Brea City Council
April 1, 2025

Concept
• Create a mixed-use project to complement existing retail at Brea Plaza and provide necessary multifamily housing for the City of Brea.
o Project includes (4) stories of apartment units with total area of 118,620 sf on top of (2) stories parking structure with total area of 43,451 sf. The parking structure includes a main lobby and supporting office, mailroom and bike room located at the ground level. The apartments include three different unit types spread between level 3 through level 6: studio, one bedroom and two bedrooms. The project includes a fitness center, community room and an outdoor terrace located at the 6th level.
• Prior upgrades to Brea Plaza have introduced a new contemporary architectural style for the shopping center. Building E was recently remodeled (as described below) with contemporary details that harmonize with other local buildings, such as Fogo De Chao and Brea Mall. The proposed apartment project would reinforce this contemporary architectural style at the Plaza.
• Note: The new project differs from the project previously approved by the Planning Commission and City Council in 2022 in that it is a much smaller scale project containing fewer apartments, less parking, and a net reduction in retail space. A separate project at the Plaza was approved on August 8, 2023, and contemplated demolition of a 21,460 sf movie theater and remodeled commercial Buildings E and G, with ground-floor retail and new second floors for office/retail use, with outdoor patios. Improvements to Building G will commence once the ongoing work on Building E is complete. All Building G expansion improvements approved as part of the project will not be completed and the building footprint will remain as shown in the plans for Brea Plaza Living. This 2023 project is currently underway and would not be affected by the currently proposed project.

Existing Conditions
• Zoning: C-G, General Commercial
• Site Size: 15.57 Acres, 678,229 Square Feet
• Building Size: 158,691 Square Feet
• Parking: 777 Parking Spaces (754 Parking Stalls + 23 Drive-Thru Queuing Spaces) New Project
• Requested Entitlements
o General Plan Amendment (GPA) No. 2024-01
 Amendment of the General Plan land use designation from General Commercial to Mixed-Use II
o Zone Change (ZC) No. 2024-01
 Amendment of the zoning designation from General Commercial (Precise Development) to Mixed-Use II (MU-II)
o State Density Bonus (DB) No. 2024-01
 Reserving 5% of units for extremely low income households March 2025
BOSC-59878\3013312.11

 As a result, the project qualifies for: (1) unlimited waivers from development standards, as necessary to accommodate the project at the proposed density; and (2) one concession or incentive. The project requests waivers from the height limit, rear setback requirement, and private and common open space requirements. As a concession under state law, the project requests exemption from the Brea Art in Public Places requirement, which would otherwise require the expenditure of an additional 1% of the project’s construction costs. These cost savings make it financially feasible for the project to offer 5% of its units to extremely low-income households. The residents of Brea Plaza Living will live in close proximity to existing public art located within the shopping center, as the same was provided in connection with prior improvement projects at the Plaza. Access to these existing art features will enhance daily life at Brea Plaza Living – for residents of the market-rate and below-market-rate units alike. The project also qualifies for four additional incentives under local law and requests deferred payment of development impact fees to certificate of occupancy. As waivers, the project seeks relief from existing height, rear setback, modified landscaping requirements to allow less than a 5-foot landscaped perimeter around the east and south portions of the multifamily building, and private and common open space standards.  The project also qualifies for a reduced parking ratio, as described in Cal.

Gov. Code section 65915(p).
o Precise Development (PD) No. 2024-01
 120 residential units and parking structure
o Conditional Use Permit (CUP) No. 2024-03 2024-04 & 2025-05:
 Multi-family dwelling land use
 An exception or modification to off-street parking requirements for the commercial component of the shopping center is required  Master sign program
• Apartments – 120 Units – 118,620 SF
o Mix of Studio, 1 Bedroom, and 2 Bedroom units with below-market-rate units located on-site
o 6 Affordable Units (currently targeting 5% of units affordable to extremely lowincome households, subject to change)1 will be available for rent, with access to all amenities in the community (listed below), and constructed concurrently with the market-rate units
 It is our intention to meet the City’s inclusionary housing requirement onsite and not pay in lieu fees.
• Parking Structure – 43,451 SF
o 95 Spaces
• Surface Parking
o 53 Spaces
1 120 x 0.05 = 6 affordable units
March 2025
BOSC-59878\3013312.11

• Minimum of 16 Rapid EV Charging Stations
• Building K Reconstruction
o Building K will be demolished and replaced with a smaller building – (i.e., 7,500 sf existing and approximately 5,000 sf proposed)
• Total New Building Size: approximately 162,071 SF
Parking
• The parking agreement with Mercury Insurance Company expires April 15, 2026 • Brea Plaza Living will fully self-park without the need for off-site parking o Mixed-Use property with apartments and retail has run a parking analysis with Arthur Black from LSA, including analyzing parking demand at peak times on multiple peak occasions and Brea Plaza Living fully self-parks.

Brea Plaza Completed Project 2
• Total Brea Plaza Site Building Size: Approximately 320,762 SF o Retail, Apartments, Parking Structure
• Total Brea Plaza Site Parking: 789 Parking Spaces (766 Parking Stalls + 23 Drive-Thru Queuing Stalls)
Apartments Amenities – For Apartment Residents Only
• Outdoor Terrace – Lounge Area
• Gym/Workout Facility
• Office and Conference Room
• Bike Storage Room
Architectural Style
• Brea Plaza Living will blend with the architectural style of the Brea Plaza retail renovation for a consistent high-quality design, both aesthetically and functionally Apartments Noise/Sound and Air Quality
• Windows facing the freeway will be equipped with Window STC Ratings of 28-45 • AO applies different exterior surface depths and textures at west freeway side to break down the sound wave. Possibly utilizing certified acoustic window system with high STC rating to improve interior sound quality.

Apartments Trash Service Plan
• Building will have trash chutes.
• Door louvers to allow fresh air intake and circulation and add exhaust fans to allow odors to escape at higher walls and high roof.

Other Additions

2 Including existing improvements, completion of current construction, and the proposed project.

March 2025
BOSC-59878\3013312.11

• Improve signage for Brea Plaza.
• Improve Plaza and Community Safety.
o Camera Surveillance System
 Register at BreaPD.net
Public Benefits
• Much needed housing for the City of Brea
• Affordable Housing
• Generate Property Tax Revenue
• New Brea families will send students and funding to the Brea Olinda Unified School District which has been dealing with steadily declining enrollment • Additional Temporary and Permanent Employment Opportunities • Reducing traffic at Brea Plaza by reducing the retail space by 8,000 square feet • Synergetic use of Retail and Residential
o Residential provides much needed support for retail businesses • Mixed-Use project offers chance to live, shop, and entertain without driving across town o Reduces traffic and pollution
• Proper utilization of existing resources/developed land and infrastructure • EV Charging Stations
• Demand for rental housing
o Both younger and older audiences want to rent
o Housing prices unaffordable and renting is more practical for many • Appropriate residential density for the project site, lower than would be permitted by invoking certain state housing laws
1 Memorandum
Date: March 21, 2025
To: Jessica Newton, Senior Planner, City of Brea
From: Jason Brandman, Senior Vice President
FirstCarbon Solutions (FCS)
Subject: Brea Plaza Shopping Center Residential Project–Response to Comments Regarding Cumulative Projects
Background
In response to comments regarding cumulative impacts received for Brea Plaza Residential Shopping Center Project (Modified Project) during the Planning Commission hearing on March 11, 2025, FirstCarbon Solutions (FCS) is providing the following responses to environmental comments. Planning Commissioner Donini asked whether the certified Final Environmental Impact Report (FEIR)1 and/or the Addendum Memorandum prepared for the Modified Project analyzed potential cumulative impacts of the Modified Project as a result of the residential project now proposed at 1698-1700 Greenbriar Lane, known as the Greenbriar Residential Development Project.

When, as here, an EIR has been certified for a project, the California Environmental Quality Act (CEQA) prohibits the preparation of a subsequent environmental document unless one of the specific factors in Section 15162 of the CEQA Guidelines is established. Pursuant to CEQA Guidelines Section 15162, once an EIR has been certified for a project, “no subsequent EIR shall be prepared for that project unless,” based on substantial evidence:

1. Substantial changes are proposed in the project which will require major revisions of the previous EIR or ND [Negative Declaration] due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects;

2. Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR or ND due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or
1 PlaceWorks. 2021. Brea Plaza Expansion Project Environmental Impact Report Prepared for the City of Brea. State Clearinghouse No. 2020079022. October 2021.

ATTACHMENT Q
2 3. New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the ND was adopted shows any of the following:

A. The project will have one or more significant effects not discussed in the previous EIR or ND; B. Significant effects previously examined will be substantially more severe than shown in the previous EIR or ND;
C. Mitigation measures or alternatives previously found not to be feasible would in fact be feasible, and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or D. Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR or ND would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative (CEQA Guidelines § 15162 (a); see also Public Resources Code [PRC] § 21166).

The fact that a public agency has approved or contemplated additional development projects, beyond those identified in a certified EIR, does not itself establish any of the factors in CEQA Guidelines Section 15162. There is no requirement in CEQA or the CEQA Guidelines to consider new development projects, beyond those considered in the certified EIR, unless those projects represent “new information” as defined in CEQA Guidelines Section 15162. This memorandum considers whether subsequent development proposals, including an adjacent project, the Greenbriar Residential Development Project, 2 contributes to any of the above factors and requires additional analysis.

Cumulative Projects
The Addendum Memorandum for the Modified Site Plan to the FEIR compares the Modified Project with the project evaluated in the certified FEIR and analyzes whether the Modified Project would require further review under CEQA Guidelines Section 15162. The certified FEIR included analysis of 14 cumulative projects in the Project’s vicinity which were considered in the cumulative impact analysis for each topical area. These projects are summarized in Table 4-1 of the certified FEIR. The nearest project analyzed for cumulative impacts was the Brea Mall Mixed Use Project, located approximately 0.3 mile to the northwest of the project site, and includes the demolition of a Sears department store to construct a 312-unit apartment building, 50,019-square-foot sporting goods store, 128,000-square-foot health club, and 183,615-square-foot retail space. The largest cumulative project analyzed by the certified FEIR was the Brea 265 Specific Plan, which includes 606 single-family units and 494 multi-family units, and the Beckman Business Center, which includes 522,250 square feet of warehousing, 166,185 square feet of general light industrial, 105,880 square feet of manufacturing, 42,000 square feet of office space, and a 142,350-square-foot fulfillment center. The cumulative analysis performed for the certified EIR was robust, adequate, and appropriate.
2 PlaceWorks. 2024. Greenbriar Residential Development Project Draft Environmental Impact Report Prepared for the City of Brea. State Clearinghouse No. 2024071235. December.
3 The cumulative impact analysis for all topical areas in the certified FEIR determined that no cumulatively considerable impacts would occur, with all the 14 cumulative projects anticipated to proceed to full buildout. Since the FEIR was certified in 2022, new projects have been proposed that were not known and could not have been known at the time the FEIR was certified (PRC § 21166(c); CEQA Guidelines § 15162(a)(3)). Projects submitted since the FEIR was certified could be considered new information under CEQA Guidelines. However, even if the information is new, it only triggers a need for further environmental review if it is of substantial importance to the overall project (CEQA Guidelines § 15162(a)(3)). See No Slo Transit, Inc. v. City of Long Beach (1987) 197 CA3d 241. New information may require preparation of a subsequent EIR if the new information raises significant questions about the key assumptions or information relied on in the previous environmental document. See Security Envt’l Sys. V.

South Coast Air Quality Mgmt. Dist. (1991) 229 CA3d 110, 124, Moss v. County of Humboldt (2008) 162 CA4th 1041, (the court held that a statement about some level of increased contamination in a creek did not make any showing that there would be a new significant impact, and thus failed to demonstrate that the new information was “of substantial importance.”)
Greenbriar Residential Development Project
The Draft EIR for the Greenbriar Residential Development Project (Greenbriar EIR [SCH No. 2024071235]) is currently under review by the City of Brea (City), and its project site is located directly north of the Modified Project. Prior to the preparation of the Greenbriar EIR, a Notice of Preparation (NOP) was published on July 31, 2024. In addition, the City held a public scoping meeting on August 21, 2024, at the City. The NOP public review period commenced on August 1, 2024, and ended on September 3, 2024. The Greenbriar EIR is dated December 2024, and contains a cumulative projects list that includes the Modified Project.

The Greenbriar Residential Development Project proposes a residential community on a 9.7-acre site at 1698–1700 Greenbriar Lane in the City of Brea. The project site currently contains a vacant 164,908- square-foot office building and a 3-story parking structure. The proposed project involves demolishing these structures and constructing 179 attached residential units. Referencing Table 4-1 of the Greenbriar EIR,
3 , fifteen cumulative projects in the City are listed on Table 4-1, including the Modified Project.

Although the physical conditions existing when the NOP is published are normally used to establish the baseline for the analysis of cumulative impacts (CEQA Guidelines § 15125(a)(1)), the City has discretion to determine which projects to include in a cumulative impact project list. In exercising its discretion, the City is guided by the basic standard that the cumulative list should include projects when it is reasonable, feasible, and practical to do so, given the information available about the projects, and when failure to include such projects would lead to an inadequate analysis of the severity and significance of the cumulative impacts in question. Golden Door Props., LLC v. County of San Diego (2020) 50 Cal.App.5th 467, 529. The City also notes that the CEQA Guidelines specify that location may be an important factor when the location of other projects determines whether they contribute to an impact. Accordingly, to 3 PlaceWorks. 2024. Greenbriar Residential Development Project Draft Environmental Impact Report Prepared for the City of Brea. State Clearinghouse No. 2024071235. December. Page 4-7 and 4-8. 4 provide a robust analysis of the potential significance of cumulative development combined with the proposed project, the City’s list of cumulative projects is based on several factors including the nature of the resource affected, the location of the cumulative project, and the type of cumulative project, consistent with the direction in CEQA Guidelines Section 15130(b)(2).

In preparing the cumulative projects list, the Greenbriar Residential Development Project consulted with the City and appropriately considered the City’s input in this regard. As a result, the Greenbriar Residential Development Project included all cumulative projects suggested by the City in the cumulative impact list, including the Modified Project. These projects were considered in the cumulative impact analysis in each of its topical areas. Additionally, the Traffic Impact Analysis prepared for the Greenbriar Residential Development Project, dated December 4, 2024, included a cumulative impact analysis based on the cumulative projects list prepared for the Greenbriar EIR. Environmental impact analysis for the Greenbriar EIR identified no cumulatively considerable impacts, including transportation, with mitigation incorporated when the 15 cumulative projects were taken into consideration. The Greenbriar EIR mitigated potentially significant impacts related to short-term emissions, pollutant concentrations during construction, archaeological resources, paleontological resources, greenhouse gas (GHG) emissions, lead based paint and asbestos, and Tribal Cultural Resources (TCRs).

Modified Project Cumulative Project Analysis
Analysis for the Greenbriar EIR constitutes substantial evidence that no cumulatively considerable impacts would occur when taking into consideration an expanded list of cumulative projects including the Modified Project and the Greenbriar Residential Development Project. Since the Modified Project was included in the cumulative impact analysis in the Greenbriar EIR with a finding of less than significant impacts, there is substantial evidence available for the City to find that the Modified Project would not cause a new significant impact or result in cumulatively considerable impacts. The evaluation in the certified EIR remains accurate and adequate under CEQA and the CEQA Guidelines. Accordingly, the Greenbriar Residential Development Project does not represent new information of substantial importance.
** The following document is a draft of the minutes and the not the official approved minutes **
Minutes for the Planning Commission
1 Civic Center Circle, Brea, California 92821
March 11, 2025
Roll Call: (The following members were in attendance)
Melanie Schlotterbeck, Chair
Blake Perez, Vice Chair
Tom Donini,  Commissioner
Bill Madden, Commissioner
Ted Gribble, Commissioner

1. GENERAL SESSION
1A. Call to Order/Roll Call - Commission
Chair Schlotterbeck called the meeting to order at 6:00 PM. 1B. Invocation
Pastor Tyler Lemen with Birch Street Friends Church led the invocation. 1C. Pledge of Allegiance
Commissioner Gribble led the Pledge of Allegiance.
1D. Matters from the Audience
Elizabeth Hansberg, co-founder of People For Housing OC, commented on the urgency of housing, commended the City's efforts to meet housing element requirements, and advocated for implementing varied housing programs.

City Planner, Joanne Hwang noted staff received ten written email comments regarding Item 3A and 3B, which had been provided to the commissioner and the public.

2. CONSENT CALENDAR
2A. February 25, 2025 Planning Commission Meeting MinutesATTACHMENT R Motion was made by Commissioner Madden and seconded by Vice Chair Perez to approve the consent calendar. Motion passed 5-0.

3. PUBLIC HEARINGS
3A. Brea Plaza Shopping Center Apartment Project (Brea Plaza Living)– General Plan Amendment No. 2024-01, Zone Change No. 2024-01, Density Bonus No. 2024-01, Precise Development No. 2024-01 and Conditional Use Permit Nos. 2024-03, 2024-04, and 2025-05.

Prior to the staff presentation, Commissioner Gribble recused himself due to potential issues with the due process rights of the owner of the project site, based on his involvement in the group that opposed a development project that was previously proposed at the project site.

Jessica Newton, Senior Planner, provided a presentation of the project.

The Planning Commission asked questions regarding the following topics:

Clarification on the project consideration/approval process Cumulative CEQA/EIR Impact
Clarification on Condition of Approval Nos. 16, 74, and 101 Whether or not the pedestrian accessway would have gates Caltrans traffic study
Compliance with the State’s organic waste requirements
Clarification what constitutes as health and safety impacts under the State density bonus law Potential impacts of the reduced setbacks on accessibility of emergency service vehicles Type of signage (illuminated vs lighted)
Clarification on the parking demand study
Construction staging areas
Location for delivery/loading area for packages, move-ins/outs, etc.

Landscaping plan and plant palette
Security cameras for bicycle storage room
The distribution of EV charging stations
Impact fees, such as park fees and school fees
Ingress/egress at the property
City Attorney Steven Flower, City Planner Joanne Hwang, Assistant City Manager/Community Development Director Jason Killebrew, Senior Planner Jessica Newton , Traffic Engineer Dave Roseman, and Angela Wolfe from First Carbon Solutions (City’s consultant) responded to the commissioners' questions.

Chair Schlotterbeck opened the Public Hearing and invited the applicant to speak.

Project contact, Waad Nadhir of BOSC Realty Advisors, provided a presentation of the project and responded to commissioners' questions with Marice DiPasquale providing additional details.

Chair Schlotterbeck then opened the floor for public comments.

The following members of the public spoke in support of the project:

The following members of the public spoke in opposition of the project:

Bird-safe balcony glass
Clarification of the previous project's approval, referendum, and withdrawal Easement and separation between two agenda items
The City’s role in coordinating bus routes within the City with Orange County Transit Authority (OCTA)
Park impact fee and how the City prioritizes the usage of such fee The zoning designation of the previous project and the current project Clarification on the parking demand study findings
Shared parking between shopping center and proposed project Process for updating parking management plan
Micro transit program
Dennis Arp
Roland Trudell
Craig Farris
Son Mai
Bev Perry
Dwight Manley
Chair Schlotterbeck closed the public hearing after noting that no additional members of the public wished to address the Commission.After further discussion and deliberation, a motion was made by Chair Schlotterbeck and seconded by Vice Chair Perez to recommend approval of the project to the City Council, with the following items:

The motion carried with a vote of 3-0-1-1 with Commissioner Donini's abstention and Commissioner Gribble's recusal.
3B. Environmental Impact Report No. 2024-01, Vesting Tentative Tract Map No. 2024-01, General Plan Amendment No. 2024-02, Zone Change No. 2024-02, Precise Development No. 2024-02, and Development Agreement No. 2024-01: Greenbriar Residential Project (The Village at Greenbriar) at 1698-1700 Greenbriar Lane
Prior to the staff presentation, Commissioner Donini recused himself as he received a campaign contribution in amount that is larger than $500 from one of the owners of the project site within the last 12 months.

Rebecca Pennington, Senior Planner, provided a presentation of the project.

The Planning Commission asked questions regarding the following topics:

Carolyn Dail
Zubin Chichgar
Moneque Pratt
Addition of a new condition of approval, requiring the Applicant to participate in a microtransit circulation system/program (i.e. trolley system) if such a program becomes available in the future.

Recommendation that the City Council consider the following:

Requiring the inclusion of at least one California-native, drought-tolerant tree in the landscaping plan; and
Direct staff to communicate with Orange County Transit Authority (OCTA) regarding potential extension/modification of the existing bus service along Associated Road to accommodate future residential dwelling units in the area.

Parking Enforcement
MU-II zoning designation
Chair Schlotterbeck then opened the Public Hearing and invited the applicant to speak.

Clarification on Condition of Approval Nos. 10, 90, 91, and 116 Fair share cost related to traffic signal at Brea Plaza Potential traffic signal at Redbay Avenue/Birch Street
Clarification on Traffic Study
Cut-thru traffic in the Glenbrook neighborhood
Potential traffic calming measures on Aurora Avenue and Greenbriar Lane Proposed traffic signal modifications at Greenbriar Lane/Associated Road Any shared access of Glenbrook HOA amenities
Recreation Vehicle storage
Incorporation of California-native trees in landscaping design Traffic volume comparison between office use and proposed residential use Clarification on peak period used in the traffic study
Property owner of the existing “knuckle” on Greenbriar Lane Stop signs at the entries to the project site
Construction staging areas
Availability of utilities, such as water and power, and whether the existing system would be able to handle increased usage; past water main breaks
Pedestrian access to/from Brea Plaza
Project phasing
Grade difference along Greenbriar Lane
City of Brea overnight parking permit requirements
Signage for the Tracks at Brea near project site
Potential for providing parking over flood control channel Need for directional signage
Crosswalk near school bus stop
The applicant's representative, Peter Carlson of Carlson Strategic Land Solutions, provided a presentation of the project and responded to commissioners' questions.

City Attorney Steven Flower, City Planner Joanne Hwang, Community Development Director Jason Killebrew, Senior Planner Rebecca Pennington, and Traffic Engineer Dave Roseman responded to the commissioners' questions.

Chair Schlotterbeck then opened the floor for public comments.

The following member of the public spoke in support of the project:

The following members of the public spoke in partial support of the project, stating that there are still concerns and/or questions:

The following member had comments and questions regarding the project:

The Following member of the public spoke in opposition of the project:

Chair Schlotterbeck closed the public hearing after noting that no additional members of the public wished to address the Commission.

After further discussion and deliberation, Motion was made by Commissioner Madden and seconded by Vice Chair Perez to recommend approval of the project to the City Council, with the following items:

Dennis Arp
Carolyn Dail
Zubin Chichgar
Craig Farris
Bev Perry
Several revisions and additional conditions of approval were added, as follows:

Revision to Condition of Approval No. 90 to require a community engagement for the potential traffic signal modification at Greenbriar Lane/S. Associated Road; Revision to Condition of Approval No. 10 to update language related to pedestrian connection to Brea Plaza;
Revision to Condition of Approval No. 8 to require at least one California-native tree; The motion carried 4-0-1 with Commissioner Donini's recusal.

4. ADMINISTRATIVE ITEMS
4A. Committee Reports
Commissioner Madden provided an update regarding the Art in Public Places committee. 4B. Informational/Project Updates
None.

5. ADJOURNMENT
Chair Schlotterbeck adjourned the meeting at 10:38 PM
A new condition requiring installation of a sign providing direction to The Tracks at Brea; and
A new condition requiring installation of a free book exchange structure.

Recommendation that the City Council consider the following:

Require the Applicant to provide sufficient funds for the City to comprehensively study and implement measures that may be needed to address identified issues related to cutthrough traffic within Glenbrook neighborhood; Encourage the Applicant to study feasibility of providing parking over the flood control; and
Study feasibility of a crosswalk at the new 4-way intersection within Greenbriar Lane to accommodate for a school bus stop during the design phase of the project, and if warranted, require the project to install such crosswalk

CITY OF BREA
CITY COUNCIL NOTICE OF PUBLIC HEARING FOR GENERAL PLAN AMENDMENT NO. 2024-01, ZONE CHANGE NO. 2024-01, DENSITY BONUS NO. 2024-01, PRECISE DEVELOPMENT NO. 2024-01 AND CONDITIONAL USE PERMIT NOS. 2024-03, 2024-04, AND 2025-05: TO ALLOW CONSTRUCTION OF A NEW RESIDENTIAL DEVELOPMENT CONSISTING OF A 120-UNIT

APARTMENT BUILDING, A MODIFICATION OF THE OFF-STREET PARKING REQUIREMENTS AND A COMPREHENSIVE SIGN PROGRAM AMENDMENT LOCATED AT 1639 EAST IMPERIAL HIGHWAY.

NOTICE IS HEREBY GIVEN, pursuant to State Law, that a public hearing will be held by the City Council to determine whether or not the subject request shall be approved under the provisions of State Law and the Brea City Code as follows:

DATE AND TIME Tuesday, April 1, 7:00 p.m.

OF HEARING: All interested persons may appear and be heard at that time.

PLACE OF Brea Civic & Cultural Center, Council Chambers HEARING: 1 Civic Center Circle, Brea, CA 92821
REQUEST: The Applicant, Jahn Nguyen with AO Architects, is requesting the following entitlements: General Plan Amendment (GPA) No. 2024-01, Zone Change (ZC) No. 2024-01, Density Bonus (DB) No. 2024-01, Precise Development (P-D) No. 2024-01 and Conditional Use Permit (CUP) Nos. 2024-03, 2024- 04, and 2025-05 to allow construction of a new residential development consisting of a four-story, 120-unit apartment building with a private terrace atop a two-level parking structure with 95 spaces, a surface parking area with 53 parking spaces, a modification of the off-street parking requirements based on a shared parking analysis and a comprehensive sign program amendment.

LOCATION: The Project Site is an existing 15.58-acre shopping center known as Brea Plaza, with the proposed development occurring on an approximately 1.7- acre area located at the northwest corner of the shopping center. The Project Site is located at the northwest corner of South Associated Road and Imperial Highway. The Project Site has a General Plan Land Use designation of General Commercial and a Zoning designation of C-G General Commercial with P-D Overlay.

PLANNING

COMMISSION
RECOMMENDATION:

At the March 11, 2025 Planning Commission meeting, the Planning Commission, on a 3 (ayes) – 1 (abstain) – 1 (recusal) vote, recommended that the City Council approve the proposed Project, with modified conditions of approval and other recommendations, for City Council consideration, and the Addendum to the Final Environmental Impact Report (EIR) approved for the Brea Plaza Expansion Project (SCH # 2020079022).

ENVIRONMENTAL: As authorized by the State of California Environmental Quality Act (CEQA) Guidelines (California Code of Regulations, Title 14, Section 15164), an Addendum to the Final EIR approved for the Brea Plaza Expansion Project (SCH # 2020079022), as certified by the City of Brea by Resolution No. 2022-030, was prepared (EIR SCH No. 2020079022 Addendum No. 1). The 2022 Final EIR analyzed the proposed General Plan Amendment and Zone Change for the Project Site along with a larger mixed-use development project than is currently proposed. Specifically, the Final EIR analyzed a five-story residential structure with 189 residential units atop a three-story parking structure with 397 parking spaces, resulting in an eight-story building. A 21,355-square-foot office component was also analyzed in the Final EIR. The Addendum examines whether the environmental impacts of the proposed Project were addressed in the 2022 Final EIR. The Addendum can be accessed through the following link:
https://www.cityofbrea.gov/DocumentCenter/View/17716/Brea-PlazaResidential-Project-Addendum-Memorandum---COMBINED

IF YOU CHALLENGE THE PROJECT AND RELATED ENVIRONMENTAL DETERMINATIONS IN

COURT, YOU MAY BE LIMITED TO RAISING ONLY THOSE ISSUES YOU OR SOMEONE ELSE

RAISED AT THE PUBLIC HEARING DESCRIBED IN THIS NOTICE, OR IN WRITTEN

CORRESPONDENCE, DELIVERED TO THE COMMISSION AT, OR PRIOR TO, THE PUBLIC HEARING.

FURTHER INFORMATION MAY BE OBTAINED BY CALLING THE PLANNING DIVISION AT (714) 990-7674 OR BY EMAILING [email protected].
_____________________________
Lilian Harris-Neal, City Clerk

ATTACHMENT S

From: Jasmine Zhang
To: Brea Planning
Subject: Brea apartments building
Date: Monday, March 24, 2025 8:46:06 PM
Hello,
My name is Ying Zhang, owner of Judy's Pet Grooming, on 467 S Associated Rd, Brea, CA 92821. I am writing this letter in support of the proposed apartment building project that would be located immediately behind my business.

I believe that the new apartment complex is an outstanding opportunity that the city of Brea can not pass up; the influx of new residents not only may result in a richer culture that can be infused in the community, it may also provide a source of new streams of income that the city and businesses in Brea can draw on.

I would also argue for the sake of pragmatism: Brea must not be left behind in the "ways of the world." As other cities move toward creating new streams of revenue and innovation, I believe that the city of Brea can not fall behind progress though the opportunities that this new apartment presents.

I do understand that there may be pushback due to possible increased traffic or overcrowding in our city. I believe that these beliefs should not overshadow the prospect of progress.

In short, the new apartment complex is the next best thing to a windfall; it is an investment in hope that the city and people of Brea can not afford to miss.

Sincerely,
Ying Zhang

From: Killebrew, Jason
To: Hwang, Joanne; Pennington, Rebecca
Subject: Fwd: Brea Plaza Apartments
Date: Monday, March 24, 2025 12:31:58 PM
FYI
Sent from my iPhone
Begin forwarded message:

From: "Hupp, Cecilia" <[email protected]>
Date: March 24, 2025 at 9:20:17 AM HST
To: "Killebrew, Jason" <[email protected]>, "Griffith, Kristin" <[email protected]>
Subject: Fwd: Brea Plaza Apartments
Sent from my iPhone
Begin forwarded message:

From: Lulu Gutierrez
Date: March 22, 2025 at 4:26:59 PM PDT
To: "Hupp, Cecilia" <[email protected]>
Subject: Brea Plaza Apartments
Good afternoon,
I have been a resident in Brea for 25 years. Part of what attracted me to Brea was that it was clean and not very crowded. That has changed. Implementing even more apartments will only take away greatness from the city of Brea simply because it is already extremely crowded. I work for the city of Los Angeles and look forward coming to Brea where it was always less crowded, clean and safer. I raised my daughter and grandson here as well. Please do not add more apartment buildings to Brea.

Best,
Elvira Gutierrez
From: Killebrew, Jason
To: Hwang, Joanne; Newton, Jessica
Subject: Fwd: Brea plaza
Date: Monday, March 24, 2025 12:32:23 PM
Sent from my iPhone
Begin forwarded message:

From: "Hupp, Cecilia" <[email protected]>
Date: March 24, 2025 at 9:20:35 AM HST
To: "Killebrew, Jason" <[email protected]>, "Griffith, Kristin" <[email protected]>
Subject: Fwd: Brea plaza
Sent from my iPhone
Begin forwarded message:

From: DAVID HALE
Date: March 21, 2025 at 9:18:44 PM PDT
To: "Hupp, Cecilia" <[email protected]>
Subject: Brea plaza
I am concerned with the extra traffic it will cause and there are not enough parking spaces for residents.

Traffic impacts all residents and we should try to reduce it instead of increase it. Too much in an already highly traffic area. Please vote not to approve this project.

David Hale
Sent from my iPhone
From: Debra Shrider
To: Brea Planning
Subject: RE: Planned Development Associated/Imperial
Date: Monday, March 17, 2025 10:43:26 AM
Dear City Planner and Brea Council members:

Traffic and parking are still the issues of concern regarding the proposed residential development at Imperial Hwy/Associated Rd.

Two years ago, this proposal was not passed after a great deal of input from area residents about parking and traffic concerns. Those concerns are even more problematic now.

With the Brea Amazon warehouse bringing more trucks on Imperial Hwy, traffic has increased and turning West from Associated onto Imperial is a challenge. Often the intersection is clogged with traffic due to cars trying to access the freeway, and even with a green light on Associated it’s impossible to navigate across the intersection.

There are some good food choices at the Brea Plaza, but finding a parking spot is a nightmare, and I’ve often given up and gone elsewhere. Their claim that carryout and delivery has reduced parking is also ridiculous. The only drive through is Chick-fil-A, and lines at their drive though clog the parking spots nearby, so if you are lucky to find a spot to park , you must wait for the Chick-Fil-A traffic to clear so you can leave..

I scoff at the developers claim that they are committed to enhancing the Brea community by reinvesting in developing a new neighborhood that will create a family-friendly environment for all resident to enjoy life.

It’s hard to enjoy the restaurants if you can’t find a place to park, and it’s certainly not enjoyable navigating down Imperial Hwy.

The developers’ website says. “It is anticipated that a majority of the traffic will use Imperial Hwy. Traffic studies are underway and as data becomes available it will be shared.

The developer still opines that the project will “will create a place where you can live, shop, seek entertainment – and never get in a car.” The same argument they made previously. Most residents will have two cars, and a two-bedroom unit resident possibly three cars. I seriously doubt that people will ‘walk’ anywhere!
Additionally, their assertion that replacing the theater will create a net reduction in traffic, is also laughable.

This development will not enhance or benefit the community – only the developers’ shareholders and bank account will benefit, and they won’t have to live here and deal with the traffic and additional congestion their development has created.

Please, vote down this proposal again! It wasn’t good the first time, and it hasn’t gotten any better this time!
Thank-you.

Debra Shrider
Park Vista Ct
Fullerton, CA 92835
City of Brea
City Council Regular Meeting Communication
B. Greenbriar Residential Development Project (The Village at Greenbriar) - Environmental Impact Report No. 2024-01, Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), General Plan Amendment No. 2024-02, Zone Change No. 2024-02, Precise Development No. 2024-02, and Development Agreement No. 2024-01.

Meeting
Tuesday, April 1, 2025, 7:00 PM
Agenda Group
PUBLIC HEARINGS Item: 3B.

TO
Honorable Mayor and City Council Members
FROM
Kristin Griffith, City Manager

EXECUTIVE SUMMARY
The Applicant, Lennar Homes of California, LLC, has submitted planning entitlements for a project that would demolish an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construct a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park. The proposed project requires certification/approval of the following: 1) Environmental Impact Report (EIR) No. 2024-01; 2) Vesting Tentative Tract Map (TTM) No. 2024-01; 3) General Plan Amendment (GPA) No. 2024- 02; 4) Zone Change (ZC) No. 2024-02; 5) Precise Development (PR) No. 2024-02; and 6) Development Agreement (DA) No. 2024-01.

The above-mentioned entitlement herein is referred to as the “Project” or “Greenbriar Residential Development Project.”

RECOMMENDATION
Staff recommends that the City Council take the following actions:

1. Adopt a resolution (Attachment A) certifying a California Environmental Quality Act (CEQA) Environmental Impact Report (EIR), State Clearinghouse No. 2024071235, which analyzed the environmental impacts resulting from construction and operation of the Project, and which was prepared pursuant to CEQA Guidelines Section 15132 (Contents of Final EIR), and CEQA Guidelines Section 15090 (Certification of the Final EIR);

2. Adopt resolutions (Attachment B through D) approving the following entitlements, based on findings and conclusions in the corresponding resolutions, and subject to the recommended conditions of approval (Attachment G):
a. TTM No. 2024-01 (TTM No. 19394), to allow for a subdivision of the Project site for condominium purposes;
b. GPA No. 2024-02, to change the land use designation of the Project site from General Commercial to a Mixed Use II land use designation;
c. PD No. 2024-02, to allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park;

3. Introduce by title only and waive further reading of ordinances (Attachments E and F) approving the following entitlements, based on findings and conclusions in the corresponding ordinances:
a. ZC No. 2024-02, to change the zoning designation of the Project site from C-G General Commercial Zone with a PD Precise Development Overlay to MU-II Mixed Use II; and b. DA No. 2024-01, for a contract between the Applicant and the City, defining terms of development proposed by vesting the City’s approval while specifying public benefits and improvements.

4. Schedule adoption of aforementioned ordinances at the next regular City Council meeting.

BACKGROUND
Project Location
The Project site, located at 1698-1700 Greenbriar Lane, is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center. The Project site is currently developed with a 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and was most recently occupied by Mercury Insurance. Vehicle access to the Project site is currently provided by one driveway approach on Greenbriar Lane and an internal access road that connects the Project site to the Brea Plaza Shopping Center along the southern property line. The Project site has a General Plan land use designation of General Commercial and a zoning designation of C-G with a PD Overlay.

The Project Vicinity Map with surrounding zoning designations is shown in Figure 1 below.

FIGURE 1 – AERIAL VIEW OF THE PROJECT SITE AND SURROUNDING AREA Entitlement History
In 1975, the existing 164,908 square foot office building was approved under Precise Development (PD No. 19-75) and Parcel Map (PM No. 3-75) as part of the Brea Plaza Office Park, which included the Project site and the site that is now occupied by the Brea Plaza Shopping Center.

In 2005, the construction of the three-level parking structure was approved under Conditional Use Permit (CUP No. 05-02), Precise Development (PD No. 05-01), and Mitigated Negative Declaration (ND No. 05-01).

Private agreement: The Project site and Brea Plaza Shopping Center are currently under an existing memorandum of understanding (MOU) that allows customers of the Brea Plaza Shopping Center to use approximately 180 parking spaces located at the Project site during normal business hours, and all of the surface parking spaces (approximately 500 spaces) after 5:00 p.m. and on weekends. The MOU expires in April 2026, unless voluntarily terminated by both parties sooner.

Project Processing and CEQA Review Timeline
On March 27, 2024, the Applicant filed the planning applications for the Project, which included aforementioned entitlements.

On July 31, 2024, the City issued a Notice of Preparation (NOP) informing the public that an EIR was being prepared for the Project and provided information on the planned scoping meeting. The public comment period began on August 1, 2024 and concluded on September 3, 2024.

On August 21, 2024, the City held a scoping meeting on the Project’s EIR.

On December 12, 2024, the City issued a Notice of Availability (NOA) to provide the public and agency review of the DEIR. The NOA served as the start of the 45-day comment period for the DEIR, which began on December 13, 2024 and concluded on January 28, 2025.

On February 25, 2025, the Planning Commission was presented with an introduction to the Project, which provided a detailed overview of the Project. The February 25, 2025 Planning Commission staff report can be found at: https://weblink.cityofbrea.net/WebLink/DocView.aspx?id=188815&dbid=0&repo=BREA-DOCS On March 5, 2025, the City released the draft FEIR and response to comments.

On March 11, 2025, the Planning Commission held a duly noticed public hearing to review the Project. Refer to the Planning Commission Recommendation section of this report for more details.

DISCUSSION
Project Description
The Applicant proposes to demolish an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construct a residential development consisting of 179 for-sale, single-family units (detached and attached), including landscaping and common open space areas, which would include a private park.

Figure 2 below illustrates the proposed Project Layout (Attachment N – Illustrative Site Plan). A summary of the Project components is provided below in Table 1.

FIGURE 2 – PROPOSED PROJECT LAYOUT
TABLE 1 – OVERVIEW OF PROJECT COMPONENTS
Project Component Description
Site Plan and Circulation
The Project layout includes row of buildings along the
northern, eastern, and southern property lines as well as smaller vertical rows of buildings towards the center of the development. The site would be accessed via two new vehicular connections along Greenbriar Lane.

Building Types
The Project would include 67 buildings consisting of three different housing products – The Courts, The Villas, and The Yards
Landscaping and Open
Space
The Project would provide 104,785 square feet of
ornamental landscaping throughout the site, including
both parameter and internal landscaping areas. The
proposed landscaping area includes a 8,565 square-foot
private park.

Development Standards
The Project complies with a majority of the development standards established for the MU-II zoning district, except three that are not being met, which includes minimum
street side setback, minimum rear setback, and minimum
parking requirements. The Applicant would either be
required to update the Project plans to comply with the applicable development and/or obtain subsequent
approval of a MCUP or any other available administrative permit for the requested modification of standards.

Parking
The Project provides a total of 397 parking spaces, of
which 342 spaces are enclosed garage spaces and 55
spaces are exterior guest parking spaces. See
Development Standards section of this Table for the
required action.

Development Agreement
The draft DA is provided as Attachment Q. Through the DA, the Applicant provides options on how the Project would satisfy the City’s affordable housing requirement, which includes an option of providing an off-site affordable
housing project that exceeds the City's affordable housing requirement. The DA also provides for the Applicant's
funding contribution towards a post-construction study.

The detailed Project description can be found in the February 25, 2025 (link provided above) and March 11, 2025 Planning Commission Staff Report, which is Attachment H of this report.

Also, the Technical Background, Vicinity Map, Project Application, Project Description, Illustrative Site Plan, Civil Sheets, and Floor Plans and Elevation are provided as Attachments J through P, respectively.

ANALYSIS
A summary of the entitlements for the proposed Project, and its consistency/compliance with requirements are included in Table 2 below:

TABLE 2: OVERVIEW OF PROJECT ENTITLEMENTS
Entitlement Request Complies with BCC
and General Plan
General Plan Amendment
No. 2024-02
Change the General Plan land use
designation of the Project site from
General Commercial to Mixed-Use II
Yes
Zone Change No. 2024-02
Change the zoning designation of the
Project site from C-G General Commercial
with a PD Overlay to MU-II Mixed-Use II
Yes*
Vesting Tentative Tract Map
No. 2024-01
To allow for a subdivision of the Project
site for condominium purposes Yes
Precise Development No.
2024-02
To allow the demolition of an existing
164,908 square foot office building, a
three-level parking structure, and surface
parking and associated landscape areas,
and construction of a residential
development consisting of 179 singlefamily units (detached and attached) including landscaping and common open
space areas, which would include a
private park
Yes*
Development Agreement
No. 2024-01
To allow a contract between the
Applicant and the City, defining terms of
development proposed by vesting the
City’s approval while specifying public
benefits and improvements
Yes
* The Project does not meet the following development standards: 1) minimum street side setback; 2) minimum rear setback; and 3) minimum parking requirements. In order to ensure compliance with the Brea City Code, the draft Conditions of Approval (Attachment I) requires the Applicant to either update the Project plans to comply with the applicable development standard and/or obtain subsequent approval of a MCUP or any other available administrative permit for the requested modification of standards.

A detailed analysis of the proposed Project consistency and compliance with the General Plan and Brea City Code is provided in the March 11, 2025 Planning Commission staff report (Attachment H) and the associated resolutions and ordinance attached to this report.

ENVIRONMENTAL ASSESSMENT
The City, as the lead agency with the assistance of PlaceWorks, prepared an EIR in authority and criteria contained in the CEQA Guidelines and the environmental regulations of the City. An EIR is the highest level of environmental review under CEQA.

Draft EIR Summary:
20 environmental topics were reviewed.

There were no topics analyzed that resulted in significant and unavoidable impacts.

Six topics that were found not to be significant:

Agriculture and Forest Resources
Biological Resources
Geology and Soils
Hydrology and Water Quality
Mineral Resources
Wildfires
Nine topics that resulted in a less than significant/no impact without mitigation:

Aesthetics
Energy
Land Use and Planning
Noise
Transportation
Utilities and Services Systems
Population and Housing
Public Services
Recreation
Five topics that resulted in a less than significant impact with mitigation incorporated:

Air Quality
Cultural and Paleontological Resources
Tribal Cultural Resources
Greenhouse Gas Emissions
Hazards and Hazardous Material
Final Environmental Impact Report (FEIR) Certification
A FEIR has been prepared pursuant to Section 15132 of the CEQA Guidelines, which contains response to agency and public comments made on the Draft EIR and a summary of revisions to the Draft EIR resulting from comments.

CEQA Guidelines Section 15090 requires that, prior to approving a Project for which an EIR has been prepared, the lead agency shall certify that:

1. The Final EIR has been completed in compliance with CEQA;

2. The Final EIR was presented to the decision-making body of the lead agency and that the decision-making body reviewed and considered the information contained in the final EIR prior to approving the project; and

3. The Final EIR reflects the lead agency's independent judgment and analysis.

Along with the Final EIR, a Mitigation Monitoring and Reporting Program (MMRP) has been prepared, which memorializes the proposed mitigation measures, along with the Draft Findings of Fact (FOF), which provides conclusions and findings required by the CEQA Guidelines. The FEIR can be accessed on the following link (https://www.cityofbrea.gov/DocumentCenter/View/17708/Final-EIR?bidId=), and MMRP and FOF are provided as Attachments R and S, respectively. The other environmental documents for the Project, including the NOP, NOA, and DEIR, can also be accessed on the following link: https://www.cityofbrea.gov/166/Projects-in-Process.

PLANNING COMMISSION RECOMMENDATION
On March 11, 2025, the Planning Commission, on a 4 (ayes) - 1 (recusal) vote, approved a resolution recommending City Council certification of the EIR and approval of all associated entitlements for the Project. As part of this approval, the Planning Commission included several revisions and addition of new conditions of approval, which included requiring a community engagement for the potential traffic signal modification at Greenbriar Lane/Associated Road, updating language related to pedestrian connection to Brea Plaza, requiring at least one California-native tree in the plant palette, installation of a sign providing direction to The Tracks at Brea, and installation of a free book exchange structure.

In addition, the Planning Commission recommended that the City Council consider the following:

Require the Applicant to provide sufficient funds for the City to comprehensively study and implement measures that may be needed to address identified issues related to cut-through traffic within Glenbrook neighborhood;
Encourage the Applicant to study feasibility of providing parking over the flood control; and Review feasibility of a crosswalk at the new 4-way intersection within Greenbriar Lane to accommodate for a school bus stop during the design phase of the project, and if warranted, require the Project to install such crosswalk.

It should be noted that the Applicant has agreed to provide funding that would allow the City to conduct a comprehensive study of the Glenbrook neighborhood (west of Associated Road) to analyze various traffic conditions post-construction of the Project, including, but not limited to, cut-through traffic, traffic signal warrants and traffic calming measures, and to implement any improvement measures identified in such study. Refer to the Draft Development Agreement (Attachment Q) for more details.

The draft meeting minutes of March 11, 2025 Planning Commission meeting is Attachment I of this report.

PUBLIC NOTICE AND COMMENTS
This Project was noticed in accordance with the City’s public noticing requirements, which involved mailed notices sent to property owners within 500-feet of the Project site, and publication in the Brea Star-Progress. The public hearing notice for the Project is provided as Attachment T. As of writing this report (Tuesday, March 24, 2025), no public comment has been received. All additional comments will be forwarded to the City Council.

FISCAL IMPACT/SUMMARY
There is no request for financial assistance or fee waivers associated with the Project. The Applicant would be responsible to pay for all applicable permit and development impact fees associated with construction of the Project. Therefore, the Project would not have a negative impact on the City’s General Fund.

CONCLUSION
The Project is consistent with the goals and policies of the General Plan, including the City’s 6th Cycle Housing Element, and a majority of the provisions of the BCC. For the three development standards that are deviating from the provisions of the BCC (i.e. minimum street side setback, minimum rear setback, and minimum parking requirements), the Applicant would either be required to update the Project plans to comply with the applicable development and/or obtain subsequent approval of a MCUP or any other available administrative permit for the requested modification of standards. The Project offers a high-quality residential product on an underutilized site and provides pedestrian connectivity between the commercial uses at the Brea Plaza Shopping Center and a transitional buffer for the existing residential neighborhood to foster a vibrant mixed-use area. In addition, the environmental analysis prepared as part of the EIR concluded that there are no significant and unavoidable impacts. It is for the reasons discussed and the information provided within this report and its attachments that staff recommends that the City Council certify the EIR prepared for the Project and adopt all necessary resolutions and ordinances to approve the Project.

RESPECTFULLY SUBMITTED:

Prepared by: Rebecca Pennington, Senior Planner
Concurrence: Jason Killebrew, Assistant City Manager/Community Development Director Joanne Hwang, AICP, City Planner
ATTACHMENTS:

A. EIR Certification Resolution
B. TTM No. 2024-01 Resolution
C. GPA No. 2024-02 Resolution
D. PD No. 2024-02 Resolution
E. ZC No. 2024-02 Ordinance
F. DA No. 2024-01 Ordinance
G. Draft Conditions of Approval
H. March 11, 2025 Planning Commission Staff Report
I. March 11, 2025 Draft Planning Commission Meeting Minutes J. Technical Background
K. Vicinity Map
L. Project Application
M. Application’s Project Description
N. Illustrative Site Plan
O. Civil Sheets
P. Floor Plans and Elevations
Q. Draft Development Agreement
R. Mitigation Monitoring and Reporting Program (MMRP)
S. Findings of Fact (FOF)
T. Public Hearing Notice
Attachments
Attachment A - EIR Certification Resolution.pdf
Attachment B - TTM No. 2024-01 Resolution.pdf
Attachment C - GPA No. 2024-02 Resolution.pdf
Attachment D - PD No. 2024-02 Resolution.pdf
Attachment E - ZC No. 2024-02 Ordinance.pdf
Attachment F - DA No. 2024-01 Ordinance.pdf
Attachment G - Conditions of Approval.pdf
Attachment H - March 11, 2025 PC Staff Report.pdf
Attachment I - March 11, 2025 PC Draft Minutes.pdf
Attachment J - Technical Background.pdf
Attachment K - Vicinity Map.pdf
Attachment L - Project Application.pdf
Attachment M - Applicant's Project Description.pdf
Attachment N - Illustrative Site Plan.pdf
Attachment O - Civil Sheets.pdf
Attachment P - Floor Plans & Elevations
Attachment Q - Draft Development Agreement.pdf
Attachment R - Mitigation Monitoring and Reporting Program (MMRP).pdf Attachment S - Findings of Fact (FOF).pdf
Attachment T - Public Hearing Notice.pdf

ATTACHMENT A
3091055.2
RESOLUTION NO. 2025-22

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BREA

CERTIFYING A FINAL ENVIRONMENTAL IMPACT REPORT FOR THE

GREENBRIAR RESIDENTIAL DEVELOPMENT PROJECT AND ADOPTING

CALIFORNIA ENVIRONMENTAL QUALITY ACT FINDINGS OF FACT AND

MITIGATION MONITORING AND REPORTING PROGRAM REGARDING THE SAME
A. RECITALS:
(i) Lennar Homes of California, LLC has applied for approval of the Greenbriar Residential Development Project, which includes Environmental Impact Report No. 2024-01 (EIR No. 2024-01), General Plan Amendment No. 2024-02 (GPA No. 2024- 02), Zone Change No. 2024-02 (ZC No. 2024-02), Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), Precise Development No. 2024-02 (PD No. 2024-02), and Development Agreement No. 2024-01 (DA No. 2024-01), which would allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park (the “Project”), for that certain real property located at 1698-1700 Greenbriar Lane and further legally described as Assessor Parcel Number 319-102-34, as shown in the latest records of the County of Orange Assessor’s Office (the “Project Site”). (ii) The Project Site is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center.
(iii) The Project Site currently has a General Plan Land Use designation of General Commercial and a zoning designation of C-G General Commercial with a PD Resolution No. 2025-22

Applicant: Lennar Homes of California, LLC
EIR No. 2024-01
3091055.2
Precise Development Overlay. GPA No. 2024-02 would amend the General Plan Land Use designation of the Project Site from General Commercial to Mixed Use II. (iv) The City has prepared an Environmental Impact Report (EIR) to analyze the environmental effects of the Project pursuant to the requirements of the California Environmental Quality Act (CEQA), Public Resources Code § 21000 et seq. The City circulated the Notice of Preparation of the EIR for a 30-day public review with a comment period from August 1, 2024 to September 3, 2024; held a public scoping meeting to receive comments on the appropriate scope of the EIR on August 21, 2024; and circulated the Draft EIR for a 45-day public review with a comment period from December 13, 2024 to January 28, 2025.
(v) The Final EIR for the Project (State Clearinghouse No. 2024071235) consists of the Draft EIR, public comments on the Draft EIR, the City’s responses to those comments, and revisions to the Draft EIR that clarified, amplified, or made insignificant modifications to the document and did not change it in any way that deprives the public of a meaningful opportunity to comment upon a substantial adverse environmental effect or a feasible way to mitigate or avoid such an effect. (vi) Pursuant to Public Resources Code Section 21081 and CEQA Guidelines Section 15091, the City has prepared CEQA Findings of Fact (FOF) regarding the Final EIR (CEQA Findings), which is attached as Exhibit A to this Resolution. (vii) Pursuant to Public Resources Code Section 21081.6, the City has prepared a Mitigation Monitoring and Reporting Program (MMRP) for the Project, which is attached as Exhibit B to this Resolution.

Resolution No. 2025-22

Applicant: Lennar Homes of California, LLC
EIR No. 2024-01
3091055.2
(viii) On March 11, 2025, the Planning Commission held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to recommending that the City Council certify the EIR and approve the Project subject to modified Conditions of Approval and additional recommendations to be considered by the City Council.
(ix) On April 1, 2025, the City Council held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to adoption of this Resolution. (x) The documents and other material that constitute the record of the proceedings concerning the Project upon which this Resolution is based are kept by the City of Brea Community Development Department, located at 1 Civic Center Circle, Brea, California 92821.
(xi) All legal prerequisites to the adoption of this Resolution have occurred.

B. RESOLUTION:

NOW, THEREFORE, the City Council of the City of Brea does find, determine, and resolve as follows:

SECTION 1. All facts set forth above in Part A, Recitals, are true and correct.

SECTION 2. This Resolution is based on facts set forth above, the entirety of the evidence presented at the above-referenced public hearing, including all written evidence and testimony presented during the hearing, and the independent judgment of the City Council.

Resolution No. 2025-22

Applicant: Lennar Homes of California, LLC
EIR No. 2024-01
3091055.2
SECTION 3. The City Council approves and adopts CEQA FOF found in Exhibit A and the MMRP found in Exhibit B, which are incorporated herein as though set forth in full. All mitigation measures described in the MMRP shall be binding upon the Project and the persons assigned in the MMRP to implement such measures.

SECTION 4. The City Council certifies as follows:
a. The Final EIR for the Project has been completed in compliance with CEQA.
b. The Final EIR for the Project was presented to the City Council and the City Council reviewed and considered the information contained in the Final EIR prior to deciding whether to approve the Project.
c. The Final EIR for the Project reflects the City’s independent judgement and analysis.

SECTION 5. City staff shall file a Notice of Determination regarding the Final EIR with the County of Orange within five working days of final Project approval.

SECTION 6. The City Clerk shall certify to the adoption of this Resolution.

ADOPTED AND APPROVED this 1st day of April 2025.

Blair Stewart, Mayor
ATTEST: ___________________________
Lillian Harris-Neal, City Clerk
I, Lillian Harris-Neal, City Clerk of the City of Brea, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Brea, held on the 1st day of April 2025, by the following vote:

Resolution No. 2025-22

Applicant: Lennar Homes of California, LLC
EIR No. 2024-01
3091055.2
AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

Dated: ___________________________
Lillian Harris-Neal, City Clerk

ATTACHMENT B
3091053.2
RESOLUTION NO. 2025-24

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BREA
APPROVING VESTING TENTATIVE TRACT MAP NO. 2024-01 (TTM
19394) FOR RESIDENTIAL CONDOMINIUM PURPOSES ON A 9.7-

ACRE SITE FOR THE GREENBRIAR RESIDENTIAL DEVELOPMENT
PROJECT AT 1698-1700 GREENBRIAR LANE
A. RECITALS:
(i) Lennar Homes of California, LLC has applied for approval of the Greenbriar Residential Development Project, which includes Environmental Impact Report No. 2024-01 (EIR No. 2024-01), General Plan Amendment No. 2024-02 (GPA No. 2024- 02), Zone Change No. 2024-02 (ZC No. 2024-02), Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), Precise Development No. 2024-02 (PD No. 2024-02), and Development Agreement No. 2024-01 (DA No. 2024-01), which would allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park (the “Project”), for that certain real property located at 1698-1700 Greenbriar Lane and further legally described as Assessor Parcel Number 319-102-34, as shown in the latest records of the County of Orange Assessor’s Office (the “Project Site”). (ii) The Project Site is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center.
(iii) The Project Site currently has a General Plan Land Use designation of General Commercial and a zoning designation of C-G General Commercial with a P-D Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
Precise Development Overlay. GPA No. 2024-02 would amend the General Plan Land use designation of the Project Site from General Commercial to Mixed Use II. (iv) TTM No. 2024-01 (TTM No. 19394) would allow for a subdivision of the Project Site for condominium purposes to construct a total of 179 for-sale residential units, including landscaping and common open space areas, which would include a private park.
(v) The City has prepared an Environmental Impact Report (EIR) to analyze the environmental effects of the Project pursuant to the requirements of the California Environmental Quality Act (CEQA), Public Resources Code § 21000 et seq. By adoption of a separate resolution, the City Council certified the Final EIR and adopted a Mitigation Monitoring and Reporting Program (MMRP) and Findings of Fact for the Project.
(vi) On March 11, 2025, the Planning Commission held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to recommending that the City Council certify the Final EIR and approve the Project subject to modified Conditions of Approval and additional recommendations to be considered by the City Council.
(vii) On April 1, 2025, the City Council held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to adoption of this Resolution. (viii) The documents and other material that constitute the record of the proceedings concerning the Project upon which this Resolution is based are kept by the Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
City of Brea Community Development Department, located at 1 Civic Center Circle, Brea, California 92821.
(ix) All legal prerequisites to the adoption of this Resolution have occurred.

B. RESOLUTION:

NOW, THEREFORE, the City Council of the City of Brea does find, determine, and resolve as follows:

SECTION 1. All facts set forth above in Part A, Recitals, are true and correct.

SECTION 2. Based on the facts set forth above, the entirety of the evidence presented at the above-referenced public hearing, including all written evidence and testimony presented during those hearings, and the independent judgment of the City Council, the City Council finds as follows:
a. Finding: The proposed map is consistent with the applicable General Plan and specific plans;
Fact: The Project Site currently has a General Plan Land Use designation of General Commercial. As part of the Project request, GPA No. 2024-02 would amend the General Plan Land Use designation of the Project Site from General Commercial to Mixed Use II. “The Mixed Use II designation provides opportunities for the coordinated development of urban villages that offer a diverse range of complementary land uses in close proximity to one another. Either vertical or horizontal integration of uses is permitted, with an emphasis on tying together the uses with pedestrian linkages.” With the approval of GPA No. 2024-02, TTM No. 2024-01 (TTM No. 19394) would be consistent Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
with the Brea General Plan as it would allow for the construction of a housing development consisting of 179 for-sale units. Specially, TTM No. 2024-01 (TTM No. 19394) would adhere with Goal CD-1 and Policies CD-1.1, CD-1.5, and CD1.9, and Housing Element Goal 2.0 and 3.0 in that the Project would allow for a development that integrates and provides 179 for-sale single-family detached and attached housing units in an area that has a mixture of land uses.

Additionally, the Project would assist in achieving the City’s 6th Cycle Housing Element regional housing needs allocation and would provide residential units in a range of bedroom sizes, square footages, design, and cost since the Applicant intends to satisfy the City’s affordability housing requirements by providing affordable housing at an off-site location. The proposed map would not be subject to any specific plans.
b. Finding: The design or improvement of the proposed
subdivision is consistent with applicable general and specific plans.

Fact: The proposed vesting tentative tract map is for a condominium map to subdivide the Project Site and allow 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park. The Project would be required to provide all necessary infrastructure improvements to support the request and comply with applicable City Code requirements.
c. Finding: The site is physically suitable for the type of development.

Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
Fact: The Project Site is 9-7-acres in size and occupied by an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas. The map would subdivide the existing site into 179 for-sale single-family units (detached and attached) including landscaping and common open space areas, which would include a private park. The Project Site is physically suitable to accommodate the residential development and complies with a majority of the development standards established for the Mixed Use II (MU-II) zoning district. For the three development standards that are not being met (i.e. minimum street side setback, minimum rear setback, and minimum parking requirements), the Applicant would either be required to update the Project plans to comply with the applicable development and/or obtain subsequent approval of a Minor Conditional Use Permit (MCUP) or any other available administrative permit for the requested modification of standards. Given the conditions of approval, the Project Site would adequately accommodate the proposed subdivision.
d. Finding: The site is physically suitable for the proposed density of development.

Fact: As part of the Project request, GPA No. 2024-02
would amend the General Plan Land Use designation of the Project Site from General Commercial to Mixed Use II. The Mixed Use II Land Use designation allows for a residential density of 6.1 to 40 units per acre. The Project is proposing 18.5 units per acre, with 179 single-family units on a 9.7-acre site. As Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
such, with the approval of GPA No. 2024-02, the Project Site would be physically suitable for the proposed density of development.
e. Finding: The design of the subdivision or the proposed improvements are not likely to cause substantial environmental damage or substantially unavoidably injure fish or wildlife, or their habitat.

Fact: The design of TTM No. 2024-01 (TTM No. 19394) is
not likely to cause substantial environmental damage or substantially unavoidably injure fish or wildlife, or their habitat. The existing parcel has been previously disturbed and developed and is an urban property surrounded by other urban uses. The site is not suitable habitat for wildlife and the proposed Project would, therefore, not cause substantial environmental damage or injure wildlife.
f. Finding: The design of the subdivision or type of improvements are not likely to cause serious public health problems.

Fact: The design of TTM No. 2024-01 (TTM No. 19394) is
not likely to cause serious public health problems in that the new subdivision and improvements would be required to comply with the approved plans and development standards as required by the City. In addition, the Project would be required to comply with Brea City Code and all applicable codes, including California Building and Fire Codes. With implementation of the conditions of approval attached to a separate resolution approving PD No. 2024-02 and the mitigation measures found in the MMRP, as included in a separate resolution Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
certifying the EIR for the Project, the subdivision would not cause and change or impact public health.
g. Finding: The design of the subdivision or the type of improvements will not conflict with easements, acquired by the public at large, for access through or use of property within the proposed subdivision.

Fact: All necessary easements would be updated in order to accommodate parcel access and utilities for the Project Site and abutting parcel(s) housing the Brea Plaza Shopping Center.

SECTION 3. Based on the findings set forth above, the City Council approves TTM No. 2024-01 (TTM No. 19394) to subdivide the Project Site for condominium purposes to construct a total of 179 residential units, including landscaping and common open space areas, which would include a private park, subject to the Conditions of Approval attached to a separate resolution approving PD No. 2024-02 and the requirements of the MMRP, as included in a separate resolution certifying the EIR for the Project.

SECTION 4. The City Clerk shall certify to the adoption of this Resolution.

ADOPTED AND APPROVED this 1st day of April, 2025.

Blair Stewart, Mayor
ATTEST: ___________________________
Lillian Harris-Neal, City Clerk
Resolution No. 2025-24

Applicant: Lennar Homes of California, LLC
TTM No. 2024-01 (TTM No. 19394)
3091053.2
I, Lillian Harris-Neal, City Clerk of the City of Brea, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Brea, held on the 1st day of April, 2025, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

Dated: ___________________________
Lillian Harris-Neal, City Clerk

ATTACHMENT C
3091051.2
RESOLUTION NO. 2025-23

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BREA
APPROVING NO. 2024-02 TO CHANGE THE GENERAL PLAN LAND USE

DESIGNATION FROM GENERAL COMMERCIAL TO MIXED USE II FOR THE

GREENBRIAR RESIDENTIAL DEVELOPMENT PROJECT, LOCATED AT
1698-1700 GREENBRIAR LANE
A. RECITALS:
(i) Lennar Homes of California, LLC has applied for approval of the Greenbriar Residential Development Project, which includes Environmental Impact Report No. 2024-01 (EIR No. 2024-01), General Plan Amendment No. 2024-02 (GPA No. 2024- 02), Zone Change No. 2024-02 (ZC No. 2024-02), Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), Precise Development No. 2024-02 (PD No. 2024-02), and Development Agreement No. 2024-01 (DA No. 2024-01), which would allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park (the “Project”), for that certain real property located at 1698-1700 Greenbriar Lane and further legally described as Assessor Parcel Number 319-102-34, as shown in the latest records of the County of Orange Assessor’s Office (the “Project Site”). (ii) The Project Site is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center.
(iii) The Project Site currently has a General Plan Land Use designation of General Commercial and a zoning designation of C-G General Commercial with a PD Resolution No. 2025-23

Applicant: Lennar Homes of California, LLC
GPA No. 2024-02
3091051.2
Precise Development Overlay. GPA No. 2024-02 would amend the General Plan Land Use designation of the Project Site from General Commercial to Mixed Use II. (iv) The City has prepared an Environmental Impact Report (EIR) to analyze the environmental effects of the Project pursuant to the requirements of the California Environmental Quality Act (CEQA), Public Resources Code § 21000 et seq. By adoption of a separate resolution, the City Council has certified the Final EIR and adopted a Mitigation Monitoring and Reporting Program (MMRP) and Findings of Fact for the Project.
(v) On March 11, 2025, the Planning Commission held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to recommending that the City Council certify the EIR and approve the Project subject to modified Conditions of Approval and additional recommendations to be considered by the City Council.
(vi) On April 1, 2025, the City Council held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to adoption of this Resolution. (vii) The documents and other material that constitute the record of the proceedings concerning the Project upon which this Resolution is based are kept by the City of Brea Community Development Department, located at 1 Civic Center Circle, Brea, California 92821.
(viii) All legal prerequisites to the adoption of this Resolution have occurred.

B. RESOLUTION:

Resolution No. 2025-23

Applicant: Lennar Homes of California, LLC
GPA No. 2024-02
3091051.2
NOW, THEREFORE, the City Council of the City of Brea does hereby find, determine, and resolve as follows:

SECTION 1. All facts set forth above in Part A, Recitals, are true and correct.

SECTION 2. Based on the facts set forth above, the entirety of the evidence presented at the above-referenced public hearing, including all written evidence and testimony presented during the hearing, and the independent judgement of the City Council, the City Council finds as follows:
a. GPA No. 2024-02 would be consistent with goals, policies, and provisions of the General Plan, including the following:
i. General Plan Goal CD-1 is to “Provide a balance of land uses to meet the present and future needs of all residents.” The Project would adhere to Goal CD-1 by providing 179 for-sale residential dwelling units that would serve the City’s existing residents and workforce, and those seeking to relocate to Brea.
ii. General Plan Policy CD-1.1 is to “Create neighborhoods that effectively integrate single-family and multi-family housing with convenience and neighborhood shopping centers, park and recreation areas, and other uses appropriate for the neighborhoods.” The Project would adhere to Policy CD-1.1 by providing for-sale single-family residential units and creating a horizontal mix of uses. The Project Site is currently surrounded by single-family residential uses, the Greenbriar Park, the Brea Plaza Shopping Center to the south, single-family residential uses across the Fullerton Creek drainage channel and S.

Resolution No. 2025-23

Applicant: Lennar Homes of California, LLC
GPA No. 2024-02
3091051.2
Associated Road, and the Brea Mall and other commercial properties across State Route SR-57 and State College Avenue.
iii. General Plan Policy CD-1.5 is to “Provide opportunities for development of housing that responds to diverse community needs in terms of density, size, location, design, and cost.” The Project would adhere to General Plan Policy CD-1.5 by providing single-family detached and attached units in a range of number of bedrooms, square footages, design, and cost. Additionally, the Applicant intends to satisfy the City’s affordability housing requirements by providing affordable housing at an off-site location.
iv. General Plan Policy CD-1.9 is to “Accommodate emerging housing trends, and encourage pedestrian linkage to surrounding neighborhoods and activity centers.” The Project would adhere to General Plan Policy CD-1.9 by providing a residential development consisting of single-family detached and attached units with a pedestrian connection to the Brea Plaza Shopping Center.
v. General Plan Housing Element Goal 2.0 is to “Assist in the provision of adequate housing to meet the needs of the community.

Establish a balanced approach to meeting housing needs that includes the needs of both renter and owner households.” The Project would adhere to Housing Element Goal 2.0 as the Project would provide an additional 179 for-sale single-family dwelling units to the City’s housing stock. The Resolution No. 2025-23

Applicant: Lennar Homes of California, LLC
GPA No. 2024-02
3091051.2
Project would provide housing to meet the needs of the community and establish a balance approach to meeting housing needs.
vi. General Plan Housing Element Goal 3.0 is to “Provide adequate housing sites through appropriate land use, zoning, and specific plan designations to accommodate Brea’s share of regional housing growth needs.” The Project would adhere to Housing Element Goal 3.0 by facilitating housing growth and assisting in achieving the City’s 6th Cycle Housing Element regional housing needs allocation. The Project seeks to provide diverse quality housing types and living experiences that accommodate Brea’s residents and workforce. Additionally, since the Applicant intends to satisfy the City’s affordability housing requirements by providing affordable housing at an off-site location, various income levels would be accommodated.
b. The proposed General Plan amendment would not be detrimental to the public interest, health, safety, convenience, or welfare of the City. The Project Site is physically suitable to accommodate the Project’s density and land use, which is compatible with adjoining land uses. The Project has been evaluated and conditioned so as to upgrade necessary utilities and ensure proper traffic circulation to minimize vehicle and pedestrian conflicts. The Final EIR also evaluated environmental factors including air quality, cultural and paleontological resources, energy, greenhouse gas emissions, hazards and hazardous materials, transportation, and utilities and service systems. There were no topics analyzed that resulted in significant and unavoidable impacts.

Resolution No. 2025-23

Applicant: Lennar Homes of California, LLC
GPA No. 2024-02
3091051.2
c. Approval of GPA No. 2024-02 would be in the public interest. The land uses and density proposed by the Project are compatible with adjoining land uses. In addition, the Project provides a number of benefits to the City and its citizens as it would provide monetary contributions for public safety and public works improvements as well as satisfy the City’s affordable housing requirements either by: 1) providing an off-site 100% affordable housing project; 2) providing land to the City for the development of an affordable housing project; or 3) providing on-site affordable housing at the Project Site.

SECTION 3. Based on the findings set forth above, the City Council approves GPA No. 2024-02 to change the General Plan land use designation of the Project Site from General Commercial to Mixed Use II. The City of Brea General Plan Land Use Map is amended to incorporate the approval of GPA No. 2024-02, as shown in Exhibits A and B.

SECTION 4. The City Clerk shall certify to the adoption of this Resolution.

ADOPTED AND APPROVED this 1st day of April 2025.

Blair Stewart, Mayor
ATTEST: ___________________________
Lillian Harris-Neal, City Clerk
I, Lillian Harris-Neal, City Clerk of the City of Brea, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Brea, held on the 1st day of April 2025, by the following vote:

AYES: COUNCIL MEMBERS:

Resolution No. 2025-23

Applicant: Lennar Homes of California, LLC
GPA No. 2024-02
3091051.2
NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

Dated: ___________________________
Lillian Harris-Neal, City Clerk
3091051.2

EXHIBIT A

EXISTING GENERAL PLAN LAND USE DESIGNATION FOR

GREENBRIAR RESDENTIAL DEVELOPMENT
3091051.2

EXHIBIT B

PROPOSED GENERAL PLAN LAND USE DESIGNATION FOR

GREENBRIAR RESIDENTIAL DEVELOPMENT

ATTACHMENT D
3091052.2
RESOLUTION NO. 2025-25

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BREA
APPROVING PRECISE DEVELOPMENT NO. 2024-02 TO ALLOW

CONSTRUCTION OF THE GREENBRIAR RESIDENTIAL DEVELOPMENT
PROJECT, LOCATED AT 1698-1700 GREENBRIAR LANE
A. RECITALS:
(i) Lennar Homes of California, LLC has applied for approval of the Greenbriar Residential Development Project, which includes Environmental Impact Report No. 2024-01 (EIR No. 2024-01), General Plan Amendment No. 2024-02 (GPA No. 2024- 02), Zone Change No. 2024-02 (ZC No. 2024-02), Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), Precise Development No. 2024-02 (PD No. 2024-02), and Development Agreement No. 2024-01 (DA No. 2024-01), which would allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park (the “Project”), for that certain real property located at 1698-1700 Greenbriar Lane and further legally described as Assessor Parcel Number 319-102-34, as shown in the latest records of the County of Orange Assessor’s Office (the “Project Site”). (ii) The Project Site is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center.
(iii) The Project Site currently has a General Plan Land Use designation of General Commercial and a zoning designation of C-G General Commercial with a P-D Resolution No. 2025-25

Applicant: Lennar Homes of California, LLC
PD No. 2024-02
3091052.2
Precise Development Overlay. GPA No. 2024-02 would amend the General Plan Land use designation of the Project Site from General Commercial to Mixed Use II. (iv) PD No. 2024-2 would allow demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park.
(v) The City has prepared an Environmental Impact Report (EIR) to analyze the environmental effects of the Project pursuant to the requirements of the California Environmental Quality Act (CEQA), Public Resources Code § 21000 et seq. By adoption of a separate resolution, the City Council has certified the Final EIR and adopted a Mitigation Monitoring and Reporting Program (MMRP) and Findings of Fact for the Project.
(vi) On March 11, 2025, the Planning Commission held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to recommending that the City Council certify the EIR and approve the Project subject to modified Conditions of Approval and additional recommendations to be considered by the City Council.
(vii) On April 1, 2025, the City Council held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to adoption of this Resolution. (viii) The documents and other material that constitute the record of the proceedings concerning the Project upon which this Resolution is based are kept by the Resolution No. 2025-25

Applicant: Lennar Homes of California, LLC
PD No. 2024-02
3091052.2
City of Brea Community Development Department, located at 1 Civic Center Circle, Brea, California 92821.
(ix) All legal prerequisites to the adoption of this Resolution have occurred.

B. RESOLUTION:

NOW, THEREFORE, the City Council of the City of Brea does find, determine, and resolves as follows:

SECTION 1. All facts set forth above in Part A, Recitals, are true and correct.

SECTION 2. Based on the facts set forth above, the entirety of the evidence presented at the above-referenced public hearings, including all written evidence and testimony presented during those hearings, and the independent judgement of the City Council, the City Council finds as follows:
a. The Project furthers and is consistent with the objectives of the General Plan. The Project includes GPA No. 2024-02, which amends the City’s General Plan to change the land use designation of the Project Site from General Commercial (C-G) to Mixed Use II. PD No. 2024-02 will therefore be consistent with the General Plan as amended and would be consistent with other goals, policies, and provisions or the General Plan as set forth in the resolution approving GPA No. 2024-02.
b. The Project is in compliance with applicable provisions of the Brea City Code and all requirements of law and would not be detrimental to the public safety and general welfare of the community. The demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential Resolution No. 2025-25

Applicant: Lennar Homes of California, LLC
PD No. 2024-02
3091052.2
development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park, would be in compliance with the development standards pursuant to Brea City Code Sections 20.258.020 and 258.030 for development in the MU-II Mixed Use II zone, except for three development standards that are not being met, which include the minimum street side setback, minimum rear setback, and the minimum parking requirements. As such, the Applicant would either be required to update the Project plans to comply with the applicable development and/or obtain subsequent approval of a Minor Conditional Use Permit (MCUP) or any other available administrative permit for the requested modification of standards. In addition, 20 environmental topics were reviewed for the Project, of which six were found not to be significant, nine resulted in a finding of less than significant/no impact without mitigation, and five resulted in a finding of less than significant with mitigation measures incorporated. The Project would not result in any significant and unavoidable impacts. As such, the Project is not anticipated to result in significant impacts to City services nor to be detrimental to existing uses surrounding the Project site.

SECTION 3. Based on the findings set forth above, the City Council approves PD No. 2024-02, subject to the Conditions of Approval attached as Exhibit A to this Resolution and requirements of the MMRP, as included in a separate resolution certifying the EIR for the Project.

SECTION 4. The City Clerk shall certify to the adoption of this Resolution.

Resolution No. 2025-25

Applicant: Lennar Homes of California, LLC
PD No. 2024-02
3091052.2
ADOPTED AND APPROVED this 1st day of April 2025.

Blair Stewart, Mayor
ATTEST: ___________________________
Lillian Harris-Neal, City Clerk
I, Lillian Harris-Neal, City Clerk of the City of Brea, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Brea, held on the 1st day of April 2025, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

Dated: ___________________________
Lillian Harris-Neal, City Clerk

ATTACHMENT E
3086403.2
ORDINANCE NO. 1257
AN ORDINANCE OF THE CITY OF BREA APPROVING ZONE CHANGE NO. 2024-02 FOR THE GREENBRIAR RESIDENTIAL DEVELOPMENT PROJECT THE CITY COUNCIL OF THE CITY OF BREA DOES ORDAIN AS FOLLOWS:

A. RECITALS:
(i) Lennar Homes of California, LLC. (the “Applicant”) has applied for approval of the Greenbriar Residential Development Project (The Village at Greenbriar), which includes Environmental Impact Report No. 2024-01 (EIR No. 2024-01), Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), General Plan Amendment No. 2024-02 (GPA No. 2024-02), Zone Change No. 2024-02 (ZC No. 2024-02), Precise Development No. 2024-02 (PD No. 2024-02), and Development Agreement No. 2024- 01 (DA No. 2024-01) to allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park (the “Project”), at 1698-1700 Greenbriar Lane (the “Project Site”).
(ii) The Project Site is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center. The Project Site currently has a General Plan Land Use designation of General Commercial and a zoning designation of C-G General Commercial with a P-D Precise Development Overlay.

Ordinance No. 1257

Applicant: Lennar Homes of California, LLC
ZC No. 2024-02
3086403.2
(iii) In conjunction with GPA No. 2024-02, ZC No. 2024-02 would amend the zoning designation of the Project Site from C-G General Commercial with a P-D Precise Development Overlay to MU-II Mixed Use II.
(iv) The City has prepared an Environmental Impact Report (EIR) to analyze the environmental effects of the Project pursuant to the requirements of the California Environmental Quality Act, Public Resources Code § 21000 et seq. By adoption of a separate resolution, the City Council has certified the Final EIR and adopted a Mitigation Monitoring and Reporting Program and Findings of Fact for the Project. (v) On March 11, 2025, the Planning Commission held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to recommending that the City Council certify the Final EIR and approve the Project.
(vi) On April 1, 2025, the City Council held a duly noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to adoption of this Resolution. (vii) The documents and other material that constitute the record of the proceedings concerning the Project upon which this Ordinance is based are kept by the City of Brea Community Development Department, located at 1 Civic Center Circle, Brea, California 92821.
(viii) All legal prerequisites to the adoption of this Ordinance have occurred.

B. ORDINANCE:

SECTION 1. All facts set forth above in Part A, Recitals, are true and correct.

Ordinance No. 1257

Applicant: Lennar Homes of California, LLC
ZC No. 2024-02
3086403.2
SECTION 2. Based on the facts set forth above, the entirety of the evidence presented at the above-referenced public hearing, including all written evidence and testimony presented during the hearing, and the independent judgement of the City Council, the City Council finds as follows:
a. The proposed Zone Change of the Project Site from C-G General Commercial with a P-D Precise Development Overlay to MU-II Mixed Use II is in conformity with the General Plan, as amended by GPA No. 2024-02, which amends the General Plan to change the land use designation of the Project Site from General Commercial to Mixed Use II. Approval of ZC No. 2024-02 will therefore align the City’s Zoning Map with the General Plan. The Project would also be consistent with other goals, policies, and provisions or the General Plan as set forth in the resolution approving GPA No. 2024-02. b. The proposed Zone Change is in the interest of public necessity, convenience, general welfare, and good zoning practice based in part of the following:
i. The proposed residential development would be suitable for the Mixed Use II (MU-II) zoning designation. The MU-II Zone allows for “either vertical or horizontal integration of uses” and emphasizes “tying together the uses with appropriate pedestrian linkages.” The Project would be compatible with surrounding land uses and would provide a pedestrian accessway connecting the Project Site and the Brea Plaza Shopping Center.

Ordinance No. 1257

Applicant: Lennar Homes of California, LLC
ZC No. 2024-02
3086403.2
ii. The proposed Zone Change is not detrimental to the use of land in any adjacent zone. The proposed Project entails 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park and would be compatible with the surrounding land uses, which are a mixture of residential and commercial land uses. The Project has been evaluated and conditioned so as to upgrade necessary utilities and ensure proper traffic circulation to minimize vehicle and pedestrian conflicts. The Final EIR also evaluated environmental factors including air quality, cultural and paleontological resources, energy, greenhouse gas emissions, hazards and hazardous materials, transportation, and utilities and service systems. There were no topics analyzed that resulted in significant and unavoidable impacts.

SECTION 3. Based on the findings set forth above, the City Council approves Zone Change No. 2024-02 to change the zoning designation of the Project site from CG General Commercial with a P-D Precise Development Overlay to MU-II Mixed Use II.

The City of Brea Zoning Map is amended to incorporate the approval of Zone Change No. 2024-02, as shown in Exhibits A and B.

SECTION 4. The City Clerk shall certify to the adoption of this Ordinance.

ADOPTED AND APPROVED this 1st day of April 2025.

Blair Stewart, Mayor
I, Lillian Harris-Neal, City Clerk of the City of Brea, do hereby certify that the foregoing Ordinance was introduced at a regular meeting of the City Council of the City of Brea Ordinance No. 1257

Applicant: Lennar Homes of California, LLC
ZC No. 2024-02
3086403.2
held on the 1st day of April 2025 and was finally passed at a regular meeting of the City Council of the City of Brea, held on the 15th day of April 2025, by the following votes:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ATTEST: ___________________________
Lillian Harris-Neal, City Clerk
3086403.2

EXHIBIT A

EXISTING ZONING DESIGNATION FOR

GREENBRIAR RESIDENTIAL DEVELOPMENT
3086403.2

EXHIBIT B

PROPOSED ZONING DESIGNATION FOR

GREENBRIAR RESIDENTIAL DEVELOPMENT

ATTACHMENT F
3086402.2
ORDINANCE NO. 1258

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BREA
APPROVING DEVELOPMENT AGREEMENT NO. 2024-01 BY AND BETWEEN

THE CITY OF BREA AND LENNAR HOMES OF CALIFORNIA, LLC

REGARDING THE GREENBRIAR RESIDENTIAL DEVELOPMENT
THE CITY COUNCIL OF THE CITY OF BREA DOES ORDAIN AS FOLLOWS:

A. RECITALS:
(i) Lennar Homes of California, LLC (the “Applicant”) has applied for approval of the Greenbriar Residential Development Project (The Village at Greenbriar), which includes Environmental Impact Report No. 2024-01 (EIR No. 2024-01), Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394), General Plan Amendment No. 2024-02 (GPA No. 2024-02), Zone Change No. 2024-02 (ZC No. 2024-02), Precise Development No. 2024-02 (PD No. 2024-02), and Development Agreement No. 2024- 01 (DA No. 2024-01) to allow the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park (the “Project”), at 1698-1700 Greenbriar Lane (the “Project Site”).
(ii) The Project Site is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center. The Project Site currently has a General Plan Land Use designation of General Commercial and a zoning designation of C-G General Commercial with a P-D Precise Development Overlay.

Ordinance No. 1258

Applicant: Lennar Homes of California, Inc.

DA No. 2024-01
3086402.2
(iii) The Applicant is requesting to modify the Project Site’s General Plan Land Use designation from General Commercial to Mixed Use II, and to modify the Project Site’s zoning designation from C-G General Commercial with a P-D Precise Development Overlay to MU-II Mixed Use II.
(iv) A copy of DA No. 2024-01 is attached as Exhibit A to this Ordinance and hereby incorporated as though set forth in full.
(v) The City has prepared an Environmental Impact Report (EIR) to analyze the environmental effects of the Project pursuant to the requirements of the California Environmental Quality Act, Public Resources Code § 21000 et seq. By adoption of a separate resolution, the City Council has certified the Final EIR and adopted a Mitigation Monitoring and Reporting Program and Findings of Fact for the Project, which are attached as Exhibit A and B to that resolution.
(vi) On March 11, 2025, the Planning Commission held a noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to recommending that the City Council certify the Final EIR and approve the Project.
(vii) On April 1, 2025, the City Council held a duly noticed public hearing on the Project and the Final EIR, during which it received and considered all evidence and testimony presented prior to adoption of this Resolution. (viii) The documents and other material that constitute the record of the proceedings concerning the Project upon which this Ordinance is based are kept by the City of Brea Community Development Department, located at 1 Civic Center Circle, Brea, California 92821.

Ordinance No. 1258

Applicant: Lennar Homes of California, Inc.

DA No. 2024-01
3086402.2
(ix) All legal prerequisites to the adoption of this Ordinance have occurred.

B. ORDINANCE:

SECTION 1. All facts set forth above in Part A, Recitals, are true and correct.

SECTION 2. Based on the facts set forth above, the entirety of the evidence presented at the above-referenced public hearing, including all written evidence and testimony presented during the hearing, and independent judgement of the City Council, the City Council hereby approves DA No. 2024-01.

SECTION 3. The City Clerk shall certify to the adoption of this Ordinance.

ADOPTED AND APPROVED this 1
st day of April 2025.

Blair Stewart, Mayor
I, Lillian Harris-Neal, City Clerk of the City of Brea, do hereby certify that the foregoing Ordinance was introduced at a regular meeting of the City Council of the City of Brea held on the 1
st day of April 2025 and was finally passed at a regular meeting of the City Council of the City of Brea, held on the 15
th day of April 2025, by the following votes:

AYES: COUNCIL MEMBER:

NOES: COUNCIL MEMBER:

ABSENT: COUNCIL MEMBER:

ABSTAIN: COUNCIL MEMBER:

ATTEST: ___________________________
Lillian Harris-Neal, City Clerk

EXHIBIT A OF RESOLUTION NO. 2025-25

GREENBRIAR RESIDENTIAL DEVELOPMENT
(THE VILLAGE AT GREENBRIAR)
ENVIRONMENTAL IMPACT REPORT NO. 2024-01, VESTING TENTATIVE TRACT MAP NO. 2024-01, GENERAL PLAN AMENDMENT NO. 2024-02, ZONE CHANGE NO. 2024-02, PRECISE DEVELOPMENT NO. 2024-02, AND DEVELOPMENT AGREEMENT NO. 2024-01

CONDITIONS OF APPROVAL
Planning Division – Community Development Department

1. Development and operations shall occur in substantial compliance with the plans and documents reviewed and approved by the City Council on April 1, 2025, which includes, but not limited to, site plan, floor plans and elevation drawings on file in the Planning Division, the conditions contained herein and all applicable Federal, State, County and local regulations. The City Planner may approve minor modifications to the approved Project plans.

2. The Applicant shall prepare and submit a physical copy (suitable for archival storage) of the final plans and technical studies to the Brea Planning Division prior to the issuance of any building permits for the development.

3. The Applicant shall comply with all applicable terms of the approved Development Agreement No. 2024-01. If there are any conflicting terms between the Conditions of Approvals contained in this document and the terms of the Development Agreement No. 2024-01, the terms contained in the Development Agreement No. 2024-01 shall take precedent.

4. Prior to issuance of a grading permit, the Applicant shall update the Project plans to comply with all applicable development standards of the MU-II Zone for standalone residential projects and/or obtain subsequent approval of a Minor Conditional Use Permit (MCUP) or any other available administrative permit/approval for the requested modification of standards.

5. Prior to the issuance of any building permit for any proposed development phase, the Applicant shall provide CC&R’s to the Community Development Department for the review and approval of the Public Works Department, Fire Department, Community Development Department, and City Attorney. Said CC&R’s shall apply to any successors to the property owner at the time of the subdivision. Said CC&R’s shall be recorded prior to the issuance of any occupancy release for the proposed development (except for model homes). A copy of the recorded CC&R’s shall be provided to the Community Development Department within thirty (30) days of recordation. Such CC&Rs shall, at minimum, address/include the following:

ATTACHMENT G

a. A separate set of drawings, or airspace maps, as an attachment to the document for the proposed condominium airspace units.
b. A Maintenance Exhibit map as a separate attachment to the document, that clearly identifies the ownership and responsibilities for maintenance for items on the proposed property.
c. A statement that indicates that any amendment to the CC&R’s related to the Conditions of Approval may not be approved without prior consent of the City. d. A requirement that residents shall use the garages only for the parking of vehicles.
e. A requirement that residents shall use other designated parking areas (i.e. guest parking spaces) only for the parking of vehicles that the space is intended for and/or as regulated by the HOA.
f. A provision that parking garages are subject to inspection by the Home Owner’s Association (HOA) and/or City of Brea staff.
g. Prohibition of vehicle parking within the drive aisles. h. Maintenance of all common areas, including, but not limited to, landscaping, private streets/drive aisles, parking areas, pedestrian access to the adjacent property, and open space/parks.
i. A provision that restricts the use of the courtyards located within/in front of The Courts product type for the private use of the residents of units within The Courts product type.
j. A provision addressing the payment of water, utilities, gas, and electricity by the owner’s or through the HOA;
k. An acknowledgment by the buyer that they are aware that the residence is located in a Mixed-Use II Zone and is located next to an existing commercial shopping center (Brea Plaza Shopping Center) and that as long as the commercial shopping center is in existence, the owner and their successors/tenants/assigns would be subject to noise such as truck deliveries and other noises related to the operation of a commercial shopping center.

6. Prior to issuance of any building permits, the Applicant shall submit a parking management plan (PMP) to the Planning Division. The PMP may implement strategies that include, but are not limited to:
a. Parking control to maintain private enclosed garages and guest parking areas. b. Limiting the total number of vehicles per unit.
c. System for residents to register guests and obtain temporary guest parking passes.
d. Methods to address potential parking issues.
e. Establishing parking rules and enforcement policy.

7. Final architectural elevation plans and details shall be provided at time of plan check for the review and approval of the City Planner prior to the issuance of building permits. Architecture and design features shall be consistent with the specifications and details provided in the approved Project plans and shall include high quality materials and finishes. Requests to modify the approved building elevations, materials and details, colors and other architectural elevation features may be reviewed and approved by the City Planner.

8. Prior to issuance of any building permits, the Applicant shall submit a detailed final landscape and hardscape plans and details to the City Planner for review and approval:
a. The final landscaping plan shall be in substantial conformance with the conceptual landscape plan on file and comply with the City’s Water Efficient Landscaping Requirements.
b. The tree species included in the final landscaping plan shall incorporate at least one California native tree species, which may include, but not limited to, sycamore, redbud, Engelmann oak, and manzanita.
c. Said plans shall demonstrate compliance with all landscaping requirements for the MU-II Zone.
d. Final landscape plans shall show all ground utility equipment and shall be properly screened by landscaping, paint, and/or screening materials or a combination thereof to be reviewed and approved by the City Planner. e. All landscaping and irrigation must be installed prior to the issuance of the Certificate of Occupancy.

9. All new landscaping shall be installed in conformance with the approved plans and applicable Brea City Code (BCC) and maintained in perpetuity. Landscaping shall be replaced in a timely manner in an event that it is removed, damaged and/or dead.

10. The Applicant shall be responsible for initiating and negotiating in good faith with the property owner/developer of the adjacent private property to enter into and execute an easement, agreement, and/or any other appropriate instrument for pedestrian access to and across the said adjacent private property, as determined necessary, to the satisfaction of the Community Development Director. Once established, the access across the Project site shall be maintained and open for the use of the public at all times.

11. All roof-mounted and ground-mounted equipment shall be screened from public views at ground elevation. All screening designs shall be architecturally integrated with the building and shall be subject to the review and approval of the City Planner and Building & Safety Division.

a. Noise generating equipment shall require special consideration in their location and screening in order to avoid creating a nuisance. All uses and operations shall adhere to the City’s adopted noise ordinance.

12. Balcony run-off shall be integrated in the building structure and storm drain system.

Balcony drain water shall not drain down the side of balconies and/or building exterior.

13. All electrical, telephone, community antenna, television and similar service wires or cables which provide direct service to the property being developed, shall be installed underground within the exterior boundary lines of such property.

14. Prior to issuance of building permits and prior to and during construction, the Applicant shall adhere to all measures described in the mitigation monitoring and reporting program listed in the Project’s Final Environmental Impact Report. The mitigation monitoring and reporting program shall be in effect throughout all construction related activities as indicated in the report.

15. Prior to building final, the Applicant shall prepare and submit a written report demonstrating completion of the mitigation monitoring and reporting program for review and approval of the City Planner.

16. Prior to the issuance of building permits, the Applicant shall submit photometric plans for review and approved by the Building Official and City Planner pursuant to Brea City Code Sections 20.08.040, 20.258.020, and 20.220.040. Said plans shall show the location of all exterior lights, a measurement of light throughout the site and include cut/specifications sheets for proposed lighting equipment.

17. All uses shall comply with the provision of BCC Chapter 20.20 including, but not limited to vibration, glare, emission of dust, smoke and odors.

18. Prior to the issuance of a building permit, final details regarding all window glazing and potentially reflective building surfaces shall be provided for the review and approval of the City Planner. Said glazing and surfacing shall be treated or designed in a manner to reduce glare impacts to adjacent uses, motorists, pedestrians, and wildlife (e.g. to reduce bird window strikes).

19. Prior to the issuance of any building permit for the Project related signage, if any, the Applicant shall submit a sign package for review and approval by the City Planner. The sign package shall comply with all applicable City regulations, including all State and Federal regulations.

20. Prior to issuance of a Building Permit, the Applicant shall provide charging stations for electric vehicles as required by State building code.

21. Within 30 days of the issuance of the final invoice and prior to the issuance of any building permits, the Applicant is responsible for paying all charges related to the processing of the Project. Failure to pay all charges shall result in delays in the issuance of required permits or may result in the revocation of the approval of this application.

22. Approval of Vesting Tentative Tract Map No. 19394 (2024-01), General Plan Amendment No. 2024-02, and Precise Development No. 2024-02 are contingent upon City Council adoption of an ordinance, processed concurrently, to approve Zone Change No. 2024-02 and Development Agreement No. 2024-01.

23. Any disclosure required at the time of residential property sales per California Civil Code related to health and safety (i.e. natural hazards, lead paint) shall apply to all sale agreements.

24. The Applicant shall fabricate and install at least one free library/book exchange spot within the project site at a location that is easily accessible to the residents of the development.

25. The Applicant shall fabricate and install at least one directional signage near Greenbriar Lane and S. Associated Road intersection providing general direction to the existing The Tracks at Brea. Such sign(s) shall be designed and installed at a location that is satisfactory to the Community Services Department.

26. Any permit is subject to expiration and revocation as provided in BCC Chapter

20.412.020, and said provisions are specifically made a part hereof without negating the applicability of any other provision of this title of any other ordinance.

27. To the fullest extent permitted by law, the Applicant shall indemnify, defend and hold the City, its elected officials, officers, contractors serving as City officers, agents, and employees (“Indemnitees”) free and harmless from: (i) any and all claims, liabilities and losses whatsoever occurring or resulting to any and all persons, firms, entities, or corporations furnishing or supplying work, services, materials, or supplies in connection with, or related to, the performance of work or the exercise of rights authorized by approval of this permit; and (ii) any and all claims, lawsuits, liabilities, and/or actions arising out of, or related to the approval of this permit and/or the granting or exercise of the rights authorized by said approval; and (iii) from any and all claims, liabilities and losses occurring or resulting to any person, firm, entity, corporation for property damage, personal injury, or death, arising out of or related to the approval of, or exercise of rights granted by, this permit. Applicant's obligation to indemnify, defend, and hold the Indemnitees free and harmless as required hereinabove shall include, but is not limited to, paying all fees and costs incurred by legal counsel of the Indemnitees’ choice in representing the Indemnitees in connection with any such claims, losses, lawsuits, or actions, and any award of damages, judgments, verdicts, court costs or attorneys' fees in any such lawsuit or action.

Housing Division – Community Development Department

28. The Project shall demonstrate compliance with BCC Chapter 20.40 (Affordable Housing) per the provisions of DA No. 2024-01 and all applicable BCC regulations.

Building & Safety Division – Community Development Department

29. All designs shall comply with the Codes adopted at the time of the permit submittal.

Currently the 2022 CA Building, Mechanical, Electrical, Plumbing, Cal Green, Energy, Fire Codes, City of Brea Municipal Code & Ordinances. Any submittals received after December 31st, 2025 shall be complaint with the 2025 California Building Standards Code.

30. Any code deviations will require submittal of Alternative Materials, design and Methods (CBC Sec. [A]104.11) or Modification request (CBC Sec. [A]104.10).

Code sections and alternatives are required with complete justification for request.

31. Deferred submittal items shall have the prior approval of the Building Official, the Applicant shall discuss with the Building Official whether or not the proposed deferred submittals will be allowed to be deferred.

32. At time of building permit submittal, some required construction documents are:

Architectural, Structural, Mechanical, Electrical, Energy, Plumbing, Civil (Grading, Erosion Control), Landscaping, Structural Calculations, Energy Calculations, MEP related Calculations & Equipment Cut Sheets, Specs & Geotechnical Report. The following requires separate submittals and permit issuance:
a. On-site and off-site demo work (Demolition Permit)
b. Building construction documents (Building Permit)
c. Civil (Grading plans) construction documents (Grading Permit) d. Landscape construction documents (Landscape Permit)
e. Accessory structures construction documents (Miscellaneous Permit) f. Art in Public Places - Art sculpture (Miscellaneous Permit) g. Fire sprinklers (Fire Permit)
h. PV systems (Building Permit)
i. Energy storage system (Building Permit)
j. Temporary power (Temporary Permit)
k. Construction/office trailers (Temporary Permit)

33. All temporary permits shall be re-newed every six months.

34. An asbestos and lead analysis report shall be submitted for review to the Building & Safety Division prior to start any demolition of the existing buildings and structures. If asbestos and/or lead is found on the building and/or structures, it shall be removed and properly disposed prior to commence any demolition work.

35. Any phasing on the Project shall be approved by the City Planner, City Engineer, Fire Marshal and the Building Official prior to formal submittal to the Building & Safety Division.

36. A site specific geotechnical investigation report required upon formal submittal to Building & Safety Division. The geotechnical feasibility study submitted for review during the planning entitlement review will not be accepted as part of a formal submittal to the Building & Safety Division.

37. The geotechnical engineer of record shall review the grading plans, foundation plans and foundation details for conformance with the Geotechnical Investigation Report, stamp and sign the plans and details.

38. Upon formal submittal to Building & Safety Division, a color exhibit plan on the civil drawings showing the cut and fill areas shall be provided.

39. Upon formal submittal to Building & Safety Division, additional soils evaluation shall be provided by a corrosion engineer to further evaluate the soil’s corrosivity.

40. Upon completion of grading, the general contractor shall provide soils laboratory testing results to evaluate the as-graded soil corrosivity characteristics. The soil’s testing shall be done by a licensed corrosion engineer.

41. The Applicant shall provide written evidence to the Building & Safety Division that a geotechnical engineer has been retained to monitor the grading operation and assure implementation of the site grading recommendations. All recommendations shall be implemented to the performance standards specified in the Geotechnical Investigation report and to the satisfaction of the geotechnical engineer, City Engineer and Building Official. Evidence of implementation shall be provided to the Building & Safety Division prior to issuance of a building permit.

42. Upon formal submittal to the Building & Safety Division, indicate on the plans whether or not the Project site is within any of the following zones and provide mitigation measures as applicable:
a. Methane zone
b. Flood zone
c. Liquefaction zone

43. Prior to the common area’s final inspection, an independent CASp report shall be submitted to the Building Official for review. Said report shall identify any Project deficiencies and it shall provide recommendation for the Property Owner to resolve all deficiencies prior to the building occupancy.

44. Penetrations or openings in sound rated assemblies must be treated to maintain required ratings.

45. All exterior windows, doors, and sliding glass doors shall have a positive seal and leaks/cracks must be kept to a minimum.

46. Separate water meter(s) for the landscaping shall be provided and meter location clearly identify on the utility plans and the landscape plans.

47. All mechanical, electrical, and plumbing equipment, interior or exterior heavier than 300 lbs. must provide anchorage calculations, details, and the details shall be reference on the plans.

48. Upon formal submittal to the Building & Safety Division, the planning entitlement Conditions of Approval and the geotechnical investigation report recommendations shall be placed on plans.

49. Upon formal submittal to the Building & Safety Division, provide a digital file for all structural calculations generated on Excel spread sheets.

50. Upon formal submittal to the Building & Safety Division, the construction documents shall be bookmarked and hyperlinked.

51. Prior to Certificate of Occupancy issuance, all outstanding fees on the Project shall be paid.

52. Full Project review shall be conducted when complete construction documents are submitted to the Building & Safety Division.

53. Additional requirements may be imposed when the Project is submitted for Building & Safety Division plan check review and approval.

54. Standards. The following standards shall apply to the development Project:
a. Building Regulations. All structures within the Project shall conform to the current provisions of Title 24 of the California Code of Regulations, as adopted and/or amended by the City of Brea, and other applicable city building, zoning and municipal codes and ordinances, except as provided herein.
b. Fire Prevention. All common walls of units shall be constructed and maintained in accordance with current building codes. The number and locations of fire hydrants shall be in accordance with current fire codes c. Noise Standards. The structures shall conform to all interior and exterior sound transmission standards of the California Code of Regulations and applicable sections of the California Building Code. Where these standards cannot be feasibly met, in the discretion of the Building Official, reduced requirements may be allowed by the Building Official and the subdivider shall include notice of the deficiency in the final physical needs report.

d. Utility Metering. Each unit shall be individually metered for gas and electricity.

If this requirement cannot be feasibly met, in the discretion of the Building Official, this requirement may be waived by the HOA, or similar entity, shall be formed for the payment and billing of the applicable utility. At a minimum, separate exterior shutoff valves for water, gas, and electricity shall be provided for each unit.
e. Disabled Access. The Project development shall comply with current building codes related to disabled access.
f. No television or radio antennas, dishes, or similar devices may be installed on the exterior of any building, except as required by law. All mechanical equipment and rooftop antennas shall be shielded from view.

55. To apply for a building permit, submit for plan check, or apply for a Certificate of Occupancy please email your application and all necessary documents to [email protected] or apply via the online permit center (Accela Citizen Access).

Community Services Department

56. The existing Art in Public Places sculpture located at the Project site shall be protected and continued to be maintained on site. Per the Art in Public Places Policy Manual, the Applicant shall submit a letter to the Community Services Department explaining the impacts of construction and efforts to be taken to protect the subject art piece. Applicant may be subject to additional submittals regarding the existing sculpture based on the nature of the impacts and will be determined by City staff.

57. The Applicant will receive an “artwork credit” for previously permitted square footage to account for the prior installation of sculpture. A new sculpture is required if the Project result in construction of additional square footage with a total building valuation of $1,500,000 or more. If determined necessary, this requirement will follow the submittal process outlined in the current Art in Public Places Policy manual, and will be calculated at 1% of the total building valuation of the Project, beyond the already permitted square footage.

Public Works Department
General Conditions

58. This approval shall be contingent upon the approval of the Vesting Tentative Tract Map, and the conditions of said approval shall be implemented. The proposed subdivision shall occur in substantial conformance with the Vesting Tentative Tract Map submitted to the City Council, and all conditions set forth herein.

59. The proposed subdivision shall occur in substantial conformance with the plans and specifications approved through the City Council, and all conditions of said approval shall be implemented and incorporated herein.

60. The Applicant shall provide Site and Building Demolition Plans for the demolition of the existing site and building infrastructure. The Site and Building Demolition Plans shall be prepared by a registered Civil Engineer, be in accordance with City of Brea Standard Plans and standards, and be to the satisfaction of the Building & Safety Division and City Engineer. Said plans shall include an Erosion and Sediment Control Plan identifying the State issued Waste Discharge Identification (WDID) number and the contact information for the person that is to be reached in case of emergency. The Applicant shall obtain approval of the Site and Building Demolition Plans, prior to the issuance of any building permit for any proposed development phase.

61. Prior to the issuance of any building permits for the proposed developed site conditions, the Applicant shall submit and obtain approval for the Precise Grading Plans and all applicable technical studies. The Precise Grading Plans and technical studies shall be prepared by a registered Civil Engineer, be in accordance with City of Brea Standard Plans and standards, and be to the satisfaction of the Building & Safety Division and City Engineer. The Precise Grading Plan submittal shall include the following items:
a. Construction Document Plans for the review and approval of the Building & Safety Division and City Engineer. The Construction Document Plans shall identify all improvements required to facilitate the proposed development and associated infrastructure improvements, to the satisfaction of the City Engineer. Said Construction Document Plans shall include an Erosion and Sediment Control Plan identifying the State issued Waste Discharge Identification (WDID) number and the contact information for the person that is to be reached in case of emergency;
b. Soils Report for the review and approval of the Building & Safety Division and the City Engineer;
c. Final Sanitary Sewer Capacity Analysis for the review and approval of the City Engineer;
d. Final Hydrology & Hydraulic Study for the review and approval of the City Engineer. Said study shall meet all City and Orange County requirements; e. Final Water Quality Management Plan (WQMP) for the review and approval of the City Engineer;
f. Final Water Demand Analysis for the review and approval of the City Engineer;

g. Solid Waste/Trash Collection Circulation Plan for the review and approval of the City Traffic Engineer;
h. On-site Circulation Plan as requested for the review and approval of the City Traffic Engineer.

62. Prior to the issuance of any building permits for the proposed developed site conditions, and prior to the approval of Public Improvement Plans for proposed public storm drain modifications, the Applicant shall demonstrate that discharge flows into the Loftus Channel are less in the developed condition than the existing condition and that no encroachments into Orange County Flood Control District (OCFCD) property is necessary to construct the outfall connections. If discharge flows are shown to be greater in the developed condition and/or encroachment into OCFCD property is necessary to construct the outfall connections, the Applicant shall obtain all applicable permit approvals from the OCFCD.

63. The Applicant shall maintain the Storm Water Pollution Prevention Plan during construction in accordance with NPDES guidelines, which shall incorporate all best management practices to mitigate pollutant runoff during construction.

64. The Applicant shall be responsible for the maintenance of all temporary and permanent Best Management Practices (BMP’s) and associated infrastructure located on public or private property.

65. The Applicant and any future successors, shall adhere to the approved Final WQMP during the life of the Project.

66. The Applicant shall maintain all public and private drainage facilities in good working order at all times.

67. The Applicant shall be responsible to obtain the permission to perform any work on adjacent private properties or within easement areas.

68. Prior to the issuance of any building permits for the proposed development, the Applicant shall provide verification to the satisfaction of the City Engineer, that all parties that have easements over the property, including entities such as dry utility purveyors, have granted authorization to construct the proposed improvements within existing easement areas or that all existing easements have been modified, removed, and/or quitclaimed or abandoned to accommodate the proposed development.

69. All improvements associated with the proposed development that are located within, and/or impacting facilities located within, easement areas within the property, including easements granted to entities such as dry utility purveyors, shall

be constructed to the satisfaction of the easement holders and meet all associated local jurisdictional requirements.

70. All improvements associated with the proposed development and property that are located on adjacent private property, shall be constructed to the satisfaction of the adjacent private property owners and meet all associated local jurisdictional requirements. Prior to the issuance of any building permits for the proposed developed site conditions or for improvements located on adjacent private property, the Applicant shall provide verification to the satisfaction of the City Engineer, that all adjacent private property owners have granted permission and authorization to perform the proposed work on the adjacent private property, and that agreements and/or easements are in place to allow for private improvements to be located on the adjacent property.

71. No proposed trees; structures for private utility infrastructure, lighting structures, utility vaults or cabinets; structures or walls with footing or foundation elements; building foundations, structural slabs, or building structural members; shall be located within existing or proposed public easement areas, within the public rightof-way, or within public property.

72. The Applicant shall enter into an Encroachment License Agreement with the City of Brea for all private improvements or non-standard improvements, improvements not in accordance with City of Brea Standard Plans and standards, located within the public right-of-way, public easement areas, or within public property.

73. All existing domestic, irrigation, and fire services are to be replaced with new service connections. All existing domestic, irrigation, and fire services are to be removed through the existing water main to the satisfaction of the City Engineer.

74. All proposed domestic, irrigation, and fire services shall be per the latest City of Brea Public Works Standards, meeting all City Building & Plumbing Code requirements, and be to the satisfaction of the City Engineer and the Brea Fire Department.

75. The Applicant shall install all public water meters, public vaults, public fire hydrants, FDC’s, and above ground backflow prevention devices for all domestic, irrigation, and fire services and systems, at locations to the satisfaction of the City Engineer, the Building & Safety Division, and the Brea Fire Department. Easements shall be dedicated to the City for the maintenance, repair, and operation of all public water meters, public vaults, and public fire hydrants.

76. All existing and proposed fire hydrant and fire service infrastructure locations shall be subject to the review and approval of the City Engineer, the Building & Safety Division, and the Brea Fire Department. Installation of fire hydrants and fire service infrastructure shall be in accordance with City of Brea Public Works Standards and all applicable building codes.

77. All proposed sewer laterals and connections shall be per City of Brea Public Works Standards, to the satisfaction of the City Engineer and the Building & Safety Division.

78. The proposed development shall only be served by underground distribution utilities.

79. All proposed water, sanitary sewer, and storm drain infrastructure, all dry utilities, drives/roadways, street lighting, and associated infrastructure located within private property shall be private systems and infrastructure that is owned and maintained by the Applicant and/or HOA. All public water, public sanitary sewer, or public storm drain infrastructure that is located within private property, shall be located within an easement that is dedicated to the City of Brea as part of the Final Map.

80. All roadway traffic and parking controls located within the private development area shall be installed and maintained by the Applicant in accordance with the latest version of the California Manual on Uniform Traffic Control Devices (CA MUTCD).

All roadway traffic and parking controls located within the private development area shall be to the satisfaction of the City Traffic Engineer.

81. Parking shall be prohibited from 25-feet before the beginning of curve through 25- feet after the end of curve at all intersections. The location of parking prohibitions shall be to the satisfaction of the City Traffic Engineer.

82. All private streets shall include street name signage that is clearly visible to motorists and meets current City standards. All proposed street name signage shall be to the satisfaction of the City Traffic Engineer.

83. All street lighting, both public and private, shall be in accordance with City and State design guidelines and requirements, and shall be to the satisfaction of the City Engineer.

84. Prior to the issuance of any building permit, the Applicant shall pay all applicable impact fees and connection fees as set forth in the City ordinances and in effect at the time of permit approval.

85. Prior to the issuance of any building permit, a completed Waste Management Plan (WMP) shall be submitted through Green Halo Systems by the Applicant and approved by the Public Works Department to ensure compliance with CALGreen and SB 1383 requirements. Each individual building permit shall include its own separate WMP submittal through Green Halo Systems for the proposed scope of work associated with each building permit.

86. Prior to the issuance of any building permit for the proposed developed site conditions, the Applicant shall demonstrate compliance with SB 1383 by identifying

the proposed location of 3-cart sets, for trash, recyclables, and organic materials, for each proposed residence. The Applicant shall demonstrate the proposed storage location and curbside cart placement for weekly servicing by the City’s waste hauler, for each residence to the satisfaction of the City Engineer.

87. Prior to the issuance of any building permit for the proposed developed site conditions, the Applicant shall prepare Public Improvement Plans for the review and approval of the City Engineer, for the improvements to the public water main located within the private development from Greenbriar Lane to the point of connection to the private infrastructure located within the adjacent private property to the south. The Public Improvement Plans shall be prepared by a registered Civil Engineer, be in accordance with City of Brea Standard Plans and standards, and be to the satisfaction of the City Engineer. Prior to any building permit issuance for the proposed developed site conditions, the Public Improvement Plans shall be approved by the City Engineer. Prior to the issuance of any permits associated with this scope of work for improvements located on adjacent private property, the Applicant shall provide verification to the satisfaction of the City Engineer, that all adjacent private property owners have provided approval of the design for the proposed improvements, and granted permission and authorization to perform the proposed work on the adjacent private property. All improvements shall be constructed to the satisfaction of the City Engineer, including any field punch list items, prior to the issuance of any occupancy release. Prior to any occupancy release, the Applicant shall provide verification to the satisfaction of the City Engineer, that the improvements located on the adjacent private property to the south have been constructed to the satisfaction of the adjacent private property owners. The public improvements include, but are not limited to, the following items:
a. Removal and relocation of the existing public water main and all associated vaults, backflow devices, and infrastructure to the western portion of the proposed development as identified on the Vesting Tentative Tract Map. The proposed waterline removal shall take place from the existing main within Greenbriar Lane through the connection to the private infrastructure located within the adjacent private property to the south. The proposed water line relocation shall include the reconstruction of a 12-inch public water main, and all vaults, backflow devices and associated infrastructure, from the existing public main located within Greenbriar Lane through the connection to the private water system located within the adjacent private property to the south; b. Removal, replacement, and/or relocation of all existing infrastructure or structures interfering with the proposed improvements. This includes, but is not limited to, existing paving, curb and gutter, sidewalk, landscaping, water meters, backflow prevention, utility vaults, utility meters, vent pipes, fire hydrants, signage, street lights, power poles, and paving;

c. Easement modification including the abandonment or quitclaiming of the existing public easement and the dedication a new public easement to the City of Brea for the proposed public water system. The proposed easement modification shall be included as part of the Final Map. All easement modifications shall be to the satisfaction of the City Engineer. d. All easement dedications required to facilitate the proposed connection of the public water system to the existing water system located on the adjacent private property to the south.

88. Prior to the issuance of any building permit for the proposed developed site conditions, the Applicant shall prepare Public Improvement Plans for the review and approval of the City Engineer, for all public improvements located within Aurora Avenue and Greenbriar Lane, and all proposed easements adjacent to Aurora Avenue and Greenbriar Lane. The Public Improvement Plans shall be prepared by a registered Civil Engineer, be in accordance with City of Brea Standard Plans and standards, and be to the satisfaction of the City Engineer.

Prior to any building permit issuance for the proposed developed site conditions, the Public Improvement Plans shall be approved by the City Engineer. All improvements shall be constructed to the satisfaction of the City Engineer, including any field punch list items, prior to the issuance of any occupancy release.

The public improvements include, but are not limited to, the following items:
a. All easement dedications and improvements required to facilitate the realignment of Greenbriar Lane as identified on the Vesting Tentative Tract Map. The proposed re-alignment shall include all improvements to the satisfaction of the City Engineer;
b. Asphalt removal and reconstruction of the full roadway section of Greenbriar Lane, from the westerly most storm drain improvements to the existing bridge connection adjacent to the intersection of S. Associated Road & Greenbriar Lane;
c. Removal and reconstruction of all existing sidewalk within the public right-ofway of Greenbriar Lane, from Aurora Avenue to the existing bridge connection adjacent to the intersection of S. Associated Road & Greenbriar Lane, immediately adjacent to the Project site. All proposed improvements shall be in accordance with current Americans with Disabilities Act (ADA) and City of Brea Public Works standards;
d. Removal of all existing parkway drains and/or curb drains serving the existing property, and reconstruction of curb and gutter to match the existing curb and gutter to the satisfaction of the City Engineer;

e. Removal and replacement of existing curb and gutter within the public rightof-way of Greenbriar Lane and Aurora Avenue, immediately adjacent to the Project site, at locations to the satisfaction of the City Engineer; f. Removal of the existing Project driveway on Greenbriar Lane; g. The removal of existing curb and gutter, sidewalk, and paving infrastructure required to facilitate the construction of two (2) private drive/street connections to Greenbriar Lane. The proposed Project drive/street connections shall be in accordance with current Americans with Disabilities Act (ADA) and City of Brea Public Works standards. The proposed private drive/street shall include a minimum 5-foot sidewalk crossing, curb ramp, and crosswalk connection at the point of connection to Greenbriar Lane that meets all accessibility requirements. Note that an easement may be required to be dedicated to the City of Brea as part of the Final Map if the 5-foot crossing, curb ramp, and crosswalk connection encroaches into private property. No water meter, utility vaults, and/or other structures are to be located within the proposed private drive/street connections; h. Removal of existing storm drain infrastructure within Greenbriar Lane from the northerly right-of-way of Greenbriar Lane to the point of connection to the existing outfall to the Loftus Channel located on the private property. This includes but is not limited to the removal, replacement, and/or relocation of all existing public infrastructure impacted by the proposed improvements; i. Construction of a parkway culvert, and the reconstruction of concrete sidewalk and curb and gutter, along the northerly right-of-way of Greenbriar Lane;
j. Construction of a proposed catch basin and storm drain system from Greenbriar Lane to the point of connection to the existing outfall to the Loftus Channel located on the private property. A public easement shall be dedicated to the City of Brea for the proposed public system as part of the Final Map;
k. All improvements as required by OCFCD;
l. All signage and striping improvements to Aurora Avenue and Greenbriar Lane to the satisfaction of the City Traffic Engineer;
m. Removal, replacement, and/or relocation of all existing infrastructure or structures interfering with the proposed improvements. This includes, but is not limited to, existing water meters, backflow prevention, utility vaults, utility meters, vent pipes, fire hydrants, signage, street lights, power poles, and paving;

n. All easement dedications and improvements required to facilitate the proposed utility improvements, modifications, and connections located within the public right-of-way. Proposed utility improvements, modifications, and connections located within the public right-of-way shall include items such as, but not limited to, the construction of domestic, irrigation, and fire water service connections and infrastructure; the construction of fire hydrants; the construction of storm drain connections to existing infrastructure; the construction of any required sanitary sewer service connections; the relocation of existing street lights; modifications to traffic signal and communications infrastructure; and the removal and/or relocation of utility vaults and/or meters.

89. Prior to the issuance of the first Certificate of Occupancy for the Project, the Developer shall pay the Project’s fair-share contribution toward the installation of a traffic signal at Associated Road and the southerly driveway of the Brea Plaza Shopping Center, to the satisfaction of Community Development Director and/or Public Works Director.

90. Prior to the issuance of the 90th certificate of occupancy, the Applicant shall prepare Public Improvement Plans for the review and approval of the City Engineer, for all public improvements located at the intersection of Greenbriar Lane & S. Associated Road, and all proposed easements adjacent to said intersection.

The Public Improvement Plans shall be prepared by a registered Civil Engineer, be in accordance with City of Brea Standard Plans and standards, and be to the satisfaction of the City Engineer. All improvements shall be constructed to the satisfaction of the City Engineer, including any field punch list items, prior to the last certificate of occupancy release. The public improvements at the Greenbriar Lane / S. Associated Road intersection include:
a. Prior to modifications to the intersection and within six months following final Project approval, the Applicant and City shall conduct a joint community workshop with Glenbrook residents to receive feedback on potential intersection modifications designed to minimize cut-through traffic through the Glenbrook neighborhood. Potential improvements would be limited to modifications to the existing traffic signal to prohibit the east/west through movement on Greenbriar Lane and/or additional/modified signage and striping at the intersection to discourage cut-through traffic. Alternatively, consensus from the workshop could determine that no modifications to the intersection or traffic signal are warranted, which would satisfy the Applicant’s obligation. The Applicant shall fund the costs associated with the meeting such as notices and refreshments.
b. Modification of the existing traffic signal, to prohibit east-west through traffic could be achieved by adding split phasing with arrows for the eastbound and westbound movements of Greenbriar Lane. Traffic signal modifications may include, but are not limited to, traffic signal control equipment, wiring, and

programming. Additional or modified signage could include, but are not limited to, signs, markings, lane striping, and safety lighting. The final design of any intersection modifications shall be to the satisfaction of the Brea Police Department, the City Traffic Engineer, and the City Engineer. c. Construction of all Integrated Crime Center (ICC) improvements located within the public right-of-way or public easement areas, as identified by the Brea Police Department. ICC improvements may include, but are not limited to, the installation of PTZ surveillance camera and all electrical and communications connections to facilitate full operations and connectivity to the existing City of Brea communications system. The City shall first try to install the ICC improvements on existing traffic signal poles. If the existing traffic signal poles do not provide a sufficient view of the west leg of the intersection, ICC improvements may include the replacement of an existing Type I traffic signal pole with a Type 15TS pole on the northeast corner of the intersection. All improvements shall be designed and installed to the satisfaction of the Brea Police Department, the City Traffic Engineer, and the City Engineer.

91. Prior to the issuance of any building permit for the proposed developed site conditions, the Applicant shall prepare public improvement plans for all public improvements located at the intersection of E. Birch Street & S. Associated Road, for the review and approval of the City Engineer. The public improvement plans shall be prepared by a registered Civil Engineer and be in accordance with City of Brea Standard Plans and standards. Prior to building permit issuance, the public improvement plans shall be approved by the City Engineer. All improvements shall be constructed to the satisfaction of the City Engineer, including any field punch list items, prior to the issuance of any occupancy release. The public improvements shall include but are not limited to the following items:
a. Restriping of E. Birch Street to facilitate an exclusive east-bound right-turn pocket. The final striping configuration shall include a separate bike lane located to the left of the right-turn pocket. All striping transitions and proposed turn pocket lengths shall be to the approval of the City Traffic Engineer; b. Modification of the existing traffic signal to provide for eastbound right-turn arrows. Traffic signal modifications may include, but are not limited to, traffic signal control equipment, vehicle indications, safety lighting, wiring, and vehicle and bike detection systems. The proposed traffic signal modifications shall include all traffic signal infrastructure and associated improvements to facilitate full operations of the traffic signal to the satisfaction of the City Traffic Engineer and City Engineer;
c. Removal of the existing R73-5(CA) “Double Lane Left Turn or U-Turn” signs and installation of a R73-6(CA) “Double Left Lane Turn No U-Turn” signs at the intersection for the northbound left-turn lanes;

d. Removal, replacement, and/or relocation of all existing infrastructure or structures interfering with the proposed improvements. This includes, but is not limited to, existing water meters, backflow prevention, utility vaults, utility meters, vent pipes, fire hydrants, signage, street lights, power poles, and paving.

92. Prior to the issuance of any building permit for the proposed developed site conditions, the Applicant shall prepare public improvement plans for all public improvements located at the intersection of E. Birch Street & Redbay Avenue, for the review and approval of the City Engineer. The public improvement plans shall be prepared by a registered Civil Engineer and be in accordance with City of Brea Standard Plans and standards. Prior to building permit issuance, the public improvement plans shall be approved by the City Engineer. All improvements shall be constructed to the satisfaction of the City Engineer, including any field punch list items, prior to the issuance of any occupancy release. The public improvements shall include but are not limited to the following items:
a. Construction of all Integrated Crime Center (ICC) improvements located within the public right-of-way or public easement areas, as identified by the Brea Police Department. ICC improvements may include, but are not limited to, the installation of PTZ surveillance cameras and automated license plate reading (ALPR) cameras, and all electrical and communications connections to facilitate full operations and connectivity to the existing City of Brea communications system. All improvements shall be designed and installed to the satisfaction of the Brea Police Department, the City Traffic Engineer, and the City Engineer.
b. Modification of the City’s fiber optic communication system to connect new video and surveillance systems as identified by the Brea Police Department.

Modifications to the City’s communication system may include, but are not limited to, new electrical service connection, installation of 2-inch conduit, pullboxes, fiber optic cable, and associated communications infrastructure required to connect the ICC improvements to the City of Brea’s communications system. The proposed modifications shall include all communications infrastructure and associated improvements to facilitate full ICC operations to the satisfaction of the Brea Police Department, the City Traffic Engineer, and the City Engineer.

93. All public improvements, and improvements within the public right-of-way and public easement areas, shall be designed and constructed per current City standards and all other jurisdictional requirements, and shall be to the satisfaction of the City Engineer.

94. All existing public utilities located within the public right-of-way or within existing easements are to be protected in place, unless indicated otherwise by improvement plans approved by the City Engineer.

95. A City of Brea Public Works Encroachment Permit shall be obtained prior to any construction, improvements, or staging in the public right-of-way, within existing public easement areas, or within public property.

Parcel Map Conditions

96. The proposed subdivision shall occur in substantial conformance with the Vesting Tentative Tract Map submitted to the City Council, and all conditions set forth herein.

97. The proposed subdivision shall occur in substantial conformance with the plans and specifications approved through the City Council, and all conditions of said approval shall be implemented and incorporated herein.

98. Prior to the issuance of any building permit for the proposed developed site conditions, the Applicant shall submit a Final Map for review and approval of the City Engineer. Said Final Map shall include all right-of-way and easement dedication and/or vacations. The Final Map shall be submitted to the City Engineer for conformance review prior to submittal to the County of Orange Surveyor’s Office. The Final Map shall be submitted directly to the County of Orange Surveyor’s Office for review and approval of the technical portion of the Final Map.

All public improvements shall be constructed, including any field punch list items, prior to Final Map approval by City Council and Final Map recordation with the County of Orange. All right-of-way and easement dedications and vacations shall be in accordance with all requirements set forth in the California Streets and Highways Code, the Subdivision Map Act, and the Brea City Code.

99. The Applicant shall complete the construction of all public improvements in the public right-of-way and within public easement or right-of-way dedication areas to the satisfaction of the City Engineer, and enter into a Subdivision Improvement Agreement and guarantee the installation of these improvements by providing sufficient bonds or sureties for both Faithful Performance and Labor and Materials in a form approved by the City Attorney before the approval of the Final Map. All bonds or sureties shall be provided in an amount to the satisfaction of the City Engineer.
100.Applicant shall be responsible to prepare all documentation and pay for any publication fee (if applicable) for the proposed dedications and/or vacations of rightof-way or easements. 101.The Applicant shall submit a Monumentation Bond as required by the Subdivision Map Act in a form approved by the City Attorney to guarantee payment for the

setting of monuments. The bond amount shall be provided before the approval of the Final Map, by the Licensed Surveyor or Registered Civil Engineer preparing the Final Map. The Monumentation Bond shall be provided in an amount to the satisfaction of the City Engineer.
102.Prior to the release of the Monumentation Bond, the Licensed Surveyor or Registered Civil Engineer who prepared the Final Map shall submit a letter to the City Engineer verifying the setting of all monuments, confirming that all monuments have been set in conformance with the recorded Final Map, and confirming that the Applicant/Property Owner has paid the Licensed Surveyor or Registered Civil Engineer in full for the setting of the monuments.
103.Prior to the release of all Faithful Performance Bonds and Labor and Materials Bonds, all improvements shall be completed, constructed, and accepted by the City, and a warranty bond shall be provided in accordance with the Subdivision Improvement Agreement.

Fire Department
104.Prior to Building Final, the Applicant/Developer shall install a fire sprinkler system based on the information provided. Fire sprinkler plans shall be submitted to the Fire Department prior to installation. (CFC 903)
105.Prior to Building Final, the Applicant/Developer shall install a monitored fire alarm system in accordance with CFC Section 907. Plans shall be submitted to the Fire Department prior to installation. (CFC 907)
106.Residences shall comply with addressing set forth in CFC Chapter 5. 107.Final fire and life safety conditions will be addressed when the Fire Department reviews building plans. These conditions will be based on occupancy, use, California Building Code (CBC), (California Fire Code (CFC), and related codes which are in effect at time of building plan submittal. 108.The Fire Code Official is authorized to enforce the fire safety during construction requirements of Ch. 33. (CFC & CBC)
109.The Fire Department is required to set a minimum fire flow for construction of all buildings per CFC appendix B and Table B105.1. The Applicant/Developer shall provide documentation to show where the water system capable of delivering said fire flow for 2 hours duration at 20-PSI residual operating pressure. Specific requirements for the Project will be determined at time of submittal. (CFC 507.3, Appendix B)
110.The minimum number of fire hydrants required, as well as the location and spacing of fire hydrants, shall comply with the CFC and NFPA 24.

111.Prior to issuance of Building Permits, the Applicant/Developer shall furnish one copy of the water system plans for the Fire Department to review. 112.Prior to issuance of Building Permits, the Applicant/Developer shall submit a Brea Fire Master Plan which includes approved site plan for fire access lanes and signage. (CFC 501.3)
113. If applicable, a “Knox Box Rapid Entry System” shall be provided prior to Building Final. The Knox-Box shall be installed in an accessible location approved by the Fire Code Official. Electric powered gates shall be provided with Knox key switches for access by emergency personnel. Where manual operated gates are permitted, they shall be provided with a Knox box or Knox padlock. (CFC 506.1 & 503.6) Police Department
114.The City has established an Integrated Crime Center (ICC). The ICC is a system comprised of advanced technology that is revolutionizing how the Brea Police Department prevents, manages, and solves crime. The Project will benefit from the installation of various ICC elements in the vicinity of the development that will allow the Brea Police Department to generate investigative leads, manage critical incidents in real-time, monitor special events, conduct traffic management and Emergency Operation Center functions, and conduct other crime prevention and suppression activities. The Applicant is; therefore, required to provide the following ICC elements:
a. Prior to release of Certificate of Occupancy:
i. The Applicant is required to design and install all electrical and communications connections to facilitate full operation and connectivity of ICC equipment installed at the E. Birch Street and Redbay Avenue intersection to the existing City of Brea fiber optic communications system traversing through the E. Birch Street and Redbay Avenue intersection.

Modifications to the City’s communication system may include, but are not limited to, a new electrical service connection, installation of 2-inch conduit, pullboxes, fiber optic cable, communications cables, and associated communications infrastructure as required to connect in the ICC elements. The installation of all improvements in the public right-ofway must comply with the specific requirements set by the Department of Public Works and the Police Department and is subject to the approval of the City Engineer and City Traffic Engineer to ensure compliance with all relevant technical and safety standards.
ii. The Applicant is required to design and install all electrical and communications connections to facilitate full operation and connectivity of ICC equipment installed at the S. Associated Road and Greenbriar Lane intersection to the City of Brea fiber optic communications system that will be installed within the traffic signal controller by others. Modifications to the City’s communication system may include, but are not limited to,

communications cables, fiber optic cables, and associated communications infrastructure as required to connect in the ICC elements.

The installation of all improvements in the public right-of-way must comply with the specific requirements set by the Department of Public Works and the Police Department and is subject to the approval of the City Engineer and City Traffic Engineer to ensure compliance with all relevant technical and safety standards.
iii. The Applicant shall provide funding for the procurement and installation of two PTZ video surveillance cameras as determined and approved by the Brea Police Department. One camera is to be installed at the E. Birch Street and Redbay Avenue intersection on an existing street light pole or a new dedicated Type 15 pole, or alternative as approved by the Brea Police Department, to accommodate a PTZ video. The other camera is to be installed on an existing traffic signal pole or a new pole at the S.

Associated Road & Greenbriar Lane intersection as determined by the Brea Police Department, the City Traffic Engineer, and the City Engineer. 115.Prior to issuance of a demolition permit, the Applicant shall contact the Brea Police Department for potential emergency personnel training opportunities at the Project site/existing building to enhance safety of the community. If requested by the Police Department, the Applicant shall accommodate such training opportunities to its best ability.

Mitigation Compliance
116.The Applicant shall comply with all plans, programs and policies (PPP) and the required mitigation measures (MM) included in the Mitigation Monitoring and Reporting Program listed in the Project’s Final Environmental Impact Report, as follows:
a. PPP AE-1: The proposed Project is required to provide a minimum landscaped coverage of 15 percent of the net site area in accordance with Brea City Code Section 20.258.020, General Development Standards for the Mixed-Use Zoning Districts.
b. PPP AE-2: All lighting, interior and exterior, shall be designed and located so as to confine all direct rays to the premises, per Brea City Code Section

20.220.040(L), Property Development Standards.
c. PPP AE-3: In accordance with Section 20.258.030(D)(2), Specific Development Standards for all Mixed-Use Projects, of the Brea City Code, the architectural style and use of quality materials shall be consistent throughout the entire Project site.
d. PPP AE-4: In accordance with Section 20.258.030(D)(3.g), Specific Development Standards for all Mixed-Use Projects, of the Brea City Code,

multiple structures on a single site shall be designed to create a strong visual relationship between and among the structures, and architectural treatments of structures shall be consistent on all sides.
e. PPP AE-5: Art in Public Places Sculpture. Pursuant to the City of Brea Art in Public Places Policy Manual, the Applicant must submit a letter to City staff explaining efforts to be taken during construction to protect the existing art piece.
f. PPP AIR-1: New buildings are required to achieve the current California Building Energy and Efficiency Standards (24 CCR Part 6) and California Green Building Standards Code (CALGreen) (24 CCR Part 11). The 2022 Building Energy Efficiency Standards were effective starting on January 1, 2023. The 2025 Building Energy Efficiency Standards were adopted in September 2024 and will become effective on January 1, 2026. The Building Energy and Efficiency Standards and CALGreen undergo a triennial updated with a goal to achieve zero net energy for residential buildings by 2020 and nonresidential buildings by 2030.
g. PPP AIR-2: Construction activities will be conducted in compliance with California Code of Regulations Title 13, Section 2499, which requires that nonessential idling of construction equipment is restricted to five minutes or less.
h. PPP AIR-3: Construction activities will be conducted in compliance with any applicable South Coast Air Quality Management District rules and regulations, including but not limited to the following:
i. Rule 403, Fugitive Dust, for controlling fugitive dust and avoiding nuisance.
ii. Rule 402, Nuisance, which states that a project shall not “discharge from any source whatsoever such quantities of air contaminants or other material which cause injury, detriment, nuisance, or annoyance to any considerable number of persons or to the public, or which endanger the comfort, repose, health or safety of any such persons or the public, or which cause, or have a natural tendency to cause, injury or damage to business or property.”
iii. Rule 1113, which limits the volatile organic compound content of architectural coatings.
iv. Rule 1403, which governs requirements to limit asbestos emissions from building demolition and renovation activities, including the removal and associated disturbance of asbestos-containing materials. i. MM AQ-1: During construction, the construction contractor shall only use interior and exterior paints with a low VOC (volatile organic compound) content with a maximum concentration of 10 grams per liter (g/L) for building architectural coating to reduce VOC emissions. Prior to building permit

issuance, all building and site plans shall note use of paints with a maximum VOC concentration of 10 g/L, and, the construction contractor(s) shall ensure that all construction plans submitted to the City of Brea Community Development Department clearly show this requirement.
j. MM AQ-2: During construction the construction contractor shall, at minimum, use equipment that meets the United States Environmental Protection Agency’s (EPA) Tier 4 (Final) emissions standards for off-road diesel-powered construction equipment with more than 50 horsepower, except for the Telebelts anticipated for use. Any emissions control device used by the contractor shall achieve emissions reductions that are no less than what could be achieved by Tier 4 Final emissions standards for a similarly sized engine, as defined by the California Air Resources Board’s regulations. Prior to issuance of building permit, the Project engineer shall ensure that all plans clearly show the requirement for EPA Tier 4 Final emissions standards for construction equipment over 50 horsepower except for the Telebelts used for Project construction, Tier 4 Final models of which could not be verified as commercially available for purposes of this measure. During construction, the construction contractor shall maintain a list of all operating equipment associated with building demolition in use on the site for verification by the City. The construction equipment list shall state the makes, models, and numbers of construction equipment onsite. Equipment shall be properly serviced and maintained in accordance with the manufacturer’s recommendations.
k. PPP BIO-1: In compliance with the California Fish and Game Code, Migratory Bird Treaty Act (US Code, Title 16, Sections 703–712), birds and their active nests are protected; therefore, the trees on-site would be removed outside of the nesting season, either prior to February 15 or after August 15. If construction or other Project activities are scheduled to occur during the nesting bird and raptor season, a preconstruction nesting bird and raptor survey shall be conducted by a qualified avian biologist to ensure that active bird nests will not be disturbed or destroyed. If an active nest is identified, a qualified avian biologist shall establish an appropriately sized non-disturbance buffer around the nest using flagging or staking. Construction activities shall not occur within any non-disturbance buffer zones until the nest is deemed inactive by the qualified avian biologist.
l. PPP CUL-1: Native American historical and cultural resources and sacred sites are protected under PRC Sections 5097.9 to 5097.991, which require that descendants be notified when Native American human remains are discovered and provide for treatment and disposition of human remains and associated grave goods.
m. PPP CUL-2: The removal, without permission, of any paleontological site or feature is prohibited from lands under the jurisdiction of the state or any city,

county, district, authority, or public corporation or any agency thereof (PRC Section 5097.5). This applies to agencies’ own activities, including construction and maintenance, and permit actions by others. n. PPP CUL-3: Adverse impacts to paleontological resources from developments on public lands (state, county, city, and district) require reasonable mitigation. (PRC Section 5097.5)
o. PPP CUL-4: If human remains are discovered within a project site, disturbance of the site must stop until the coroner has investigated and made recommendations for the treatment and disposition of the human remains to the person responsible for the excavation, or to his or her authorized representative. If the coroner has reason to believe the human remains are those of a Native American, he or she shall contact, by telephone within 24 hours, the Native American Heritage Commission. (California Health and Safety Code Section 7050.5)
p. MM CUL-1: If cultural resources are encountered during ground disturbing activities, work in the immediate area shall cease and an archaeologist meeting the Secretary of the Interior’s Professional Qualifications Standards for archaeology (National Park Service) [NPS] 1983 shall be contacted immediately to evaluate the find(s). If the discovery proves to be significant as determined by the site archeologist, additional work such as data recovery excavation may be warranted and will be reported to the City. q. MM CUL-2: During ground-disturbing activities, a qualified paleontologist shall monitor all excavations below five feet. If unique paleontological resources are discovered during excavation and/or construction activities, construction shall stop within 50 feet of the find, and the qualified paleontologist shall be consulted to determine whether the resource requires further study. The paleontologist shall make recommendations to the City of Brea to protect the discovered resources. Any paleontological resources recovered shall be provided for curation at a local curation facility such as the Los Angeles County Natural History Museum, the John D. Cooper Center in Fullerton, or any other local museum or repository willing and able to accept and house the resource to preserve for future scientific study.
r. PPP E-1: New buildings are required to achieve the current California Building Energy and Efficiency Standards (Title 24, Part 6) and California Green Building Standards Code (CALGreen) (Title 24, Part 11). The 2022 Building Energy Efficiency Standards were effective starting on January 1, 2023. The 2025 Building Energy Efficiency Standards were adopted in September 2024 and will become effective on January 1, 2026. The Building Energy and Efficiency Standards and CALGreen undergo a triennial update with a goal to achieve zero net energy for residential buildings by 2020 and nonresidential buildings by 2030.

s. PPP E-2: New single-family residential construction is required to comply with the California Building Energy and Efficiency Standard by either the performance or prescriptive pathway. The prescriptive pathway requires installation of photovoltaic (PV) systems for new single-family residential construction, along with other energy efficiency and renewable energy design requirements. Should a new single-family residential construction project use the performance pathway for compliance instead, solar may be included in the project design but does not have to meet the system sizing requirements prescribed in the prescriptive pathway but must incorporate additional energy efficiency or renewable energy generation in the project design to offset the omission or reduced size of a PV system.
t. PPP E-3: Construction activities are required to adhere to Title 13 California Code of Regulations Section 2499, which requires that nonessential idling of construction equipment is restricted to five minutes or less. u. PPP E-4: New buildings are required to adhere to the California Green Building Standards Code and Water Efficient Landscape Ordinance requirements to increase water efficiency and reduce urban per capita water demand.
v. PPP GHG-1: New buildings are required to achieve the current California Building Energy and Efficiency Standards (Title 24, Part 6) and California Green Building Standards Code (CALGreen) (Title 24, Part 11). The 2022 Building Energy Efficiency Standards were effective starting on January 1, 2023. The 2025 Building Energy Efficiency Standards were adopted in September 2024 and will become effective on January 1, 2026. The Building Energy and Efficiency Standards and CALGreen undergo a triennial update with a goal to achieve zero net energy for residential buildings by 2020 and nonresidential buildings by 2030.
w. PPP GHG-2: California’s Green Building Standards Code (CALGreen) requires the recycling and/or salvaging for reuse at minimum of 65 percent of the nonhazardous construction and demolition waste generated during most “new construction” projects (CALGreen Sections 4.408 and 5.408).

Construction contractors are required to submit a construction waste management plan that identifies the construction and demolition waste materials to be diverted from disposal by recycling, reuse on the Project, or salvaged for future use or sale and the amount (by weight or volume). x. PPP GHG-3: New buildings are required to adhere to the California Green Building Standards Code and Water Efficient Landscape Ordinance requirements to increase water efficiency and reduce urban per capita water demand.

y. PPP GHG-4: New single-family residential construction is required to comply with the California Building Energy and Efficiency Standard by either the performance or prescriptive pathway. The prescriptive pathway requires installation of photovoltaic (PV) systems for new single-family residential construction, along with other energy efficiency and renewable energy design requirements. Should a new single-family residential construction project use the performance pathway for compliance instead, solar may be included in the project design but does not have to meet the system sizing requirements prescribed in the prescriptive pathway but must incorporate additional energy efficiency or renewable energy generation in the project design to offset the omission or reduced size of a PV system.
z. MM GHG-1: The Project Applicant shall design and build all residential homes to be electric, meaning that electricity is the primary permanent source of energy for water heating; mechanical; heating, ventilation, and air conditioning (HVAC) (i.e., space-heating and space cooling); cooking; and clothes-drying.

All major appliances (e.g., dishwashers, refrigerators, clothes washers and dryers, and water heaters) provided/installed shall be electric-powered EnergyStar-certified or of equivalent energy efficiency, where applicable. Prior to the issuance of building permits for new development projects within the Project site, the Project Applicant shall show provide documentation (e.g., building plans) to the City of Brea Building Division official or his/her designee, to verify implementation of this requirement. Prior to the issuance of the certificate of occupancy, the City of Brea shall verify implementation of the building electrification design requirement.
aa. PPP HAZ-1: Project-related hazardous materials and hazardous wastes will be transported to and/or from the Project site in compliance with any applicable state and federal requirements, including the U.S. Department of Transportation regulations listed in the Code of Federal Regulations (Title 49, Hazardous Materials Transportation Act); California Department of Transportation standards; and the California Occupational Safety and Health Administration standards.
bb. PPP HAZ-2: Project-related hazardous waste generation, transportation, treatment, storage, and disposal will be conducted in compliance with the Subtitle C of the Resource Conservation and Recovery Act (Code of Federal Regulations, Title 40, Part 263), including the management of nonhazardous solid wastes and underground tanks storing petroleum and other hazardous substances. The proposed Project will be designed and constructed in accordance with the regulations of the Orange County Environmental Health Division, which serves as the designated Certified Unified Program Agency and which implements State and federal regulations for the following programs: (1) Hazardous Waste Generator Program, (2) Hazardous Materials Release Response Plans and Inventory Program, (3) California Accidental

Release Prevention, (4) Above Storage Tank Program, and (5) Underground Storage Tank Program.
cc. PPP HAZ-3: Project-related underground storage tank (UST) repairs and/or removals will be conducted in accordance with the California UST Regulations (Title 23, Chapter 16 of the California Code of Regulations). Unauthorized release of hazardous materials will require release reporting, initial abatement, and corrective actions that will be completed with oversight from the Regional Water Quality Control Board, Department of Toxic Substances Control, Brea Fire Department, South Coast Air Quality Management District, and/or other regulatory agencies as necessary. Project-related use of existing USTs will also have to be conducted (i.e., used, maintained, and monitored) in accordance with the California UST Regulations (Title 23, Chapter 16 of the California Code of Regulations).
dd. PPP HAZ-4: Project-related demolition activities that have the potential to expose construction workers and/or the public to asbestos-containing materials or lead-based paint will be conducted in accordance with applicable regulations, including, but not limited to:
i. South Coast Air Quality Management District’s Rule 1403 ii. California Health and Safety Code (Section 39650 et seq.) iii. California Code of Regulations (Title 8, Section 1529) iv. California Occupational Safety and Health Administration Regulations (California Code of Regulations, Title 8, Section 1529 [Asbestos] and Section 1532.1 [Lead])
v. Code of Federal Regulations (Title 40, Part 61 [asbestos], Title 40, Part 763 [asbestos], and Title 29, Part 1926 [asbestos and lead]) ee. MM HAZ-1: Lead-Based Paint and Asbestos-Containing Materials. Prior to issuance of demolition permits, the Project Applicant shall conduct asbestoscontaining material (ACM) and Lead Based Paint (LBP) surveys. The ACM and LBP surveys shall be conducted in accordance with EPA National Emission Standard for Hazardous Air Pollutants (NESHAP) and South Coast Air Quality Management District (South Coast AQMD) rules. The results of the survey shall be submitted to the City prior to issuance of a demolition permit. If ACMs or LBPs are identified during the field surveys, an Operations and Maintenance (O&M) plan shall be implemented during the construction phase. i. The ACM O&M plan shall be prepared by the Project Applicant in line with the California Code of Regulations Title 8, Section 1529. ii. The LPB O&M plan shall be prepared by the Project Applicant in line with the California Code of Regulations Title 8, Section 1532.1. ff. PPP NOI-1: Project-related construction activity will be limited to the hours of 7:00 am to 7:00 pm on weekdays and Saturdays. Construction is prohibited on

Sundays. Project-related construction activity outside these hours would require City approval.
gg. PPP NOI-2: The Project will comply with the City of Brea’s stationary exterior noise standards, summarized in Section 8.20.050, Exterior Noise Standards, of the Brea City Code.
hh. PPP NOI-3: The Project will comply with the City of Brea’s vibration standards of 70 VdB at the property line of the sensitive receptor, as identified in Section

20.20.04, Vibration, of the Brea Zoning Code.
ii. PPP NOI-4: The residential development will comply with the California Building Code, Part 2, Volume 1, Chapter 12, Section 1207.11.2, Allowable Interior Noise Levels.
jj. PPP NOI-5: Residential exterior areas shall be designed to be sound attenuated against present and future transportation noise. New residential projects shall provide an acoustical analysis report by an acoustical engineer verifying proposed wall heights adjacent to SR-57 and commercial loading and unloading areas to satisfy the City General Plan’s conditionally acceptable exterior noise standard of 65 dBA CNEL for land use compatibility and Section

8.20.050, Exterior Noise Standards, of the Brea City Code. kk. PPP NOI-6: The Project’s covenants, conditions, and restrictions shall include a disclosure that the loading and unloading of goods may occur at adjacent commercial uses. The commercial use is subject to Section 20.258.030 (H)(3), Loading and Unloading Activities, of the Brea City Code, which states that in no event shall loading or unloading take place after 10:00 pm or before 7:00 am on any day of the week.
ll. PPP NOI-7: Residents of the Project shall be notified in writing before taking up residence adjacent to SR-57 that they will be living in an urban type of environment and that the noise levels may be higher than a typical residential area. The covenants, conditions, and restrictions of a residential Project shall require that the residents acknowledge their receipt of the written noise notification. Their signatures shall confirm receipt and understanding of this information in accordance with Section 20.258.030 (H)(4), Noise Notification, of the Brea City Code.
mm. PPP NOI-8: Noise-generating equipment (air conditioning units) shall be reviewed during plan check for location and screening, to the extent feasible, to avoid creating a nuisance in accordance with Section 20.258.030 (K)(3), Noise Generating Equipment, of Brea City Code.
nn. PPP PS-1: New buildings are required to meet the fire regulations outlined in California Health and Safety Code (Sections 13000 et seq.).

oo. PPP PS-2: The Project Applicant is required to pay development impact fees (dispatch impact fees, fire impact fees, fire service fees). pp. PPP PS-3: As part of the Project review process, the City of Brea Fire Department will require approval of Building Plan Check for Site Plan and Emergency Access. Additional design features to address the City of Brea Fire Department’s requirements will be incorporated as conditions of approval for the Project.
qq. PPP PS-4: Development associated with the proposed Project will be designed, built, and operated in accordance with the City of Brea’s City Code Chapter 15.08, Building Code, and Chapter 16.04, Brea Fire Code. rr. PPP PS-5: The Project Applicant is required to pay dispatch impact fees and all other development impact and/or special assessment fees as deemed applicable by the City of Brea.
ss. PPP PS-6: The Project Applicant will provide strategically placed cameras at the Project site that will integrate with the Brea Policy Department’s Integrated Crime Center (ICC) cameras. The placement of the cameras will be coordinated with the Brea Police Department.
tt. PPP PS-7: Pursuant to AB 2926, new development is required to pay development impact fees to assist in providing school facilities to serve students generated by new development.
uu. PPP PS-8: Pursuant to SB 50, new development is required to offset the costs associated with increasing school capacity, where the funds collected go to acquiring school sites, constructing new school facilities, and modernizing existing school facilities.
vv. PPP RES-1: The proposed Project is required to comply with Brea City Code Section 18.64.080 that establishes the subdivision regulations for the provision of park and recreational facilities through land dedication, installation of improvements, payment of in-lieu fee thereof, or a combination. New development is required to fund park and recreational development and improvements through the payment of park development fees. ww. PPP TRAF-1: Development Impact Fees. The proposed Project is required to pay development impact fees to the City of Brea pursuant to the City’s AB 1600 Transportation Improvement Nexus Program (Ordinance 996). Based on a transportation improvement nexus program study conducted in 2011, the City Council adopted Resolution 2011-096, which updated the impact fees, effective February 4, 2012. Fair-share fees offset or mitigate the cumulative

traffic impacts caused by new development. The program ensures all future development in the City of Brea contributes on a fair-share basis. xx. PPP TRAF-2: Right-of-Way Improvements. Modifications to the roadway network, including driveways, curbs, and sidewalks, are subject to approval of the City of Brea. Construction work within the right-of-way of a public roadway requires the issuance of a permit by the City of Brea.
yy. PPP TRAF-3: Sight Distance Improvements. The proposed Project is required to implement the following traffic improvements as a condition of approval at Brea Glenbrook Club Driveway/Project Driveway No. 1 at Greenbriar Lane (Intersection No. 8) and Project Driveway No. 2 and Greenbriar Lane (Intersection No. 9) to maintain clear line of sight for driver’s exiting the Project site:
i. Trim and maintain foliage continuously within the corner sight distance limited use area up to 2.5 feet in height to remain consistent with Caltrans Highway Design Manual.
ii. Landscaping and/or hardscapes (i.e. monument signs) are required to be designed such that a driver’s clear line of sight is not obstructed. zz. PPP TCR-1: Pursuant to California Health and Safety Code Section 7050.5, if human remains are discovered in the Project site, disturbance of the site shall halt and remain halted until the coroner has conducted an investigation. If the coroner determines that the remains are not subject to his or her authority and has reason to believe that they are those of a Native American, he or she shall contact, by telephone within 24 hours, the NAHC.
aaa. MM TCR-1: Prior to the commencement of any ground disturbing activity at the Project site, the Project Applicant shall retain a total of two Native American Monitors, each approved by the tribes that consulted on this Project pursuant to Assembly Bill AB52 (the “Tribe” or the “Consulting Tribe”), and in concurrence with the City of Brea as the CEQA lead agency. The Applicant shall coordinate with each of the Consulting Tribes to develop an executed contract to pay for tribal monitors to be present during ground-disturbing activities. Prior to the issuance of any permit necessary to commence a ground-disturbing activity, a copy of the executed contract shall be submitted to the City of Brea Community Development Department. The Tribal monitors will only be present during on-site and off-site portions of the area included as part of the Project grading or improvement permits during the construction phases that involve ground-disturbing activities. Ground disturbing activities are defined by the Tribes as activities that may include, but are not limited to, pavement removal, potholing or auguring, grubbing, tree removals, boring, grading, excavation, drilling, and trenching, within the Project area. The Tribal Monitors will complete daily monitoring logs that will provide descriptions of the day’s activities, including construction activities, locations, soil, and any cultural materials identified. The on-site monitoring shall end when all ground-

disturbing activities on the Project Site are completed, or when the Tribal Representatives and Tribal Monitors have indicated that all upcoming grounddisturbing activities at the Project Site have little to no potential for impacting Tribal Cultural Resources. Upon discovery of any Tribal Cultural Resources, construction activities shall cease in the immediate vicinity of the find (not less than the surrounding 100 feet) until the find can be assessed. All Tribal Cultural Resources unearthed by Project activities shall be evaluated by the qualified archaeologist and Tribal monitors approved by the Consulting Tribes.

If the resources are Native American in origin, the Consulting Tribes will have the on-site archeologist perform data recovery and secure the item(s) in their lab until the Project is completed on which consulting tribes will determine the best course of action. If human remains and/or grave goods are discovered or recognized at the Project Site, all ground disturbance shall immediately cease within 100 feet of discovery, and the county coroner shall be notified per Public Resources Code Section 5097.98, and Health & Safety Code Section 7050.5. Human remains and grave/burial goods shall be treated alike per California Public Resources Code section 5097.98(d)(1) and (2).

Work may continue on other parts of the Project Site while evaluation and, if necessary, mitigation takes place (CEQA Guidelines Section 15064.5[f]). If a non-Native American resource is determined by the qualified archaeologist to constitute a “historical resource” or “unique archaeological resource,” time allotment and funding sufficient to allow for implementation of avoidance measures, or appropriate mitigation, must be available. The treatment plan established for the resources shall be in accordance with CEQA Guidelines Section 15064.5(f) for historical resources and PRC Sections 21083.2(b) for unique archaeological resources.

Preservation in place (i.e., avoidance) is the preferred manner of treatment. If preservation in place is not feasible, treatment may include implementation of archaeological data recovery excavations to remove the resource along with subsequent laboratory processing and analysis. Any qualifying historic archaeological resource deemed significant by a qualified archaeologist as a “historical resource” or “unique archaeological resource”, shall be curated at a public, non-profit institution with a research interest in the materials, such as the Natural History Museum of Los Angeles County or the Fowler Museum, if such an institution agrees to accept the material. If no institution accepts the archaeological material, it shall be offered to a local school or historical society in the area for educational purposes.
bbb. PPP USS-1: The Project will pay the Sanitary Sewer Connection Fees and Impact Fees collected by the City of Brea, which contribute to maintenance and installation of sewer improvements in the OCSD in accordance with Section 3.32.040, Sewer Service Fees and Charges, of the Brea City Code.

Additionally, the Project will pay capital facilities fees to OCSD.

ccc. PPP USS-2: The Project will pay the water impact fees, water connection fees, and fire service connection fees collected by the City of Brea, which covers costs to purchase water supplies and to operate and maintain the water distribution system in accordance with Ordinance 967.
ddd. PPP USS-3: Landscaping installed on-site shall conform to the California Green Building Standards Code and Water Efficient Landscape Ordinance requirements to increase landscape water efficiency.
eee. PPP USS-4: Plumbing fixtures installed on-site shall conform to California Green Building Standards Code requirements to increase water efficiency and reduce urban per capita water demand.
fff. PPP USS-5: The Project would comply with the City’s water conservation program during a drought or emergency situation, in accordance with Chapter

13.20, Water Management Program, of the Brea City Code. ggg. PPP USS-6: The Project will be constructed and operated in accordance with the Santa Ana Regional Water Quality Control Board Municipal Stormwater (MS4) Permit for Orange County. The MS4 Permit requires the proposed Project to prepare and implement a water quality management plan to:
i. Control release of contaminants into storm drain systems. ii. Educate the public about stormwater impacts.
iii. Detect and eliminate illicit discharges.
iv. Control runoff from construction sites.
v. Implement BMPs and site-specific runoff controls and treatments. hhh. PPP USS-7: California’s Green Building Standards Code (CALGreen) requires the recycling and/or salvaging for reuse a minimum of 65 percent of the nonhazardous construction and demolition waste generated during most “new construction” projects (CALGreen Sections 4.408 and 5.408). Construction contractors are required to submit a construction waste management plan that identifies the construction and demolition waste materials to be diverted from disposal by recycling, reuse on the Project, or salvage for future use or sale and the amount (by weight or volume).
iii. PPP USS-8: The Project will abide by AB 341 and AB 1826. The Project will store and collect recyclable materials in compliance with AB 341. Green waste will be handled in accordance with AB 1826.
jjj. PPP USS-9: New buildings are required to achieve the current California Building Energy and Efficiency Standards (Title 24, Part 6) and California Green Building Standards Code (CALGreen) (Title 24, Part 11). The 2022 Building Energy Efficiency Standards were effective starting on January 1, 2023. The 2025 Building Energy Efficiency Standards were adopted in September 2024 and will become effective on January 1, 2026. The Building

Energy and Efficiency Standards and CALGreen undergo a triennial update with a goal to achieve zero net energy for residential buildings by 2020 and nonresidential buildings by 2030.

City of Brea
Planning Commission Communication
B. Environmental Impact Report No. 2024-01, Vesting Tentative Tract Map No. 2024-01, General Plan Amendment No. 2024-02, Zone Change No. 2024-02, Precise Development No. 2024-02, and Development Agreement No. 2024-01: Greenbriar Residential Project (The Village at Greenbriar) at 1698-1700 Greenbriar Lane A request to allow demolition of an existing office building and a parking structure, and construction of a housing development consisting of 179 single-family attached units located at 1698-1700 Greenbriar Lane.

Meeting
Tuesday, March 11, 2025, 6:00 PM
Agenda Group
PUBLIC HEARINGS Item: 3B.

TO
Chair and Members of the Planning Commission
FROM
Joanne Hwang, City Planner

EXECUTIVE SUMMARY
The Applicant, Lennar Homes of California, LLC, is requesting approvals of Environmental Impact Report (EIR) No. 2024-01, Vesting Tentative Tract Map (TTM) No. 2024-01, General Plan Amendment (GPA) No. 2024-02, Zone Change (ZC) No. 2024-02, Precise Development (PD) No. 2024-02, and Development Agreement (DA) No. 2024-01 for the Greenbriar Residential Project (The Village at Greenbriar), which includes the demolition of an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construction of a residential development consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park. The proposed project is located at 1698-1700 Greenbriar Lane (the “Project Site”).

The above-mentioned entitlements herein are referred to as the "Project." The Planning Commission serves as a recommending body to the City Council. The City Council is the final decision authority on the Project.

RECOMMENDATION
Staff recommends that the Planning Commission adopt a resolution (Attachment A) recommending that the City Council take the following actions:

1. Adopt a resolution to certify a California Environmental Quality Act (CEQA) Environmental Impact Report (EIR), which analyzed the environmental impacts resulting from construction and operation of the Project, and which was prepared pursuant to CEQA Guidelines Section 15132 (Contents of Final EIR), and CEQA Guidelines Section 15090 (Certification of the Final EIR);

2. Adopt resolutions approving the following entitlements, based on findings and conclusions, subject to the recommended conditions of approval (Attachment B):
a. TTM No. 2024-01, to allow for a condominium map;
b. GPA No. 2024-02, to modify the Project site’s General Plan land use designation from General Commercial to a Mixed-Use II land use designation; and
c. PD No. 2024-02, to demolish an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construct a residential development

ATTACHMENT H
consisting of 179 single-family units (detached and attached) including landscaping and common open space areas, which would include a private park.

3. Adopt ordinances approving the following entitlements, based on findings and conclusions:
a. ZC No. 2024-02, to modify the Project site’s zoning from C-G General Commercial Zone with a Precise Development (P-D) overlay to a Mixed-Use II (MU-II) Zone; and b. DA No. 2024-01, for a contract between the Applicant and the City, defining terms of development proposed by vesting the City’s approval while specifying public benefits.

BACKGROUND
Project Location
The Project site, located at 1698-1700 Greenbriar Lane, is a 9.7-acre property that is situated west of South Associated Road, south of Greenbriar Lane, and north of the Brea Plaza Shopping Center. The Project site is currently developed with a 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and was most recently occupied by Mercury Insurance. Vehicle access to the Project site is currently provided by one driveway approach on Greenbriar Lane and an internal access road that connects the Project site to the Brea Plaza Shopping Center along the southern property line. The Project site has a General Plan land use designation of General Commercial and a zoning designation of C-G with PD Overlay. The Project Vicinity Map, the surrounding land uses and zoning designations are shown in Figure 1 and Tables 1 and 2 below.

Figure 1. Project Vicinity Map
TABLE 1 – Surrounding Land Uses
North Single-family residential uses
East Single-family residential uses (across the Fullerton Creek drainage channel & S.

Associated Road)
South Brea Plaza Shopping Center
West Brea Mall (across State Route SR-57 & State College Avenue) TABLE 2 – Surrounding Zoning Designations
North Multiple Family Residential (R-2)
East Single-Family Residential (R-1) (across the Fullerton Creek drainage channel & S. Associated Road)
South C-G
West Regional Commercial (C-C) and Mixed-Use I (MU-I) (across State Route SR-57 & State College Avenue)
Entitlement History
In 1975, the existing 164,908 square foot office building was approved under Precise Development (PD No. 19-75) and Parcel Map (PM No. 3-75) as part of the Brea Plaza Office Park, which included the Project site and the site that is now occupied by the Brea Plaza Shopping Center.

In 2005, the construction of the three-level parking structure was approved under Conditional Use Permit (CUP No. 05-02), Precise Development (PD No. 05-01), and Mitigated Negative Declaration (ND No. 05-01).

Private agreement: The Project site and Brea Plaza Shopping Center are currently under an existing memorandum of understanding (MOU) that allows customers of the Brea Plaza Shopping Center to use approximately 180 parking spaces located at the Project site during normal business hours, and all of the surface parking spaces (approximately 500 spaces) after 5:00 p.m. and on weekends. The MOU expires in April 2026, unless voluntarily terminated by both parties sooner.

Current proposal:

On March 27, 2024, the Applicant filed the planning applications for the Project, which included aforementioned entitlements.

On February 25, 2025, the Planning Commission was presented with an introduction to the Project, which provided a detailed overview of the Project.

Project Description
The Applicant proposes to demolish an existing 164,908 square foot office building, a three-level parking structure, and surface parking and associated landscape areas, and construct a residential development consisting of 179 forsale, single-family units (detached and attached), including landscaping and common open space areas, which would include a private park. Figure 2 below illustrates the proposed Project Layout (Attachment H – Illustrative Site Plan).

Figure 2. Proposed Project Layout
Overall, the Project layout proposes a row of buildings along the northern, eastern, and southern property lines as well as smaller vertical rows of buildings towards the center of the development, with the site access taken from two new access points off of Greenbriar Lane. The Project would include 67 buildings consisting of three different housing products (The Courts, The Yards, and The Villas), providing a total of 179 units, ranging between one- to four-bedrooms and three- to four-stories.

The detailed Project description can be found in the February 25, 2025 Planning Commission Staff Report, which is Attachment C of this report.

Also, the Technical Background, Vicinity Map, Project Application, Project Description, Illustrative Site Plan, Civil Sheets, and Floor Plans and Elevation are provided as Attachments D through J, respectively.

ANALYSIS
General Plan Amendment No. 2024-02
The Project requires a General Plan Amendment to change the General Plan Land Use designation of the Project site from General Commercial to Mixed Use II. The Project is consistent with various goals and policies of the General Plan, including the City’s 6th Cycle Housing Element. Specifically, the Project would further General Plan Policy CD-1.1 ("Create neighborhoods that effectively integrate single-family and multi-family housing with convenience and neighborhood shopping centers, park and recreation areas, and other uses appropriate for the neighborhoods"), CD-1.5 ("Provide opportunities for development of housing that responds to diverse community needs in terms of density, size, location, design and cost"), CD-1.9 ("Encourage new development that is organized around compact, walkable, mixed-use neighborhoods and districts to conserve open space resources, minimize infrastructure costs, and reduce reliance on the automobile"), as it would provide for a new, for-sale housing units in the City, within an mixed-use area with a pedestrian connection to a neighborhood shopping center, and facilitate housing growth that would assist in achieving the City’s RHNA goals.

Zone Change No. 2024-02
The Project requires a Zone Change to change the zoning designation of the Project site from C-G  with a PD overlay to MU-II. The MU-II Zone allows for “either vertical or horizontal integration of uses” and emphasizes “tying together the uses with appropriate pedestrian linkages,” and stand-alone residential projects are allowed when part of a larger mixed-use development area. The Project would be compatible to surrounding land uses, which are a mixture of residential and commercial land uses within a larger mixed-use development area and would provide a pedestrian accessway connecting the Project site and the Brea Plaza Shopping Center. In addition, the proposed Project, which entails 179 single-family units (176 attached units and three detached units), have been classified as a Dwelling, Single-Family Attached use, pursuant to the established definition within the Brea City Code (BCC). As such, the proposed Project is an allowed use within the MU-II Zone. In addition, the Project site is physically suitable to accommodate the Project’s density and land use.

Precise Development No. 2024-02
Development Standards
In the MU-II Zoning district, PD review is required for residential construction of five or more units and nonresidential construction that is over 10,000 square feet of gross floor area. The intent of PD review is to ensure that the Project complies with the applicable development standards and also allows for architectural review of the Project. As proposed, and conditioned, the Project represents quality design and complies with a majority of the development standards of the MU-II Zone for stand-alone residential projects as shown on Table 3 below:

TABLE 3 – Compliance with Development Standards
Development
Standard
Zoning Code Standards
(min./max.)
Proposed
Minimum Project Size 2,500 sq. ft.
422,478 sq. ft.
(approximately 9.7 acres)
Density 6.1 to 40 du/ac 18.4 units per acre
Floor Area Ratio (FAR) 2.00 1.20
Height 60 ft.

The Courts – 36’-11’’ for the
five-unit buildings & 36’-9’’ for
the 10-unit buildings
The Villas – 44’-2’’ or
48’-11’’, depending on style
option
The Yards – 35’-7’’ or 41’-5’’,
depending on style option
Building Setbacks
Front (S. Associated Road)
Street Side (Greenbriar Lane)
Interior Side
Rear (State Route SR-57)
15 ft.
15 ft.
10 ft.
20 ft.
155’-7’’
*12’-3’’ to 23’-4’’
10’
*16’-7’’ to 61’-9’’
Landscape Setbacks
Front (S. Associated Road)
Street Side (Greenbriar Lane)
Interior Side
Rear (State Route SR-57)
Front: 8 ft.

Street Side: 8 ft.

Interior Side: 5 ft.

Rear: 5 ft.
29’-9’’
12’-3’’ to 23’-4’’
10’
5’-8’’
Common Open Space
100 sq. ft. per unit (Minimum
dimension shall
be 15 feet.)
39,995 sq. ft.

Private Open Space
75 sq. ft. per unit
(Minimum dimension shall
be 8’ feet)
Range in size from
96 sq. ft. to 347 sq. ft.
(balconies, roof top decks,
private courtyards)
**Parking
448
(358 garage spaces;
90 guest spaces)
*397
(342 garage spaces;
55 guest spaces)
*Minor Conditional Use Permit (MCUP) would be required to modify the required minimum development standard.
**Land use classification applied to determine minimum parking requirements: Dwelling, singlefamily attached, 2 covered parking spaces for each unit plus 0.5 covered or uncovered parking spaces for each dwelling unit for guest spaces.

The Project Site is adequate in size and shape to accommodate the proposed development and all of the yards, setbacks, walls or fences, landscaping, and other features, except for the following three development standards:
minimum street side setback, minimum rear setback, and minimum parking requirements. The minimum street side setback per the BCC is 15 feet and the Project identifies street side setbacks that range from 12’-3’’ to 23’-4’’. The minimum rear setback per the BCC is 20 feet and the Project identifies rear setbacks that range from 16’-7’’ to 61’-9’’. As for the minimum parking requirements, the BCC requires two covered parking spaces for each unit plus

0.5 covered or uncovered parking spaces for each dwelling unit for guest spaces for a Dwelling, Single-Family Attached land use. Therefore, the minimum required parking per BCC would be a total of 448 off-street parking spaces (358 enclosed garages and 90 guest parking spaces), and the Project provides a total of 397 parking spaces, of which 342 spaces are enclosed garage spaces and 55 spaces are exterior guest parking spaces. The difference between the BCC minimum requirement and the Project proposal would be 51 spaces (16 covered spaces, which is associated with one-bedroom units only, and 35 guest parking spaces).

In order to ensure compliance with BCC, the draft Conditions of Approval (Attachment B) requires the Applicant to either update the Project plans to comply with the applicable development and/or obtain subsequent approval of a MCUP or any other available administrative permit for the requested modification of standards. In addition, the draft Conditions of Approval also requires the Project to provide Covenants, Conditions, and Restrictions (CC&R’s) as well as a Parking Management Plan (PMP) that would, among other things, identify parking management strategies, such as a requirement for the residents to use the garage spaces for vehicle parking only, implementation of parking rules/control, visitor parking management, and methods to address potential parking issues. With the required plan update and/or subsequent approval of an MCUP or other available administrative permits, as well as the proposed conditions of approval, the Project would be consistent with the development standards of the MU-II Zone and therefore, compatible with the surrounding area.

In addition, the Project was reviewed by various departments, including the Fire Department, Police Department, Public Works Department and the Building & Safety Division. The Project is required to meet all Building and Fire codes and standards, thereby assuring the public health, safety, and welfare. To further ensure the Project would be compatible with surrounding uses and not adversely affect the public, health or general welfare, staff has prepared draft Conditions of Approval. Notably, a condition has been recommended by the Police Department for the Project to provide communication infrastructure and funding improvements at two intersection: E. Birch Street/Redbay Avenue and S. Associated Road/Greenbriar Lane. The Project and the community would benefit from the development of the Integrated Crime Center that will aid the Police Department in preventing, managing, and solving crime. In addition, the Project would be subject to paying development impact fees including, but not limited to: Dispatch Impact Fees, Fire Impact Fees, Traffic Impact Fees, Sewer Impact Fees, Orange County Sanitation District Fees, Water Impact Fees, Storm Drainage Fees, Park Development Fees, School District Fees.

Art in Public Places
The Project would be required to comply with the City’s Art in Public Places (APP) Ordinance and Policy Manual. The Applicant has indicated that the existing art sculpture located on the northeast corner of the property would remain and preliminary discussions have occurred with City staff. Ultimately, the Art in Public Places Committee would review a formal proposal for the existing art sculpture retention upon the Project approval to ensure compliance with APP requirements.

Vesting Tentative Tract Map No. 2024-01
The Project requires a tract map for condominium purposes to accommodate the proposed single-family attached dwelling units. Common areas would be established for vehicular and pedestrian circulation and for open space purposes, with a homeowner’s association having responsibility for all common facilities. CC&Rs would be conditioned for the Project, to ensure proper maintenance is provided for the common areas of the Project site.

Also included in the map are proposed easements for public utilities and ingress/egress for emergency vehicles.

As proposed, the site is physically suitable for the type of development proposed. The Project site has and will continue to maintain proper infrastructure and related City services in place to support the proposed development.

The proposed design and associated improvements satisfy the minimum lot size, width, lot depth and life safety needs required for properties in the MU-II Zone.

Development Agreement No. 2024-01
The Project includes a request for a DA, which is a contract for development that provides a property owner or developer a vested right to proceed with an approved development in exchange for the City obtaining benefits beyond what would otherwise be required by existing regulations and ordinances. As indicated in the Draft DA (Attachment K), the Applicant intends to satisfy the City’s affordable housing requirements either by: 1) providing an off-site 100% affordable housing project; 2) providing land to the City for the development of an affordable housing project; or 3) providing on-site affordable housing at the Project site. Given that the City Council is the decision authority that decides on the agreement and terms, staff will further refine the draft DA and present the final DA for consideration at the future City Council meeting.

ENVIRONMENTAL ASSESSMENT
The City, as the lead agency with the assistance of PlaceWorks, prepared an EIR in authority and criteria contained in the CEQA Guidelines and the environmental regulations of the City. An EIR is the highest level of environmental review under CEQA.

EIR Timeline:

On July 31, 2024, the City issued a Notice of Preparation (NOP) informing the public that an EIR is being prepared for the Project and provided information on the planned scoping meeting. The public comment period concluded on September 3, 2024, and a total of six agencies and interested parties responded to the NOP and provided written comments.

On August 21, 2024, the City held a scoping meeting on the Project’s EIR. A total of six individuals were in attendance, where the majority were residents of the Glenbrook community. At the end of the meeting, one written comment card was submitted. In general, the comments expressed during the meeting were concerns regarding traffic, street parking, noise, and aesthetics (height/massing).

On December 12, 2024, the City issued a Notice of Availability (NOA) to provide the public and agency review of the Draft EIR (DEIR).

On December 13, 2024, the DEIR was released for public review. The public comment period concluded on January 28, 2025, and a total of three agencies and interested parties responded to the DEIR and provided written comments. Response to comments will be provided as a part of the Final EIR (FEIR).

On March 5, 2025, the FEIR, which includes response to DEIR comments, was released for public review.

Draft EIR Summary:
20 environmental topics were reviewed.

There are no topics analyzed that resulted in significant and unavoidable impacts.

Six topics that were found not to be significant:

Agriculture and Forest Resources
Biological Resources
Geology and Soils
Hydrology and Water Quality
Mineral Resources
Wildfires
Nine topics that resulted in a less than significant/no impact without mitigation:

Aesthetics
Energy
Land Use and Planning
Noise
Transportation
Utilities and Services Systems
Population and Housing
Public Services
Recreation
Five topics that resulted in a less than significant impact with mitigation incorporated:

Air Quality
Cultural and Paleontological Resources
Tribal Cultural Resources
Greenhouse Gas Emissions
Hazards and Hazardous Material
Final EIR
The FEIR was prepared pursuant to Section 15132 of the CEQA Guidelines, which contains response to agency and public comments made on the DEIR and a summary of revisions to the DEIR resulting from comments. Along with the FEIR, a Mitigation Monitoring and Reporting Program (MMRP) has been prepared, which memorializes the proposed mitigation measures, along with the Draft Findings of Fact (FOF), which provides conclusions and findings required by the CEQA Guidelines. The Final FOF will be presented for consideration at the future City Council meeting.  The FEIR can be accessed on the following link (https://www.cityofbrea.gov/DocumentCenter/View/17708/Final-EIR?bidId=), and MMRP and FOF are provided as Attachments L and M, respectively. The other environmental documents for the Project, including the NOP, NOA, and DEIR, can also be accessed on the following link: https://www.cityofbrea.gov/166/Projects-in-Process.

PUBLIC NOTICE AND COMMENTS
This Project was noticed in accordance with the City’s public noticing requirements, which involved mailed notices sent to property owners within 500-feet of the Project site, and publication in the Brea Star-Progress. The public hearing notice for the Project is provided as Attachment N. As of the writing of this report, staff has received one public comment via email (Attachment O). The comment expressed concerns with parking and utilities, specifically water and power.

CONCLUSION
The Project is consistent with the goals and policies of the General Plan, including the City’s 6th Cycle Housing Element, and a majority of the provisions of the BCC. For the three development standards that are deviating from the provisions of the BCC (i.e. minimum street side setback, minimum rear setback, and minimum parking requirements), the Applicant would either be required to update the Project plans to comply with the applicable development and/or obtain subsequent approval of a MCUP or any other available administrative permit for the requested modification of standards. The Project offers a high-quality residential product on an underutilized site and provides pedestrian connectivity between the commercial uses at the Brea Plaza Shopping Center and a transitional buffer for the existing residential neighborhood to foster a vibrant mixed-use area. In addition, the environmental analysis prepared as part of the EIR concluded that there are no significant and unavoidable impacts.

It is for these reasons discussed above and the information within this report and its attachments that staff recommends that the Planning Commission adopt the resolution (Attachment A) recommending that the City Council approve the Project and certify the EIR prepared for the Project.

RESPECTFULLY SUBMITTED:

Joanne Hwang, AICP, City Planner
Prepared by: Rebecca M. Pennington, Senior Planner

ATTACHMENTS
A. Draft Resolution
B. Draft Conditions of Approval
C. February 25, 2025 Planning Commission Staff Report
D. Technical Background
E. Vicinity Map
F. Project Application
G. Applicant’s Project Description
H. Illustrative Site Plan
I. Civil Sheets
J. Floor Plans and Elevations
K. Draft Development Agreement
L. Mitigation Monitoring and Reporting Program (MMRP)
M. Draft Findings of Fact (FOF)
N. Public Hearing Notice
O. Public Comment
Attachments
Attachment A - Draft PC Resolution.pdf
Attachment B - Draft Conditions of Approval.pdf
Attachment C - February 25, 2025 Planning Commission Staff Report.pdf Attachment D - Technical Background.pdf
Attachment E - Vicinity Map.pdf
Attachment F - Project Application.pdf
Attachment G - Applicant's Project Description.pdf
Attachment H - Illustrative Site Plan.pdf
Attachment I - Civil Sheets.pdf
Attachment J - Floor Plans & Elevations.pdf
Attachment K - Draft Development Agreement.pdf
Attachment L - Mitigation Monitoring and Reporting Program (MMRP).pdf Attachment M - Draft Findings of Fact (FOF).pdf
Attachment N - Public Hearing Notice.pdf
Attachment O - Public Comment Email.pdf
** The following document is a draft of the minutes and the not the official approved minutes **
Minutes for the Planning Commission
1 Civic Center Circle, Brea, California 92821
March 11, 2025
Roll Call: (The following members were in attendance)
Melanie Schlotterbeck, Chair
Blake Perez, Vice Chair
Tom Donini,  Commissioner
Bill Madden, Commissioner
Ted Gribble, Commissioner

1. GENERAL SESSION
1A. Call to Order/Roll Call - Commission
Chair Schlotterbeck called the meeting to order at 6:00 PM. 1B. Invocation
Pastor Tyler Lemen with Birch Street Friends Church led the invocation. 1C. Pledge of Allegiance
Commissioner Gribble led the Pledge of Allegiance.
1D. Matters from the Audience
Elizabeth Hansberg, co-founder of People For Housing OC, commented on the urgency of housing, commended the City's efforts to meet housing element requirements, and advocated for implementing varied housing programs.

City Planner, Joanne Hwang noted staff received ten written email comments regarding Item 3A and 3B, which had been provided to the commissioner and the public.

2. CONSENT CALENDAR
2A. February 25, 2025 Planning Commission Meeting MinutesATTACHMENT I Motion was made by Commissioner Madden and seconded by Vice Chair Perez to approve the consent calendar. Motion passed 5-0.

3. PUBLIC HEARINGS
3A. Brea Plaza Shopping Center Apartment Project (Brea Plaza Living)– General Plan Amendment No. 2024-01, Zone Change No. 2024-01, Density Bonus No. 2024-01, Precise Development No. 2024-01 and Conditional Use Permit Nos. 2024-03, 2024-04, and 2025-05.

Prior to the staff presentation, Commissioner Gribble recused himself due to potential issues with the due process rights of the owner of the project site, based on his involvement in the group that opposed a development project that was previously proposed at the project site.

Jessica Newton, Senior Planner, provided a presentation of the project.

The Planning Commission asked questions regarding the following topics:

Clarification on the project consideration/approval process Cumulative CEQA/EIR Impact
Clarification on Condition of Approval Nos. 16, 74, and 101 Whether or not the pedestrian accessway would have gates Caltrans traffic study
Compliance with the State’s organic waste requirements
Clarification what constitutes as health and safety impacts under the State density bonus law Potential impacts of the reduced setbacks on accessibility of emergency service vehicles Type of signage (illuminated vs lighted)
Clarification on the parking demand study
Construction staging areas
Location for delivery/loading area for packages, move-ins/outs, etc.

Landscaping plan and plant palette
Security cameras for bicycle storage room
The distribution of EV charging stations
Impact fees, such as park fees and school fees
Ingress/egress at the property
City Attorney Steven Flower, City Planner Joanne Hwang, Assistant City Manager/Community Development Director Jason Killebrew, Senior Planner Jessica Newton , Traffic Engineer Dave Roseman, and Angela Wolfe from First Carbon Solutions (City’s consultant) responded to the commissioners' questions.

Chair Schlotterbeck opened the Public Hearing and invited the applicant to speak.

Project contact, Waad Nadhir of BOSC Realty Advisors, provided a presentation of the project and responded to commissioners' questions with Marice DiPasquale providing additional details.

Chair Schlotterbeck then opened the floor for public comments.

The following members of the public spoke in support of the project:

The following members of the public spoke in opposition of the project:

Bird-safe balcony glass
Clarification of the previous project's approval, referendum, and withdrawal Easement and separation between two agenda items
The City’s role in coordinating bus routes within the City with Orange County Transit Authority (OCTA)
Park impact fee and how the City prioritizes the usage of such fee The zoning designation of the previous project and the current project Clarification on the parking demand study findings
Shared parking between shopping center and proposed project Process for updating parking management plan
Micro transit program
Dennis Arp
Roland Trudell
Craig Farris
Son Mai
Bev Perry
Dwight Manley
Chair Schlotterbeck closed the public hearing after noting that no additional members of the public wished to address the Commission.After further discussion and deliberation, a motion was made by Chair Schlotterbeck and seconded by Vice Chair Perez to recommend approval of the project to the City Council, with the following items:

The motion carried with a vote of 3-0-1-1 with Commissioner Donini's abstention and Commissioner Gribble's recusal.
3B. Environmental Impact Report No. 2024-01, Vesting Tentative Tract Map No. 2024-01, General Plan Amendment No. 2024-02, Zone Change No. 2024-02, Precise Development No. 2024-02, and Development Agreement No. 2024-01: Greenbriar Residential Project (The Village at Greenbriar) at 1698-1700 Greenbriar Lane
Prior to the staff presentation, Commissioner Donini recused himself as he received a campaign contribution in amount that is larger than $500 from one of the owners of the project site within the last 12 months.

Rebecca Pennington, Senior Planner, provided a presentation of the project.

The Planning Commission asked questions regarding the following topics:

Carolyn Dail
Zubin Chichgar
Moneque Pratt
Addition of a new condition of approval, requiring the Applicant to participate in a microtransit circulation system/program (i.e. trolley system) if such a program becomes available in the future.

Recommendation that the City Council consider the following:

Requiring the inclusion of at least one California-native, drought-tolerant tree in the landscaping plan; and
Direct staff to communicate with Orange County Transit Authority (OCTA) regarding potential extension/modification of the existing bus service along Associated Road to accommodate future residential dwelling units in the area.

Parking Enforcement
MU-II zoning designation
Chair Schlotterbeck then opened the Public Hearing and invited the applicant to speak.

Clarification on Condition of Approval Nos. 10, 90, 91, and 116 Fair share cost related to traffic signal at Brea Plaza Potential traffic signal at Redbay Avenue/Birch Street
Clarification on Traffic Study
Cut-thru traffic in the Glenbrook neighborhood
Potential traffic calming measures on Aurora Avenue and Greenbriar Lane Proposed traffic signal modifications at Greenbriar Lane/Associated Road Any shared access of Glenbrook HOA amenities
Recreation Vehicle storage
Incorporation of California-native trees in landscaping design Traffic volume comparison between office use and proposed residential use Clarification on peak period used in the traffic study
Property owner of the existing “knuckle” on Greenbriar Lane Stop signs at the entries to the project site
Construction staging areas
Availability of utilities, such as water and power, and whether the existing system would be able to handle increased usage; past water main breaks
Pedestrian access to/from Brea Plaza
Project phasing
Grade difference along Greenbriar Lane
City of Brea overnight parking permit requirements
Signage for the Tracks at Brea near project site
Potential for providing parking over flood control channel Need for directional signage
Crosswalk near school bus stop
The applicant's representative, Peter Carlson of Carlson Strategic Land Solutions, provided a presentation of the project and responded to commissioners' questions.

City Attorney Steven Flower, City Planner Joanne Hwang, Community Development Director Jason Killebrew, Senior Planner Rebecca Pennington, and Traffic Engineer Dave Roseman responded to the commissioners' questions.

Chair Schlotterbeck then opened the floor for public comments.

The following member of the public spoke in support of the project:

The following members of the public spoke in partial support of the project, stating that there are still concerns and/or questions:

The following member had comments and questions regarding the project:

The Following member of the public spoke in opposition of the project:

Chair Schlotterbeck closed the public hearing after noting that no additional members of the public wished to address the Commission.

After further discussion and deliberation, Motion was made by Commissioner Madden and seconded by Vice Chair Perez to recommend approval of the project to the City Council, with the following items:

Dennis Arp
Carolyn Dail
Zubin Chichgar
Craig Farris
Bev Perry
Several revisions and additional conditions of approval were added, as follows:

Revision to Condition of Approval No. 90 to require a community engagement for the potential traffic signal modification at Greenbriar Lane/S. Associated Road; Revision to Condition of Approval No. 10 to update language related to pedestrian connection to Brea Plaza;
Revision to Condition of Approval No. 8 to require at least one California-native tree; The motion carried 4-0-1 with Commissioner Donini's recusal.

4. ADMINISTRATIVE ITEMS
4A. Committee Reports
Commissioner Madden provided an update regarding the Art in Public Places committee. 4B. Informational/Project Updates
None.

5. ADJOURNMENT
Chair Schlotterbeck adjourned the meeting at 10:38 PM
A new condition requiring installation of a sign providing direction to The Tracks at Brea; and
A new condition requiring installation of a free book exchange structure.

Recommendation that the City Council consider the following:

Require the Applicant to provide sufficient funds for the City to comprehensively study and implement measures that may be needed to address identified issues related to cutthrough traffic within Glenbrook neighborhood; Encourage the Applicant to study feasibility of providing parking over the flood control; and
Study feasibility of a crosswalk at the new 4-way intersection within Greenbriar Lane to accommodate for a school bus stop during the design phase of the project, and if warranted, require the project to install such crosswalk

ATTACHMENT J

TECHNICAL BACKGROUND
Case No: Environmental Impact Report No. 2024-01
Vesting Tentative Tract Map No. 2024-01
General Plan Amendment 2024-02
Zone Change No. 2024-02
Development Agreement No. 2024-01
Precise Development No. 2024-02
Property Location:

Project Site Size:

Building Size:
1698-1700 Greenbriar Lane (APN 319-102-34)
422,478 SF (9.7 acres)
964 – 1,946 SF (The Courts - Residential)
2,294 – 2,503 SF (The Villas - Residential)
1,846 – 2,450 SF (The Yards - Residential)
505,265 SF (Total Area - All Units)
Applicant: Lennar Homes of California, LLC
2000 Fivepoint, Suite 365
Irvine, CA 92618
General Plan Designation: General Commercial
Zoning Designation: (C-G) General Commercial with a Precise Development (PD) Overlay
Adjacent Zoning
North: Multiple Family Residential (R-2)
South: General Commercial (C-G)
West: Regional Commercial (C-C) and Mixed-Use I (MU-I)
(across State Route SR-57 & State College Avenue)
East: Single-Family Residential (R-1) (across the Fullerton Creek drainage channel & S. Associated Road)
Site and Neighborhood
Characteristics:

The Project site is a 9.7-arce property that is situated west of South Associated Road, south of Greenbriar Lane, and
north of the Brea Plaza Shopping Center. The site is
surrounded by a mix of uses, including residential and
commercial uses.

Public Hearing Notices and
Outreach:

Legal Notice was published in the Brea Star Progress on February 27, 2025, and 110 notices were sent to all
property owners within a 500-foot radius of the subject property.

ATTACHMENT K

SUBJECT PROPERTY AND VICINITY MAP
DATE: APRIL 1, 2025
CASE NO:

ACCELA RECORD NO. PLN-2024-00020
ENVIRONMENTAL IMPACT REPORT NO. 2024-01
VESTING TENNTATIVE TRACT MAP NO. 2024-01
GENERAL PLAN AMENDMENT NO. 2024-02
ZONE CHANGE NO. 2024-02
DEVELOPMENT AGREEMENT NO. 2024-01
PRECISE DEVELOPMENT NO. 2024-02

Last updated: October 5, 2023

PROJECT APPLICATION
GENERAL INFORMATION REQUIRED: (Print or Type)
Name of Proposed Project:

Location of Project (Address Required): Legal Description of Project Location (Assessor’s Parcel No.):

APPLICANT INFORMATION:

Applicant’s Name: Phone:

Email:

Address:

City: State: Zip Code:

PROJECT CONTACT PERSON: (If Different)
Contact Person: Phone:

Email:

PROJECT INFORMATION: (Print or Type)
Zoning Designation: General Plan Designation:

Existing Use: Proposed Use:

Type of Development:

Residential Commercial Industrial Mixed-Use
Lot Size (square feet): Lot Width: Lot Depth:

Existing Floor Area (square feet): Existing FAR: Existing Lot Coverage:

STAFF USE ONLY
Accela Record Number:

Project Manager:

Entitlement File Number(s):

SUBMITTAL INFO:

Date Time Received:

Related Files:

Received by: Deposit Received:

Greenbriar Residential Development
1698 - 1700 Greenbriar Lane 319-102-34
Lennar Homes of California, Inc. 949-433-9815
[email protected]
2000 Fivepoint, Suite 365
Irvine CA 92618
Peter Carlson 949-289-3625
[email protected]
GC-General Commercial General Commercial
Residential Office

9.699 ac
422,478 sf
164,908 sf office building

ATTACHMENT L

Last updated: October 5, 2023
PROJECT INFORMATION: (Continued) ______
Proposed Floor Area (square feet): Proposed FAR: Proposed Lot Coverage:

Proposed No. of Stories: Proposed Building Height:

Existing Parking Stalls: Proposed Parking Stalls:

TYPE OF REVIEW REQUESTED: (Select all that apply)
Planning Commission/City Council
 Conditional Use Permit
 Development Agreement
 General Plan Amendment



Planned Community
Precise Development Plan
Temporary Trailer



Historic Designation
Zone Change
Zone Variance
 Certificate of Compatibility  Other

Administrative/Community Development Director
 Administrative Remedy  Plan Review  Other
Tree Removal (see pg. 9)
Project Description: The project description should include a detailed description of demolition, on-side improvements, proposed use & operations, ect. In addition, please describe all building material and color as well as description of signage and their location. Please provide a separate PDF attachment labeled “Project Description” if more space is needed.
 Check if project description is attached.
180 residential units
TTM

CARLSON STRATEGIC LAND SOLUTIONS, INC.

Carlson Strategic Land Solutions | 27134A Paseo Espada, Suite 323, San Juan Capistrano, California 92675 February 7, 2025
Rebecca M. Pennington
Senior Planner
City of Brea
1 Civic Center Circle
Brea, CA 92821
Subject: Greenbriar Residential Development Project Description Dear Ms. Pennington,
On behalf of Gary Jones of Lennar Homes of California, Inc. attached is an application for the Greenbriar Residential Development project located at 1698 – 1700 Greenbriar Lane, Brea, California.

The project site is approximately 9.7 acres and currently developed with office use (Mercury Insurance) and associated infrastructure, including a two-story parking structure and surface parking.

This letter provides a description of the proposed project. Attached is the Uniform Application and accompanying plans.

Entitlements
The project site currently has General Plan land use designation and zoning of GC - General Commercial. The proposal is a residential development project. Therefore, the following entitlements are requested.
• General Plan Amendment
• Zone Change
• Development Agreement
• Condominium Map
• Precise Development
• EIR
The Applicant proposes a GPA and ZC to Mixed Use 2.

Proposed Project
The proposed project includes the demolition of the existing office building and parking structure and construction of 179 residential dwellings.

Site Plan
Key features of the proposed site plan include:

ATTACHMENT M
Greenbriar Residential Development Project Description
February 7, 2025

Carlson Strategic Land Solutions | 27134A Paseo Espada, Suite 323, San Juan Capistrano, California 92675 • Modify Greenbriar Lane to eliminate the existing knuckle into the project site and create a standard roadway configuration for Greenbriar Lane from Associated Road into the existing neighborhood.
• Two entries into the new community. The main entry would occur across from the existing driveway to the Greenbriar HOA Recreation facility. The secondary access would occur along the western boundary and intersect Greenbriar Lane at its curve, adjacent to the freeway.
• Pedestrian access to the neighboring commercial center. • The existing trees along Greenbriar Lane, including the ficus species, will be removed.

New trees and landscaping will be provided.
• Street sections are provided on the enclosed site plan. • Proposed dwellings will front onto Greenbriar Lane, providing architecture forward.

Housing Types
• Three housing products are being provided in a range of sizes to accommodate a range of buyers.
• One product type is referred to as The Courts. This product has 5-plex buildings with alley access and a courtyard with paseo separating the buildings. The dwellings include one-, two-, and three-bedroom units. Each unit has an enclosed two car garage, except the one-bedroom units have an enclosed one car garage. The buildings are three-story.

The floor plans range from approximately 900 to 2,000 square feet and provide one- to four-bedroom units.
• The second product type are attached duplexes referred to as The Yards. This product is a three-story duplex with side entry and rear yards. Each dwelling has a two-car garage.

The floor plans range in size from approximately 1,700 to 1,900 square feet and three bedrooms.
• The third product type are attached duplexes referred to as The Villas. This product is a three-story duplex with a roof-top deck. The units are alley loaded, with a paseo front entry. Each dwelling has a two-car garage. The floor plans range in size from approximately 1,800 to 2,300 square feet and provide three and four bedrooms. • Complimentary architectural styles are provided for each product type.

Recreation
• Paseos, sidewalks, and open space areas provide space for pedestrian activities, including walking, dog walking, etc.

Greenbriar Residential Development Project Description
February 7, 2025

Carlson Strategic Land Solutions | 27134A Paseo Espada, Suite 323, San Juan Capistrano, California 92675 • Fire pits and other gathering areas are being considered for different areas throughout the site. One idea being explored is including different gathering area elements, such as fire pits, etc. within the courtyard areas of the Garden Courts. • A passive park is located near the main entrance to the neighborhood. This park provides a community gathering area with large shade trees and seating areas. This park also provides an aesthetic entry into the community.
• The Applicant will pay Quimby fees.

Engineering
• The attached plans provide a conceptual alignment of sewer, water and storm drain infrastructure.
• The plan proposes a looped domestic water system and a separate system for fire sprinklers. An existing 12” water line from Greenbriar Lane through the Project site serves the Brea Plaza. This water line will be relocated within “C Drive” parallel to the freeway and through “M Court” to connect back to Brea Plaza within an existing utility easement.
• The plan proposes a sewer connection to the existing sewer line within Greenbriar Lane. • The plan proposes to use an underground modular wetland system and discharge storm water through an existing 18” storm drain connection to the County-maintained storm channel.
• All dry utilities (electrical, cable, fiber, etc.) will be underground.

Affordable Housing
• The Applicant proposes to satisfy its affordable housing requirement either by 1) providing affordable housing on-site consistent with State Density Bonus Law (SDBL), or 2) providing land to the City for the construction of affordable units by the City, or 3) by providing affordable housing at an off-site location, in-lieu of paying the City’s housing fee.
• The Applicant requests waivers to development standards in return for providing affordable housing, such as modifications to parking and setback standards.

Parking
• Each dwelling unit contains an enclosed garage. The one-bedroom units have one enclosed garage space. All other units have a two-car enclosed garage. Enclosed garage parking totals 342 parking spaces.

Greenbriar Residential Development Project Description
February 7, 2025

Carlson Strategic Land Solutions | 27134A Paseo Espada, Suite 323, San Juan Capistrano, California 92675 • Guest parking is provided throughout the proposed community. A total of 55 guest spaces are provided, of which four are designated for handicap spaces and five spaces for electric vehicle charging.
• No on-street or driveway parking is provided as part of this proposal. • The BMC (20.08.040) requires two spaces per unit plus 0.5 spaces per unit for guest parking. The 179 units would require 448 spaces. A total of 397 parking spaces are provided on site. The Applicant requests a modification of development standards to permit the reduced parking standard.

Trash
• Each dwelling will have trash carts.
• Carts will be stored in the enclosed garages. Sufficient space is designed for cart storage within each garage.
• Residents will be responsible for pulling trash carts to the street. Trash trucks will not drive down the Court streets, therefore residents of The Courts would need to place the trash carts on the loop road. A Trash Plan is included in the submittal package.

CEQA
• The Applicant would like to begin the CEQA process as soon as possible, including notification under AB 52. The Applicant requests the City issue an RFP for preparation of an EIR based on the information provided in this package. • The Applicant has prepared the following technical studies, which are included in this application package.
- Geotechnical investigation
- Preliminary WQMP
- Hydrology Report
- Preliminary Sewer Report
- Preliminary Water Report
- Phase I Environmental Site Assessment Report
- Phase II Limited Site Investigation Report
• The Applicant is in the process of completing the following additional technical studies, which will be submitted subsequent to this application. - Biological Resource Assessment
- Tree Survey
- Cultural Resource Assessment
- Traffic Impact Assessment
- Vehicle Miles Travelled Report
Greenbriar Residential Development Project Description
February 7, 2025

Carlson Strategic Land Solutions | 27134A Paseo Espada, Suite 323, San Juan Capistrano, California 92675 We look forward to working with you on the entitlement of this project. If you have any questions, please contact me at [email protected] or 949-289-3625.

Sincerely,
Peter K. Carlson
President
Attachments
• Site Plan
• TTM
• Fire Access Plan
• Trash Plan
• Truck Turning Layout
• Preliminary WQMP
• Preliminary Sewer Report
• Preliminary Water Report
• Hydrology Report
• Phase I Environmental Site Assessment Report
• Phase II Limited Site Assessment Report
• Geotechnical Investigation Report
• Preliminary Title Report
• Purchase and Sale Agreement Excerpt
• Garden Courts Architecture Package
• Rooftops Architecture Package
• The Yards Architecture Package
Greenbriar Lane
“B” Drive
“A” Drive
“E” Drive
“F” Drive
“G” Drive
“H” Drive
“L” Court
“M” Court
“N” Court“O” Court
“P” Court
“Q” Court

ATTACHMENT N

ATTACHMENT
O

EV EV EV EV EV CUT FILL 24,786 CYS 9,652 CYS ESTIMATED TOTAL 102,791 CYS 110,712 CYS SHORT SHRINKAGE (8%) 8,223 CYS RAW VOLUMES R&R (5') UNSUITABLE MATERIAL 78,005 CYS 78,005 CYS EXISTING PARKING PAVEMENT (8") REMOVAL 4,204 CYS 7,921 CYS EXISTING BUILDINGS (2') PAD REMOVAL 10,628 CYS GREENBRIAR - BREA, CA SHEET 5 OF 8
EV EV EV EV EV GREENBRIAR - BREA, CA SHEET 6 OF 8
EV EV EV EV EV WASTE CONTAINERS (3 PER UNIT)

EV EV EV EV EV FIRE TRUCK TURNING MOVEMENTS
$77$&+0(173

105956\18035781v10

ATTACHMENT Q

RECORDING REQUESTED BY,

AND WHEN RECORDED MAIL
TO:

CITY OF BREA
1 CIVIC CENTER CIRCLE
BREA, CALIFORNIA 92821
ATTN: CITY CLERK
SPACE ABOVE THIS LINE FOR RECORDER’S USE
EXEMPT FROM RECORDING FEE PER GOVERNMENT CODE SECTION 6103

DEVELOPMENT AGREEMENT

BY AND BETWEEN

THE CITY OF BREA
AND

LENNAR HOMES OF CALIFORNIA, LLC

REGARDING

THE GREENBRIAR

RESIDENTIAL DEVELOPMENT PROJECT
105956\18035781v10
1 DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT (“Development Agreement” or “Agreement”) is made and entered into as of _______, 2025 (“Agreement Date”) by and between the CITY OF BREA, a municipal corporation organized and existing under the laws of the State of California (“City”), and Lennar Homes of California, LLC, a California limited liability company (“Developer”). City and Developer are referred to individually as “Party,” and collectively as the “Parties.”

RECITALS
This Agreement is entered upon the basis of the following facts, understandings and intentions of City and Developer.

A. The lack of certainty in the approval of development projects can result in a waste of resources, escalate the cost of housing and other development, and discourage investment in and commitment to comprehensive planning that would make maximum efficient utilization of resources at the least economic cost to the public.

B. In order to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic costs and risk of development, the Legislature of the State of California enacted Section 65864 et seq. of the Government Code (the “Development Agreement Legislation”), which authorizes City and a developer having a legal or equitable interest in real property to enter into a binding development agreement, establishing certain development rights in the property.

C. Developer has a legal interest in certain real property consisting of approximately

9.7 acres located at 1698–1700 Greenbriar Land, Brea, as more particularly described in Exhibit A attached hereto, and as diagrammed in Exhibit B attached hereto (the “Property”).

D. Developer intends to develop the Property as a residential community of 179 dwelling units and associated accessory uses as defined more fully in the Project Approvals.

E. The complexity, magnitude and long-range nature of the Project would be difficult for Developer to undertake if City had not determined, through this Development Agreement, to inject a sufficient degree of certainty in the land use regulatory process to justify the substantial financial investment associated with development of the Project. As a result of the execution of this Development Agreement, both Parties can be assured that the Project can proceed without disruption caused by a change in City planning and development policies and requirements, which assurance will thereby reduce the actual or perceived risk of planning, financing and proceeding with construction of the Project.

F. In addition to other public benefits provided by the Project, the Project will result in development of off-site affordable housing units that exceed the City’s minimum affordable housing requirements (as further described in Exhibit C). The off-site housing will be developed on a property located at the southeast corner of Mercury Lane and Berry Street (the “Off-Site Property”).
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2 G. Developer has applied for, and City has granted, the Project Approvals (as defined in Section 1.7) in order to protect the interests of its citizens in the quality of their community and environment. As part of the Project Approvals, City has undertaken, pursuant to the California Environmental Quality Act (Public Resources Code Section 21000 et seq., hereinafter “CEQA”), the required analysis of the environmental effects that would be caused by the Project and has determined those feasible mitigation measures which will eliminate, or reduce to an acceptable level, the adverse environmental impacts of the Project. The environmental effects of the proposed development of the Property were originally analyzed by the Greenbriar Residential Development Project EIR (as defined in Section 1.7.1) certified by City on [______] in connection with the Project. City has also adopted a mitigation monitoring and reporting program (the “MMRP”) to ensure that those mitigation measures incorporated as part of, or imposed on, the Project are enforced and completed. Those mitigation measures for which Developer is responsible are incorporated into, and required by, the Project Approvals. City has also adopted findings of fact and statements of overriding considerations for those adverse environmental impacts of the Project that may not or cannot be mitigated to an acceptable level.

H. In addition to the Project Approvals, the Project may require various additional land use and construction approvals, termed Subsequent Approvals (as defined in Section 1.7.6), in connection with development of the Project.

I. On March 11, 2025, the City of Brea Planning Commission (“Planning Commission”), the initial hearing body for purposes of development agreement review, adopted its recommendation to the City Council regarding approval of this Development Agreement pursuant to Resolution No. 2025-04. On [date], the City of Brea City Council (“City Council”) adopted its Ordinance No. [____] approving this Development Agreement and authorizing its execution.

J. For the reasons recited herein, City and Developer have determined that the Project is a development for which this Development Agreement is appropriate to eliminate uncertainty regarding Project Approvals (including the Subsequent Approvals), thereby encouraging planning for, investment in and commitment to use and development of the Property; to use and develop the Property for substantial housing, employment, and property tax benefits as well as other public benefits to City; and to contribute to the provision of needed infrastructure for area growth, thereby achieving the goals and purposes for which the Development Agreement Legislation was enacted.

NOW, THEREFORE, in consideration of the mutual covenants and promises set forth herein, City and Developer agree as follows:

ARTICLE 1.

GENERAL PROVISIONS

1.1 Parties.

1.1.1 City. City is the City of Brea, a California municipal corporation.

1.1.2 Developer. Developer is a California limited liability company, with offices located at 2000 Fivepoint, Suite 365, Irvine, California 92618. “Developer,” as used in this 105956\18035781v10
3 Development Agreement, shall include any permitted assignee or successor-in-interest as herein provided.

1.2 Relationship of Parties. It is understood that the contractual relationship between City and Developer is such that City and Developer are each an independent party and neither is the agent or partner of the other for any purpose whatsoever and neither shall be considered to be the agent or partner of the other for any purpose whatsoever.

1.3 Property Subject to this Development Agreement. All of the Property, as described in Exhibit A and shown in Exhibit B, shall be subject to this Development Agreement.

1.4 Interest of Developer. Developer warrants and represents that, as of the Effective Date, it has or will have legal title to or an equitable interest in the Site; that it has full legal right to enter into this Agreement; and that the persons executing this Agreement on behalf of Developer have been duly authorized to do so.

1.5 Binding Effect of Agreement.

1.5.1 Developer hereby subjects the Property to the covenants, reservations, and restrictions as set forth in this Agreement. City and Developer hereby declare their mutual and specific intent that the covenants, reservations and restrictions as set forth herein shall be deemed covenants running with the land and shall pass to and be binding upon each of Developer’s successors and assigns in title or interest to the Property. Each and every contract, deed, or other instrument hereinafter executed, covering, or conveying the Property or any portion thereof shall conclusively be held to have been executed, delivered, and accepted subject to the covenants, reservations, and restrictions expressed in this Agreement, regardless of whether such covenants, reservations, and restrictions are set forth in such contract, deed, or other instrument.

1.5.2 The parties hereby further declare their understanding and intent that the benefit of such covenants, reservations, and restrictions touch and concern the land by enhancing and increasing the enjoyment and use of the Site by Developer and the future occupants of the Site, the intended beneficiaries of such covenants, reservations, and restrictions, and by furthering the public purposes for which this Agreement is adopted.

1.6 Term.

1.6.1 Effective Date. This Development Agreement shall become effective upon the effectiveness of the ordinance approving this Agreement (the “Effective Date”).

1.6.2 Term of the Agreement. The term (“Term”) of this Development Agreement shall commence upon the Effective Date and shall continue in full force and effect for a period of ten (10) years, unless extended or earlier terminated as provided in this Agreement.

The Term has been established by the Parties as a reasonable estimate of the time required to develop the Project and obtain the Public Benefits of the Project. This Agreement shall terminate with respect to any for-sale residential lot and such lot shall be released and no longer be subject to this Agreement, without the execution or recordation of any further document, when a certificate of occupancy has been issued for the building(s) on the lot. 105956\18035781v10
4 1.7 Project Approvals. Developer has applied for and obtained various environmental and land use approvals and entitlements related to the development of the Project, as described below. For purposes of this Development Agreement, the term “Project Approvals” shall mean all of the approvals, plans and agreements described in this Section 1.7.

1.7.1 EIR. On [date], following Planning Commission review and recommendation, and after a duly noticed public hearing, the City Council, by Resolution No. 2025-22, certified that the Greenbriar Residential Development Project Environmental Impact Report (State Clearinghouse No. 2024071235) pursuant to CEQA and adopted findings in support thereof (the “EIR”).

1.7.2 General Plan Amendments. On [date], following Planning Commission review and recommendation, and after a duly noticed public hearing, the City Council, by Resolution No. 2025-23, amended the City General Plan (the “General Plan Amendments”) to change the land use designation for the Project from General Commercial to Mixed-Use II.

1.7.3 Zone Change. On [date], following Planning Commission review and recommendation, and after a duly noticed public hearing, the City Council, by Ordinance No. 1257, approved a change in zoning for the Project site from General Commercial (C-G Zone) with Precise Development (PD) Overlay to Mixed Use (MU-II Zone).

1.7.4 Development Agreement. On [date], following Planning Commission review and recommendation, and after a duly noticed public hearing, the City Council, by Ordinance No. 1258, approved this Development Agreement and authorized its execution.

1.7.5 Additional Entitlements. On [date], following Planning Commission review and recommendation, and after a duly notice public hearing, the City Council, by Resolution No. 2025-24, approved Vesting Tentative Tract Map No. 2024-01 (TTM No. 19394) and Precise Development Review No. 2024-02 pursuant to Section 20.258.010.D of the Brea City Code.

1.7.6 Subsequent Approvals. In order to develop the Project as contemplated in this Development Agreement, the Project may require land use approvals, entitlements, development permits, and use and/or construction approvals in addition to those listed in Sections

1.7.1 through 1.7.5 above, which may include, without limitation: development plans, amendments to applicable conditional use permits, minor conditional use permits, administrative remedy, variances, subdivision approvals, street abandonments, design review approvals, demolition permits, improvement agreements, infrastructure agreements, grading permits, building permits, right of way permits, lot line adjustments, site plans, sewer and water connection permits, certificates of occupancy, parcel maps, lot splits, landscaping plans, master sign programs, transportation demand management programs, encroachment permits, and amendments thereto and to the Project Approvals (collectively, “Subsequent Approvals”). At such time as any Subsequent Approval applicable to the Property is approved by the City, then such Subsequent Approval shall become subject to all the terms and conditions of this Development Agreement applicable to Project Approvals and shall be treated as a “Project Approval” under this Development Agreement.
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5 ARTICLE 2.

PUBLIC BENEFITS

2.1 Public Benefits. In consideration of, and in reliance on, City agreeing to the provisions of this Development Agreement, City has determined that the Project will, among other public benefits, reduce uncertainties in planning and provide for the orderly development of the Project site; provide new for-sale housing opportunities to attract new residents to the City; provide for affordable housing; and generate new property revenues for the City.

2.2 Affordable Housing.

2.2.1 Number of Affordable Units. The Project shall provide no less than the amount of Affordable Housing identified in Exhibit C, attached hereto. These units shall fulfill the City’s Affordable Housing requirement for the Project set forth at Chapter 20.40 of the City Code or any successor ordinance or regulation.

2.2.2 Affordability Restrictions. Developer agrees that it shall cause the affordable units to be income restricted per Health and Safety Code and rented at affordable rents as defined and published by the California Tax Credit Allocation Committee ("CTCAC") of any successor thereto for a minimum of fifty-five (55) years following first occupancy based on AMI for Orange County as determined and published annually by CTCAC for a family of a size appropriate to the unit.

2.2.3 Local Preference. To the maximum extent permitted by applicable law, include all applicable fair housing laws and regulations, Developer shall establish and maintain an interest list based on Brea residency and Brea employment substantially consistent with City's then-current Affordable Housing Guidelines for Brea City Code Chapter 20.40. Developer shall provide at least thirty (30) days’ advance notice to households on such interest list prior to any general marketing of such affordable units, all in accordance with the Affordable Housing Agreement. Developer shall cooperate with the City to regularly provide the City with an updated interest list when units become available. The Parties acknowledge and agree that the City shall have no responsibility for maintaining such interest list.

2.2.4 Affordable Housing Agreement. Prior to the issuance of the first building permit for the multi-family development, Developer shall enter into an Affordable Housing Agreement with the City, in a form subject to the approval of the City Attorney for the purpose of guaranteeing the affordability in compliance with this Section, which agreement must result in recorded covenants upon the property to assure affordable rents as required in this Section.

ARTICLE 3.

DEVELOPMENT OF THE PROPERTY

3.1 Development of the Property. The type, density, intensity, configuration of uses allowed, the size and location of buildings and other improvements and provisions for the reservation or dedication of land for public purposes, location of public improvements, including, but not limited to landscaping, irrigation, sidewalk, and drive approaches, together with other terms and conditions of Development applicable to the Project, shall be as set forth in the Project Approvals and this Agreement.
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6 3.2 No Affirmative Obligation To Develop. Nothing in this Development Agreement is intended to create any affirmative development obligations to develop the Project at all or in any particular order or manner, or liability in Developer under this Development Agreement if the development fails to occur.

3.3 Timing of Development; Pardee Finding. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal.3d 465 (1984), 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 the parties’ agreement, it is the Parties’ intent to cure that deficiency by acknowledging and providing that, subject to any infrastructure phasing requirements that may be required by the Project Approvals, Developer shall have the right (without obligation) to develop the Property in such order and at such rate and at such times as Developer deems appropriate within the exercise of its subjective business judgment, provided, however, that nothing in the forgoing shall relieve Developer from complying with any requirements related to delivery of affordable housing set forth in Exhibit C.

3.4 Moratorium. No City-imposed moratorium or other limitation (whether relating to the rate, timing or sequencing of the development or construction of all or any part of the Property, whether imposed by ordinance, initiative, resolution, policy, order or otherwise, and whether enacted by the City Council, an agency of City, the electorate, or otherwise) affecting parcel or subdivision maps (whether tentative, vesting tentative or final), building permits, occupancy certificates or other entitlements to use or service (including, without limitation, water and sewer) approved, issued or granted within City, or portions of City, shall apply to the Property to the extent such moratorium or other limitation is in conflict with this Agreement; provided, however, the provisions of this Section shall not affect City’s compliance with moratoria or other limitations mandated by other governmental agencies or court-imposed moratoria or other limitations.

3.5 Vested Rights. Developer shall have the vested right, as that term is defined under California law applicable to the development of land or property, to develop the Property in accordance with the terms and conditions of the Project Approvals and this Agreement, and City shall have the right to control Development of the Site in accordance with the provisions of the Project Approvals and this Agreement. Except as expressly provided in this Agreement, only those City ordinances, resolutions, codes, rules, regulations and official policies of the City governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, timing and phasing of development, the maximum height and size of buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications applicable to Project in effect as of the Effective Date (collectively “Applicable Rules”) shall apply to the construction and development of the Project and the Property.

3.6 Applicable Rules, Exclusions. Unless otherwise expressly provided in this Agreement, “Applicable Rules” excludes any City ordinance, resolution, code, rule, regulation or official policy related to: (i) the conduct of businesses, professions, and occupations; (ii) taxes and assessments; (iii) the amount of any generally applicable Development Impact Fees or Processing Fees charged by the City on a citywide basis; (iv) the control and abatement of nuisances; (v) reasonable requirements to ensure public safety and are made applicable throughout the City; or (vi) the granting of encroachment permits and the conveyance of similar rights and interests that 105956\18035781v10
7 provide for the use of or the entry upon public property or the exercise of the power of eminent domain.

3.7 Changes in Applicable Rules. Changes to the Applicable Rules adopted or enacted by City after the Effective Date (“Future Rules”) shall not apply to the Project to the extent any such changes conflict with Developer’s vested rights under this Agreement. For these purposes, Future Rules would conflict with Developer’s vested rights under this Agreement if they:
(i) materially impede, delay, or increase the cost of developing the Project in conformance with the Project Approvals; or (ii) directly impose new limits or controls on the type, rate, timing, phasing or sequencing of development as allowed under the Project Approvals. Future Rules that conflict with Developer vested rights under this Agreement may nevertheless apply to the Property if consented to in writing by Developer.

3.8 Effect of Changes to State or Federal Laws.

3.8.1 Developer’s vested rights under this Agreement shall not preclude the application to the Project and the Property any changes in City ordinances, regulations, plans, or specifications that are: (i) specifically mandated and required by changes in state or federal laws or regulations as provided in Government Code Section 65869.5 or any successor provision or provisions; (ii) required to ensure access under the Americans with Disabilities Act; or (iii) any and all new health and safety regulations (e.g., fire, building, and seismic, plumbing, and electric codes) that become applicable to the City pursuant to state and federal law.

3.8.2 In the event any changes in state or federal laws prevent or preclude compliance with one or more of the provisions of this Agreement, City and Developer shall upon request of either Party meet in good faith to determine the feasibility of any modification or suspension of this Agreement that may be necessary to comply with such state or federal law and to determine the effect such modification or suspension would have on the purposes and intent of this Agreement. Following the meeting between the Parties, the provisions of this Development Agreement may, to the extent feasible, and upon mutual agreement of the Parties, be modified or suspended, but only to the minimum extent necessary to comply with such State or Federal Law.

3.8.3 In the event any changes in state or federal laws operates to frustrate irremediably and materially the Developer’s vested rights under this Agreement, Developer shall have the right to terminate this Agreement or to challenge such state or federal law (by any method, including litigation); provided that Developer shall hold City harmless and City shall have no obligation under this Agreement to support Developer’s challenge. In the event Developer’s challenge is successful, this Development Agreement shall remain unmodified and in full force and effect, unless the Parties mutually agree otherwise, except that if the Term of this Development Agreement would otherwise terminate during the period of any such challenge and Developer has not commenced with the development of the Project in accordance with this Development Agreement as a result of such challenge, the Term shall be extended for the period of any such challenge.

3.8.4 If any Future Rule or state or federal law expands, extends, enlarges or broadens Developer’s rights to develop the Project, then, (a) if such law is mandatory, the provisions of this Development Agreement shall be modified as may be necessary to comply or 105956\18035781v10
8 conform with such new law, and (b) if such law is permissive, City will meet and confer with Developer regarding the provisions of this Development Agreement may be modified under the new law. Immediately after enactment of any such new law, upon Developer’s request, the Parties shall meet and confer in good faith for a period not exceeding sixty (60) days (unless such period is extended by mutual written consent of the Parties) to prepare such modification. Developer shall have the right to challenge City’s refusal to apply any new law mandating expansion of Developer’s rights under this Development Agreement, and in the event such challenge is successful, this Development Agreement shall be modified to comply with, or conform to, the new law.

3.9 Conflicts. In the event of an irreconcilable conflict between the provisions of the Project Approvals (on the one hand) and the Applicable Rules (on the other hand), the provisions of the Project Approvals shall apply. In the event of a conflict between the Project Approvals (on the one hand) and this Development Agreement, in particular, (on the other hand), the provisions of this Development Agreement shall control.

3.10 Processing Subsequent Approvals.

3.10.1 Processing of Subsequent Approvals. City will accept, make completeness determinations, and process, promptly and diligently, to completion all applications for Subsequent Approvals for the Project, in accordance with the terms of this Development Agreement. City shall not use its authority in considering any application for a discretionary Subsequent Approval to unreasonably prevent or delay development of the Project as set forth in the Project Approvals.

3.10.2 Subsequent CEQA Review. In the event that any additional CEQA documentation is legally required for any discretionary Subsequent Approval for the Project, then the scope of such documentation shall be focused, to the extent consistent with CEQA, on the specific subject matter of the Subsequent Approval.

3.10.3 Additional Staffing. If, at the such time as Developer submits an application for a Subsequent Approval, City informs Developer that current City staff levels do not permit the prompt review Developer’s applications, City may, at the request and sole expense of Developer, hire plan check, inspection and other personnel, or hire additional consultants for such actions, or allocate use of exclusively dedicated staff time,such that the Developer’s timeline can be achieved.

City and Developer shall consult in good faith regarding the terms of a deposit agreement to cover the cost of any additional staffing.

3.10.4 Conditions of Subsequent Approvals. Nothing in this Agreement shall limit City’s authority to impose reasonable conditions on the Subsequent Approvals, including without limitation, normal and customary dedications for rights of way or easements for public access, utilities, water, sewers, and drainage necessary for the Project; provided, however, such conditions and dedications shall not be inconsistent with the Applicable Rules or Project Approvals.

3.11 Developer’s Right to Rebuild. If during the Term of this Agreement, it becomes necessary due to natural disaster, changes in seismic requirements renovate or rebuild the Project or should the buildings located within the Project become functionally outdated, within 105956\18035781v10
9 Developer’s sole discretion, due to changes in technology, then Developer shall have the vested right to renovate or rebuild the Project consistent with the Project Approvals and this Agreement.

3.12 Life of Project Approvals and Subdivision Maps.

3.12.1 Life of Subdivision Maps. The terms of any subdivision or parcel map for the Property, any amendment or reconfiguration thereto, or any subsequent tentative map, shall be automatically extended such that such tentative maps remain in effect for a period of time coterminous with the term of this Development Agreement. If, however, the terms of any subdivision or parcel map for the Property, any amendment or reconfiguration thereto, or any subsequent tentative map is extended beyond the Term of this Agreement, the Term of this Agreement shall not be automatically extended unless amended as provided in this Agreement.

3.12.2 Life of Other Project Approvals. The term of all other Project Approvals shall be automatically extended such that these Project Approvals remain in effect for a period of time at least as long as the term of this Development Agreement.

3.12.3 Termination of Agreement. In the event that this Agreement is terminated prior to the expiration of the Term of the Agreement, the term of any subdivision or parcel map or any other Project Approval and the vesting period for any final subdivision map approved as a Project Approval shall be the term otherwise applicable to the approval, inclusive of any approved extensions.

3.13 Infrastructure.

3.13.1 Infrastructure Phasing Flexibility. Notwithstanding the provisions of any phasing requirements in the Project Approvals, Developer and City recognize that economic and market conditions may necessitate changing the order in which the infrastructure is constructed.

Therefore, City and Developer hereby agree that should it become necessary or desirable to develop any portion of the Project’s infrastructure in an order that differs from the order set forth in the Project Approvals, Developer and City shall collaborate and City shall permit any reasonable modification requested by Developer so long as the modification continues to ensure adequate infrastructure is available to serve that portion of the Project being developed.

3.13.2 Infrastructure Capacity. Subject to Developer’s installation of infrastructure in accordance with the requirements of the Project Approvals, City hereby acknowledges that it will have, and shall reserve, sufficient capacity in its infrastructure, services and utility systems, including, without limitation, traffic circulation, storm drainage, flood control, sewer collection, sewer treatment, sanitation service and, except for reasons beyond City’s control, water supply, treatment, distribution and service, as and when necessary to serve the Project as it is developed. To the extent that City renders such services or provides such utilities, City hereby agrees that it will serve the Project and that there shall be no unreasonable restriction on hookups or service for the Project except for reasons beyond City’s control.

3.13.3 Traffic Improvements. In accordance with the Traffic Impact Analysis prepared for the Project, the Developer shall pay its fair-share contribution toward the following 105956\18035781v10
10 roadway improvements prior to the issuance of the first Certificate of Occupancy for the Project, to the satisfaction of Community Development Director and/or Public Works Director.

Location Improvement(s)
Associated Road &
Shopping Center Drive No. 1
• Installation of a traffic signal

3.13.4 Glenbrook Traffic Contribution. The Developer shall provide one-time funding in amount of $25,000 (the “Glenbrook Traffic Contribution”) for the purposes of the City conducting a comprehensive study of the Glenbrook neighborhood west of Associated Road to analyze various traffic conditions post-construction of the Project, including, but not limited to, cut-through traffic, traffic signal warrants and traffic calming measures, and to implement any improvement measures identified in such study. The Developer shall provide the Glenbrook Traffic Contribution to the City prior to issuance of first Certificate of Occupancy for the Project.

If the Glenbrook Traffic Contribution is not fully expended within five years from the last Certificate of Occupancy for the Project, the City shall return all unexpended funds to the Developer. Developer’s funding obligations under this Section 3.13.4 shall be limited to the Glenbrook Traffic Contribution, and, to the extent that such study identifies potential improvement measures that exceed the amount of the Study Contribution, Developer shall have no obligation to provide any additional funding.

3.14 Written Verification of Sufficient Water Supply. Any and all tentative subdivision maps approved for the Project shall comply with Government Code Section 66473.7, if, and to the extent, required by Government Code Section 65867.5(c).

ARTICLE 4.

ADDITIONAL RIGHTS AND OBLIGATIONS OF THE PARTIES;

ALLOCATIONS OF RIGHTS AND OBLIGATIONS OF THE PARTIES

4.1 Conveyance of Public Infrastructure.

4.1.1 Acceptance; Maintenance. Upon completion of public infrastructure to be completed by Developer, if any, Developer shall offer for dedication to City from time to time as such public infrastructure is completed, and City shall promptly accept from Developer the completed public infrastructure (and release to Developer any bonds or other security posted in connection with performance thereof in accordance with the terms of such bonds), and thereafter City shall maintain the public infrastructure. Developer may offer dedication of public infrastructure in phases and the City shall not refuse to accept such phased dedications or refuse phased releases of bonds or other security so long as all other conditions for acceptance have been satisfied.

4.2 Assessment Financing. In the event that Developer, in its sole discretion, elects to form any assessment districts (including without limitation Mello Roos Districts and Landscaping and Lighting Districts), community facilities districts, Geologic Hazard Abatement Districts, and tax exempt financing mechanisms (a “Financing Mechanism”), the City agrees to consider such 105956\18035781v10
11 application in good faith. Ultimate legislative discretion of the approval or disapproval of an application for such a district remains with the City Council.

4.3 Eminent Domain Powers. City agrees to cooperate with Developer in implementing all of the conditions of all Project Approvals, including but not limited to consideration of the use of its eminent domain powers; provided however that the use of eminent domain shall be in the sole and absolute discretion of City and subject to all applicable legal requirements.

4.4 Public Improvements. Developer and City shall each use its best efforts to ensure that all public infrastructure in connection with the Project is (i) designed and constructed in accordance with all applicable City standards, (ii) can be reviewed and accepted by City in the most expeditious fashion possible, and (iii) maintained by City after acceptance, including, without limitation, maintenance of the public parks. Developer (or its affiliates or contractor(s)) shall be responsible for obtaining all permits and approvals necessary for development of the public infrastructure.

4.5 Reimbursement. Nothing in this Agreement precludes City and Developer from entering into any reimbursement agreements for the portion (if any) of the cost of any dedications, public facilities and/or infrastructure that City may require as conditions of the Project Approvals to the extent that they are in excess of those reasonably necessary to mitigate the impacts of the Project.

4.6 Model Homes. Prior to recordation of any final map, City agrees to issue building permits and occupancy certificates for the construction of model homes (and related model home complex structures) that will be used by Developer for the purpose of promoting sales of single family residential units within the Project; provided, however, in no event shall City be required to issue more than fifteen (15) building permits for the construction of model homes, and in no event shall Developer be permitted to sell or transfer any model home until a final map has been recorded on that portion of the Project where the model home is located.

ARTICLE 5.

ANNUAL REVIEW

5.1 Annual Review. The annual review required by California Government Code Section 65865.1 shall be conducted for the purposes and in the manner stated in those laws as further provided herein. As part of that review, City and Developer shall have a reasonable opportunity to assert action(s) that either Party believes have not been undertaken in accordance with this Development Agreement, to explain the basis for such assertion, and to receive from the other Party a justification for the other Party’s position with respect to such action(s), and to take such actions as permitted by law. The procedure set forth in this Article shall be used by Developer and City in complying with the annual review requirement. The City and Developer agree that the annual review process shall review compliance by Developer and City with the obligations under this Development Agreement but shall not review compliance with other Project Approvals, provided nothing in this Agreement shall limit City’s authority to otherwise review compliance with the Project Approvals.
105956\18035781v10
12 5.2 Commencement of Process. City’s Community Development Director, or their designee, shall commence the annual review process by notifying Developer in writing at least forty-five (45) days prior to the anniversary of the Effective Date each year that the annual review process shall commence as specified in this Section. Failure of Community Development Director to send such notification at least forty-five (45) days prior to the anniversary of the Effective Date shall be deemed to extend the time period in which annual review isrequired until at least forty-five (45) days after such notice is provided. City’s failure to perform an annual review pursuant to the terms of the Article 5 shall not constitute or be asserted as a default by Developer.

5.3 Developer Compliance Letter. Not less than thirty (30) days after receipt of the Community Development Director’s notice pursuant to Section 5.2, Developer shall submit a letter to the Community Development Director demonstrating Developer’s good faith compliance with the material terms and conditions of this Development Agreement and shall include in the letter a statement that the letter is being submitted to City pursuant to the requirements of Government Code Section 65865.1.

5.4 City Review.

5.4.1 Within thirty (30) days after the receipt of Developer’s letter, the Community Development Director shall review Developer’s submission and determine whether Developer has, for the year under review, demonstrated good faith compliance with the material terms and conditions of this Development Agreement.

5.4.2 Upon completion of an annual review, the Community Development Director shall submit a report to the 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. If the Council finds on the basis of substantial evidence that Owner has complied in good faith with the terms and conditions of this Agreement, the review shall be concluded. If the Council makes a preliminary finding that Owner has not complied in good faith with the terms and conditions of this Agreement, City shall grant Developer a reasonable period of time to cure the alleged noncompliance, which period may be extended by the Community Development Director if, in their reasonable discretion, finds that Developer is working in good faith to cure their noncompliance and additional time is reasonably necessary.

5.4.3 Upon the end of the cure period, the Community Development Director shall submit a report to the City Council regarding Developer’s efforts to cure their noncompliance.

If the Council, at public meeting, determines that Developer is in compliance with the material terms and conditions of this Development Agreement, the annual review shall be deemed concluded and City shall, at Developer’s request, issue and have recorded a Certificate of Compliance indicating Developer’s compliance with the terms of this Development Agreement. If the City Council instead finds and determines, on the basis of substantial evidence, that Developer has not complied in good faith with the material terms or conditions of this Development Agreement and that Developer is in material breach of this Development Agreement, City may deem Developer in default, provide Developer additional time to cure their non-compliance, or seek any other remedy available to City. The procedures set forth in this Section shall supplement and shall not replace any remedies otherwise available to a defaulting Party under this Agreement or available at law or equity.
105956\18035781v10
13 ARTICLE 6.

AMENDMENTS

6.1 Amendments to Development Agreement. This Agreement may be amended or canceled, in whole or in part, only by mutual written consent of the parties and then in the manner provided for in Government Code Section 65868, et seq., or successor provisions thereto.

6.2 Operating Memoranda. The provisions of this Development Agreement require a close degree of cooperation between City and Developer and development of the Property hereunder may demonstrate that refinements and clarifications are appropriate with respect to the details of performance of City and Developer. If and when, from time to time, during the term of this Development Agreement, City and Developer agree that such clarifications are necessary or appropriate, City and Developer shall effectuate such clarifications through operating memoranda approved by City and Developer, which, after execution, shall be attached hereto as addenda and become a part hereof, and may be further clarified from time to time as necessary with future approval by City and Developer. No such operating memoranda shall constitute an amendment to this Development Agreement requiring public notice or hearing. The City Manager, in consultation with the City Attorney, shall make the determination on behalf of City whether a requested clarification may be effectuated pursuant to this Section or whether the requested clarification is of such a character to constitute an amendment to the Agreement. The City Manager shall be authorized to execute any operating memoranda hereunder on behalf of City.

6.3 Amendments to Project Approvals. Project Approvals may be amended or modified from time to time in the manner otherwise provided for in state or local law. All amendments to the Project Approvals shall automatically be treated in the same manner as Project Approvals without further action only if none of the conditions described in CEQA Regulation 15162 have occurred.

ARTICLE 7.

DEFAULT, REMEDIES AND TERMINATION

7.1 Events of Default. Subject to any extensions of time by mutual consent of the Parties in writing, and subject to the provisions of Section 11.2 hereof regarding permitted delays and a Mortgagee’s right to cure pursuant to Section 10.3 hereof, any failure by either Party to perform any material term or provision of this Development Agreement (not including any failure by Developer to perform any term or provision of any other Project Approvals) shall constitute an “Event of Default,” in the following circumstances:

7.1.1 The defaulting Party does not cure such failure within sixty (60) days (such sixty (60) day period is not in addition to any cure period under Section 5.4.2, if Section 5.4.2 is applicable) following written notice of default from the other Party, where such failure is of a nature that can be cured within such sixty (60) day period; or

7.1.2 Such failure is not of a nature which can be cured within such sixty (60) day period, the defaulting Party does not within such sixty (60) day period commence substantial efforts to cure such failure, or thereafter does not within a reasonable time prosecute to completion with diligence and continuity the curing of such failure. 105956\18035781v10
14 7.2 Notice of Default. Any notice of default given hereunder shall specify in detail the nature of the failures in performance that the noticing Party claims constitutes the Event of Default, all facts constituting substantial evidence of such failure, and the manner in which such failure may be satisfactorily cured in accordance with the terms and conditions of this Development Agreement. During the time periods herein specified for cure of a failure of performance, the Party charged therewith shall not be considered to be in default for purposes of (a) termination of this Development Agreement, (b) institution of legal proceedings with respect thereto, or (c) issuance of any approval with respect to the Project. The waiver by either Party of any default under this Development Agreement shall not operate as a waiver of any subsequent breach of the same or any other provision of this Development Agreement.

7.3 Meet and Confer. During the time periods specified in this Section to cure a failure of performance, the Parties shall meet and confer in a timely and responsive manner, to attempt to resolve any matters prior to litigation or other action being taken, including without limitation any action in law or equity; provided, however, nothing herein shall be construed to extend the time period for this meet and confer obligation beyond the sixty (60)-day cure period referred to in Section 7.1 (even if the sixty (60)-day cure period itself is extended pursuant to Section 7.1(ii)) unless the Parties agree otherwise in writing.

7.4 Remedies and Termination. If, after notice and expiration of the cure periods and procedures set forth in Sections 7.1 and 7.2, the alleged Event of Default is not cured, the non-defaulting Party, at its option, may institute legal proceedings pursuant to Section 7.4 of this Development Agreement and/or terminate this Development Agreement pursuant to Section 7.7 herein. In the event that this Development Agreement is terminated pursuant to Section 7.7 herein and litigation is instituted that results in a final decision that such termination was improper, then this Development Agreement shall immediately be reinstated as though it had never been terminated.

7.5 Legal Action by Parties.

7.5.1 Remedies. Either Party may, in addition to any other rights or remedies, institute legal action to cure, correct or remedy any default, enforce any covenant or agreement herein, enjoin any threatened or attempted violation thereof, enforce by specific performance the obligations and rights of the Parties hereto or to obtain any remedies consistent with the purpose of this Development Agreement. All remedies shall be cumulative and not exclusive of one another, and the exercise of any one or more of these remedies shall not constitute a waiver or election with respect to any other available remedy.

7.5.2 No Damages. In no event shall either Party, or its boards, commissions, officers, agents, or employees, be liable in damages for any default under this Development Agreement, it being expressly understood and agreed that the sole legal remedy available to either Party for a breach or violation of this Development Agreement by the other Party shall be an action in mandamus, specific performance or other injunctive or declaratory relief to enforce the provisions of this Development Agreement by the other Party, or to terminate this Development Agreement. This limitation on damages shall not preclude actions by a Party to enforce payments of monies or the performance of obligations requiring an obligation of money from the other Party under the terms of this Development Agreement including, but not limited to obligations to pay 105956\18035781v10
15 attorneys’ fees and obligations to advance monies or reimburse monies. In connection with the foregoing provisions, each Party acknowledges, warrants and represents that it has been fully informed with respect to, and represented by counsel of such Party’s choice in connection with, the rights and remedies of such Party hereunder and the waivers herein contained, and after such advice and consultation has presently and actually intended, with full knowledge of such Party’s rights and remedies otherwise available at law or in equity, to waive and relinquish such rights and remedies to the extent specified herein, and to rely to the extent herein specified solely on the remedies provided for herein with respect to any breach of this Development Agreement by the other Party.

7.6 Termination.

7.6.1 Expiration of Term. Except as otherwise provided in this Development Agreement, this Development Agreement shall be deemed terminated and of no further effect upon the expiration of the Term of this Development Agreement as set forth in Section 1.6.

7.6.2 Survival of Obligations. Upon the termination or expiration of this Development Agreement as provided herein, neither Party shall have any further right or obligation with respect to the Property under this Development Agreement except with respect to any obligation that is specifically set forth as surviving the termination or expiration of this Development Agreement. The termination or expiration of this Development Agreement shall not affect the validity of the Project Approvals (other than this Development Agreement) for the Project.

ARTICLE 8.

COOPERATION AND IMPLEMENTATION

8.1 Further Actions and Instruments. Each Party to this Development Agreement shall cooperate with and provide reasonable assistance to the other Party and take all actions necessary to ensure that the Parties receive the benefits of this Development Agreement, subject to satisfaction of the conditions of this Development Agreement. Upon the request of any Party, the other Party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Development Agreement to carry out the intent and to fulfill the provisions of this Development Agreement or to evidence or consummate the transactions contemplated by this Development Agreement.

8.2 Regulation by Other Public Agencies. Other public agencies not within the control of City may possess authority to regulate aspects of the development of the Property separately from or jointly with City, and this Development Agreement does not limit the authority of such other public agencies. Nevertheless, City shall be bound by, and shall abide by, its covenants and obligations under this Development Agreement in all respects when dealing with any such agency regarding the Property. To the extent that City, the City Council, the Planning Commission or any other board, agency, committee, department or commission of City constitutes and sits as any other board, agency, commission, committee, or department, it shall not take any action that conflicts with City’s obligations under this Agreement. In the event any state or federal resources agency (e.g., California Department of Fish and Wildlife, U.S. Fish and Wildlife Service, U.S. Army 105956\18035781v10
16 Corps of Engineers, Regional Water Quality Control Board/State Water Resources Control Board, ), in connection with its final issuance of a permit or certification for all or a portion of the Project, imposes requirements that require modifications to the Project, then the Parties will work together in good faith to incorporate such changes into the Project; provided, however, that if Developer appeals or challenges any such permit requirements, then the Parties may defer such changes until the completion of such appeal or challenge.

8.3 Other Governmental Permits and Approvals; Grants. Developer shall apply in a timely manner in accordance with Developer’s construction schedule for the permits and approvals from other governmental or quasi-governmental agencies having jurisdiction over the Project as may be required for the development of, or provision of services to, the Project. Developer shall comply with all such permits, requirements and approvals. City shall cooperate with Developer in its endeavors to obtain (a) such permits and approvals and shall, from time to time, at the request of Developer, attempt with due diligence and in good faith to enter into binding agreements with any such entity to ensure the availability of such permits and approvals, or services, at each stage of the development of the Project; and (b) any grants for the Project for which Developer applies.

8.4 Indemnification and Legal Challenge.

8.4.1 To the maximum extent permitted by law, Developer 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 Developer's activities in connection with the Development and/or construction of the Project, and which may arise from the direct or indirect operations of Developer or those of Developer's contractors, agents, tenants, employees, or any other persons acting on Developer'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.

8.4.2 Without limiting the generality of paragraph 8.4.1, Developer 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 Developer or Developer's contractors are required to pay prevailing wages pursuant to Labor Code Section 1720 et seq., in connection with the Development of the Project.

8.4.3 Without limiting the generality of paragraph 8.4.1, 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, Developer 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.
105956\18035781v10
17 8.4.4 With respect to any legal action or claim falling within Developer's defense, indemnity, and hold harmless obligations, the City shall have the right to select counsel of its choice and the parties shall cooperate in the defense. Developer 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.

Developer shall not be entitled to a refund of funds expended from the deposit regardless of the outcome of the action or claim. The City shall refund to Developer any unexpended funds from the deposit within thirty (30) days of any final disposition or full and complete settlement of the action or claim.

8.4.5 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, Developer 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. City shall take all actions it deems reasonably necessary or advisable to uphold the validity and enforceability of this Agreement. If this Agreement is adjudicated or determined to be invalid or unenforceable, City agrees, subject to all legal requirements, to consider modifications to this Agreement to render it valid and enforceable to the extent permitted by applicable law, maintain the integrity of the Project Approvals, and avoid or minimize to the greatest extent possible any material limitation to, or frustration of, Developer’s vested rights under this Agreement.

8.4.6 This Section 8.4 shall survive this the expiration or earlier termination of this Agreement.

ARTICLE 9.

TRANSFERS AND ASSIGNMENTS

9.1 Right to Assign. Developer shall have the right to sell, assign or transfer (“Transfer”) in whole or in part its rights, duties and obligations under this Development Agreement, to any person or entity at any time during the Term of this Development Agreement without the consent of City; provided, however, in no event shall the rights, duties and obligations conferred upon Developer pursuant to this Development Agreement be at any time so Transferred except through a transfer of the Property. In the event of a transfer of a portion of the Property, Developer shall have the right to Transfer its rights, duties and obligations under this Development Agreement that are applicable to the transferred portion, and to retain all rights, duties and obligations applicable to the retained portions of the Property. Upon Developer’s request, City shall cooperate with Developer and any proposed transferee to identify completed obligations and allocate rights, duties and obligations under this Development Agreement and the Project Approvals among the transferred Property and the retained Property.

9.2 Release upon Transfer. Upon the Transfer of Developer’s rights and interests under this Development Agreement pursuant to Section 9.1, Developer shall automatically be released from its obligations and liabilities under this Development Agreement with respect to that portion of the Property transferred, and any subsequent default or breach with respect to the Transferred rights and/or obligations shall not constitute a default or breach with respect to the retained rights 105956\18035781v10
18 and/or obligations under this Development Agreement, provided that (i) Developer has provided to City written notice ofsuch Transfer, and (ii) the transferee executes and delivers to City a written agreement in which (a) the name and address of the transferee is set forth and (b) the transferee expressly and unconditionally assumes all of the obligations of Developer under this Development Agreement with respect to that portion of the Property transferred. Upon any transfer of any portion of the Property and the express assumption of Developer’s obligations under this Agreement by such transferee, City agrees to look solely to the transferee for compliance by such transferee with the provisions of this Agreement as such provisions relate to the portion of the Property acquired by such transferee. A default by any transferee shall only affect that portion of the Property owned by such transferee and shall not cancel or diminish in any way Developer’s rights hereunder with respect to any portion of the Property not owned by such transferee. The transferor and the transferee shall each be solely responsible for the reporting and annual review requirements relating to the portion of the Property owned by such transferor/transferee, and any amendment to this Agreement between City and a transferor or a transferee shall only affect the portion of the Property owned by such transferor or transferee. Failure to deliver a written assumption agreement hereunder shall not affect the running of any covenants herein with the land, as provided in Section 9.3 below, nor shall such failure negate, modify or otherwise affect the liability of any transferee pursuant to the provisions of this Development Agreement.

9.3 Covenants Run with the Land. All of the provisions, agreements, rights, powers, standards, terms, covenants and obligations contained in this Development Agreement shall be binding upon the Parties and their respective successors (by merger, reorganization, consolidation, or otherwise) and assigns, devisees, administrators, representatives, lessees, and all of the persons or entities acquiring the Property or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever, and shall inure to the benefit of the Parties and their respective successors (by merger, consolidation or otherwise) and assigns. All of the provisions of this Development Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land pursuant to applicable law, including but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder (i) is for the benefit of such Property and is a burden upon such Property, (ii) runs with such Property, (iii) is binding upon each Party and each successive owner during its ownership of such Property or any portion thereof, and (iv) each person or entity having any interest therein derived in any manner through any owner of such Property, or any portion thereof, and shall benefit the Property hereunder, and each other person or entity succeeding to an interest in such Property.

ARTICLE 10.

MORTGAGEE PROTECTION; CERTAIN RIGHTS OF CURE

10.1 Mortgagee Protection. This Agreement shall not prevent or limit Developer in any manner, at Developer’s sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property (“Mortgage”). This Development Agreement shall be superior and senior to any lien placed upon the Property or any portion thereof after the date of recording this Development Agreement, including the lien of any Mortgage. Notwithstanding the foregoing, no breach hereof shall defeat, render invalid, diminish or impair the lien of any Mortgage made in good faith and for value, but all of the terms and conditions contained in this 105956\18035781v10
19 Development Agreement shall be binding upon and effective against and inure to the benefit of any person or entity, including any deed of trust beneficiary or mortgagee (“Mortgagee”) who acquires title to the Property, or any portion thereof, by foreclosure, trustee’s sale, deed in lieu of foreclosure, or otherwise.

10.2 Mortgagee Not Obligated. Notwithstanding the provisions of Section 10.1 above, no Mortgagee shall have any obligation or duty under this Development Agreement to perform Developer’s obligations or other affirmative covenants of Developer hereunder; provided, however, that a Mortgagee shall not be entitled to devote the Property to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by this Development Agreement, or by the Project Approvals and Applicable Rules.

10.3 Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives a notice from a Mortgagee requesting a copy of any Notice of Default given to Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice given to Developer with respect to any claim by City that Developer has committed a default, and if City makes a determination of noncompliance hereunder, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. Each Mortgagee shall have the right (but not the obligation) during the same period available to Developer to cure or remedy, or to commence to cure or remedy, the Event of Default claimed or the areas of noncompliance set forth in City’s notice.

10.4 No Supersedure. Nothing in this Article 10 shall be deemed to supersede or release a Mortgagee or modify a Mortgagee’s obligations under any subdivision improvement agreement or other obligation incurred with respect to the Project outside this Development Agreement, nor shall any provision of this Article 10 constitute an obligation of City to such Mortgagee, except as to the notice requirements of Section 10.3.

10.5 Technical Amendments to this Article 10. City agrees to reasonably consider and approve interpretations and/or technical amendments to the provisions of this Agreement that are required by lenders for the acquisition and construction of the improvements on the Property or any refinancing thereof and to otherwise cooperate in good faith to facilitate Developer’s negotiations with lenders.

ARTICLE 11.

MISCELLANEOUS PROVISIONS

11.1 Limitation on Liability. Notwithstanding anything to the contrary contained in this Development Agreement, in no eventshall: (a) any partner, officer, director, member, shareholder, employee, affiliate, manager, representative, or agent of Developer or any general partner of Developer or its general partners be personally liable for any breach of this Development Agreement by Developer, or for any amount which may become due to City under the terms of this Development Agreement; or (b) any member, officer, agent or employee of City be personally liable for any breach of this Development Agreement by City or for any amount which may become due to Developer under the terms of this Development Agreement. 105956\18035781v10
20 11.2 Force Majeure. The Term of this Development Agreement and the Project Approvals and the time within which Developer shall be required to perform any act under this Development Agreement shall be extended by a period of time equal to the number of days during which performance of such act is delayed unavoidably and beyond the reasonable control of the Party seeking the delay by strikes, lock-outs and other labor difficulties, Acts of God, inclement weather, failure or inability to secure materials or labor by reason of priority or similar regulations or order of any governmental or regulatory body, changes in local, state or federal laws or regulations, any development moratorium or any action of other public agencies that regulate land use, development or the provision of services prevents, prohibits or delays construction of the Project, enemy action, riots, insurrections, civil disturbances, wars, terrorist acts, fire, unavoidable casualties, pandemic, government mandated shutdowns or government closure (meaning any of the following events: (a) the governmental offices where any action required under this Agreement (collectively, “Government Offices”) are not open for business and any Government Offices’ systems are not operational such that such action cannot occur; (b) any other third party is not open for business such that its services required as necessary for a Party to perform obligations under this Agreement cannot be performed; (c) overnight couriers are not operating such that any documents cannot be delivered to the extent such documents are required to be originals; or (d) financial institutions or wire transfer systems are not operating, such that, as part of consummation of financial transactions contemplated hereby cannot occur), litigation involving this Agreement or the Project Approvals, or any other cause beyond the reasonable control of Developer which substantially interferes with carrying out the development of the Project. Such extension(s) of time shall not constitute an Event of Default and shall occur at the request of any Party. In addition, the Term of this Development Agreement and any subdivision map or any of the other Project Approvals shall not include any period of time during which (i) a development moratorium including, but not limited to, a water or sewer moratorium, is in effect; (ii) the actions of public agencies that regulate land use, development or the provision of services to the Property prevent, prohibit or delay either the construction, funding or development of the Project or (iii) there is any mediation, arbitration; litigation or other administrative or judicial proceeding pending involving the Vested Elements, or Project Approvals. The Term of the Project Approvals shall therefore be extended by the length of any development moratorium or similar action; the amount of time any actions of public agencies prevent, prohibit or delay the construction, funding or development of the Project or prevents, prohibits or delays the construction, funding or development of the Project; or the amount of time to finally resolve any mediation, arbitration, litigation or other administrative or judicial proceeding involving the Vested Elements, or Project Approvals. Furthermore, in the event the issuance of a building permit for any part of the Project is delayed as a result of Developer’s inability to obtain any other required permit or approval, then the Term of this Development Agreement shall be extended by the period of any such delay.

11.3 Notices, Demands and Communications Between the Parties. Formal written notices, demands, correspondence and communications between City and Developer shall be sufficiently given if delivered personally (including delivery by private courier) or delivered by nationally recognized overnight courier service to the offices of City and Developer indicated below. Such written notices, demands, correspondence and communications may be sent in the same manner to such persons and addresses as either Party may from time-to-time designate in writing at least fifteen (15) days prior to the name and/or address change and as provided in this Section 11.3.
105956\18035781v10
21 City: City of Brea
1 Civic Center Circle
Brea, California 92821
Attention: City Manager
with copies to: City of Brea
1 Civic Center Circle
Brea, California 92821
Attention: City Attorney
City of Brea
1 Civic Center Circle
Brea, California 92821
Attention: Community Development Director
Developer Lennar Homes of California, LLC
2000 Fivepoint, Suite 365
Irvine, California 92618
Attention: General Counsel
with copies to: Cox, Castle & Nicholson, LLP
2029 Century Park East, Suite 2100
Los Angeles, CA 90067
Attention: Andrew K. Fogg, Esq.

Notices personally delivered shall be deemed to have been received upon delivery. Notices delivered by certified mail, as provided above, shall be deemed to have been given and received on the first to occur of (i) actual receipt by any of the addresses designated above as the Party to whom notices are to be sent, or (ii) within five (5) days after a certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. Notices delivered by overnight courier service as provided above shall be deemed to have been received twenty-four (24) hours after the date of deposit. Notices delivered by electronic facsimile transmission shall be deemed received upon receipt of sender of electronic confirmation of delivery, provided that a “hard” copy is delivered as provided above.

11.4 Project as a Private Undertaking; No Joint Venture or Partnership. The Project constitutes private development, neither City nor Developer is acting as the agent of the other in any respect hereunder, and City and Developer are independent entities with respect to the terms and conditions of this Agreement. Nothing contained in this Development Agreement or in any document executed in connection with this Development Agreement shall be construed as making City and Developer joint venturers or partners.

11.5 Non-Intended Prevailing Wage Requirements. Nothing in this Development Agreement shall in any way require, or be construed to require, Developer to pay prevailing wages with respect to any work of construction or improvement within the Project (a “Non-Intended Prevailing Wage Requirement”). But for the understanding of the Parties as reflected in the immediately preceding sentence, the Parties would not have entered into this Development 105956\18035781v10
22 Agreement based upon the terms and conditions set forth herein. Developer and City have made every effort in reaching this Development Agreement to ensure that its terms and conditions will not result in a Non-Intended Prevailing Wage Requirement. These efforts have been conducted in the absence of any applicable existing judicial interpretation of which the Parties are aware that would indicate that the terms and conditions of this Agreement would result in a Non-Intended Prevailing Wage Requirement. If, despite such efforts, any provision of this Development Agreement shall be determined by the Department of Industrial Relations, the Labor and Workforce Development Agency, or any court of competent jurisdiction to result in a Non-Intended Prevailing Wage Requirement, such determination shall not invalidate or render unenforceable any provision hereof; provided, however, that the Parties hereby agree that, in such event, at the election of Developer in its sole and absolute discretion, this Development Agreement shall be reformed such that each provision of this Development Agreement that results in the Non-Intended Prevailing Wage Requirement will be removed from this Development Agreement as though such provisions were never a part of the Development Agreement, and, in lieu of such provision(s), replacement provisions shall be added as a part of this Development Agreement as similar in terms to such removed provision(s) as may be possible and legal, valid and enforceable but without resulting in the Non-Intended Prevailing Wage Requirement.

11.6 Severability. If any terms or provision(s) of this Development Agreement or the application of any term(s)or provision(s) of this Development Agreement to a particular situation, is (are) held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of this Development Agreement or the application of this Development Agreement to other situations, shall remain in full force and effect unless amended or modified by mutual consent of the Parties; provided that, if the invalidation, voiding or enforceability would deprive either City or Developer of material benefits derived from this Development Agreement, or make performance under this Development Agreement unreasonably difficult, then City and Developer shall meet and confer and shall make good faith efforts to amend or modify this Development Agreement in a manner that is mutually acceptable to City and Developer. Notwithstanding the foregoing, if any material provision of this Development Agreement, or the application of such provision to a particular situation, is held to be invalid, void or unenforceable, Developer (in its sole and absolute discretion) may terminate this Development Agreement by providing written notice of such termination to City.

11.7 Section Headings. Article and Section headings in this Development Agreement are for convenience only and are not intended to be used in interpreting or construing the terms, covenants or conditions of this Development Agreement.

11.8 Construction of Agreement. This Development Agreement has been reviewed and revised by legal counsel for both Developer and City, and no presumption or rule that ambiguities shall be construed against the drafting Party shall apply to the interpretation or enforcement of this Development Agreement.

11.9 Entire Agreement. This Development Agreement includes the Recitals and any exhibits attached hereto and incorporated by reference herein, which, together with the Project Approvals, constitute the entire understanding and agreement of the Parties and supersedes all 105956\18035781v10
23 negotiations or previous agreements between the Parties with respect to all or any part of the subject matter hereof. The exhibits are as follows:

Exhibit A Legal Description of the Property
Exhibit B Map of the Property
Exhibit C Affordable Housing Plan

11.10 Estoppel Certificates. Either Party may, at any time during the Term of this Development Agreement, and from time to time, deliver written notice to the other Party requesting such Party to certify in writing that, to the knowledge of the certifying Party, (i) this Development Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Development Agreement has not been amended or modified either orally or in writing, or if amended; identifying the amendments, (iii) the requesting Party is not in default in the performance of its obligations under this Development Agreement, or if in default, to describe therein the nature and amount of any such defaults, and (iv) any other information reasonably requested. The Party receiving a request hereunder shall execute and return such certificate or give a written, detailed response explaining why it will not do so within twenty (20) days following the receipt thereof.

The failure of either Party to provide the requested certificate within such twenty (20) day period shall constitute a confirmation that this Agreement is in full force and effect and no modification or default exists. Either the City Manager or the Community Development Director shall have the right to execute any certificate requested by Developer hereunder. City acknowledges that a certificate hereunder may be relied upon by transferees and Mortgagees.

11.11 Recordation. Pursuant to California Government Code Section 65868.5, within ten (10) days after the later of execution of the Parties of this Development Agreement or the Effective Date, the City Clerk shall record this Development Agreement with the Orange County Recorder.

Thereafter, if this Development Agreement is terminated, modified or amended, the City Clerk shall record notice of such action with the Orange County Recorder.

11.12 No Waiver. No delay or omission by either Party in exercising any right or power accruing upon noncompliance or failure to perform by the other Party under any of the provisions of this Development Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either Party of any of the covenants or conditions to be performed by the other Party shall be in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought, and any such waiver shall not be construed as a waiver of any succeeding breach or non-performance of the same or other covenants and conditions hereof.

11.13 Time Is of the Essence. Time is of the essence for each provision of this Development Agreement for which time is an element.

11.14 Applicable Law; Venue. This Development Agreement shall be construed and enforced in accordance with the laws of the State of California. Venue for any action to enforce or contest the validity of this Agreement shall be any court of competent jurisdiction located in the County of Orange, California.
105956\18035781v10
24 11.15 Attorneys’ Fees. Should any legal action be brought by either Party because of a breach of this Development Agreement or to enforce any provision of this Development Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees and such other costs as may be found by the court. Attorneys’ fees under this Section shall include attorneys’ fees on any appeal and, in addition, a Party entitled to attorneys’ fees shall be entitled to all other reasonable costs and expenses, including without limitation, expert witness fees, incurred in connection with such action. In addition to the foregoing award of attorneys’ fees to the prevailing party, the prevailing party in any lawsuit shall be entitled to its attorneys’ fees incurred in any post-judgment proceedings to collect or enforce the judgment. This provision is separate and several and shall survive the merger of this Agreement into any judgment on this Agreement.

11.16 Third Party Beneficiaries. Except as otherwise provided herein, City and Developer hereby renounce the existence of any third party beneficiary to this Development Agreement and agree that nothing contained herein shall be construed as giving any other person or entity third party beneficiary status.

11.17 Constructive Notice and Acceptance. Every person who now or hereafter owns or acquires any right, title or interest in or to any portion of the Property is and shall be conclusively deemed to have consented and agreed to every provision contained herein, whether or not any reference to this Development Agreement is contained in the instrument by which such person acquired an interest in the Property.

11.18 Counterparts. This Development Agreement may be executed by each Party on a separate signature page, and when the executed signature pages are combined, shall constitute one single instrument.

11.19 Authority. The persons signing below represent and warrant that they have the authority to bind their respective Party and that all necessary board of directors’, shareholders’, partners’, city councils’, redevelopment agencies’ or other approvals have been obtained.

11.20 Conflicts of Interest; Prohibited Interests. Developer warrants and maintains as of the Effective Date of this Agreement that it has no knowledge that any officer or employee of City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of Developer. If any information regarding an officer of employee of the City having an interest in this transaction or in the business of Developer as of the Effective Date of this Agreement comes to the knowledge of Developer at any time during the Term of this Agreement, Developer shall immediately make a complete, written disclosure of such interest to the City, even if such interest would not be deemed a prohibited “conflict of interest” under applicable laws. If the City subsequently is provided information that Developer had knowledge but failed to disclose knowledge of any such interest, and Developer fails to acknowledge such interest within fourteen (14) days of notification by the City, Developer’s failure shall constitute a breach of the Agreement.
[Signatures Appear on The Following Page]
105956\18035781v10 S-1
IN WITNESS WHEREOF, City and Developer have executed this Development Agreement as of the date first set forth above.

DEVELOPER:

LENNAR HOMES OF CALIFORNIA, LLC, a
California limited liability company
By:

Name: Gary Jones
Title: Vice President
Date: _____________________________________
CITY:

CITY OF BREA, a California municipal
corporation
By:

Name: Blair Stewart
Title: Mayor
Date: _____________________________________
ATTESTATION:

By: ______________________________
Lillian Harris, City Clerk
APPROVED AS TO FORM:

By: ______________________________
Terence Boga, City Attorney
105956\18035781v10 NOTARY
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 this ___ day of ______________, 20__ 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)
105956\18035781v10 NOTARY
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 this ___ day of ______________, 20__ 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)
105956\18035781v10 Exhibit A - 1

EXHIBIT A

LEGAL DESCRIPTION OF PROPERTY
PARCEL 2, IN THE CITY OF BREA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED JUNE 3, 1976 IN BOOK 80, PAGES 42 AND 43 OF PARCEL MAPS,

IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, CALIFORNIA, AND AMENDED BY CERTIFICATE OF CORRECTION RECORDED OCTOBER 15, 1992 AS INSTRUMENT NO. 92 - 700294, OFFICIAL RECORDS.

EXCEPT THEREFROM THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED JANUARY 14, 2011 AS INSTRUMENT NO. 2011000028720, OF OFFICIAL RECORDS.

ALSO EXCEPT THEREFROM ALL OIL, GAS AND OTHER HYDROCARBON

SUBSTANCES, MINERALS AND WATER UNDERLYING A PLANE PARALLEL TO AND 500 FEET, MEASURED VERTICALLY DOWNWARD BELOW THE SURFACE OF THE LAND, WHICH PORTION IS HEREINAFTER REFERRED TO AS "SUBSURFACE LAND",

TOGETHER WITH RIGHTS OF WAY, EASEMENTS AND SERVITUDES IN AND

THROUGH SUBSURFACE LAND FOR THE PURPOSE OF EXERCISING THE RIGHTS

HEREINRESERVED WHICH INCLUDE BUT ARE NOT LIMITED TO THE RIGHT TO

PROSPECT, EXPLORE, MINE, DRILL, PRODUCE, TAKE, TREAT, STORE AND REMOVE

ALL SUCH OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, MINERALS AND

WATER AND THE RIGHT TO INJECT IN AND REMOVE FROM SUBSURFACE LAND,

OIL, GAS, WATER OR OTHER FLUIDS FOR THE PURPOSES OF STORAGE, PRESSURE

MAINTENANCE AND/OR SECONDARY RECOVERY OF SUCH OIL, GAS AND OTHER

HYDROCARBON SUBSTANCES AND OTHERWISE TO DRILL, COMPLETE AND

MAINTAIN WELLS INTO AND THROUGH SUBSURFACE LAND FROM SURFACE

LOCATIONS OUTSIDE THE BOUNDARIES OF REAL PROPERTY HEREIN CONVEYED,

PROVIDED, HOWEVER, THAT THE RIGHT HEREIN RESERVED AND RETAINED DO

NOT INCLUDE THE RIGHT TO ENTER UPON THE SURFACE OF THE REAL PROPERTY HEREIN CONVEYED OR WITHIN 500 FEET, MEASURED VERTICALLY DOWNWARD

BELOW THE SURFACE OF THE LAND, AS RESERVED BY UNION OIL COMPANY OF CALIFORNIA, IN DEED RECORDED APRIL 20, 1973 IN BOOK 10654 PAGE 243, OFFICIAL RECORDS.

APN: 319-102-34
Exhibit B - 1

EXHIBIT B

MAP OF PROPERTY
105956\18035781v10 Exhibit C - 1

EXHIBIT C

AFFORDABLE HOUSING PLAN
This Affordable Housing Plan sets forth the manner in which the Project will comply with the affordable housing requirements set forth in Brea City Code, Chapter 20.40 and in accordance with the Project Approvals, the Applicable Rules, and this Development Agreement. Pursuant to Chapter 20.40, the Project is required to include a minimum number of affordable housing units on the Property at one of the following levels unless the City approves the use of an alternative to developing affordable units on the Property.

Municipal Code Options for Rate
of Affordable Housing
Resulting Minimum Requirement
at Each Optional Level
5% Extremely Low Income 9 Extremely Low Units
10% Very Low Income 18 Very Low Units
15% Low Income 27 Low Income Units
20% Moderate Income 36 Moderate Income Units
30% Workforce Housing 54 Workforce Housing Units
In lieu of providing the required affordable units on the Property, the Project shall be permitted to meets its obligations in the following manner.

OPTION 1

OFF SITE AFFORDABLE HOUSING PROJECT
In lieu of providing deed-restricted affordable housing on site within the Project, Developer shall have the option to acquire and convey the Off-Site Property to an experienced third-party affordable housing developer (the “Affordable Developer”) approved by the City, acting reasonably, for development of an 100% affordable housing project on the Off-Site Property (the “Off-Site Affordable Housing Project”). Developer’s conveyance of the Off-Site Property to the Affordable Developer must ensure that the Off-Site Affordable Housing Project meets the following minimum requirements:
• There must be at least 85 total units, including:
o Sixty eight (68) 1-Bedroom, 1-Bath units,
o Sixteen (16) 2-Bedroom, 1-Bath units, and
o One (1) Manager Unit
• Units must be provided at the following minimum numbers and affordability levels:
o 9 Extremely Low (30% TCAC Rents)
o 9 Very Low (50% TCAC Rents)
o 66 Lower (30 @ 60% TCAC Rents and 36 @ 70% TCAC Rents). 105956\18035781v10 Exhibit C - 2
• Lower income units shall be restricted to a maximum affordable rent of up to 80% AMI for Orange County as determined and published annually by California Tax Credit Allocation Committee for a family of a size appropriate to the unit. • To the maximum extent permitted by law, Developer will implement a point system to afford preference for such units based on Brea residency and Brea employment.

Developer acknowledges and agrees: (1) the Off-Site Property is currently subject to Development Agreement No. 19-01 and the associated Affordable Housing Agreement and Restrictive Covenant for development of a five-story building containing 114 multi-family units, including restricted rents between the low and moderate income threshold for 80 residential unit; (2) nothing in this Development Agreement shall require City to approve the Off-Site Affordable Housing Project or related requests, provided City will consider in good faith all applications for necessary City entitlements; and (3) development of the Off-Site Affordable Housing Project will likely depend on the Affordable Developer’s ability to obtain sufficient financing from multiple sources and that the failure to secure sufficient financing may render the Off-Site Affordable Housing Project infeasible. Nothing in this Affordable Housing Plan, the Project Approvals, the Applicable Rules, or this Development Agreement shall relieve Developer of its affordable housing obligations in the event the Off-Site Affordable Housing Project is not completed for any reasons whatsoever, except as otherwise provided in this Affordable Housing Plan.

OPTION 2

ALTERNATIVE CONVEYANCE OF OFF-SITE PROPERTY
If, on or before issuance of first Certificate of Occupancy within the Project: (1) the necessary financing for the Off-Site Affordable Housing Project fails to close; or (2) City determines, in its sole discretion, that the Affordable Developer will be unable to complete the Off-Site Affordable Housing Project; then Developer must meet its affordable obligations by conveying the Off-Site Property to City subject to the following requirements:
• Conveyance shall be by grant deed in a form approved by the City Attorney. • Off-Site Property must be free of any liens and conveyed to City at no cost. • Developer shall disclose any and all encumbrances or easements on the title of the land, and all encumbrances and easements must be factored into its estimated value. • Off-Site Property must be free of any hazardous materials and if any hazardous materials previously contained on the site, Developer must provide evidence that full remediation was performed in accordance with all applicable law.

The Project shall be deemed to have fulfilled its affordable housing obligations upon recordation of the grant deed.
105956\18035781v10 Exhibit C - 3
OPTION 3

ON SITE AFFORDABLE HOUSING DEVELOPMENT
In the event that Developer is unable to convey the Off-Site Property to City in accordance with all of the requirements set forth in Option 2, above, the Project must provide affordable units on the Property and within the Project in accordance with all requirements of the City’s Affordable Housing Ordinance in effect as of the Effective Date, described above.

March 2025 | Mitigation Monitoring and Reporting Program State Clearinghouse No. 2024071235

GREENBRIAR RESIDENTIAL

DEVELOPMENT PROJECT
for City of Brea
Prepared for:

City of Brea
Contact: Rebecca Pennington, Senior Planner
1 Civic Center Circle
Brea, California 92821
714.990.7600
Prepared by:

PlaceWorks
Contact: Nicole Vermilion, Principal
Jasmine Osman, Associate
3 MacArthur Place, Suite 1100
Santa Ana, California 92707
714.966.9220
[email protected]
www.placeworks.com

ATTACHMENT R

GREENBRIAR RESIDENTIAL DEVELOPMENT PROJECT MITIGATION MONITORING AND REPORTING PROGRAM

CITY OF BREA
Table of Contents
March 2025 Page i
Section Page

1. INTRODUCTION.............................................................................................................................. 1

1.1 PURPOSE OF MITIGATION MONITORING AND REPORTING PROGRAM............................ 1

1.2 PROJECT LOCATION ....................................................................................................................................... 2

1.3 PROJECT DESCRIPTION................................................................................................................................. 2

1.4 ENVIRONMENTAL IMPACTS........................................................................................................................ 3

2. MITIGATION MONITORING REQUIREMENTS.............................................................................. 5

2.1 CATEGORIZED MITIGATION MEASURES/MATRIX......................................................................... 5

3. REPORT PREPARATION ............................................................................................................. 25

3.1 LIST OF PREPARERS....................................................................................................................................... 25 List of Tables
Table Page
Table 1 Greenbriar Residential Development Project Land Use Summary .............................................. 3 Table 2 Mitigation Monitoring Requirements................................................................................................ 7

GREENBRIAR RESIDENTIAL DEVELOPMENT PROJECT MITIGATION MONITORING AND REPORTING PROGRAM

CITY OF BREA
Table of Contents
Page ii PlaceWorks
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March 2025 Page 1

1. Introduction

1.1 PURPOSE OF MITIGATION MONITORING AND REPORTING

PROGRAM
This Mitigation Monitoring and Reporting Program (MMRP) has been developed to provide a vehicle by which to monitor mitigation measures and conditions of approval outlined in the Draft Environmental Impact Report (DEIR) for the Greenbriar Residential Development Project (proposed Project), State Clearinghouse No. 2024071235. The MMRP has been prepared in conformance with Section 21081.6 of the Public Resources Code. Section 21081.6 states:
(a) When making findings required by paragraph (1) of subdivision (a) of Section 21081 or when adopting a mitigated negative declaration pursuant to paragraph (2) of subdivision (c) of Section 21080, the following requirements shall apply:
(1) The public agency shall adopt a reporting or monitoring program for the changes made to the project or conditions of project approval, adopted in order to mitigate or avoid significant effects on the environment. The reporting or monitoring program shall be designed to ensure compliance during project implementation. For those changes which have been required or incorporated into the project at the request of a responsible agency or a public agency having jurisdiction by law over natural resources affected by the project, that agency shall, if so requested by the lead or responsible agency, prepare and submit a proposed reporting or monitoring program.
(2) The lead agency shall specify the location and custodian of the documents or other material which constitute the record of proceedings upon which its decision is based. (b) A public agency shall provide that measures to mitigate or avoid significant effects on the environment are fully enforceable through permit conditions, agreements, or other measures.

Conditions of project approval may be set forth in referenced documents which address required mitigation measures or, in the case of the adoption of a plan, policy, regulation, or other public project, by incorporating the mitigation measures into the plan, policy, regulation, or project design.
(c) Prior to the close of the public review period for a draft environmental impact report or mitigated negative declaration, a responsible agency, or a public agency having jurisdiction over natural resources affected by the project, shall either submit to the lead agency complete and detailed performance objectives for mitigation measures which would address the significant effects on the environment identified by the responsible agency or agency having jurisdiction over natural resources affected by the project, or refer the lead agency to appropriate, readily available guidelines or reference documents. Any mitigation measures

GREENBRIAR RESIDENTIAL DEVELOPMENT PROJECT MITIGATION MONITORING AND REPORTING PROGRAM

CITY OF BREA

1. Introduction