPMENT STANDARDS
PA 13
PA 14
Source(s): ESRI, Nearmap (2022), Proactive Engineering Consultants (01-2023), Hunter Landscape (2021), ADS (03-21-2021) 0 ---Feet
50 100 200
PAGE 13-20

SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
Legend
• Conceptual General Commercial Monumentation (Figure 4-6) * Conceptual Freeway Oriented Freestanding Sign {Figure 4-9) Streetscapes
D
D
-
Conceptual Lincoln Street Streetscape {Figure 4-10)
Conceptual Sunset Avenue (1-10 to Lincoln Street) Streetscape (Figure 4-11) Conceptual Sunset Avenue (SLB Extension to Bobcat Road) Streetscape {Figure 4-llA) Interfaces
0 Conceptual Interface #1- Commercial (PA 1) to Open Space and Industrial (PA 6) {Figure 4-15} Notes:

This exhibit identifies the conceptual locations of entry monumentation and signage. The final locations of entry monuments and signs will be determined at the time internal streets, buildings and driveway locations are identified as part of implementing projects(s).

Concei:>tual Sunset Avenue (I- l O to Lincoln Street) Streetscai:>e · o ce t
w
Cl)
z
:::::,
Cl)
FIGURE 3-1
Planning Area 1
376
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-21

3.5.2 PLANNING AREA 2 [Industrial (i) – 33.8 acres]
a. DESCRIPTION
As shown on Figure 3-2, Planning Areas 2, 5, and 14, Planning Area 2 is located south of Lincoln Street, west of Sunset Avenue, and north of the SLB Extension and is designated for 33.8 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 2 is provided via Lincoln Street and the SLB Extension. Connections to private driveways and drive aisles within Planning Area 2 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 2 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 2 provides decorative landscaping along its frontage with Lincoln Street and Sunset Avenue, as a visual amenity. Additional landscaping, setbacks, and orientation of truck bays will be considered during the design and implementation of this Planning Area to provide a buffer between the Industrial uses and existing residential to the east.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 2 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 2 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Industrial refrigeration equipment in Planning Area 2 may be ground-mounted or roof-mounted. When roofmounted, such equipment shall be surrounded by a 10-foot-high architectural parapet or other solid screening.

4. Primary access to Planning Area 2 shall be provided via Lincoln Street and the SLB Extension, as shown on Figure 2-2, Conceptual Circulation Plan.

5. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 2 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

6. Roadway landscape treatments shall be provided along Sunset Avenue and Lincoln Street, as conceptually illustrated on Figure 4-10, Conceptual Lincoln Street Streetscape, Figure 4-11A, Conceptual Sunset Avenue (Lincoln Street to SLB Extension) Streetscape.

7. Walls and fencing along the exterior of Planning Area 2 may be provided. The location(s) and type of walls/fences interior to Planning Area 2 will be established in conjunction with development of this Planning Area.

8. A landscaped transition shall be provided between Planning Area 2 and the off-site residential uses located to the east, as conceptually illustrated in Figure 4-16, Conceptual Interface #2 – Industrial (Planning Area 2) to Off-Site Residential (East)

9. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

10. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 377
CHAPTER 3 I DEVELOPMENT STANDARDS
Source(s): ESRI. Nearmap (2022). Proactive Engineering Consultants (01-2023), Hunter Landscape (2021), ADS (03-21-2021) 0 ----Feer
75 150 300
PAGE I 3-22

SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
Legend
Monumentatlon
* Conceptual Primary Monumentation (Figure 4-5)
Streets capes
D Conceptual Lincoln Street Streetscape (Figure 4-10)
D Conceptual Sunset Avenue (1-10 to Lincoln Street) Streetscape (Figure 4-11) 1111 Sunset Avenue (Lincoln Street to SLB Extension) Streetscape (Figure 4-11A) D Conceptual Sunset Avenue (SLB Extension to Bobcat Road) Streetscape (Figure 4-118) Interfaces
f) Conceptual Interface #2 - Industrial (PA 2) to Off-Site Residential (East) (Figure 4-16) l. Future �n Loke-s Boulevard Extension /J ckdicoted public right of way and will be comtrvcted and maintained by the City of Bonnin9.

2. This exhibit i
dentifies the conceptual locations of entry mooumentation and signoge. The final locations of �ntry monum�nts and signs will� rkterm;n�d ot th� ti� int�rnol struts, buildings and driv�way locations or� id�ntified os port of impl�m�nting proj�cts(s).

FIGURE 3-2
Planning Areas 2, 5, 14
378
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-23

3.5.3 PLANNING AREA 3 [Industrial (i) – 7.8 acres]
a. DESCRIPTION
As shown on Figure 3-3, Planning Areas 3, 4, and 15, Planning Area 3 is located south of the SLB Extension and west of Sunset Avenue and is designated for 7.8 acres of Industrial land uses and may include a site for a Potable Water Reservoir. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1, Permitted Uses.

Automobile and heavy commercial truck access to Planning Area 3 is provided via Sunset Avenue. Connections to private driveways and drive aisles within Planning Area 3 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 3 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 3 provides decorative landscaping along its frontage with Sunset Avenue as a visual amenity. Additional landscaping, setbacks, and orientation of truck bays will be considered during the design and implementation of this Planning Area to provide a buffer between the Industrial uses and existing/planned residential uses/MSJC Campus to the east. b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 3 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 3 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 3 shall be provided via Sunset Avenue, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 3 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Roadway landscape treatments shall be provided along Sunset Avenue as conceptually illustrated on Figure 4- 11B, Conceptual Sunset Avenue Streetscape (SLB Extension to Bobcat Road).

6. Walls and fencing along the exterior of Planning Area 3 may be provided. The location(s) and type of walls/fences interior to Planning Area 3 will be established in conjunction with development of this Planning Area.

7. A landscaped transition shall be provided between Planning Area 3 and the off-site residential uses located to the east, as conceptually illustrated in Figure 4-17, Conceptual Interface #3 – Industrial (Planning Area 3) to Off-Site School Site (East).

8. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

9. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 379
CHAPTER 3 I DEVELOPMENT STANDARDS
0 Possible Potable Water Reservoir Site
Monumentation
Conceptual Industrial Monumentation {Figure 4-7}
Streetscapes
- Conceptual Bobcat Road Streetscape {Figure 4-12)
D Conceptual Sunset Avenue (SLB Extension to Bobcat Road) Streetscape {Figure 4-118) - Conceptual Sunset Avenue (1-10 to Lincoln Street) Streetscape (Figure 4-11) Interfaces
e Conceptual Interface #3 - Industrial (PA 3) to Off-Site School Site (East) {Figure 4-17} 0 Conceptual Interface #4 - Industrial (PA 4) to Off-Site Residential (South) /Figure 4-18) 0 Conceptual Interface #5 - Industrial (PA 4) to Off-Site Open Space {Figure 4-19} Fire Access
Secondary Access Connection /Figure 2-2)
Notes:

1. Future Sun Lakes Boulevard Extension is dedicated public right of way and will be constructed and maintained by the City of Banning.

2. This exhibit identifies the conceptual locations of entry monumentation and signage. The final locations of entry monuments and signs will be determined at the time internal streets, buildings and driveway locations ore identified as part of implementing projects(s).

Source(s): ESRI, Nearmap (2022), Proactive Engineering Consultants (01-2023), Hunter Landscape (2021) 0 ---Feet

87.5 175 350
PAGE 13-24

SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
FIGURE 3-3
Planning Areas 3, 4 and 15
380
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-25

3.5.4 PLANNING AREA 4 [Industrial (I) – 194.3 acres]
a. DESCRIPTION
As shown on Figure 3-3, Planning Areas 3, 4, and 15, Planning Area 4 is located north of Bobcat Road, south of the SLB Extension and west of Sunset Avenue and is designated for 194.3 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 4 is provided via the SLB Extension and Sunset Avenue. Connections to private driveways and drive aisles within Planning Area 4 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 4 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 4 provides decorative landscaping along its frontage with Sunset Avenue and Bobcat Road as a visual amenity.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 4 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 4 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. In Planning Area 4, 6-foot-high walls shall be constructed around the west, south, and east perimeters of parking lots fronting Bobcat Road across from residential uses. Buildings with parking lots that front Bobcat Road shall be constructed with 10-foot-high and 100-to-175-foot-long “wing walls” to reduce on-site operational noise.

4. Primary access to Planning Area 4 shall be provided via Sunset Avenue and the SLB Extension, as shown on Figure 2-2, Conceptual Circulation Plan.

5. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 4 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

6. Roadway landscape treatments shall be provided along Sunset Avenue as conceptually illustrated on Figure 4- 11B, Conceptual Sunset Avenue Streetscape (SLB Extension to Bobcat Road), and Figure 4-12, Conceptual Bobcat Road Streetscape.

7. Walls and fencing along the exterior of Planning Area 4 may be provided. The location(s) and type of walls/fences interior to Planning Area 4 will be established in conjunction with development of this Planning Area.

8. A landscaped transition shall be provided between Planning Area 4 and the off-site residential uses located to the south, as conceptually illustrated in Figure 4-18, Conceptual Interface #4 – Industrial (Planning Area 4) to Off-Site Residential (South).

9. A landscaped transition shall be provided between Planning Area 4 and the off-site vacant land located to the west, as conceptually illustrated in Figure 4-19, Conceptual Interface #5 – Industrial (Planning Area 4) to Off-Site Open Space.

10. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.
381
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-26

11. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria.

3.5.5 PLANNING AREA 5 [Industrial (I) – 66.3 acres]
a. DESCRIPTION
As shown on Figure 3-2, Planning Areas 2, 5, and 14, Planning Area 5 is located south of Lincoln Street and north of the SLB Extension, between Planning Areas 14 and 17 and is designated for 66.3 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 5 is provided via Lincoln Street and the SLB Extension. Connections to private driveways and drive aisles within Planning Area 5 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 5 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 5 provides decorative landscaping along its frontage with Lincoln Street as a visual amenity.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 5 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 5 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 5 shall be provided via Sunset Avenue and the SLB Extension, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 5 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Walls and fencing along the exterior of Planning Area 5 may be provided. The location(s) and type of walls/fences interior to Planning Area 5 will be established in conjunction with development of this Planning Area.

6. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

7. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 382
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-27

3.5.6 PLANNING AREA 6 [INDUSTRIAL (I) – 28.1 ACRES]
a. DESCRIPTION
As shown on Figure 3-4, Planning Areas 6, 7, 13, and 18, Planning Area 6 is located north of Lincoln Street, between Planning Areas 13 and 18 and is designated for 28.1 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 6 is provided via Lincoln Street. Connections to private driveways and drive aisles within Planning Area 6 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 6 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 6 provides decorative landscaping along its frontage with Lincoln Street as a visual amenity.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 6 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 6 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 6 shall be provided via Lincoln Street, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 6 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Roadway landscape treatments shall be provided along Lincoln Street as conceptually illustrated on Figure 4-10, Conceptual Lincoln Street Streetscape.

6. Walls and fencing along the exterior of Planning Area 6 may be provided. The location(s) and type of walls/fences interior to Planning Area 6 will be established in conjunction with development of this Planning Area.

7. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

8. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 383
384
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-29

3.5.7 PLANNING AREA 7 [INDUSTRIAL (I) – 25.8 ACRES]
a. DESCRIPTION
As shown on Figure 3-4, Planning Areas 6, 7, 13, and 18, Planning Area 7 is located west of Planning Area 18 and east of Highland Home Road and is designated for 25.8 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 7 is provided via Lincoln Street with additional access provided via the 24’-wide Secondary Access Connection from Highland Home Road. Connections to private driveways and drive aisles within Planning Area 7 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 7 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 7 may include a City-constructed 1.0-acre Electrical Substation Site in the northwest corner of the site, accessible via a paved 24’ access road within Planning Area 7.

Planning Area 7 provides an open space, landscaped buffer along its frontage with Highland Home Road as a visual amenity.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 7 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 7 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 7 shall be provided via Lincoln Street, with secondary access via a 24’ Secondary Access Connection to Highland Home Road, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 7 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Roadway landscape treatments shall be provided along Highland Home Road as conceptually illustrated on Figure 4-13, Conceptual Highland Home Road Streetscape.

6. Walls and fencing along the exterior of Planning Area 7 may be provided. The location(s) and type of walls/fences interior to Planning Area 7 will be established in conjunction with development of this Planning Area.

7. A landscaped transition, a minimum of 100’ deep along the western boundary shall be provided between industrial parking areas in Planning Area 7 and the off-site uses located to the west, as conceptually illustrated in Figure 4- 21, Conceptual Interface #7 – Industrial (Planning Area 7) to Off-Site Residential (West). With the exception of a potential electrical substation, a minimum 100’ buffer along the western boundary of Planning Area 7 will be provided and considered during the design and implementation of this Planning Area.

8. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 385
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-30

3.5.8 PLANNING AREA 8 [INDUSTRIAL (I) – 16.2 ACRES]
a. DESCRIPTION
As shown on Figure 3-5, Planning Areas 8, 9, 11, 17, and 19, Planning Area 8 is located south of Lincoln Street and north of the SLB Extension, between Planning Areas 17 and 19 and is designated for 16.2 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 8 is provided via Lincoln Street and the SLB Extension. Connections to private driveways and drive aisles within Planning Area 8 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 8 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees. Planning Area 8 provides decorative landscaping along its frontage with Lincoln Street as a visual amenity.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 8 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 8 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 8 shall be provided via Lincoln Street and the SLB Extension via Sunset Avenue, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 8 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Roadway landscape treatments shall be provided along Lincoln Street as conceptually illustrated on Figure 4-10, Conceptual Lincoln Street Streetscape.

6. Walls and fencing along the exterior of Planning Area 8 may be provided. The location(s) and type of walls/fences interior to Planning Area 8 will be established in conjunction with development of this Planning Area.

7. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

8. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 386
387
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-32

3.5.9 PLANNING AREA 9 [Industrial (i) – 3.3 acres]
a. DESCRIPTION
As shown on Figure 3-5, Planning Areas 8, 9, 11, 17, and 19, Planning Area 9 is located north of the SLB Extension, between Planning Areas 11 and 19 and is designated for 3.3 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 9 is provided via the SLB Extension. Connections to private driveways and drive aisles within Planning Area 9 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 9 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 9 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 9 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 9 shall be provided via the SLB Extension, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 9 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Walls and fencing along the exterior of Planning Area 9 may be provided. The location(s) and type of walls/fences interior to Planning Area 9 will be established in conjunction with development of this Planning Area.

6. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

7. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 388
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-33

3.5.10 PLANNING AREA 10 [INDUSTRIAL (I) – 16.4 ACRES]
a. DESCRIPTION
As shown on Figure 3-6, Planning Areas 10, 12, and 16, Planning Area 10 is located south of the SLB Extension, between Planning Areas 12 and 16 and is designated for 16.4 acres of Industrial land uses. The full list of Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for this Planning Area is provided in Table 3-1.

Automobile and heavy commercial truck access to Planning Area 10 is provided via the SLB Extension. Connections to private driveways and drive aisles within Planning Area 10 will be designed and provided, as needed, in conjunction with development of this Planning Area.

Planning Area 10 may provide employees with building amenities in proximity to the Industrial uses. Such amenities may include, but are not limited to, shared outdoor patio break areas, pedestrian walkways, seating areas, and overhead structures for use by employees.
b. PLANNING AREA STANDARDS

1. Land uses within Planning Area 10 shall comply with the Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses for Industrial land uses provided in Section 3.2 and shall be consistent with Table 3-1.

2. Planning Area 10 shall comply with the Development Standards for Industrial land uses provided in Section 3.4.

3. Primary access to Planning Area 10 shall be provided via the SLB Extension, as shown on Figure 2-2, Conceptual Circulation Plan.

4. The locations of Primary Entry Monumentation and Industrial Monumentation for Planning Area 10 are conceptually illustrated on Figure 4-1, Conceptual Master Landscape Plan. The final location(s) of all monumentation will be determined in conjunction with development of this Planning Area and an application submitted within this Specific Plan, and such locations shall be consistent with the Sign Program and Signage Design Guidelines. The Sign Program and Signage Design Guidelines shall provide guidance in determining the final locations of appropriate project, street, building, tenant identification, pedestrian path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses.

5. Walls and fencing along the exterior of Planning Area 10 may be provided. The location(s) and type of walls/fences interior to Planning Area 10 will be established in conjunction with development of this Planning Area.

6. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

7. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 389
390
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-35

3.5.11 PLANNING AREA 11 [OPEN SPACE – PARKS (OS-P) – 12.6 ACRES] a. DESCRIPTION
As shown on Figure 3-5, Planning Areas 8, 9, 11, 17, and 19, Planning Area 11 consists of 12.6 acres designated as Open Space-Parks in the western portion of SUNSET CROSSROADS. Planning Area 11 is intended to include a publicly-accessible 5.0-acre passive park, natural open space, fuel modification areas, trails, and landscaping. Planning Area 11 may provide recreational amenities such as, but not limited to, a tot lot playground, picnic tables, trails, walking paths, a parking lot, and restrooms. Open field areas are provided next to the playground and picnic tables, along with a looped walking path which winds through the recreational area. The 5.0-acre park portion of Planning Area 11 will be dedicated to and maintained by the City of Banning, and the remaining open space portion will be maintained by the Master Property Owners’ Association or a Public or semi-public Agency.

As shown on Figure 3-5, access to Planning Area 11 is provided from the SLB Extension. Planning Area 11 is bordered by Planning Areas 9 and 19 to the east, the SLB Extension to the south, and Highland Home Road to the west. Planning Area 11 provides a buffer between the Industrial land uses of in Planning Areas 9, and the off-site residential land uses to the west.
b. PLANNING AREA STANDARDS

1. Primary access to Planning Area 11 shall be provided via the SLB Extension, as shown on Figure 2-2, Conceptual Circulation Plan.

2. Low-level security lighting may be provided for the park, tot lot playground, trails, parking lot, and restrooms. The trails and parking lot may include bollard lighting while the tot lot playground and restrooms may include security lighting. High intensity sports-field lighting is prohibited.

3. Walls and fencing within Planning Area 11 may be provided as a visual and physical buffer between the off-site residential uses, Industrial Uses, and/or existing natural drainage features. The location(s) of walls/fences interior to Planning Area 11 will be established in conjunction with development of this Planning Area.

4. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

5. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 391
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-36

3.5.12 PLANNING AREA 12 [OPEN SPACE – RESOURCE (OS-R) – 12.5 ACRES] a. DESCRIPTION
As shown on Figure 3-6, Planning Areas 10, 12, and 16, Planning Area 12 consists of 12.5 acres designated as Open Space-Resource within SUNSET CROSSROADS. Planning Area 12 is intended to serve as a buffer for the Sun Lakes residential community to the west and includes open space areas which may contain trails as well as a City-constructed

2.3-acre site for a Reverse Osmosis Facility Site and a 1.5- acre site for a future Fire Station. The open space portions of Planning Area 12 will be dedicated to the City of Banning and maintained by a Master Property Owners’ Association or Public Agency.
b. PLANNING AREA STANDARDS

1. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

2. A landscaped transition shall be provided between Planning Area 12 and the off-site residential uses located to the south, as conceptually illustrated in Figure 4-20, Interface #6 – Industrial (Planning Area 12) to Off-Site Residential (West).

3. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria 392
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-37

3.5.13 PLANNING AREAS 13, 14, 15, 16, 17, 18, & 19 [OPEN SPACE – RESOURCE (OS-R) – 40.5 ACRES] b. DESCRIPTION
As shown on Figure 3-2, Figure 3-3, Figure 3-4, Figure 3-5, and Figure 3-6, Planning Areas 13, 14, 15, 16, 17, 18, and 19 consists of a combined 40.5 acres designated as Open Space-Resource within SUNSET CROSSROADS. Planning Areas 13, 14, 15, 16, 17, 18, and 19 are intended to preserve the existing natural drainage features of the Specific Plan site. The Property Owners’ Association (POA) will maintain the drainage features consistent with the mitigation requirements, maintain the local interface with the natural drainages and storm drain discharge locations, and maintain access to storm drain outlet structures. Development within Planning Area 13, 14, 15, 16, 17, 18, and 19 shall be limited to grading, bridge crossings, and fuel modification areas. b. PLANNING AREA STANDARDS

1. Walls and fencing within Planning Areas 13 through 19 may be provided as a visual and physical buffer between the existing natural drainage features and the General Commercial, Industrial, and Open Space-Park land uses.

The location(s) of walls/fences abutting Planning Areas 13 through 19 will be established in conjunction with the development of adjacent Industrial and General Commercial Planning Areas, respectively.

2. Please refer to Section 3.1, General Development Criteria, for other applicable criteria that apply across the SUNSET CROSSROADS Specific Plan.

3. Please refer to Chapter 4, Design Guidelines, for other applicable design criteria. 393
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-38

3.6. ENERGY EFFICIENCY DEVELOPMENT CRITERIA
Development within SUNSET CROSSROADS is expected to be Energy Efficient consistent with or exceeding the criteria from the California Building Code, Title 24 standards which the City has adopted by ordinance. The Developer and City of Banning recognize that the technological and methodological specifications in the criteria could become obsolete in the future due to advancement over time. In that event, SUNSET CROSSROADS may implement new technologies and methodologies if they achieve at least as much environmental protection and do not result in new or greater significant environmental impacts than the technologies or methodologies specified in the following criteria:

1. Energy Efficient Structures
a. Enhanced Insulation shall be provided via methods such as rigid wall insulation R-15, roof/attic R-30, etc. b. Greatly Enhanced Window Insulation with 0.28 or less U-factor, 0.22 or less SHGC, etc. shall be provided. c. Modest Cool Roofs with CRRC Rated 0.15 aged solar reflectance, 0.75 thermal emittance, etc. shall be provided.
d. Building roofs shall be in compliance with solar requirements of the California Building Code, Title 24 standards.

2. Energy Efficient Heating and Cooling (HVAC)
a. Improved Efficiency HVAC (EER 14/78% AFUE or 8 HSPF) shall be provided. b. Office space heating within warehouses must utilize heat pumps.

3. Energy Efficient Potable Water
a. Improved Efficiency Water Heater (0.72 Energy Factor) shall be provided. b. Water Efficient Showerheads (1.8 gpm) shall be provided. c. Water Efficient Toilets/Urinals (1.28 gpm) shall be provided. d. Water Efficient Faucets (0.5 gpm for lavatories; 1.8 gpm for kitchens) shall be provided. e. Water Efficient Dishwasher (20% water savings) shall be provided.

4. Energy Efficient Appliances
a. Energy efficient Lights shall be provided.
b. Occupant sensing lighting that dims to at least 50 percent when unoccupied shall be within the interior areas of warehouses and offices.
c. Energy Star Commercial Refrigerators and Commercial Dishwashers shall be provided.

5. Energy Efficient Landscaping
a. Only low water using plants shall be used.
b. Weather based irrigation control systems combined with drip irrigation (demonstrate 20% reduced water) shall be used.
c. Graywater (purple pipe) irrigation system shall be provided on site.

6. Energy Efficient Transportation
a. A Car/vanpool program with preferred parking shall be provided within SUNSET CROSSROADS. b. Secure bicycle storage racks or bicycle lockers, and employee lockers will be provided within the industrial land uses
394
CHAPTER 3 | DEVELOPMENT STANDARDS SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 3-39
c. Development shall provide reserved preferential parking spaces for car-share, carpool, and ultra-low or zero emission vehicles.
d. Larger parking spaces will be provided that can accommodate vans used for ride-sharing programs and reserve them for vanpools and include adequate passenger waiting/loading areas. e. EV charging stations shall be installed in employee garages/parking areas. f. Adequate areas for on-site parking, on-site queuing, and truck check-in point will be provided. g. Development Project installed traffic signals shall be smart signals that can be synchronized and connected to an ITS system.
h. Post signs clearly showing the designated entry and exit points from the public street to the designated onsite truck check-in and truck parking areas.
i. Post signs indicating that all parking and maintenance of trucks must be conducted within the designated onsite areas and not within the surrounding community or public streets. j. Development Project street improvements will include sidewalks. k. Development Project will include a marketing strategy to promote the project site employer’s CTR (Commute Trip Reduction) program. Information sharing and marketing promote and educate employees about their travel choices to the employment location beyond driving such as carpooling, taking transit, walking, and biking, thereby reducing VMT (Vehicle Miles Traveled). The following features (or similar alternatives) of the marketing strategy are essential for effectiveness.
a. Onsite or online commuter information services.
b. Employee transportation coordinators.
c. Onsite or online transit pass sales.

Development Project will provide tenant’s employees material and online resources as a means to promote the commute trip reduction program. With proper implementation and 100 percent of the employees eligible, this design feature is expected to reduce VMT by 4 percent. l. Development Project will provide a ridesharing program and establish a permanent transportation management association with funding requirements for employers. Ridesharing encourages carpooled vehicle trips in place of single-occupied vehicle trips, thereby reducing the number of trips and VMT.

Ridesharing must be promoted through a multifaceted approach. Examples include the following a. Designating a certain percentage of desirable parking spaces for ridesharing vehicles. b. Designating adequate passenger loading and unloading and waiting areas or ridesharing vehicles. c. Providing an app or website for coordinating rides.

Development Project as designed, will provide carpool/vanpool/EV parking designated spaces in locations of easy and convenient accessibility to the Project building. As calculated for the Project, with proper implementation and 100 percent employees eligible, the Project is expected to reduce VMT by four percent. 395
CHAPTER FOUR establishes the quality and character of the built environment through the design of architecture and landscaping for the master-planned development of SUNSET CROSSROADS.

DESIGN

GUIDELINES

4.1 PURPOSE AND INTENT

4.2 DESIGN THEME

4.3 INDUSTRIAL ARCHITECTURAL GUIDELINES

4.4 GENERAL COMMERCIAL ARCHITECTURAL GUIDELINES

4.5 SIGNAGE DESIGN GUIDELINES

4.6 LANDSCAPE DESIGN GUIDELINES
4 396
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-2
CHAPTER 4 | DESIGN GUIDELINES

4.1 PURPOSE AND INTENT
The Design Guidelines presented in this section establish the quality and character of the built environment for the master-planned development of SUNSET CROSSROADS. While the Design Guidelines provide direction, they are simultaneously intended to provide a certain level of flexibility to allow creative expression during the design of implementing development projects.

The Design Guidelines provide criteria for architecture, landscape design, signage, lighting, and energy efficiency.

SUNSET CROSSROADS’ visual identity will be expressed primarily through building form, colors and materials, along with landscape, hardscape, and signage elements. The Design Guidelines contained herein are presented in a manner that ensures consistent, coherent architectural and landscape architecture expression across the Specific Plan area, while allowing for flexibility in response to the modern-day reality of continuously evolving building design.

The objectives of the Design Guidelines are:
 To describe the thematic elements and the construction quality expected for SUNSET CROSSROADS.  To provide the City of Banning with assurance that SUNSET CROSSROADS will be developed in accordance with the quality and character described within this Specific Plan.  To serve as a guide to developers, builders, engineers, architects, landscape architects, and other professionals involved with implementing development within SUNSET CROSSROADS, in order to achieve and maintain the desired design quality.
 To provide an aesthetic benchmark for the City of Banning to use in their review of future applications submitted within this Specific Plan within the Specific Plan.  To provide a baseline for SUNSET CROSSROADS to convey a contemporary aesthetic theme and character while allowing flexibility for practical application and creative expression.  To encourage the implementation of energy efficiency design features that can be implemented in the site planning, design, and construction phases of the Specific Plan to minimize waste deposited at landfills, decrease energy use and particularly fossil fuel consumption, and reduce water consumption.  To ensure that the Specific Plan implements the intent of the City of Banning General Plan and applicable City Ordinances.

The Design Guidelines presented in this section apply to all development within SUNSET CROSSROADS, regardless of the land use category. All photographs, illustrations, and diagrams contained in these Design Guidelines serve as visual aids to convey the overall theme. Exact replication of the examples is neither required nor anticipated. 397
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-3

4.2 DESIGN THEME
The SUNSET CROSSROADS Specific Plan is a contemporary employment and commercial center containing General Commercial, Industrial, Open Space - Parks, and Open Space - Resource land uses. The design goal of SUNSET CROSSROADS is to achieve contemporary interpretations of historical styles rather than exact recreations.

Architectural design creativity, attention to detail, and respect of the building’s scale and massing along public roadways will be expected to be a level equal to or exceeding the General Commercial and Industrial uses within the City of Banning. The property’s location provides the businesses located here with access to the regional transportation network, proximity to a work force, proximity to the Ports of LA and Long Beach, and visibility to passers-by traveling on Interstate 10. A cohesive design theme for SUNSET CROSSROADS is created for the General Commercial and Industrial land uses to maintain design continuity throughout the Specific Plan area.

The SUNSET CROSSROADS SPECIFIC
PLAN establishes 47.9 acres of General
Commercial designated area. Envisioned
as a health and wellness-focused
recreation, restaurant, and hospitality
destination within the City of Banning,
SUNSET CROSSROADS combines
these uses within a carefully designed
and cohesive architectural and landscape
theme. The Specific Plan also
establishes 392.0 acres of Industrial land
uses, featuring a contemporary aesthetic,
which provides architectural styling with
attractive detailing, steel accents, a lighttoned color palette, and timeless features. Design elements are included
to reduce the visibility and intensity of the
industrial activities, including walls, landscaping, and building design. Signs are modern, lighting is focused and directed, landscaping is colorful and drought- tolerant, and design features are applied that lower energy use demands of building operations.

4.3 INDUSTRIAL ARCHITECTURAL GUIDELINES
The architectural style of Industrial uses within SUNSET CROSSROADS emphasizes a contemporary interpretation of the traditional context with building massing over structural articulation. Buildings are characterized by simple and distinct cubic masses with interlocking volumes of wall planes, colors, and materials to create visual appeal, aesthetically pleasing proportions and strong shadow patterns. Colors, materials, and textures can be mixed to create additional visual interest.

Design elements are selected to be compatible in character, massing, and materials to promote a clean and contemporary feel. Individual creativity and identity are encouraged, but design integrity and compatibility must be maintained among all buildings and between Planning Areas, to reinforce a unified image within SUNSET CROSSROADS.

Although provided for illustrative purposes only, the image above conceptually shows the design theme for General Commercial uses within SUNSET CROSSROADS. 398
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-4

4.3.1 BUILDING FORM
Building “form” is one of the primary elements of architecture. Numerous design aspects, including shape, mass (size), scale, proportion, and articulation, are elements of a building’s form. Building forms are especially important for building façades that are visible along the following view corridors:
 Building façades in Planning Areas 2, 3, and 4 that are visible from Sunset Avenue.  Building façades in Planning Areas 2, 3, 4, 5, 8, 9, and 10 that are visible from the SLB Extension.  Building façades in Planning Area 4 that are visible from Bobcat Road and the off-site residential to the south.  Building façades in Planning Areas 6 and 7 that are visible from Interstate 10.  Building façades in Planning Areas 7, 8, 9, and 10 that are visible from Highland Home Road, and the off-site residential community to the west.

The following guidelines are intended to
ensure that structural development is
visually consistent, aesthetically
appealing, and inviting to the site’s
business owners and employees, their
visitors and customers, as well as
passing motorists. Note that building
façades that orient inward to truck courts
or service areas or that are not clearly
visible from abutting public roads, or are
not abutting publicly accessible viewing
areas, are still encouraged to incorporate
these Building Form guidelines.
(1) Use simple geometric shapes as the overall building form. Rectangular forms are encouraged to promote balance and visual interest. Avoid arbitrary, complicated building forms. (2) Long horizontal wall planes visible from a public street should include a combination of periodic changes in exterior building materials, color, decorative accents, and articulated features. (3) Modulation and variation of building masses between adjacent buildings visible from public streets is encouraged. (4) Pedestrian entrances to buildings (with the exception of service doors and emergency exit doors) should be obvious, using changes in massing, color, and/or building materials. (5) Pedestrian and ground-level building entries intended for visitor use should be recessed or covered by architectural projections, roofs, or arcades in order to provide shade and visual relief. (6) Architectural and trim detailing on building façades should be clean, simplistic, and not overly complicated. (7) Materials applied to any elevations should turn the corner of the building and continue to a logical termination point in relation to other architectural features or massing.

Although provided for illustrative purposes only, the image above conceptually shows the Industrial building form of SUNSET CROSSROADS.
399
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-5

4.3.2 BUILDING MATERIALS, COLORS, AND TEXTURES
Building materials and colors play a key role in developing a clean, contemporary visual environment; therefore, the selected exterior materials, colors, and textures should complement one another throughout SUNSET CROSSROADS.

Slight variations are encouraged to provide visual interest. (1) Appropriate primary exterior building
materials include concrete and similar
materials, as well as tilt-up panels. The
primary materials should be accented by
secondary materials including but not limited
to natural or fabricated stone, fire resistant
wood siding (horizontal or vertical), and
metal.
(2) Trim details may include metal finished in a
consistent color, plaster, or concrete
elements finished consistently with the building treatment. Use of overly extraneous “themed” detailing, like oversized or excessive foam cornice caps, foam molding and window detailing is discouraged. (3) Material changes should occur at intersecting planes, preferably at the inside corners of change of wall planes, or where architectural elements intersect.
(4) Primary exterior building colors should be light and warm tones. Darker and/or more vibrant accent colors should be provided in focal point areas, such as around building entrances and near outdoor gathering spaces. (5) Bright primary colors, garish use of color and arbitrary patterns or stripes that will clash with the color palette are discouraged, except in signage logos.
(6) Exposed downspouts, service doors and mechanical screen colors should be the same color as the adjacent wall.

4.3.3 WINDOWS AND DOORS
The patterns of window and door openings should
correspond with the overall rhythm of the building
and should be consistent in form, pattern, and
color within each Planning Area. Guidelines for
windows and doors within SUNSET
CROSSROADS are as follows:
(1) When possible, the positioning of doors and
windows on individual building façades
should occur in a symmetrical and repetitive
pattern to create continuity.
(2) Window styles and trims should be consistent
in form and color in each Planning Area.

Window trims should be finished in a
consistent color on each building.
(3) Gold or unfinished/untreated metal window or door frames are prohibited. Clear silver anodized frames are allowed.

Although provided for illustrative purposes only, the image above conceptually shows the Industrial building materials and colors of SUNSET CROSSROADS.

Although provided for illustrative purposes only, the image above conceptually shows the design of windows and doors for Industrial buildings within SUNSET CROSSROADS.
400
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-6
(4) Glass should be clear or colored with subtle reflectiveness. Silver glass is prohibited. (5) Pedestrian entry doors to buildings should be clearly defined by features such as overhangs, awnings, and canopies or embellished with decorative framing treatments – including but not limited to accent trim. Dark and confined entries, flush doorways (except emergency exit and service doors), and tacked-on entry alcoves are discouraged.
(6) When necessary, to meet Riverside County Fire Code Standards, no windows are required.

4.3.4 WALLS AND FENCES
The following guidelines for walls and fencing will ensure that these features complement the overall SUNSET CROSSROADS design theme, and are attractive from public viewing areas, scaled appropriately, durable, and integrated consistently within the Specific Plan area.
(1) Freestanding walls and fences should not exceed a height of fourteen (14’) feet, measured from the base of the wall/fence to the top of wall/fence. For walls and fences that exceed a height of fourteen (14’) feet, modifications up to one (1’) foot are considered a Minor Modification pursuant to Section 5.2.3.7. Modifications of more than one (1’) foot may be approved by the Community Development Director pursuant to Section 5.2.3.9. (2) Landscaped berms may be used in
combination with walls or fences.

When this occurs, the height of the
berm may be in addition to the wall
or fence height.
(3) Landscaping may be used for visual
screening instead of walls and
fences in locations where a solid
physical barrier is not needed.
(4) Walls and fences in public view
should be built with attractive,
durable materials including but not
limited to tubular steel, vinyl, or
coated chain-link.
(5) Along public street frontages, long expanses of wall surfaces should be offset and/or architecturally treated to prevent monotony. Techniques to accomplish this may include, but are not limited to: openings, material changes, pilasters and posts, and staggered sections.
(6) Wall and fencing materials should be compatible with other design elements of SUNSET CROSSROADS.

Although provided for illustrative purposes only, the image above conceptually shows the design of walls and fences around the perimeter of Industrial buildings within SUNSET CROSSROADS.
401
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-7

4.3.5 TRUCK COURTS AND LOADING DOCKS
(1) Loading doors, service docks, and equipment
areas should be oriented or screened to
reduce visibility from public roads within
SUNSET CROSSROADS. Where these
loading areas face toward and are within 100'
of public roads (measured from edge of
pavement to edge of public sidewalk),
screening should be provided. Screening
may be accomplished with any combination
of solid walls, fences, or landscaping that are
compatible with the architectural expression
of the building.
(2) No loading or unloading activity is permitted
to take place from public streets.
(3) Truck and service vehicle entries should be
designed to provide clear and convenient
access to truck courts and loading areas such that passenger vehicle, pedestrian, and bicycle circulation is not adversely affected by truck movements.
(4) Loading bays that are utilized by refrigerated trailers should have dock seals and be equipped with plug-in electrical outlets.
(5) Conduit should be installed in truck courts in logical locations that would allow for the future installation of charging stations for electric trucks, in anticipation of this technology becoming available in the lifetime of SUNSET CROSSROADS.
(6) Electrical rooms to hold sufficiently sized electrical panels should be installed to facilitate the future potential installation of electrical connections from the electrical room to dock doors and/or a separate designated location where diesel engine trucks and/or trailers for freezer/refrigerated warehouse space would park and connect to the electrical system.

4.3.6 GROUND OR WALL-MOUNTED EQUIPMENT
(1) Ground-mounted equipment, including but not limited to mechanical or electrical equipment, emergency
generators, boilers, storage tanks, risers, and electrical conduits, should be screened when feasible from public
viewing areas including adjacent public roads. Screening may be accomplished with solid walls, fences, or
landscaping.
(2) Electrical equipment rooms should be located within the building envelope. Pop-outs or shed-like additions are
discouraged.
(3) Wall-mounted items, such as roof ladders or electrical panels, should not be located on the building façade facing abutting public roads. Wall-mounted items should be screened or incorporated into the architectural elements of the building so as not to be visually apparent from the street or other public areas.

Although provided for illustrative purposes only, the image below conceptually shows the design of truck courts and loading docks within SUNSET CROSSROADS.

Although provided for illustrative purposes only, the image above conceptually shows the screening of equipment for Industrial buildings within SUNSET CROSSROADS.
402
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-8

4.3.7 ROOFTOP EQUIPMENT
(1) Rooftop equipment, including but limited to mechanical equipment, electrical equipment, storage tanks, cellular telephone facilities, satellite dishes, vents, exhaust fans, smoke hatches, and mechanical ducts, should be screened by rooftop screens or parapet walls so as not to be visible from abutting public roads, and publicly accessible locations within SUNSET CROSSROADS.
(2) Integrate rooftop screens (i.e., parapet walls) into the architecture of the main building. Wood finished rooftop screens are prohibited.
(3) Design the roofs of Industrial buildings to support the future installation of solar panels.

4.3.8 OUTDOOR EMPLOYEE AMENITIES
(1) Bicycle racks, lockers, and/or storage should be provided at each building or in a common area that serves multiple
buildings to encourage non-vehicular circulation.
(2) Industrial buildings may include patio break areas, pedestrian walkways, seating areas, and overhead
structures so that workers do not have to travel off-site for outdoor enjoyment.

4.3.9 OUTDOOR LIGHTING
Outdoor lighting of SUNSET CROSSROADS is an essential
architectural component that provides aesthetic appeal, enhances safe pedestrian and vehicular circulation, and adds to security. Lighting within the public rights-of-way shall adhere to any applicable City of Banning outdoor lighting standards.

Lighting on private property in the Specific Plan should adhere to the following guidelines.
(1) Minimize glare and “spill over” light onto public streets, open space, Interstate-10, and adjacent properties by using
downward-directed lights and/or cutoff devises on outdoor lighting fixtures, including spotlights, floodlights, electrical reflectors, and other means of illumination for structures, parking, loading, unloading, and similar areas.
(2) Select all lighting fixtures used in the Specific Plan area from the same – or complementary – family of fixtures with respect to design, materials, fixture color, and light color.

Use of LED lighting is encouraged.
(3) Lights should be unbreakable plastic, recessed, or otherwise designed to reduce the problems associated with damage and replacement of fixtures.
(4) Neon and similar types of lighting are prohibited except as part of advertising signage within SUNSET CROSSROADS.

Although provided for illustrative purposes only, the image to the right conceptually shows the location of bike racks at entrances to Industrial buildings within SUNSET CROSSROADS.

Although provided for illustrative purposes only, the image above conceptually shows the design and locations of lighting for Industrial buildings within SUNSET CROSSROADS.
403
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-9
(5) Locate all electrical meter pedestals and light switch/control equipment in areas with minimum public visibility or screen them with appropriate plant materials.
(6) Illuminate parking lots, loading dock areas, pedestrian walkways, building entrances, and public sidewalks to the level necessary for building operation and security reasons. Dimmers and motion detectors are permitted. (7) Along sidewalks and walkways, the use of low mounted fixtures (ground or bollard height) is encouraged. (8) Use exterior lights to accent entrances, plazas, activity areas, and special features. (9) To illuminate parking lots or parking structures and their pedestrian links that provide more than five parking spaces for use by the general public, provide a minimum coverage of one foot-candle of light with a maximum of eight foot-candles on the parking or walkway surface, unless otherwise approved by the City of Banning for visibility and security.
(10) To illuminate aisles and passageways within a building complex, provide a maximum of one-half to one foot-candle of maintained lighting.
(11) High Pressure Sodium (HPS) light fixtures are prohibited for site lighting. (12) All sign lighting should be consistent with the Signage Design Guidelines.

4.3.10 REFUSE CONTAINERS AND OTHER OUTDOOR STORAGE
(1) Refuse enclosures and equipment should be easily accessed by service vehicles, with enclosures and equipment located within a building’s facade or within a screened enclosure. (2) The enclosure’s design should reflect the architectural style of adjacent buildings and use similar, high-quality materials.
(3) Landscaping or trellis work should screen enclosures visible from a street or connecting walkway and should be permanently maintained.
(4) Outdoor storage areas should be located away from the street, behind or to the side of buildings. In addition to locating storage areas away from streets, walls or permanent landscaping should be used to screen stored materials.

4.3.11 SUPPLEMENTAL GUIDELINES FOR INDUSTRIAL USES
This section sets forth additional guidelines that address the design of building sites and considerations for all uses permitted within the Industrial land uses (Planning Areas 2 through 10).

Although provided for illustrative purposes only, the image above conceptually shows the design of Industrial buildings within SUNSET CROSSROADS.
404
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-10
(1) Locate the office portion of warehouse buildings at the corner(s) of the building. For buildings taking access from Sunset Avenue, Lincoln Street, and the SLB Extension, orient the office toward these roads to provide visual interest from the public roadway.
(2) Orient and screen elements such as outdoor storage, ancillary fueling, ancillary services, trash enclosure areas in ways that minimize their visibility from Sunset Avenue, the SLB Extension, Highland Home Road, Bobcat Road, and off-site residential uses.
(3) Site design should specifically address the needs of pick-up, delivery, and service vehicles associated with Industrial uses.
a. Design interior driveways and drive aisles to provide adequate stacking and prevent queuing of vehicles on public streets.
b. Locate and design service entrances so they do not interfere with owner/tenant/customer access. c. Design loading areas to provide for tractor trailer backing and maneuvering on-site and not from a public street.
d. Provide appropriate on-site service vehicle parking/turnouts in an efficient, non-obtrusive location appropriate to the scale and needs of the development.
e. Vehicle loading/unloading when parked, should not impede normal traffic flow. (4) Architectural design of Industrial buildings may be utilitarian in form; however, the design should complement the SUNSET CROSSROADS overall design theme.
(5) Textured forms, reveals, or scoring on concrete tilt-up panels is recommended for visual relief and to create a base and cornice expression; however, smooth panels with color variation may be used in lieu of textured finishes. (6) Use primary roof forms that are flat or gently sloping. The ridge line elevation of the primary roof form should not exceed the parapet wall. Change of parapet height is strongly encouraged. (7) Avoid the use of arched gable, hip and shed roof forms as a primary roof form. These roof forms may be used as a secondary/accent roof form.
(8) With the exception of solar panels, screen or obscure all rooftop mounted equipment, where required, from public view using landscaping or materials complementary to those used on the main structure. 405
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-11

4.4 GENERAL COMMERCIAL ARCHITECTURAL GUIDELINES
The goal of the General Commercial Architectural Guidelines is to promote visual compatibility and individuality within SUNSET CROSSROADS. These guidelines do not require rigid adherence to style descriptions but are intended to assist in establishing the design direction and the quality of the end product. Achieving variety and diversity in the General Commercial architecture is a key objective for SUNSET CROSSROADS. The intent of the
Design Guidelines is to provide a framework for development over time, while maintaining maximum flexibility and thematic consistency to accommodate a wide variety of uses. For
inspiration, SUNSET CROSSROADS has embraced compatible
architectural styles that have historical precedence in Southern California and throughout the world and are capable of
contemporary interpretation and variation in a modern master planned environment. The intent is to avoid monotonous architecture, while encouraging the application of detail and materials authentic to the spirit and character of the Specific Plan.

Although provided for illustrative purposes only, the image above conceptually shows the design of General Commercial buildings within SUNSET CROSSROADS.

Although provided for illustrative purposes only, the images above conceptually show the anticipated recreational and wellness-based uses within the General Commercial areas of SUNSET CROSSROADS. 406
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-12

4.4.1 DESIGN PRINCIPLES
(1) Site planning design principles are not intended to restrict taste or preference but are designed to avoid harsh contrasts and to foster harmony of development. For example, within parking lots, all ingress and egress locations should be designed to reduce impacts on the circulation system. (2) Ground floors of buildings adjacent to internal streets should be placed adjacent to the street edge to encourage pedestrian activity.
(3) Free-standing buildings are encouraged to be grouped around a common focal point or design feature. (4) Open areas should be large enough to be usable, but not so large as to appear empty. (5) Major tenants or individual buildings at key locations should incorporate public plazas at focal points and at activity centers. Use of park areas and water elements in selected areas is encouraged. (6) Plazas and courtyards are encouraged to be used as transition areas between public and private spaces. (7) Continuity should be maintained through the use of unified or complementary pedestrian amenities, landscaping and similar design features.
(8) Alternative paving or other design features should be used to provide for separation of pedestrian and vehicular circulation within the same right-of-way.

4.4.2 BUILDING PLOTTING CONCEPTS
(1) Buildings should be oriented to take best advantage of arterial visibility. (2) When planning the interior vehicular circulation and parking, a hierarchy should be developed to help with traffic flow.
(3) Building masses should be articulated to avoid long straight building façades and create enclosed courtyards and pedestrian spaces where possible.

4.4.3 STREETSCENE
(1) To allow for comfortable pedestrian
spaces, the Specific Plan should provide
adequate separation between parking
and storefronts.
(2) The distance along the face of the
building should be varied to provide
visual interest.
(3) Loading zones should be site planned to
avoid exposure to adjacent public
streets.
(4) Exterior storage areas and trash enclosures should be planned to minimize the exposure of such elements. (5) Parking areas should be planned to allow for landscaping or low, decorative walls or a combination thereof. (6) Entries to service and delivery areas should be separated from parking areas where possible.

Although provided for illustrative purposes only, the image above conceptually shows the streetscene of General Commercial uses within SUNSET CROSSROADS. 407
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-13

4.4.4 BUILDING DESIGN, MASS, AND SCALE
(1) Architecture should be comprised
of simple and distinct masses.

Masses should be expressed with
clean, sharp edges and corners. A
simple hierarchy should be
established among the various
masses.
(2) Commercial buildings should be
designed as a complementary
addition to the overall theme
established throughout SUNSET
CROSSROADS.
(3) Dramatic departures in form,
scale, and style should not be
permitted.
(4) Buildings should be designed to
create smooth transitions in scale
through the use of low and midrise building forms or through the use of terraced elevations.
(5) Long, uniform façades should be avoided by creating visual interest through the use of courtyards, varied building setbacks, arcades, windows and towers.
(6) Buildings should be designed to locate high activity uses, such as restaurants and entertainment facilities, adjacent to major pedestrian ways.
(7) Outdoor uses are strongly encouraged along pedestrian ways, as well as providing the highest level of detail and interest at ground level.
(8) Canopies, awnings, and trellises are encouraged to define pedestrian ways and to offer protection from the elements.
(9) Architectural elements and accessories should be provided on the building mass, including but not limited to, arcades, balconies, towers, colorful banners, and decorative lighting features. (10) Roof lines should be articulated with shorter elements to reduce building mass. Occasional sloped roof forms should be introduced over special areas and special functions to create visual interest.

4.4.5 BUILDING MATERIALS AND COLORS
(1) The commercial area is an integral part of SUNSET CROSSROADS, and the materials and colors should be compatible with the surrounding development. Color is intended to act as a primary theme-conveying element and will be reflective of the architectural style.
(2) Building materials should be durable and convey a sense of permanence. The textural and material quality of building’s facade is important. Traditional materials including stone, brick, concrete, precast concrete, metal, block, Although provided for illustrative purposes only, the image above conceptually shows the building design of General Commercial uses within SUNSET CROSSROADS. 408
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-14
and stucco should be used creatively to provide a sense of permanence. Combined with architectural details, landscape, and hardscape, the buildings can create a sense of connectivity to the pedestrian-oriented streetscene. (3) Exterior building materials should be of natural character that would reflect the rural character of the surrounding environment. Contemporary materials are acceptable if they are compatible with the surroundings and are used for creating interest.
(4) Color is intended as a primary theme element of the community consistent with indigenous elements of the environment. Accents are encouraged which are lighter or darker to highlight the character of the structure. Bright and non-earth tone colors are not encouraged except as accents.

4.4.6 ROOF FORM AND MATERIALS
(1) Principal roof forms should be gable or hip with pitches. (2) All roof material should ensure continuity in texture, color and character to the architectural styles. (3) The design should create interesting building masses by varying rooflines and by maximizing offsets to roof planes where possible. Combining single-story elements with two-story elements is encouraged. (4) Flat roofs with parapet walls are acceptable but should be used in combination with simple pitched gable, hip or shed roof forms.
(5) Mechanical equipment, other than solar panels, on roofs should be screened from view of I-10, public roadways, and adjacent residential homes, to the extent practical, and should consist of materials consistent with those of the building.

Although provided for illustrative purposes only, the image below conceptually shows a mixture of building materials and colors used on the General Commercial buildings within SUNSET CROSSROADS.

Building Material Palette
Building Color Palette
409
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-15

4.4.7 WINDOWS AND DOORS
(1) Recessed doors, windows and wall openings emphasizing massive wall thickness are characteristic elements of the allowed architectural styles. Fully recessed door and window openings are encouraged as well as embellished framing treatments of both to add articulation to the wall surface. (2) Consideration should be taken to relate interior building design to pedestrian spaces through generous use of glazing in doors and windows.
(3) Other enhancements which are encouraged are: recessed windows and doors to create shade and wall articulation, arched windows and doorways, decorative treatments, accent trim or tile at doorways, banded windows to emphasize the horizontal, glazing which follows roof pitch, canvas awnings with complementary accent colors, and wrought iron accents.
(4) Silver or gold window or door frames, reflective glass or awnings, and metal awnings are all discouraged.

4.4.8 PARKING/VEHICULAR CIRCULATION
(1) Parking lots should generally be placed away from the street, preferably behind buildings. (2) Adequate areas for maneuvering, loading, and emergency vehicle access should be accommodated on site. (3) Parking areas should be arranged to minimize conflicts with commercial loading activities (4) Large parking lot areas should be divided into a series of smaller connected lots separated by additional landscaping and buildings.
(5) Commercial loading and parking should generally be located to the side and rear of buildings with the exception of handicap and short-term parking lots which may be sited between the street and building entrances.

4.4.9 SERVICE, LOAD, AND EQUIPMENT AREAS
(1) Storage for supplies, merchandise, and similar materials should be prohibited on the roofs of any buildings. (2) Service, loading, and storage areas should be separated from pedestrian and private automobile circulation whenever practical to do so.
(3) Service areas, loading docks, and equipment areas should be screened from views either by locating these uses within a building or by screening them with landscaping, walls, fences, or other architectural treatments. (4) For screening of loading, service, and/or storage areas to be effective, a minimum treatment height of six (6) feet should be used.

4.4.10 OUTDOOR LIGHTING
Outdoor lighting of SUNSET CROSSROADS is an essential architectural component that provides aesthetic appeal, enhances safe pedestrian and vehicular circulation, and adds to security. Lighting within the public rights-of-way shall adhere to any applicable City of Banning outdoor lighting standards.

Lighting on private property in the Specific Plan shall comply with the Development Standards in this Specific Plan and should adhere to the following guidelines.
(1) All outdoor lighting, including spotlights, floodlights, electrical reflectors, and other means of illumination for structures, landscaping, parking, loading, unloading, and similar areas should be focused, directed, and arranged to prevent glare and illumination on streets or adjoining property. 410
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-16
(2) Low intensity, energy conserving night-lighting is preferred. (3) No freestanding lighting fixtures should exceed 30 feet in height. (4) Service area lighting should be contained within the service yard boundaries and enclosure walls. No light spillover should occur outside the service area.
(5) No specific design is prescribed and variations in treatments should be allowed; however, light fixtures and standards should be coordinated along public rights-of-way and within the commercial area. (6) Parking lot lighting should provide adequate illumination for the safety of visitors while minimizing glare into adjacent property and uses. (7) Energy conservation, safety, and security should be emphasized during the designing and siting of project lighting.
(8) Light standards should blend architecturally with buildings, pedestrian areas, other hardscape elements, and street furniture. Non-decorative wall-pacs and light standards should not be permitted.
(9) Parking areas should use lighting standards and fixtures that are consistent with and a continuation of the character of the development and structures.
(10) Exposed neon should not be permitted. All neon tubes should be hidden from view.

4.4.11 REFUSE CONTAINERS AND OTHER OUTDOOR STORAGE
(1) Refuse enclosures and equipment should be easily accessed by service vehicles, with enclosures and equipment located within a building’s facade or within a screened enclosure. (2) The enclosure’s design should reflect the architectural style of adjacent buildings and use similar, high-quality materials.
(3) Landscaping or trellis work should screen enclosures visible from a street or connecting walkway and should be permanently maintained.
(4) Shopping cart storage areas should be integrated within the initial building and site design. Large freestanding enclosures or unscreened “cart corrals” are not encouraged but should be allowed if they are constructed as a permanent structure and architecturally consistent and include landscape treatment such as vines or planters. (5) Outdoor storage areas should be located away from the street, behind or to the side of buildings. In addition to locating storage areas away from streets, walls or permanent landscaping should be used to screen stored materials.

4.4.12 SUPPLEMENTAL GUIDELINES FOR GENERAL COMMERCIAL
This section sets forth guidelines that address the design of building sites and considerations unique to the General Commercial uses within SUNSET CROSSROADS (Planning Area 1). (1) Orient buildings to have tenant visibility from internal streets. (2) Free-standing architectural treatment may be used in front of building walls to create layering.

Although provided for illustrative purposes only,
the image above conceptually shows the
design of lighting within the General
Commercial areas of SUNSET
CROSSROADS.
411
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-17
(3) Use simple building forms and maximize the play of light on mass and void to provide strong contrasts. Blank walls should be carefully balanced with glass and wall areas. (4) Position lower building masses, signage, doors, light fixtures, and/or landscape planters adjacent to pedestrian entries, particularly entries that may face internal streets to create human-scaled development at these locations. (5) Orient primary building entrances away from off-street parking areas. (6) Provide well-defined pedestrian connections from parking areas to building entrances.
(7) The use of towers and well-proportioned building elements (arcades, colonnades, recesses, etc.) are encouraged to define entries and create pedestrian scale.
(8) Design architectural details (rafter tails, gabled towers, column detail, stone base, etc.) in a modern contemporary aesthetic.
(9) Locate service entrances such that they do not interfere with owner/tenant/customer access.
(10) Design loading areas to provide for backing and
maneuvering on-site.
(11) Provide appropriate on-site service vehicle
parking/turnouts in an efficient, non-obtrusive location suitable to the scale and needs of the development.

Service and delivery/loading areas should be separated
from customer parking areas and pedestrian circulation
areas (walkways, pathways, etc.).
(12) Where feasible, provide clearly delineated pedestrian paths from the sidewalks on Sunset Avenue and Lincoln
Street to hospitality, restaurant and recreation land uses constructed within the General Commercial areas. (13) Position bicycle parking areas near the main entrances of buildings. (14) Design roofs for functionality and to complement the overall architectural design of the building. Incorporate vertical building plane breaks, through changes in building/ridge height, or other accent roof forms to create visual interest. On flat roofs, the ridge line elevation of the primary roof form should not exceed the parapet wall. (15) When parapet walls are used, incorporate side/rear elevation returns to preclude an unfinished, “false front” appearance.
(16) Screen all rooftop mounted equipment (including solar panels to the extent practical) from public view using materials complementary to those used on the main structure.

4.5 SIGNAGE DESIGN GUIDELINES
Signage within the Specific Plan area serves a variety of purposes. Signs will identify SUNSET CROSSROADS and its building occupants and ensure the efficient circulation of vehicle traffic within the site by identifying vehicular entry points and directing vehicles to their on-site destinations. Also, signage will enhance the pedestrian experience through the design of way finding components: directories, directional signage and destination identifiers.

Although provided for illustrative purposes only, the image below conceptually shows the design of SUNSET
CROSSROADS.
412
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-18
As such, clear, concise, and easy-to-understand signage that is also visually appealing is vitally important for positive worker and visitor experiences at SUNSET CROSSROADS.

A separate Specific Plan Sign Program including Signage Design Guidelines shall be prepared and approved by the City of Banning prior to the issuance of the first Occupancy Permit within the Specific Plan. Changes to any sign requirements or regulations contained in the Specific Plan following approval of the Specific Plan are subject to a “Minor Modification” and shall be administratively reviewed and approved by the Community Development Director.

1. The Monumentation and Signs within Section 4.6.4, Monumentation, are provided as conceptual and illustrative purposes only, and may be modified as part of the Sign Program.

2. The following design considerations in this section should be reflected in the Sign Program:
(a) The Sign Program should provide adequate and appropriate project, pylon, street, building, commercial tenant identification, trail, path, and wayfinding signage for the anticipated variety of building sizes, designs, and uses to ensure that all project signage is designed with a single vision and theme, generally outlined below.
(b) All building signage should be in scale with and in proportion to, the primary building facades so that the signage is not ‘overpowering’ and does not dominate the overall appearance.
(c) The design of the signage should reflect the type of business and/or uses through its design, material, shape and graphic form. Signage is encouraged to use natural materials where possible.
(d) All signs should be so oriented as to preclude hazardous obstructions to person and/or vision of pedestrians and/or vehicle operators.
(e) Building occupant identification signage should be in keeping with the character established for SUNSET CROSSROADS with variations allowed to accommodate individual user identities/corporate branding standards.
(f) The method of attaching the signage to the building should be integrated into the Sign Program. (g) Signs should not cover up windows or important architectural features. (h) All conductors, conduits, tubing, crossovers, transformers, and other equipment for the illumination of signs should be concealed and/or incorporated into the building architecture or within the sign structure. (i) Exposed wiring, raceways, cords, plugs, or the like will not be permitted. (j) Direction signs may be located at any vehicular or pedestrian decision point. (k) Vehicular direction signs should clearly direct to destination anchors within SUNSET CROSSROADS, such as on-site parking areas, and service routes.
(l) Vehicular direction signs should be consistent in size, shape, and design throughout SUNSET CROSSROADS.
(m) Typography on vehicular direction signs should be legible and have enough contrast to be read from an appropriate windshield viewing distance.

Although provided for illustrative
purposes only, the image below
conceptually shows the design of signage
within SUNSET CROSSROADS.
413
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-19
(n) Vehicular direction signs should incorporate reflective vinyl copy for night-time illumination. (o) Freestanding signs, pylon signs, and Freeway Oriented Freestanding Signs are permitted and may consist of the project’s name, project’s logo, tenant logos, and/or tenant text.

4.6 LANDSCAPE DESIGN GUIDELINES
These Landscape Design Guidelines establish landscape principles and standards that apply to all Planning Areas within SUNSET CROSSROADS to ensure that plant materials, hardscapes, entries, monuments, streetscapes and other amenities are compatible with the overall design theme, and that all implementing development projects are united under a common design theme. These Landscape Design Guidelines, when taken with the companion Architectural Design Guidelines provided herein, establish an identity for SUNSET CROSSROADS that is contemporary and visually appealing and compatible with the adjacent uses.

Although a great deal of detailed design information is presented herein, these Guidelines are not intended to establish a set of rigid landscaping requirements for SUNSET CROSSROADS. It is recognized that, at times, there will be a need to adapt these Guidelines to meet certain parcel-specific or user-identity requirements. As such, these Landscape Guidelines are intended to be flexible and are subject to modification over time. However, it is critical to the SUNSET CROSSROADS long-term design integrity that any deviations from these Landscape Guidelines are in keeping with the spirit of the core elements of the overall theme described herein, to ensure a cohesive and unified landscape concept across SUNSET CROSSROADS.

The Landscape Design Guidelines serves the dual purpose of adding year-round visual appeal while being sensitive to the environment, and the Southern California climate, by using drought-tolerant materials. Landscaping occurs throughout SUNSET CROSSROADS, but most prominently at street corners, along exterior roadways to create buffers to adjoining uses, and at building entrances and in passenger car parking lots. Monumentation featuring colorful accent trees, shrubs, and groundcover provided at entries welcome employees and visitors to SUNSET CROSSROADS occur at the corners of entrances.

Streetscape landscaping presents a combination of evergreen and deciduous trees, low shrubs, and masses of groundcovers to create a visually pleasing experience for pedestrians and passing motorists. As identified on Figure 4-1, Conceptual Master Landscape Plan, the SUNSET CROSSROADS thematic identity is reinforced by the landscape design of interfaces, monumentation, streetscapes, and pedestrian pathways and promenades. Furthermore, the recommended Plant Palette, community elements, and hardscape materials work in concert to reinforce and emphasize the SUNSET CROSSROADS landscape theme.

4.6.1 PLANT PALETTE
The Plant Palette for SUNSET CROSSROADS was selected to complement and enhance the setting of the site, while ensuring the conservation of the site’s natural vegetation and habitats. The Plant Palette was selected to complement SUNSET CROSSROADS’ architectural styles and design elements (hardscape, monumentation, walls and fences, etc.). Table 4-1, Plant Palette, provides a base plant palette which includes a list for SUNSET CROSSROADS’ landscape design. Alternative plant species may be used in lieu of species listed in Table 4-1, provided the alternative plants are drought-tolerant and complement the SUNSET CROSSROADS design theme.

Three (3) Plant Palette Categories are used to establish and differentiate areas of SUNSET CROSSROADS and are described below and identified in Figure 4-2, Conceptual Landscape Zones.  Zone A - Entrance Planting
414
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-20
Zone A consists of plant material designed to create a strong opening statement. These plants will be arranged for viewing from public roadways such as Sunset Avenue, Lincoln Street, and the SLB Extension, as well as for viewing from I-10.
 Zone B – Native California Palette
Zone B will make up the majority of the aesthetic landscape surrounding the entrances and fronts of the buildings within the General Commercial and Industrial areas. Zone B creates a satisfying backdrop to any visitor’s stay, and contains plants that are native, drought tolerant, and perform admirable in Banning’s climate.  Zone C – Industrial Screen Planting
Zone C will be made up of tall, large, evergreen trees and thick groundcover along the perimeters of SUNSET CROSSROADS. Zone C is also intended to screen industrial buildings and any truck traffic passing through.

Photos of selected plants from the Plant Palette can be found in Figure 4-3, Conceptual Plant Palette Imagery.

Table 4-1 Plant Palette
TREES
Botanical Name Common Name Entries Streets
Parking
Lots Screening Accent Basins Slopes Size Spacing
Min
Size
Max
Size
Acacia smallii Acacia * * * 20’ x 30’ 30’ O.C. 15 gal 48” box Acacia stenophylla Shoestring Acacia * 40’ x 30’ 30’ O.C. 15 gal 48” box Cercidium ‘Desert
Museum” Blue Palo Verde * * 25’ x 25’ 25’ O.C. 15 gal 48” box Chilopsis linearis Desert Willow * * * 20’ x 15’ 15’ O.C. 15 gal 48” box Chitalpha
tashkentensis Chitalpa * * * * 30’ x 30’ 30’ O.C. 15 gal 48” box Heteromeles
arbutifolia Toyon * * * * 8’ x 5’ 5’ O.C. 15 gal 48” box Koelreuteria bipinnata
Chinese Flame
Tree * * * 40’ x 30’ 30’ O.C. 15 gal 48” box
Magnolia g ‘Samuel
Sommer’ Magnolia * * * 40’ x 30’ 30’ O.C. 15 gal 48” box Olea wilsoni
Wilson Fruitless
Olive * * 30’ x 30’ 30’ O.C. 15 gal 48” box
Pinus eldarica Afghan Pine * * * 60’ x 40’ 40’ O.C. 15 gal 48” box Pistachia Chinensis Chinese Pistache * * * * 35’ x 30’ 30’ O.C. 15 gal 48” box Platanus acerifolia London Plane * * * * 100’ x 75’ 75’ O.C. 15 gal 48” box Platanus racemosa
California
Sycamore * * * * 80’ x 50’ 50’ O.C. 15 gal 48” box
Quercus agrifolia Coast Live Oak * 70’ x 70’ 70’ O.C. 15 gal 48” box Quercus virginiana Southern Live oak * * * * 50’ x 80’ 80’ O.C. 15 gal 48” box Rhus lancea African Sumac * * * * * 30’ x 40’ 40’ O.C. 15 gal 48” box Salix lesiolepis Arroyo Willow * * * 30’ x 30’ 30’ O.C. 15 gal 48” box Tristania conferta Brisbane Box Tree * * * 20 x 20’ 20’ O.C. 15 gal 48” box SHRUBS
Botanical Name Common Name Entries Streets
Parking
Lots Screening Accent Basins Slopes Size Spacing
Min
Size
Max
Size
415
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-21
Ligustrum j. 'Texanum' Texas Privet * * * 6’ x 3’ 3’ O.C. 1 gal 5 gal Acca sellowiana Pineapple Guava * * * 6’ x 3’ 3’ O.C. 1 gal 5 gal Arbutus unedo Strawberry Tree * * * 8’ x 3’ 3’ O.C. 1 gal 5 gal Calliandra californica Baja Fairy Duster * * * * 4’ x 4’ 4’ O.C. 1 gal 5 gal Lavandula ‘Goodwin
Creek Grey’ Lavender * * * * 3’ x 3’ 3’ O.C. 1 gal 5 gal Callistemon 'Little
John' Dwarf Bottlebrush * * * 3’ x 3’ 3’ O.C. 1 gal 5 gal Leucophyllum spp. Texas Ranger * * * * 4’ x 4’ 4’ O.C. 1 gal 5 gal Rhamnus californica Coffeeberry * * * * 6’ x 4’ 4’ O.C. 1 gal 5 gal Salvia greggii Autumn Sage * * * * 3’ x 3’ 3’ O.C. 1 gal 5 gal Senna artemisiodes Feathery Cassia * * 4’ x 4’ 4’ O.C. 1 gal 5 gal Westingia spp. Coast Rosemary * * 5’ x 5’ 5’ O.C. 1 gal 5 gal

ACCENTS
Botanical Name Common Name Entries Streets
Parking
Lots Screening Accent Basins Slopes Size Spacing
Min
Size
Max
Size
Agave spp. Agave * 3’ x 5’ 3’ O.C. 1 gal 5 gal
Aloe spp. Aloe * 2’ x 3’ 3’ O.C. 1 gal 5 gal
Cactus spp. Cactus * 2’ x 3’ 3’ O.C. 1 gal 5 gal
Hesperaloe parviflora Red Yucca * 5’ x 3’ 3’ O.C. 1 gal 5 gal Yucca spp. Yucca * 3’ x 3’ 3’ O.C. 1 gal 5 gal

GROUNDCOVER
Botanical Name Common Name Entries Streets
Parking
Lots Screening Accent Basins Slopes Size Spacing
Min
Size
Max
Size
Acacia redolens 'Low
Boy' Dwarf Acacia * * 2’ x 8’ 8’ O.C. Flats 5 gal
Baccharis p. 'Pigeon
Point'
Dwarf Coyote
Bush * * * 2’ x 6’ 6’ O.C. Flats 5 gal
Carex pansa
California Meadow
Sedge * 1’ x 12” 12” O.C. Flats 5 gal
Carissa m. ‘Green
Carpet’ African Daisy * * 2’ x 3’ 3’ O.C. Flats 5 gal
Festuca mairei Atlas Fescue * * * * 2’ x 2’ 2’ O.C. Flats 5 gal Hemerocallis
hybridus-Yellow Yellow Day Lily * * * 2’ x 2’ 2’ O.C. Flats 5 gal Lantana ‘Gold Mound’ Yellow lantana * 2’ x 3’ 3’ O.C. Flats 5 gal Liriope gigantea Big Blue Lily Turf * 2’ x 3’ 2’ O.C. Flats 5 gal Lonicera j. 'Halliana'
Hall's
Honeysuckle * 2’ x 4’ 4’ O.C. Flats 5 gal
Myoporum parvifolium Mypoporum * 2’ x 3’ 3’ O.C. Flats 5 gal Rose ‘Flower Carpet’-
Red
Red Flower
Carpet Rose * * 2’ x 30” 30” O.C. Flats 5 gal
Rosmarinus o.
'Huntington Carpet' Rosemary * 2’ x 4’ 4’ O.C. Flats 5 gal Sesleria autumnalis Moor Grass * * 2’ x 18” 18” O.C. Flats 5 gal Trachelospermum
jasminiodes Star Jasmine * * 2’ x 2’ 2’ O.C. Flats 5 gal Tulbaghia violacea Society Garlic * 2’ x 2’ 2’ O.C. Flats 5 gal Basins/Swales-Applied by Hydroseed Bottom Slopes
Achillea millefolium Yarrow *
416
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-22
Eschscholzia
californica California Poppy *
Juncus bufonius Toad Rush *
Leymus tricoides Rio
Creeping Wild
Rye *
Descampsia cespitosa Tuft Hair Grass *
Festuca rubra 'Molate' Red Fescue *
Hordium
brachyantherum Meadow Barley *
Muhlenbergia regens Deer Grass *
Muhlenbergia
microsperma Little Seed Muhly *
Hordium depressum Low Barley *
Aristada purpuria Purple three-awn *
Artemisia californica
California
Sagebrush *
Eriogonum
fasiculatum Buckwheat *
Mimulus aurantiacus Monkey flower *
Encelia farinosa Brittlebush *
Salvia alpinia White Sage *
Salvia mellifera Black Sage *
Acmispon glaber Deer Weed *
Eschscholzia
californica California Poppy *
Lupinus trumcatus Lupine *
Salvia columbarie Chia Sage *
Plantago erecta California Platain *
Festuca microstachys Small Fescue *
417
418
419
420
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-26

4.6.2 IRRIGATION
The following general irrigation concepts should be considered in the design and installation of irrigation systems within SUNSET CROSSROADS:
(1) All landscaped areas should be equipped with a permanent, automatic, underground irrigation system. Drip systems and highly efficient rotators are encouraged in all areas needing irrigation. Irrigation systems must conform to all City of Banning requirements and State Model Water Efficient Landscape Ordinance AB1881. (2) Irrigation systems should be designed to apply water slowly, allowing plants to be deep soaked and to reduce runoff. (3) Connect the irrigation system to the recycled water conveyance system, if available. (4) “Pop-up” type sprinkler heads may be used adjacent to walks, drives, curbs (car overhangs), parking areas and public right-of-way but must be designed and maintained to prevent run-off and overspray. (5) The design of irrigation systems, particularly the location of controller boxes, valves, and other above-ground equipment (e.g., backflow prevention devices), should be incorporated into the overall landscaping design. Where aboveground equipment is provided, it should be screened or otherwise removed from public view to the extent possible.
(6) The irrigation system should be programmed to operate between 8:00pm and 9:00am. (7) Non-functional turf, meaning turf that is not intended for active or passive recreation, is prohibited from use.

4.6.3 CONCEPTUAL PARK PLAN (PLANNING AREA 11)
A 5.0-acre public passive park is anticipated to be provided within Planning Area 11, along with 7.6 acres of open space and trails. As illustrated on Figure 4-4, Conceptual Park Plan (PA 11), Planning Area 11 may provide recreational amenities such as, but not limited to, a tot lot playground, picnic tables, walking paths, trails, and restrooms. Open field areas are provided next to the playground and picnic tables, along with a looped walking path which winds through the recreational area surrounded by trees and landscaping, in accordance with Table 4-1, Plant Palette.

4.6.4 MONUMENTATION
Entry Monumentation has been created in order to identify arrival to SUNSET CROSSROADS, distinguish individual Planning Areas, and establish a sense of place consistent with the overall SUNSET CROSSROADS theme. The entry treatments have been designed to create a distinctive visual statement that emphasizes the SUNSET CROSSROADS’ image as a high-quality, contemporary development.

The monumentation examples illustrated within these Design Guidelines represent consistent interpretations of SUNSET CROSSROADS’ character and theme. Implemented monumentation need not match these examples exactly and may be designed with enough flexibility to respond to physical contexts along with the needs and desires of individual tenants, but all entry monuments should be generally consistent in theme and character. Consistency should be established through use of matching or complementary logos, type styles, and color schemes throughout the area being identified.

The conceptual location of entry monumentation is depicted on Figure 4-1, Conceptual Master Landscape Plan. Note that Figure 4-1 identifies the conceptual locations of entry monumentation and signage, the final locations of entry monuments and signs will be determined at the time internal streets, buildings, and driveway locations are identified as part of applications submitted within this Specific Plan). 421
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-27
 Conceptual Primary Monumentation
Primary Monumentation provided within SUNSET CROSSROADS creates an inviting atmosphere for employees and visitors by providing a form of wayfinding and sense of identity to SUNSET CROSSROADS. Primary Monumentation may be provided at the Sunset Avenue and Lincoln Street intersection. As shown on Figure 4-5, Conceptual Primary Monumentation, Primary Monumentation is made of fabricated aluminum, a faux corten color finish with the project logo, and a stone veneer base. The trees, shrubs, and groundcovers planted in the background and foreground of Primary Monumentation are in accordance with Table 4-1, Plant Palette. The final design and materials of this monument will be determined with applications submitted within this Specific Plan and/or as part of the Specific Plan Sign Program and Signage Design Guidelines.
 Conceptual General Commercial Monumentation
General Commercial Monumentation may be provided at individual building sites within Planning Area 1 to announce the arrival into the General Commercial area for employees and visitors. As shown on Figure 4-6, Conceptual General Commercial Monumentation, the General Commercial Monumentation consist of fabricated aluminum, a faux corten color finish with the project logo, a stone veneer base, and raised illuminated or non-illuminated letters of building tenants. The trees, shrubs, and groundcovers planted in the background and foreground of General Commercial Monumentation are in accordance with Table 4-1, Plant Palette. The final design and materials of this monument will be determined with applications submitted within this Specific Plan and/or as part of the Specific Plan Sign Program and Signage Design Guidelines.
 Conceptual Industrial Monumentation
Industrial Monumentation may be provided at individual building sites within Planning Areas 2 through 10 to announce the arrival into the Industrial areas for employees and visitors. As shown on Figure 4-7, Conceptual Industrial Monumentation, Industrial Monumentation consist of fabricated aluminum, a faux corten color finish with the project logo, a stone veneer base, and raised illuminated or non-illuminated letters of building tenants. The trees, shrubs, and groundcovers planted in the background and foreground of the Industrial Monumentation are in accordance with Table 4-1, Plant Palette. The final design and materials of this monument will be determined with applications submitted within this Specific Plan and/or as part of the Specific Plan Sign Program and Signage Design Guidelines. Conceptual Tenant Monumentation Tenant Monumentation may be provided at individual building sites within Planning Areas 1 through 10 to announce the arrival into the General Commercial and Industrial areas for employees and visitors. As shown on Figure 4-8, Conceptual Tenant Monumentation, Tenant Monumentation consists of fabricated aluminum, a faux corten color finish with the project logo, a stone veneer base, and raised illuminated or non-illuminated letters of building tenants. The trees, shrubs, and groundcovers planted in the background and foreground of the Tenant Monumentation are in accordance with Table 4-1, Plant Palette. The final locations of Tenant Monumentation will be determined at the time internal streets, buildings, and driveway locations are identified as part of applications submitted within this Specific Plan. The final design and materials of this monument will be determined with implementing project(s) and/or as part of the Specific Plan Sign Program and Signage Design Guidelines.
 Conceptual Freeway Oriented Freestanding Signs
The final location, design, and materials of Freeway Oriented Freestanding Signs will be established by the SUNSET CROSSROADS Sign Program and will be selected to maximize exposure and enhance the visibility of SUNSET CROSSROADS from Interstate 10. Freeway Oriented Freestanding Signs include electronic message board pylon signs, freestanding monument signs, freestanding pylon signs, and freestanding tenant signs at a maximum height of 80 feet and maximum width of 30 feet. As illustrated on Figure 4-9, Conceptual Freeway Oriented Freestanding Sign, Freeway Oriented Freestanding Signs may consist of fabricated aluminum, a faux corten color finish with the project logo, a stone veneer base, and individually illuminated channel letters. The final design and materials of this sign will be determined with applications submitted within this Specific Plan and/or as part of the Specific Plan Sign Program and Signage Design Guidelines. 422
423
424
425
426
427
428
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-34

4.6.5 STREETSCAPES
Streetscapes within SUNSET CROSSROADS are critical to creating a sense of place and maintaining the project’s high-quality theme. In addition, streetscapes serve the functional purposes of softening and screening less desirable project elements from public view. Streetscapes throughout SUNSET CROSSROADS should be planted with a combination of street trees, shrubs, and large masses of groundcover. The landscaping Plant Palette for streetscapes links the roadways to the rest of SUNSET CROSSROADS by providing continuity throughout the entire Specific Plan using the Landscape Zones discussed in Section 4.6.1, Plant Palette.

Landscape treatments may include elements such as sidewalks, pedestrian paths, and parkway trees to enhance roadway appearances. Landscaping should consist of drought-tolerant plants, colorful shrubs, and street trees in accordance with Table 4-1, Plant Palette. Landscaping within the public right of way will be maintained by one or a combination of the following entities: the City of Banning, a Landscape, Lighting Maintenance District (LLMD), a Master Property Owners’ Association (MPOA), or a Property Owners’ Association (POA). In all instances, an appropriate lineof-sight for entering/exiting vehicles shall be maintained at street intersections within SUNSET CROSSROADS. The conceptual streetscape landscape treatments within SUNSET CROSSROADS are presented on the following pages.  Conceptual Lincoln Street Streetscape (78’ ROW)
As shown on Figure 4-10, Lincoln Street Streetscape is a 78-foot right-of-way. The right of way consists of 56 feet of paving with a 6-foot-wide landscaped parkway and 5-foot-wide parkway-adjacent sidewalk on one side of the street and a 6-foot-wide curb-adjacent sidewalk and 5-foot-wide landscaped parkway on the other side of the street. SUNSET CROSSROADS will be constructing the full width of this roadway. The trees, shrubs, and groundcovers planted in the landscape zones along Lincoln Street are in accordance with Table 4-1, Plant Palette.  Conceptual Sunset Avenue Streetscape (I-10 to Lincoln Street) (110’ ROW) As shown on Figure 4-11, Sunset Avenue Streetscape from I-10 to Lincoln Street is a 110-foot right-of-way. The westerly portion of the right of way consists of a 9-foot median and 34 feet of paving including an 8-foot-wide Class II bike lane, with a 4-foot curb-adjacent landscaped parkway and an 8-foot-wide parkway-adjacent sidewalk. The easterly portion consists of a 9-foot median and 34 feet of paving including an 8-foot-wide Class II bike lane, with an 8-footwide curb-adjacent sidewalk and a 4-foot landscaped parkway. The trees, shrubs, and groundcovers planted in the landscape zones along Sunset Avenue are in accordance with Table 4-1, Plant Palette.  Conceptual Sunset Avenue Streetscape (Lincoln Street to SLB Extension) (110’ ROW) As shown on Figure 4-11A, Sunset Avenue Streetscape from Lincoln Street to SLB Extension is a 110-foot right-ofway. Each side of the right of way consists of a 9-foot median and 34 feet of paving including an 8-foot-wide Class II bike lane, with a 4-foot landscaped parkway and an 8-foot-wide parkway-adjacent sidewalk. 17 feet of excess right of way to the east may be landscaped as a buffer. The trees, shrubs, and groundcovers planted in the landscape zones along Sunset Avenue are in accordance with Table 4-1, Plant Palette.  Conceptual Sunset Avenue Streetscape (SLB Extension to Bobcat Road) (88’ ROW) As shown on Figure 4-11B, Sunset Avenue Streetscape from the SLB Extension to Bobcat Road is an 88-foot right-ofway. Each side of the right of way consists of 32 feet of paving, with a 4-foot curb-adjacent landscaped parkway and an 8-foot parkway-adjacent sidewalk. The trees, shrubs, and groundcovers planted in the landscape zones along Sunset Avenue are in accordance with Table 4-1, Plant Palette.  Conceptual Bobcat Road Streetscape (78’ ROW)
429
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-35
As shown on Figure 4-12, Bobcat Road Streetscape is a 78-foot right-of-way. The northerly portion of the right of way consists of 28 feet of paving with a 5-foot-wide landscaped parkway and 6-foot-wide curb-adjacent sidewalk. SUNSET CROSSROADS will be constructing only the north half-width plus 10’ of this roadway. The trees, shrubs, and groundcovers planted in the landscape zones along Bobcat Road are in accordance with Table 4-1, Plant Palette.  Conceptual Highland Home Road Streetscape (north of SLB Extension) (66’ ROW) As shown on Figure 4-13, Highland Home Road Streetscape (north of SLB Extension) is a 66-foot right-of-way within a 110-foot dedication. The western portion of the right of way consists of a 5-foot-wide curb-adjacent sidewalk, a 6- foot-wide landscaped parkway, and 44 feet of paving, including a Class III bikeway adjacent to the curb. SUNSET CROSSROADS will construct the half-width plus 10’ of paving along the western boundary, which will terminate at the northern end with a cul-de-sac. The trees, shrubs, and groundcovers planted in the landscape zones along Highland Home Road are in accordance with Table 4-1, Plant Palette.  Conceptual Highland Home Road Streetscape (south of SLB Extension) (66’ ROW) As shown on Figure 4-13A, Highland Home Road Streetscape (south of SLB Extension) is a 66-foot right-of-way within a 110-foot dedication. The eastern portion of the right of way consists of 22 feet of paving, including a Class III bikeway, a 6-foot-wide curb-adjacent sidewalk, and a 5-foot-wide landscaped parkway. SUNSET CROSSROADS will complete the existing improvements on the western side of the right-of-way. The trees, shrubs, and groundcovers planted in the landscape zones along Highland Home Road are in accordance with Table 4-1, Plant Palette. 430
431
432
433
434
435
436
437
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-43

4.6.6 WALL AND FENCES
Along building site perimeters and interior to building sites, walls and fences may be provided for screening, buffering, and security purposes within SUNSET CROSSROADS. Tubular steel fences with pilaster and CMU screen may be provided around the perimeters of individual building sites. Walls and fences may be provided around loading and dock areas, trailer parking areas, and parking lots and should be adequate to screen on-site uses from abutting public views and public roads. Landscaping may also be used to provide screening of SUNSET CROSSROADS’ land uses from off-site areas. Figure 4-14, Conceptual Wall and Fence Details, illustrate the walls and fences which may be provided within the Specific Plan area. The final locations, materials, and details of these walls and fences will be determined when buildings are designed and oriented within a Planning Area as part of any applications submitted within this Specific Plan.
 Tubular Steel Fence
Tubular Steel Fences may be provided around the perimeters of General Commercial and Industrial land uses from roadways, water quality basins, loading and dock areas, truck yards, parking lots, within individual building sites, and/or as an alternative to CMU screen walls, when screening is not required. Tubular Steel Fences have a maximum height of 8’ and include black tubular steel rods with pilasters and decorative concrete caps to be provided and spaced approximately 25’ on-center. The final locations, materials, and details will be determined when buildings are designed and oriented within a Planning Area as part of any applications submitted within this Specific Plan.  CMU Screen Wall
CMU Screen Walls may be provided within SUNSET CROSSROADS around the perimeters of Industrial land uses from roadways and Open Space-Resource Planning Areas. CMU Screen Walls have a minimum height of 6’ and include warm architectural colors, concrete masonry unit walls and decorative concrete caps. CMU Screen Walls may be provided as an alternative to tubular steel fences, where screening may be required. The final locations, materials, and details will be determined when buildings are designed and oriented within a Planning Area as part of any applications submitted within this Specific Plan.
 Vinyl Fence and Gate
Vinyl Fences with gates may be provided within SUNSET CROSSROADS. Vinyl fences with gates have a minimum height of 4’ 2” and consist of aluminum insert reinforcement, concrete footing, fence posts, gates with latches and hinges. The final locations, materials, and details will be determined when buildings are designed and oriented within a Planning Area as part of any applications submitted within this Specific Plan.  Chainlink Fence and Bollard with Mangate
Chainlink Fences with bollards and mangates may be provided within SUNSET CROSSROADS. Chainlink Fences have a minimum height of 6’ and consist of chain link tension wires, tension bars, rail ends, and post caps. The final locations, materials, and details will be determined when buildings are designed and oriented within a Planning Area as part of any applications submitted within this Specific Plan. 438
439
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-45

4.6.7 LANDSCAPE INTERFACES
SUNSET CROSSROADS contains seven (7) distinct Landscape Interfaces, or edge treatments, which buffer at the boundaries of adjacent off-site and dissimilar on-site land uses. The general location of each of these Landscape Interfaces is depicted on Figure 4-1, Conceptual Master Landscape Plan. Each of these landscape interfaces are discussed in detail below. The interfaces depicted in this section may be modified by the requirements for fuel modification or brush clearing associated with future applications submitted within this Specific Plan. The types of landscape material and width may be modified if needed to address final building orientations or fire safety. Walls and fences may be provided within these interface locations during the design and implementation of the Specific Plan.

Conceptual Interface #1 – Commercial (Planning Area 1) to Open Space & Industrial (Planning Area 6) Interface #1, as illustrated on Figure 4-15, identifies the interface condition where General Commercial land uses within Planning Area 1 are adjacent to existing natural drainage features within Planning Area 13 to the west and Industrial land uses within Planning Area 6. In this condition, General Commercial land uses are buffered from the existing natural drainage features within Planning Area 13 by a landscape buffer within Planning Area 1. Industrial land uses in Planning Area 6 are buffered from the existing natural drainage features within Planning Area 13 by a basin and a 15-foot-wide sewer easement. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette.

Conceptual Interface #2 – Industrial (Planning Area 2) to Off-Site Residential (East) Interface #2, as illustrated on Figure 4-16, identifies the interface condition where Industrial land uses within Planning Area 2 are adjacent to the off-site residential uses located to the east. In this condition, Industrial land uses are buffered from the off-site uses by a landscape buffer and the 110-foot-wide right-of-way of Sunset Avenue and 17 feet of excess right of way. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette.

Conceptual Interface #3 – Industrial (Planning Area 3) to Off-Site School Site (East) Interface #3, as illustrated on Figure 4-17, identifies the interface condition where Industrial land uses within Planning Area 3 are adjacent to the off-site Mount San Jacinto School Site to the east. In this condition, Industrial land uses are buffered by a landscape buffer along the perimeter of Planning Area 3 and Sunset Avenue. The eastern side of Sunset Avenue contains an existing, built-out 5-foot landscaped parkway and 5-foot-wide non-curb adjacent sidewalk, fronting the MSJC school site. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette.

Conceptual Interface #4 – Industrial (Planning Area 4) to Off-Site Residential (South) Interface #4, as illustrated on Figure 4-18, identifies the interface condition where Industrial land uses within Planning Area 4 are adjacent to the off-site residential land uses to the south. In this condition, Industrial land uses are buffered from the off-site residential land uses by an infiltration basin, and the 78-foot-wide right-of-way of Bobcat Road. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette.

Conceptual Interface #5 – Industrial (Planning Area 4) to Off-Site Open Space Interface #5, as illustrated on Figure 4-19, identifies the interface condition where Industrial land uses within Planning Area 4 are adjacent to the off-site open space areas to the west. In this condition, Industrial land uses are buffered from the off-site open space areas by a parking area, 40-foot-wide private drive aisle, and a landscape buffer. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette. 440
CHAPTER 4 | DESIGN GUIDELINES SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 4-46
Conceptual Interface #6 – Industrial (Planning Area 12) to Off-Site Residential (West) Interface #6, as illustrated on Figure 4-20, identifies the interface condition where the open space areas within Planning Area 12 are adjacent to the off-site residential land uses to the west. In this condition, existing natural drainage features within Planning Area 12 and the 110-foot-wide right-of-way of Highland Home Road act as a buffer for the residential land uses to the west. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette.

Conceptual Interface #7 – Industrial (Planning Area 7) to Off-Site Residential (West) Interface #7, as illustrated on Figure 4-21, identifies the interface condition where Industrial land uses within Planning Area 7 are adjacent to the off-site residential land uses to the west. In this condition, Industrial land uses are buffered from the off-site residential land uses by a parking area, a landscape buffer up to 250-foot wide in some locations, and the 110-foot right-of-way of Highland Home Road. The trees, shrubs, and groundcovers within this interface are planted in accordance with Table 4-1, Plant Palette.
441
442
443
444
445
446
447
448
CHAPTER FIVE presents the policies and procedures for the City of Banning’s review and approval of implementing projects and describes the methods and procedures for interpreting and amending the Specific Plan as necessary.

IMPLEMENTATION
PLAN

5.1 IMPLEMENTATION OF SP 20-20000002

5.2 MODIFICATIONS TO THE SPECIFIC PLAN

5.3 MAINTENANCE PLAN

5.4 CONCEPTUAL PHASING PLAN
5 449
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-2
CHAPTER 5 | IMPLEMENTATION PLAN

5.1 IMPLEMENTATION OF SPECIFIC PLAN NO. 20-20000002
Approval of the SUNSET CROSSROADS Specific Plan (SP20-20000002) indicates acceptance by the City of Banning Planning Commission and City Council of the general framework of development for the 533.8-acre property described therein. Part of that framework establishes the Implementation Regulations which constitute the zoning regulations for the SUNSET CROSSROADS Specific Plan. The SUNSET CROSSROADS Specific Plan also includes Design Guidelines which establish the character of the project through its architecture and landscape design. Unlike the Implementation Regulations, the Design Guidelines are not compulsory, but are intended instead to provide clear direction while allowing flexibility during the design and review of implementing development projects. Further, it is anticipated that Specific Plan No. 20-20000002 will be implemented through a series of Design Reviews and Conditional Use Permits, which shall be reviewed and approved by the City of Banning. Approvals within the SUNSET CROSSROADS Specific Plan shall be subject to the review authority and review processes set forth in this Section.

5.1.1 APPLICABILITY
All development and proposed uses in the Specific Plan area shall comply with the Implementation Regulations set forth in this Specific Plan. Where conflicts exist between the Implementation Regulations contained in the SUNSET CROSSROADS Specific Plan and those found in the City’s Zoning Ordinance, the standards in this Specific Plan shall take precedence. Implementation Regulations not addressed in this Specific Plan shall be subject to the applicable requirements of the City’s Zoning Ordinance in effect at the time the submittal of an application for development within the Specific Plan or as otherwise provided in an approved and in-effect Development Agreement for the site. Unless otherwise provided for in a development agreement between the applicant and the City. In addition, procedures, notices, timelines, and appeals (including who is authorized to file appeals) not addressed in this Chapter 5, Implementation Plan shall be subject to applicable requirements of the Zoning Ordinance in effect at the time an application submitted within this Specific Plan is submitted. The Design Guidelines are not compulsory but are intended instead to provide clear direction while allowing flexibility during the design of implementing development projects.

Consistency with the Design Guidelines of applications submitted within this Specific Plan shall be determined by the Community Development Director pursuant to Section 5.1.3.

5.1.2 SEVERABILITY
If any section, subsection, sentence, clause, or phrase of this Specific Plan, or future amendments or additions hereto, is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Specific Plan.

5.1.3 INTERPRETATIONS
The Community Development Director may make interpretations related to the SUNSET CROSSROADS Specific Plan and/or the applicability of Zoning Ordinance requirements or, at his/her discretion, refer interpretations to the Planning Commission for its consideration and action. Interpretations made by the Community Development Director and/or decisions made by the Planning Commission may be appealed by the applicant to the Planning Commission, if applicable, and to the City Council per the procedures contained in the Zoning Ordinance in effect at the time an application for development within the Specific Plan is submitted, unless otherwise set forth in this Chapter 5 or any then in effect Development Agreement. The Community Development Director is authorized to make a determination 450
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-3
that a use not listed in Table 3-1 (Permitted Uses) shall be allowed by the Specific Plan because it is found to be substantially similar to, or no more objectionable than, an allowed use. Such a use shall be subject to the same review requirements of the “similar” allowed use. “Substantially similar” means that the use would be consistent with the purpose and intent of the Planning Area’s Land Use Designation. Appeals to interpretations made by the Community Development Director or Planning Commission may be made by any applicant pursuant to Section 5.2.7.

Implementation Regulations not addressed in this Specific Plan shall be subject to the applicable requirements of the City’s Zoning Ordinance in effect at the time an application for development within the Specific Plan is submitted or as otherwise provided in an approved and effective Development Agreement for the site.

5.1.4 APPROVAL AUTHORITY

1. The Community Development Director shall be responsible for administering, interpreting, and enforcing all Implementation Regulations and Design Guidelines of the Specific Plan, including the acceptance and processing of all land use permit applications.

2. The Community Development Director is also the approval authority for the following applications subject to appeal to the Planning Commission per the procedures contained in the Zoning Ordinance in effect at the time the application is submitted, unless otherwise set forth in this Chapter 5 or any then effective Development Agreement:

a. Review and approval of the Specific Plan Sign Program and Signage Design Guidelines; b. Modification to the Specific Plan Sign Program and Signage Design Guidelines; c. Occupancy Permits;
d. Tenant Improvement Permits (except for Building Permits which remain governed by Ordinance); e. Lot Line Adjustments;
f. Minor Modifications to the Specific Plan;
g. Design Review - Administrative Review.

3. The Planning Commission is the approval authority for the following applications, subject to appeal to the City Council per the procedures contained in the Zoning Ordinance in effect at the time a project is submitted, unless otherwise set forth in this Chapter 5 or any then effective Development Agreement:
a. Variances;
b. Design Review - Planning Commission Public Hearing Required; c. Conditional Use Permits (subject to the procedures of the City’s Zoning Ordinance); d. Minor Modifications to the Specific Plan with concurrent application as described in Section 5.2.3; and e. Any timely appeal by authorized parties of the matters described in Section 5.1.4.B.

The Planning Commission is the recommending body and the City Council is the final approval authority for General Plan Amendments, Specific Plan Amendments, Zone Changes, Zoning Ordinance Amendments, Development Agreements, and Subdivision including tentative and final maps, subject to the procedures set forth in the City’s Zoning Ordinance.

5.2 REVIEW AND APPROVAL OF IMPLEMENTING DEVELOPMENT PROPOSALS Implementation of development proposals shall be subject to review and approval by the City of the land use applications identified in Section 5.2.1 through 5.2.4 (as applicable) and the City’s determination in accordance with Section 5.2.6 that its actions comply with the requirements of the California Environmental Quality Act (CEQA). 451
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-4

5.2.1 DESIGN REVIEW
Design Review, which is initiated by an application filed by an applicant, is one of the entitlement mechanisms for implementing development within this Specific Plan. A Design Review implements uses “permitted by right” including any ancillary uses pursuant to Table 3-1, Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses, of this Specific Plan or other uses authorized by interpretation of the Specific Plan as described in Section 5.1.3, (Interpretations).Three (3) different Design Review processes may be used for implementing development within this Specific Plan, distinguished by the level of conformity with the Specific Plan and CEQA review requirements:

1. Design Review - Administrative Review:

A Design Review application which is found by the Community Development Director to be a “Permitted Use” or an “Ancillary Use” in compliance with the List of Permitted, Conditionally Permitted and Ancillary Uses in Table 3-1 or a use permitted without a Conditional Use Permit by interpretation as described in Section 5.1.3, (Interpretations) , shall be approved administratively by the Community Development Director, subject to Section 5.2.6 (Environmental Review) if the Community Development Director additionally finds that either:
a. The project described in the application is consistent with the overall intent and/or character of the Specific Plan and the Design Guidelines; or
b. The project described in the application is not in full compliance with other Implementation Regulations but is consistent with the overall intent and/or character of the Specific Plan and the Design Guidelines, and the Community Development Director additionally finds that: 1) that the proposed modifications are minor; and, 2) implementation of the proposed modifications would be generally consistent with the remaining Implementation Regulations, and with the overall intent and/or character of the Specific Plan and the Design Guidelines.

2. Design Review – Planning Commission Public Hearing:

A Design Review Application which is found by the Community Development Director to be a “Permitted Use” or an “Ancillary Use” in compliance with the List of Permitted, Conditionally Permitted and Ancillary Uses in Table 3-1 or a use permitted without a Conditional Use Permit by interpretation as described in Section 5.1.3, (Interpretations) but for which the Community Development Director cannot make the findings required by either Section 5.2.1.1.a. or Section

5.2.1.1 b., shall be referred by the Community Development Director to the Planning Commission for review and a determination at a public hearing. In addition, an application for Design Review shall require Planning Commission review and approval if the application includes a concurrent request for a Specific Plan Amendment or for a Minor Modification that is reviewable by the Planning Commission pursuant to Section 5.2.3. The Planning Commission may approve, condition or deny the Design Review application, or may determine that a Conditional Use Permit is required, or may determine that a Minor Modification or Specific Plan Amendment is additionally required. A Specific Plan Amendment would also require approval by City Council.

5.2.2 CONDITIONAL USE PERMITS
Uses subject to the approval of a Conditional Use Permit are identified in Table 3-1 (Permitted, Conditionally Permitted, Ancillary, and Prohibited Uses) of this Specific Plan with a “C” symbol. A Conditional Use Permit application is an intensive consideration of an application submitted within this Specific Plan; no Design Review application is required.

Unless otherwise set forth in this Chapter 5, uses requiring the approval of a Conditional Use Permit shall be subject to the filing, required findings, notification, hearing, and appeal procedures identified in the Zoning Ordinance applicable 452
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-5
to Conditional Use Permits effective at the time of development permit application(s). Applications for Conditional Use Permits shall be subject to Section 5.2.6 (Environmental Review).

5.2.3 MINOR MODIFICATIONS
A Minor Modification may be used to propose minor changes to the Specific Plan text and graphics. Minor Modifications shall be reviewed and may be approved by the Community Development Director without a public hearing and shall be subject to Section 5.2.6 (Environmental Review). Any such approval shall be based on a finding made by the Community Development Director that the proposed changes to the Specific Plan text, graphics, and/or project design are minor deviations, adjustments, alterations, variations or changes which do not change the character or intent of the Specific Plan, and therefore do not require a Specific Plan Amendment.

However, a request for a Minor Modification accompanied by a concurrent application which requires Planning Commission and/or City Council review and approval, shall be reviewed and approved by the required hearing body for the concurrent application(s).

The following particular minor deviations, modifications or changes to the Specific Plan, along with other minor modifications that the Community Development Director may determine do not change the character or intent of the Specific Plan, shall be subject to review and administrative approval by the Community Development Director as a Minor Modification:

1. Modifications to the Specific Plan text and graphics which do not substantially change the character or intent of SUNSET CROSSROADS Specific Plan.

2. Modifications to the Specific Plan text or graphics resulting from any of the following:
a. Modifications to the right of way width, improvements and/or alignment of any roadway within the Specific Plan or bordering the Specific Plan that is requested or directed by any department of the City of Banning, or any other governmental or quasi-governmental agency. b. Modifications to the location, size and/or timing of the installation of any sanitary sewer, storm drain, potable water or recycled water facility that is requested or directed by any department of the City of Banning, or any other governmental or quasi-governmental agency. c. Addition, deletion or relocation of any public facility, requested or directed by any department of the City of Banning, including but not limited to fire station, electrical substation, water reservoir, reverse osmosis facility or any other type of facility intended to be owned or operated by the City of Banning or any other governmental or quasi-governmental agency.

3. Expansion or reduction of the net acreage of any Planning Area (and accompanying expansion or reduction of the net acreage covered by a given land use designation) provided that such change does not increase the size of any Planning Area by more than 20%.

4. Increases or decreases of no more than 20% to development intensity/density or building square footage within any or all of the Planning Areas, provided that the overall Maximum Building Square Footage for Industrial uses and for General Commercial uses within this Specific Plan is not exceeded. Maximum Building Square Footage is defined as the total square footage of all floors in structure as measured from either the interior surface of each exterior wall of the structure or, if the structure does not have walls, from each outer edge of the roof.

5. Construction of buildings across Planning Area boundaries with the same Land Use Designation, which cross over into abutting Planning Areas, subject to all of the applicable Implementation Regulations and Design 453
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-6
Guidelines of this Specific Plan. Buildings constructed across Planning Area boundaries or lot lines shall not, by themselves, trigger the requirement for a Specific Plan Amendment.

6. Modifications to landscape coverage that result in reductions in coverage of less than 25% of that stated within the Specific Plan.

7. Modifications to the SUNSET CROSSROADS signage requirements contained in this Specific Plan or to any subsequently approved Specific Plan Sign Program and Signage Design Guidelines.

8. Modifications to the heights of walls and fences by no more than 1 foot.

9. Decrease in parking requirements of not more than 10 spaces with a parking study reviewed and approved by the Community Development Director. Applications submitted within this Specific Plan shall be consistent with parking requirements set forth in the Zoning Ordinance Section 17.28.

10. Other minor changes, deviations, adjustments, alterations, variations or modifications of a similar nature to those listed above or which are deemed minor by the Community Development Director, including (i) minor changes, adjustments, alterations, variations, deviations or modifications to landscape materials, wall materials, wall alignment, entry design, streetscape design, and the lengths and/or location of streets not identified in the General Plan Circulation Element and or pursuant to modifications on the final map and (ii) minor modifications to the Implementation Regulations (except for the Permitted, Conditionally Permitted, and Ancillary Uses) and Design Guidelines set forth in this Specific Plan, provided such changes, adjustments, alterations, variations, deviations or modifications are consistent with the intent of the Implementation Regulations and Design Guidelines and with the character and intent of the Specific Plan, and in substantial conformance with the City of Banning General Plan.

5.2.4 SPECIFIC PLAN AMENDMENTS
All Specific Plan modifications which do not meet the criteria of a Minor Modification as defined in Section 5.2.3 shall be deemed to require a Specific Plan Amendment. When public hearings are authorized or required to adopt Amendments to the Specific Plan, notices of public hearings shall be provided, and hearings held in accordance with the relevant procedural provisions of the Zoning Ordinance then in effect. Specific Plan Amendments shall be processed in accordance with the applicable provisions of State law provided in California Government Code section 65450 et. seq. and shall be subject to the review and approval of the City Council. The Planning Commission shall first hear and consider applications for Specific Plan Amendments and provide a recommendation to the City Council.

Any Specific Plan Amendment initiated by an applicant requires the filing of a City application and required materials supporting the amendment, submittal of a fee deposit, Planning Commission review and recommendations, and City Council review and final decision.

5.2.5 SPECIFIC PLAN SIGN PROGRAM
Prior to the approval of the first application submitted within this Specific Plan, a comprehensive Specific Plan Sign Program and Signage Design Guidelines for the SUNSET CROSSROADS Specific Plan consistent with the Signage Design Guidelines (Section 4.5) shall be prepared and reviewed pursuant to Section 5.1.4 (Approval Authority),. The Specific Plan Sign Program and Signage Design Guidelines shall establish provisions for the development and use of signs within the Specific Plan. The Specific Plan Sign Program and Signage Design Guidelines shall exclusively regulate the development and use of all signs within the Specific Plan and shall take precedence over the provisions of the Zoning Ordinance related to signs (Section 17.36.110 - Sign regulations). 454
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-7

5.2.6 ENVIRONMENTAL REVIEW
The SUNSET CROSSING Specific Plan and all subsequent entitlements for the Project shall be subject to CEQA.

For purposes of CEQA, the SUNSET CROSSROADS Specific Plan is considered a “project.” The evaluation of environmental impacts under CEQA for the SUNSET CROSSROADS Specific Plan is contained in the project’s Environmental Impact Report, a project level environmental impact report certified by the City of Banning concurrently with the approval of the SUNSET CROSSROADS Specific Plan (EIR). Adoption of the SUNSET CROSSROADS Specific Plan, for which an environmental determination shall be made, and mitigation measures adopted, shall be deemed to have satisfied the environmental review requirements for build out of the Specific Plan area. Because the Project has been extensively reviewed in the EIR, it is the intent of the City in adopting this Specific Plan that applications for implementing entitlements for the Project, including with respect to grading, improvements, individual maps, buildings or phases, consistent with this Specific Plan shall not require additional review under CEQA, provided that none of the conditions are present which require further environmental review under CEQA, in particular, Public Resources Code Section 21166.

Upon filing of any application by applicant, a review in compliance with CEQA shall be conducted by the City to determine potential environmental impacts resulting from each land use application to implement the Specific Plan, if any, and if said proposal is consistent with the EIR, does not require subsequent environmental documentation, or is exempt from the provisions of CEQA. The CEQA review shall be undertaken as part of the review process for applications submitted within this Specific Plan. The Community Development Director shall make the determination as to the level of CEQA documentation (exemption, addendum, supplemental EIR, supplemental MND, or subsequent EIR or no further review required), that is appropriate and may request and obtain technical information as necessary to make this determination.

Although the EIR analyzes a range of uses as part of a conceptual development plan, it is recognized that the intent of the Specific Plan is not to identify a particular mixture or intensity of land uses, but rather to designate areas where a mixture of commercial or industrial uses may be developed. To permit development of the full range of uses described by the Specific Plan, any use shall be considered consistent with the intent of the Specific Plan if the City, in considering an application for a specific permitted use, conditionally permitted use or ancillary use, determines that no significant environmental impacts not addressed in the EIR or subsequent environmental documentation result from such proposed use.

5.2.7 APPEALS
Notwithstanding any other provision of this Specific Plan or the Zoning Ordinance, appeals from any determination of the Community Development Director and/or Planning Commission with respect to all matters may be made on forms provided by the City of Banning, and accompanied by the appropriate filing fee, where applicable, within fifteen (15) days following the final date of action for which an appeal is made. Except as specifically set forth in this Chapter 5, appeals may be brought and shall be processed consistent with the Zoning Ordinance.

5.3 MAINTENANCE PLAN
Successful operation of maintenance entities and maintenance associations are important in maintaining the quality of a development. The public and private improvements constructed within SUNSET CROSSROADS shall be maintained through a combination of public and private entities as described in Table 5-1, Maintenance Responsibilities. A Master Property Owners’ Association (MPOA) and/or Property Owner’s Association (POA) shall be established for the maintenance of privately-owned common area landscape improvements, storm water and water quality management facilities, and private driveways within areas of SUNSET CROSSROADS. Indication of more than one party responsible for maintenance of any facility on Table 5-1, infers that maintenance may be undertaken by one party or any 455
CHAPTER 5 | IMPLEMENTATION PLAN SUNSET CROSSROADS
SPECIFIC PLAN NO. 20-20000002
PAGE | 5-8
combination of the listed parties, subject to a formal agreement. For areas in public ownership (such as public roadway ROWs), maintenance districts may fund the maintenance of these areas.

5.4 CONCEPTUAL PHASING PLAN
The SUNSET CROSSROADS Specific Plan is designed for development in response to market demands and according to the logical and orderly extension of roadways, public utilities, and infrastructure. The exact timing of implementation for any Planning Area may vary based on several factors, including market and economic demands, as well as physical constraints or timing of infrastructure improvements. It is anticipated three different types of phasing would occur to implement the Specific Plan: 1) Grading, 2) Mapping, and 3) Infrastructure Construction and Development. Development of the Planning Areas may take place in any order.

GRADING
Phasing of the grading may occur in two (2) or more phases and in any order: 1) north of the SLB Extension, and 2) south of the SLB Extension, and/or may occur in smaller increments, subject to approved Grading Plans and Permits.

MAPPING
Phasing of the mapping may occur with multiple Tentative Parcel Maps anticipated to be processed for the Specific Plan.

INFRASTRUCTURE CONSTRUCTION AND DEVELOPMENT
Planning Areas may be developed in any sequence, or increment, provided that the infrastructure improvements required to serve the implementing development are available at the time of development or constructed concurrently with the development. Planning Areas which are dependent on adjacent Planning Areas for access shall demonstrate the ability to provide the necessary infrastructure and access, including the construction of interim infrastructure, prior to issuance of building permits. Applications submitted within this Specific Plan s may be approved by the City of Banning Planning Department, provided vehicular access, public facilities and infrastructure is constructed to adequately service the development or as needed for public health and safety in each stage of development.

Banning City CouncilFebruary 26, 2026

Banning City Council
February 26, 2026