Colton City Council
January 18, 2022

1 CITY OF COLTON
City Hall, Council Chambers
650 N. La Cadena Drive
Colton, CA 92324
Website: www.coltonca.gov

Mayor Frank J. Navarro
Council Members:

David J. Toro - District 1
Ernest R. Cisneros - District 2
Kenneth J. Koperski - District 3
Dr. Luis S. Gonzalez - District 4
John R. Echevarria - District 5
Isaac T. Suchil - District 6

City Treasurer Aurelio De La Torre

City Manager William R. Smith
City Attorney Carlos Campos
City Clerk Carolina R. Padilla

AGENDA

CITY COUNCIL,

COLTON UTILITY AUTHORITY, COLTON PUBLIC FINANCING AUTHORITY,

COLTON HOUSING AUTHORITY

REGULAR MEETING
TUESDAY, JANUARY 18, 2022 – 5:00 P.M.

CITY HALL, COUNCIL CHAMBERS
CLOSED SESSION - 5:00 p.m.

CLOSED SESSION CALLED TO ORDER

ROLL CALL
PUBLIC COMMENT Limit 3 Minutes
This is the portion of the meeting specifically set aside to invite your comments regarding C onsent Calendar items; however, any matter that requires action will be referred to staff for investigation and report at a subsequent Council meeting. The Council is prohibited by law from discussing or taking immediate action on items during this public comment period.

Persons desiring to submit paperwork to the City Council Members shall provide copy of any paperwork to the City Clerk for the Official Record.

Speakers will be limited to 3 minutes; provided, however, that the presiding officer shall have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure.

2 A. CONFERENCE WITH LEGAL COUNSEL-EXISTING LITIGATION
Pursuant to Government Code Section 54956.9(d)(1)
Jose Garcia v. City of Colton, et al.

San Bernardino Superior Court, Case No. CIVDS 1918148
B. CONFERENCE WITH LABOR NEGOTIATIORS
Pursuant to Government Code Section 54957.6
Agency designated representatives: Tom Cody, Human Resources Director Employee Groups: Colton Police Officers Association
Colton Police Management Association
Colton Firefighters Association
C. CLOSED SESSION- CITY ATTORNEY EVALUATION
Public Employee Evaluation
Title: City Attorney

CITY ATTORNEY ORAL REPORT ON CLOSED SESSION ACTIONS

RULES OF DECORUM

To help conduct the business of the City Council in an orderly fashion, the City Council has adopted rules pertaining to decorum and order, as provided for in the City Council Manual of Procedure. The City Council will strictly enforce these rules in order to allow full expression of ideas and opinions by councilmembers, staff and the public. Generally, the City's rules of decorum prohibit comments or actions which willfully disrupt the meetin g. All remarks and questions shall be addressed to the Council as a whole and not to any particular member. No individual Councilmember or member of the City staff shall be questioned without first obtaining permission from the Presiding Officer. The City Council asks that all persons - including councilmembers, staff and the public - act and speak respectfully.

OPEN SESSION
6:00 P.M.

OPEN SESSION CALLED TO ORDER
INVOCATION Pastor Don Duenez- Echoes of Love Ministry

FLAG SALUTE

ROLL CALL

CEREMONIAL MATTERS
Presentations, Awards, Proclamations

MAYOR AND COUNCIL ITEMS

3 GIFT DISCLOSURES
Prior to rendering a decision in any proceeding involving a license, permit, contract or other entitlement pending before the city council, any council member who has received been promised a gift or gifts aggregating $50.00 or more in value within the preceding twelve months from a party or participant in the proceeding shall disclose that fact either orally or in writing during open session. This disclosure shall be made part of the official public record of the proceeding, either as part of the minutes of the meeting or as a separate writing filed with the city. (CMC Section 2.04.030) AB 1234 ORAL REPORTS
Members of the city council shall provide brief reports on meetings attended at the expense of the city. (GC Section 53232.3(d))

APPOINTMENTS

MAYOR AND COUNCIL DISCUSSION ITEMS

PUBLIC HEARINGS
To speak on public hearing items, it is requested that you obtain a card from the City Clerk and complete it by noting the agenda item number, as well as whether you are in favor, opposition or neither, and give it to the City Clerk. The applicant will be allowed 5 minutes to address the Council and all other persons will be allowed 3 minutes; provided, however, that the presiding officer shall have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure. (1) Development Agreement - Barton Road Logistics Center - TIME AND PLACE FIXED TO CONSIDER A PUBLIC HEARING TO INTRODUCE BY TITLE ONLY ORDINANCE NO. O-03-22, AN ORDINANCE OF THE CITY COUNCIL

OF THE CITY OF COLTON APPROVING THE BARTON ROAD LOGISTICS CENTER DEVELOPMENT AGREEMENT FOR PROPERTY GENERALLY LOCATED AT 21700 BARTON ROAD AND 275, 280 AND 375 DE BERRY STREET IN THE CITY OF COLTON, ORDINANCE NO. O-03-22.
[Staff Person: Mark Tomich]
Mayor announces the Public Hearing Open.

City Clerk submits the Affidavit of Publication and reports on protests or objections thereto.

Staff Presentation.

Public Comment.

After hearing public comment, on motion by Councilmember __________, seconded by Councilmember _________, the Public Hearing is terminated.

MOTION __________ SECOND __________

BUSINESS ITEMS
(2) Warehouse Moratorium - Ad-Hoc Committee Recommendations - Consider Recommendations of the Warehouse Moratorium Ad-Hoc Committee and Provide Direction to Staff. [Staff Person: Mark Tomich]

4 PUBLIC COMMENT Limit 3 Minutes
This is the portion of the meeting specifically set aside to invite your comments regarding C onsent Calendar items; however, any matter that requires action will be referred to staff for investigation and report at a subsequent Council meeting. The Council is prohibited by law from discussing or taking immediate action on items during this public comment period.

Persons desiring to submit paperwork to the City Council Members shall provide copy of any paperwork to the City Clerk for the Official Record.

Speakers will be limited to 3 minutes; provided, however, that the presiding officer shall have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure.

CONSENT CALENDAR
All matters listed under the Consent Calendar are considered by the City Council to be routine and will all be enacted by one motion. There will be no separate discussion of these items prior to the time the City Council votes on the motion, unless councilmembers, staff or the public request that specific items be discussed and/or removed for separate discussions or action.

(3) Minutes - Approval of Minutes for the City Council Regular Meetings Held on December 21, 2021 and January 4, 2022.
[Staff Person: Carolina Padilla]
(4) Warrants - Approve voucher numbers 196371 to 196436 dated 12/23/2021 and totaling $826,131.89; voucher numbers 196437to 196524 dated 12/28/2021 and totaling $79,290.45; voucher numbers 196525 to 196668 dated 12/30/2021 and totaling 1,306,762.18 and payroll disbursement listing dated 11/13/2021 to 11/26/2021 and totaling $821,144.46.
[Staff Person: Stacey Dabbs]
(5) Agreement - Rivers & Lands Conservancy - Approve Endowment Management Agreement with the Rivers & Lands Conservancy.
[Staff Person: Mark Tomich]
(6) Investment Authority - City Treasurer - Approve and Adopt a Resolution for the City Council to delegate Investment Authority to the City Treasurer, RESOLUTION NO. R-06-22. [Staff Person: Aurelio De La Torre]
(7) Lease Agreement Extension - Alliance Energy - Approve and Adopt Resolution R-08-22 and Approve the Extension of Land Lease Agreements at the Drews and Century Substations, RESOLUTION R-08-22. [Staff Person: Brian Dickinson]
(8) Notice of Completion - FY 2020-21 Asphalt Paving Project - Approve Notice of Completion for the Fiscal Year 20-21 Asphalt Paving Project.
[Staff Person: Brian Dickinson]

MAYOR AND COUNCIL ORAL REPORTS AND COMMENTS
Comments from Mayor and Council on various issues and activities throughout the community.

CITY MANAGER'S REPORTS

ADJOURNMENT

5 I, Stephanie Vargas, the Administrative Assistant to the City Clerk Office, hereby certify that a true and correct, accurate copy of the foregoing agenda was posted , at least seventy-two (72) hours prior to the meeting per Government Code 54954.2, at the following locations:

City of Colton City Hall 650 N. La Cadena Drive
City of Colton Website, www.coltonca.gov <http://www.coltonca.gov>

PROCEDURES FOR ADDRESSING CITY COUNCIL

For the Official Record, it is requested that you obtain a card from the City Clerk and complete it by noting a specific item number on the Agenda, if applicable, or you can ident ify the subject that you wish to address under the Public Comment portion of the Agenda. The City Council encourages public input on all City issues within the Rules of Decorum. Speakers will be limited to the time periods provided on the Agenda; provided , however, that the presiding officer shall have certain discretion to extend or limit time as provided for in the City Council Manual of Procedure.

RULES OF DECORUM

To help conduct the business of the City Council in an orderly fashion, the City Council has adopted rules pertaining to decorum and order, as provided for in the City Council Manual of Procedure. The City Council will strictly enforce these rules in order to allow full expression of ideas and opinions by councilmembers, staff and the public . Generally, the City's rules of decorum prohibit comments or actions which willfully disrupt the meeting. All remarks and questions shall be addressed to the Council as a whole and not to any particular member. No individual Councilmember or member of the City staff shall be questioned without first obtaining permission from the Presiding Officer. The City Council asks that all persons - including councilmembers, staff and the public - act and speak respectfully.

NOTICE TO PUBLIC

Staff reports or ot her written documentation relating to each item referred to, on the Agenda, are available for public inspection at the following locations: Office of the City Clerk, 650 N. La Cadena Drive, Colton, CA; City of Colton Public Library, 656 9 th St., Colton, CA ; or the City of Colton Internet Website, www.coltonca.gov. Any person having questions concerning any item on the Agenda may call the City Clerk at 370 -5191 to make inquiry concerning the nature of the item described on the Agenda. The City Clerk shall direct inquiries to the appropriate office.

All matters listed under the Consent Calendar are considered by the City Council to be routine and will all be enacted by one motion. There will be no separate discussion o f these items prior to the time the City Council votes on the motion, unless councilmembers, staff or the public request that specific items be discussed and/or removed for separate discussions or action.

6 In compliance with the American with Disabilities Act, if you need special assistance to participate in a City Meeting, please contact the City Clerk’s Office at 909 -370-5001. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

LEGAL CHALLENGES

If you challenge in court any discussion or action taken concerning an item on this Agenda, you may be limited to raising only those issues you or someone else raised during the meeting or in written correspondence delivered to the City at or prior to the City's consideration of the item at the meeting.

MANUAL OF PROCEDURE

The City Council adopted its Manual of Procedure pursuant to Resolution No. R -150-07; Amended by Minute Action on December 2, 2014 and adopted by Resolution No. R -03-15 on January 20, 2015. Copies are available in the Office of the City Clerk.

ITEM NO. 1

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: MARK TOMICH, DIRECTOR
SUBJECT: TIME AND PLACE FIXED TO CONSIDER A PUBLIC HEARING TO INTRODUCE BY TITLE ONLY ORDINANCE NO. O-03-22, AN

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COLTON

APPROVING THE BARTON ROAD LOGISTICS CENTER

DEVELOPMENT AGREEMENT FOR PROPERTY GENERALLY
LOCATED AT 21700 BARTON ROAD AND 275, 280 AND 375 DE
BERRY STREET IN THE CITY OF COLTON, ORDINANCE NO. O-
03-22.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

An Ordinance of the City Council of the City of Colton Approving the Barton Road Logistics Center Development Agreement for property generally located at 21700 Barton Road and 275, 280 and 375 De Berry Street in the City of Colton

Mayor announces the Public Hearing Open.

City Clerk submits the Affidavit of Publication and reports on protests or objections thereto.

Staff Presentation.

Public Comment.

After hearing public comment, on motion by Councilmember __________, seconded by Councilmember _________, the Public Hearing is terminated.

MOTION __________ SECOND __________

1.1 Packet Pg. 7
Staff Report to the Mayor and City Council
Development Agreement - Barton Road Logistics Center
January 18, 2022

BACKGROUND

On December 14, 2021, following a public scoping meeting, publ ic workshop, Planning Commission site tour and four public hearings, the Colton Planning Commission , by a 4:3 vote, approved the following entitlements for the Barton Road Logistics Center:
 Architectural and Site Plan Review to allow the construction of tw o new warehouse buildings, totaling 960,040 square feet (building one = 540,920 sq. ft., bldg. two = 419,920 sq. ft.);
 Conditional Use Permit for truck and trailer storage where trailers and/or trucks wou ld be stored on -site in designated parking spaces, f or 24 -hour operation, and for warehouse buildings of 50 feet in height; and
 Tentative Parcel Map No. 20146 to consolidate multiple legal lots (12) into two separate legal parcels, one north and one south of Barton Road, located within the Light Industrial (M-1) Zone.

The project site consists of the f ormer Stater Bros warehouse complex that encompasses approximately 43.85 acres on both sides of Barton Road between La Cadena Drive on the west, and the SCE transmission line corridor on the east. Since Stat er Bros moved from the property, the buildings have been leased to other tenants who will vacate their respective buildings. The project will result in a net increase of 300,605 square feet of building area due to the planned demolition of 659,439 square feet of the existing buildings.

During the entitlement process, staff and the applicant negotiated the terms of a Development Agreement in in accordance with California Government Code Section 65864 and Colton Municipal Code Section 18.58.102. The Agreeme nt is intended to benefit the City of Colton by committing the applicant to certain public benefits, and the applicant by vesting the project entitlements and impact fees for a period of 25 years.

Following consideration of the draft Development Agreemen t at a public hearing, the Planning Commission adopted Resolution No. R-29-21, recommending approval of the Development Agreement by the City Council.

ISSUES/ANALYSIS

During deliberations on the Development Agreement, the Planning commission requested one additional public benefit, to which the applicant agreed:

a. Funding a truck turning movement study to determine whether two semi -trucks (tractor plus 53 -foot trailer) can pass safely on the Barton Road bridge over the BNSF Railroad tracks, to the satisfact ion of the City’s traffic engineer. If the study determines that two semi-trucks cannot safely pass each other, the applicant will fund a study to determine the feasibility of restricting truck turning movements to eastbound Barton Road only.

Other public benefits included in the Agreement, already negotiated between the City and the applicant, are as follows:

1.1 Packet Pg. 8
Staff Report to the Mayor and City Council
Development Agreement - Barton Road Logistics Center
January 18, 2022

b. A capital contribution of $10 million toward the design, application processing and construction of a westbound Barton Road bridge and associated roadway improvements over the BNSF Railroad right-of-way, connecting to S. La Cadena Drive (see Exhibit 3); c. Four public access electric vehicle charging stalls (two associated with the project site and two at locations of the City’s choosing); and,
d. Rooftop solar system on both new buildings.

Staff, the applicant and the Planning Commission are in concurrence that the Development Agreement, as revised with the addition of “a.” above, is in the interest of the City as it provides for public benefits that would not otherwise be provided, with our without the project.

FISCAL IMPACTS

Approval of the Development Agreement will ensure that the City is granted a capital contribution of $10 million toward the design and construction of a westbound Barton Road bridge. However, the timing and ultimate cost of the bridge is unknown at this time. Therefore, it is possible that construction costs may exceed the $10 million contribution.

Additional, minor costs will be incurred annually due to staff time spent on mon itoring the Development Agreement, including preparation of annual reports for the City Council as required by State law.

ALTERNATIVES

Provide alternative direction to staff.

ATTACHMENT

1. Planning Commission Resolution No. R-29-21_December 14, 2021

2. ORDINANCE O-03-22_Barton Road Logistics Center Development Agreement

3. Exhibit A to O-03-22_Development Agreement - Barton Road Logistics Center_DAP-001- 602

1.1 Packet Pg. 9

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Attachment: Planning Commission Resolution No. R-29-21_December 14, 2021 (3464 : Development Agreement - Barton Road Logistics Center)

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Attachment: Planning Commission Resolution No. R-29-21_December 14, 2021 (3464 : Development Agreement - Barton Road Logistics Center)

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Attachment: Planning Commission Resolution No. R-29-21_December 14, 2021 (3464 : Development Agreement - Barton Road Logistics Center)

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Attachment: Planning Commission Resolution No. R-29-21_December 14, 2021 (3464 : Development Agreement - Barton Road Logistics Center)

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ORDINANCE NO. O-03-22

AN ORDINANCE OF THE CITY COUNCIL OF THE

CITY OF COLTON A PPROVING THE BARTON ROAD

LOGISTICS CENTER DEVELOPMENT AGREEMENT
FOR PROPERTY GENERALLY LOCATED AT 21700
BARTON ROAD AND 275, 280 AND 375 DE BERRY

STREEET IN THE CITY OF COLTON

WHEREAS, the City of Colton (“City”) has found that development agreements will strengthen the public planning process, encourage private participation in comprehensive planning by providing a greater degree of certainty in that process, reduce the economi c costs of development, allow for the orderly planning of public improvements and services, allocate costs to achieve maximum utilization of public and private resources in the development process, and ensure that appropriate measures to enhance and protect the environment are achieved; and

WHEREAS, pursuant to California Government Code Sections 65864 et seq . and Colton Municipal Code Section 18.58.102, the City is authorized to enter into development agreements providing for the development of land under terms and conditions set forth therein; and

WHEREAS, Pacific West Management, a California general partnership, The Robert J. Neal and Bernarda A. Neal Revocable Trust, and Producer Industrial Partners, LLC, a California limited liability company ( “Deve loper”) proposes to develop the Barton Road Logistics Center (Case No. DAP -001-602), more particularly described in Exhibit “A”, attached hereto and incorporated herein by reference (“Project”); and

WHEREAS, on December 14, 2021, the Planning Commission of the City of Colton approved the Architectural & Site Plan Review, Conditional Use Permit and Tentative Parcel Map to provide for the orderly growth and quality development of the Project in accordance with the General Plan; and

WHEREAS, because of the logistics, magnitude of the expenditure and considerable lead time prerequisite to planning and developing the Project, Developer has proposed to enter into a development agreement concerning the Project (“Development Agreement”) to provide assurances that the Project can proceed without disruption caused by a change in the City's planning policies and requirements except as provided in the Development Agreement, which assurance will thereby reduce the actual or perceived risk of planning for and proceeding with development of the Project; and

WHEREAS, at a duly noticed public hearing held on September 14, 2021, the Planning Commission , the Planning Commission considered the Staff Report, the Development Agreement, all recommendations by staff, and public testimony, and adopted Resolution No. R -29-21, recommending to the City Council approval of the Development Agreement; and

WHEREAS, the City desires the timely, efficient, orderly and proper development of the Project in furtherance of the goals and poli cies of the City’s General Plan; and

WHEREAS, the City Council has found that this Development Agreement is

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Attachment: ORDINANCE O-03-22_Barton Road Logistics Center Development Agreement (3464 : Development Agreement - Barton Road 1 2
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consistent with the City’s General Plan; and

WHEREAS, the City Council has determined that by entering into the Development Agreement: (i) the C ity will promote orderly growth and quality development on the Property in accordance with the goals and policies set forth in the General Plan; (ii) significant benefits will be created for City residents and the public generally from increased employment , property tax revenue, and contributions from Developer toward public capital improvements; and

WHEREAS, the City and Developer have reached mutual agreement and desire to voluntarily enter into the Development Agreement to facilitate development of the Project subject to conditions and requirements set for therein; and

WHEREAS, on January 18, 2022, the City Council held a duly advertised public hearing on the Development Agreement; and

WHEREAS, at the public hearing, the City Council considered the Staff Report, the Development Agreement, and public testimony.

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

Section 1. Pursuant to California Government Code Section 65865, the City Council hereby approves the Developmen t Agreement, attached hereto as Exhibit "A", entitled "A Development Agreement between City of Colton and Pacific West Management, a California general partnership, The Robert J. Neal and Bernarda A.

Neal Revocable Trust, and Producer Industrial Partners, LLC, a California limited liability company” (aka “Barton Road Logistics Center Development Agreement”) (the "Development Agreement").

Section 2. Based on the entire record before the City Council and all written and oral evidence presented, the City Council finds this Development Agreement not be detrimental to the health, safety and welfare of the community because the Development Agreement will permit land uses that best reflect community needs, including the need for local employment opportunities an d increased property tax revenue to fund City services, and will allow for the most efficient and logical development of the real property governed by the Development Agreement in the City.

Section 3 . Pursuant to California Government Code Section 65867 .5(b), and based on the entire record before the City Council , including all written and oral evidence presented, the City Council hereby finds that the Development Agreement is consistent with the General Plan because the Development Agreement will result in the development of the Property that is consistent with the uses and intensity allowed under the General Plan.

Section 4. Based on the entire record before the City Council and all written and oral evidence presented, the City Council finds that: (i ) the economic interests of Colton citizens and the public health, safety and welfare will be best served by entering into the Development Agreement; (ii) this Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the area in which the Property is located; (iii) the Development Agreement is in conformity with the public convenience, general welfare and good land use practice;

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and (iv) the Development Agreement will not adversely affect the orderly development o r the preservation of property values for the property it governs or any other property.

The City Council further finds that among the public benefits to accrue to the residents of the City as a result of the Development Agreement are: (a) A Capital Contribution of $10 million toward the design and construction of Barton Road bridge and roadway improvements over the BNSF Railroad right -of-way; (b) Four public access electric vehicle charging stalls; and (c) Two rooftop soar array systems.

Section 5. All procedures of the California Environmental Quality Act, Public Resources Code section 21000 et seq. (“CEQA”) have be met by Planning Commission approval of Resolution R -27-21, adopt ing environmental findings pursuant to CEQA, adopting a statement of overr iding considerations, certifying the Final Environmental Impact Report (SCH #202029049), and adopting a mitigation monitoring and reporting program for the Barton Road Logistics Center. The City Council affirms the Planning Commission’s adoption of Resolu tion R -27-21 and finding that, per Public Resources Code section 21166 and CEQA Guidelines section 15162 that no new or more severe impacts have been identified relating to the Development Agreement that require any additional environmental review.

Section 6. The City Clerk shall certify to the adoption of this Ordinance and shall cause the same to be posted as required by law. Pursuant to Government Code section 65868.5, within 10 days following the entering of the Development Agreement, as evidence by t he full execution thereof, the City Clerk shall record the Development Agreement with the San Bernardino County Recorder.

PASSED, APPROVED, AND ADOPTED this 18th day of January, 2022.

___________________________________
FRANK J. NAVARRO
Mayor
ATTEST:

__________________________________
CAROLINA R. PADILLA
City Clerk

APPROVED AS TO FORM:

__________________________________
Best Best & Krieger LLP

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Attachment: ORDINANCE O-03-22_Barton Road Logistics Center Development Agreement (3464 : Development Agreement - Barton Road 1 2
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City Attorney

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Attachment: ORDINANCE O-03-22_Barton Road Logistics Center Development Agreement (3464 : Development Agreement - Barton Road 23152.06300\34322216.1

RECORDED AT REQUEST OF:

City Clerk, City of Colton

WHEN RECORDED RETURN TO:

City of Colton
650 North La Cadena Drive
Colton, CA 92324
Attention: City Clerk
______________________________________________________________________________ Exempt from filing fees pursuant to Government Code §6103

DEVELOPMENT AGREEMENT NO. DAP-001-602

A DEVELOPMENT AGREEMENT BETWEEN

CITY OF COLTON

and

PACIFIC WEST MANAGEMENT, a California general partnership, THE ROBERT J. NEAL AND BERNARDA A. NEAL REVOCABLE TRUST, and PRODUCER INDUSTRIAL PARTNERS, LLC, a California limited liability company

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Attachment: Exhibit A to O-03-22_Development Agreement - Barton Road Logistics Center_DAP-001-602 (3464 : Development Agreement - 23152.06300\34322216.1

1 DEVELOPMENT AGREEMENT

This Development Agreement (“Agreement”) is entered into as of this ___ day of ___________, 2022 by and between the City of Colton, California (“City”), and (i) Pacific West Management , a California general partnership, (ii) The Robert J. Neal and Bernarda A. Neal Revocable Trust, and (iii) Producer Industrial Partners, LLC, a California limited liability company (collectively, “Owner”). At times, the City and Owner are referred to jointl y within this Agreement as the “Parties” and individually as a “Party.”

RECITALS

A. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted the “Development Agreement Statute,” Sections 65864 et seq., of the California Government Code. The Development Agreement Statute authorizes the City to enter into development agreements with persons or entities having legal or equ itable interests in real property to establish predictability for both City and the property owner in the development process.

B. Owner has requested City to enter into a development agreement and proceedings have been taken in accordance with the rules and regulations of City.

C. Owner, as tenants in common, holds legal title to the real property described in Exhibit “A” to this Agreement1 (the “Property”) and depicted on Exhibit “B”.

D. The Property consists of approximately 53.15 acres within the Light Industri al (M -1) District in the southwestern portion of the City. The Property is located west of Interstate 215 (I-215) and east of La Cadena Drive and is accessed via Barton Road , as shown on Exhibit “B”. The Property is the former location of Stater Bros. Markets headquarters and warehousing/ distribution campus and consists of six industrial buildings and one office building situated on 13 legal lots.

E. Owner proposes to redevelop 43.85 acres of the Property through the demolition of four industrial buildings an d an office building comprising 659,432 square feet and the construction of two state -of-the-art concrete tilt -up industrial warehouse buildings totaling 960,040 square feet (collectively, the “Project”). An existing building located at 280 De Berry Street would remain in place.

F. Concurrently with its application for approval of this Agreement, Owner is requesting from the City the following discretionary approvals (collectively, the “Initial Development Approvals, Case No. DAP-001-602”):
a. Architectural and Site Plan Approval for the two state -of-the-art concrete tilt-up

1 All references within this Agreement to an “Exhibit” refer to an exhibit to this Agreement, unless otherwise specified.

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Attachment: Exhibit A to O-03-22_Development Agreement - Barton Road Logistics Center_DAP-001-602 (3464 : Development Agreement - 23152.06300\34322216.1

2 industrial warehouse logistics facilities;
b. Conditional Use Permit related to (i) the storage of trailers and/or trucks , (ii) 24- hour warehouse operation, and (iii) the construction of two bu ildings at a height of fifty feet; and
c. Tentative Parcel Map No. 20146 to consolidate multiple legal lots into two separate legal parcels (the “Parcel Map”).

G. In addition to the Initial Development Approvals, Owner shall require “Subsequent Development Appro vals” [see definition in Section 1.1( ff) below ] to complete development of the Project.

H. The City and Owner desire to obtain the binding agreement of each other to permit the development of the Property in accordance with the provisions of this Agreement.

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

J. The City Council has found that the best interests of the citizens of the City and the public health, safety, and welfare will be served by entering into this Agreement.

K. The City Council has found that this Agreement will have a major, beneficial economic impact on the City in that it will provide to the City and its residents the specific and valuable public benefits set forth in Section 5 below (the “Public Benefits”).

L. The physical effects, if any, of the Project on the environment have been separately analyzed pursuant to the California Environmental Quality Act (“CEQA”) and the City has determined that the proposed project’s impacts would be less than significant with mitigation incorporated with the exception of VMT, which would be significant and unavoidable. A Findings of Fact and Statement of Overriding Considerations has been prepared.

M. In accordance wit h Section 18.58.010 of the Colton Municipal Code, t he City’s Planning Commission and City Council each have (i) given notice of their intention to consider this Agreement, (ii) conducted public hearings on this Agreement as required by the Government Code, and (iii) found the provisions of this Agreement to be consistent with the City’s General Plan.

N. On December 14, 2021, the Planning Commission held a duly noticed public hearing at which the Planning Commission recommended approval of this Agreement to the City Council, certified the Environmental Impact Report for the Project (State Clearinghouse No. 2020029049), and approved the Initial Development Approvals.

O. On January 4, 2022, the City Council and conducted the first reading of Ordinance No. O- 03-22 (the “Adopting Ordinance”) approving this Agreement.

P. On ____________, 2022, the City Council adopted the Adopting Ordinance.

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Attachment: Exhibit A to O-03-22_Development Agreement - Barton Road Logistics Center_DAP-001-602 (3464 : Development Agreement - 23152.06300\34322216.1

3 AGREEMENT
The Parties agree as follows:

1. DEFINITIONS AND EXHIBITS

1.1 Definitions. The following terms when used in this Agreement shall be defined as follows:
a. “Adopting Ordinance” means Ordinance No. O-03-22 approved by the City Council adopting this Agreement.
b. “Agreement” means this Development Agreement.
c. “Applicable Rules” means the Existing Land Use Regulations, the Initial Development Approvals, all Subsequent Development Approvals, any Subsequent Land Use Regulations to which Owner has given its written consent, and this Agreement.
d. “Approval Date” means the date on which the City Council conducted the second reading of the Adopting Ordinance. That date is _______________, 2022.
e. “Assignment” means the assignment and assumption of the rights, duties, and obligations arising under or from this Agreement in connection with the Conveyance of some or all of the Property.
f. “Assignment and Assumption Agreement” refers to the agreement required by Section 3.3(b) below.
g. “City Council” means the duly elected city council of the City of Colton. h. “City” means the City of Colton, a California municipal corporation. i. “Conveyance” means the sale, transfer, assignment, or other conveyance of the Property in whole or in part to any third party of any nature during the Term.
j. “Development” means the improvement of the Property for the purposes of completing all structures, improvements, and facilities comprising the Project as contemplated by this Agreement. “Development” does not include the maintenance, repair, reconstruction, or redevelopment of any building, structure, improvement, or facility after the completion of its initial construction and its subsequent occupancy.
k. “Development Approvals” means all non-legislative permits, entitlements, and other approvals granted or issued by the City for the use of, construction upon,

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4 and/or development of the Property pursuant to this Agreement, including, without limitation, those for site plan review, architectural review, excavation, grading, building, construction, encroachment or street improvement permits, occupancy certificates, utility connection authorizations, drainage, landscape, and other permits or approvals necessary for the development, construction, marketing, use, and occupancy of the Project. For the purposes of this Agreement, Development Approvals consist of the “Initial Development Approvals” and “Subsequent Development Approvals,” as those terms are defined below.
l. “Development Exaction” means any requirement of the City in connection with or pursuant to the implementation or approval of a Land Use Regulation applicable to the Project and/or a Development Approval for the Project which requires Owner, the Property, and/or the Project to either:
(i) Dedicate or otherwise convey land to the City, any other agency, or any third party; (ii) Construct improvements for the benefit of the City, any other agency, or any third party; (iii) Pay fees, including but not limited to “Development Impact Fees,” or perform other actions in order to lessen, offset, mitigate, or compensate for the effects of the Project; or (iv) Convey to the City, any other agency, or any third-party funds, commitments, or any other thing of value.
m. “Development Impact Fee” means a payment imposed on Owner or the Project pursuant to the requirements of the Mitigation Fee Act set forth in the California Government Code at Chapter 6 (commencing with Section 66010), Chapter 7 (commencing with Section 66012), Chapter 8 (commencing with Section 66016), and Chapter 9 (commencing with Section 66020) that are applicable on the Effective Date. For purposes of this Agreement, Development Impact Fees do not include fees paid pursuant to the Mitigation Fee Act which are imposed by agencies, including school d istricts, other than the City. In addition, Development Impact Fee does not include later -adopted development impact fees that do not currently exist and are uniformly applied to all development projects in the City.
n. “Development Plan” means the plan for development of the Property as set forth in the Applicable Rules.
o. “Effective Date” means the date the ordinance approving and authorizing t his Agreement becomes effective.
p. “Existing Land Use Regulations” means all Land Use Regulations in effect on the Approval Date, including the General Plan and applicable zoning. Changes to Land Use Regulations becoming effective from the day after the Approval Date through the Effective Date shall not be considered part of the Existing Land Use Regulations without Owner’s prior written consent, except as provided in Section 6.1. This Agreement, a Land Use Regulation which shall not become

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5 effective until the Effective Date, has Owner’s prior written consent and shall be considered an Existing Land Use Regulation.
q. “Extension” refers to an extension of the Term pursuant to Section 2.1 below. r. “Financing District” means a special assessment district, community facilities district, or alternate financing mechanism to pay for the construction and/or maintenance and operation of public infrastructure facilities which are part of the Development Plan.
s. “Indemnify” means, when used in Section 8 below, to defend, in demnify, and hold harmless.
t. “Initial Development Approvals” means those Development Approvals approved on the Approval Date as listed in Recital F, as well as revisions, addenda, amendments, and modifications to each of these actions that are finally approved in accordance with the Colton Municipal Code. u. “Land Use Regulations” means all legislative acts, including ordinances, resolutions, codes, rules, regulations, and official policies of the City governing the development and use of land, including the pe rmitted 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, construction, initial occupancy standards and specifications, and impact, building, processing, affordable housing, and all other fees applicable to the development of land within the City. Land Use Regulations include this Agreement, the General Plan and the Colton Municipal Code. “Land Use Regulations” does not include any City ordinance, resolution, code, rule, regulation or official policy, governing:
(i) the conduct of businesses, professions, and occupations; (ii) taxes (special or general) and assessments;
(iii) the control and abatement of nuisances;
(iv) the granting of encroachment permits and the conveyance of rights and interests that provide for the use of or the entry upon public property; (v) the exercise of the power of eminent domain.
v. “Major Default” means Owner’s material and substantial failure to meet Owner’s obligations to provide the Public Benefits contemplated by this Agreement after notice and a reasonable opportunity to cure an alleged Major Default.
w. “Mortgagee” means a lender, a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security -device lender, and their successors and assigns providing financing secured by the Property and/or its improvements.

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6 x. “Notice” means any written communication, request, d emand, approval, statement, report, acceptance, consent, waiver, appointment, or similar action required or permitted by this Agreement.
y. “Owner” means (i) Pacific West Management, a California general partnership, (ii) The Robert J. Neal and Bernarda A. Neal Revocable Trust, and (iii) Producer Industrial Partners, LLC, a California limited liability company , and their successors and assigns with respect to the ownership of the Property. z. “Owner’s Vested Right” means Owner’s guaranteed right to develop the Property as set forth in this Agreement, including, but not limited to, the provisions of Section 4 below.
aa. “Processing Fees” means all City application, processing, permit, and similar fees that are generally applicable to all development projects within th e City, including those imposed to cover the estimated actual costs to City of processing applications for Development Approvals or for monitoring compliance with Development Approvals granted or issued. bb. “Parcel Map” means Tentative Parcel Map No. 20146, which is part of the “Initial Development Approvals.”
cc. “Project” means the development of the Property as set forth in the Development Plan, as described in Recital E.
dd. “Property” means the real property described on Exhibit “A” and depicted on Exhibit “B”.
ee. “Reservation of Authority” means the rights and authority of the City set forth in Section 6 below which limit the assurances and rights provided to Owner under this Agreement.
ff. "Subsequent Development Approvals" means all Development Approvals for the Project which are approved, granted, or issued after the Approval Date and which are required or permitted by the Applicable Rules and/or this Agreement.
gg. “Subsequent Land Use Regulations” means those Land Use Regulations which are both adopted and effective after the Approval Date and which are not incorporated within the definition of Existing Land Use Regulations. hh. "Term" means the term of this Agreement as set forth in Section 2.1.

1.2 Exhibits. The following attached Exhibits are a substantive part of this Agreement:

Exhibit “A” – Legal Description.

Exhibit “B” – Property Location.

Exhibit “C” – Assignment and Assumption Agreement Form
Exhibit “D” – Applicable Development Impact Fees

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7 Exhibit “E” – Development Impact Fees Credits

2. DURATION OF AGREEMENT

2.1 Term. This Agreement shall start on the Effective Date and remain in effect for a term of twenty-five (25) years (the “Term”). The Term may be further modified by mutual written agreement of the City and Owner. All references in this Agreement to the “Term” include any extensions of the Term.

2.2 Termination. Unless otherwise extended pursuant to this Agreement, this Agreement shall terminate upon the first to occur of:
a. The conclusion of the Term and any extensions of the Term; b. Completion of the Project in accordan ce with the terms of this Agreement including issuance of all required occupancy permits for the Proje ct and acceptance by City or applicable public agency of all required dedications.; c. Termination by order of a California court of law; and d. Termination by mutual written agreement of the Parties.

2.3 Agreement Terms Surviving Termination. Upon termination of this Agreement, the only rights or obligations under this Agreement which either Party shall have are those expressly set forth within this Agreement.

2.4 Development Rights Upon Termination . Termination of this Agreement shall not invalidate any Land Use Regulations in effect or terminate any Development Approvals obtained prior to the date of termination.

3. CONVEYANCE, ASSIGNMENT, AND RELEASE

3.1 Right to Assign. Owner shall have the right to sell, transfer, assign, or otherwise convey the Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map Act, Government Code Section 66410, et seq.) to any third party of any nature (an “Assignee”) at any time during the Term (collectively, a “Conveyance”).

3.2 Assignee’s Status Under this Agreement. For purposes of this Section 3, Assignees will fall into two categories:
a. Owner Assignee. An Assignee who acquires an interest in some or all of the Property and intends to retain the right to complete development of the acquired portion of the Property pursuant to this Agreement shall be referred to as an “Owner Assignee.”
b. User Assignee . An Assignee who acquires an interest in some or all of the Property in an improved condition and does not intend to further improve that portion of the Property pursuant to this Agreement shall be referred to as a “User Assignee.”

3.3 Rights and Obligations of Owner Assignee. Subject to compliance with this Section

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8 3.3, an Owner Assignee shall succeed to the rights and obligations of Owner under this Agreement with respect to that portion of the Property conveyed to the Owner Assignee. Any Conveyance to an Owner Assignee shall (i) include both an assignment of all rights (“Assignment of Rights”) and a delegation of all obligations (“Delegation of Obligations”) existing under this Agreement as of the date of the Conveyance with respect to the portion(s) of the Prop erty conveyed and (ii) be made in strict compliance with the following conditions precedent:
a. No Assignment of Rights or Delegation of Obligations (collectively, an “Assignment”) shall be made unless made together with a Conveyance. b. Concurrent with any Assi gnment, Owner shall notify City in writing of the Assignment and shall provide City with an “Assignment and Assumption Agreement” in a form reasonably acceptable to City, signed by the purchaser, transferee, or assignee. An “Assignment and Assumption Agree ment” in the form of Exhibit “C” shall be deemed acceptable to both Parties. The Assignment and Assumption Agreement shall provide that the Owner Assignee must:
(i) expressly and unconditionally assumes all the duties, obligations, agreements, covenants, waivers of Owner under this Agreement with respect to the portion(s) of the Property conveyed; and
(ii) provide to the City security equivalent to any security previously provided by Owner to secure performance of Owner’s obligations under this Agreement with respect to the portion(s) of the Property conveyed and which remain at the time of the Assignment.

Any Conveyance to an Owner Assignee not made in strict compliance with these conditions precedent shall constitute a default by Owner under this Agreement, which default shall be cured if either (i) the Assignment is terminated, or (ii) the Assignee signs the required Assignment and Assumption Agreement. If an Assignee does not sign an Assignment and Assumption Agreement, the burdens of this Agreement with respect to the portion(s) of the Property conveyed shall bind the Assignee, but the benefits of this Agreement shall not inure to the Assignee unless and until the required Assignment and Assumption Agreement is signed by the Assignee.

3.4 Rights and Obligations of a User Assignee. A User Assignee shall not succeed to the rights and obligations of Owner under this Agreement with respect to that portion of the Property conveyed to the User Assignee. The provisions of Section 3.3 above shall not apply to the Conveyance of any parcel or lot that has been finally subdivided and is sold or leased to a User Assignee. This Agreement shall terminate with respect to any such parcel or lot and that parcel or lot shall be released and no longer be subject to this Agreement witho ut the execution or recordation of any further document.

3.5 Release of Transferring Owner . Upon any Assignment, the City shall release the conveying Owner from any further obligations under this Agreement with respect to any portion of the Property conveyed if:

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9 a. Owner provides evidence to the City establishing that Owner no longer has a legal or equitable interest in the Property subject to the Assignment; b. There is no default under this Agreement on the date of the Assignment or any such default has subsequently been cured; and
c. In the case of a Conveyance to an Owner Assignee, Owner has provided the City with the required Assignment and Assumption Agreement.

3.6 Subsequent Assignment. The provisions of this Section 3 shall apply to all Assignments occurring during the Term.

4. DEVELOPMENT OF THE PROPERTY

4.1 Owner’s Vested Right. During the Term and subject only to the Reservation of Authority (Section 6 below) and express limitations of this Agreement:
a. Owner shall have a vested right to develop the Property in accordanc e with, and to the full extent permitted by the Existing Land Use Regulations, the Initial Development Approvals, all Subsequent Development Approvals, and any Subsequent Land Use Regulations to which Owner has given its written consent (collectively, the “Applicable Rules”); and
b. The permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings, and the design, improvement and construction standards and specifications applicable to development of the Property shall be those set forth in the Applicable Rules.

4.2 Changes to Applicable Rules . Any change in the Applicable Rules which is adopted or becomes effective after the Approval Date shall not be applicable to or binding upon Owner, the Pro ject, or the Property, unless approved in writing by Owner. A “change in the Applicable Rules” shall include any new ordinance, resolution, policy, or other enactment, no matter how adopted or enacted, which is not contained in the Applicable Rules as of the Approval Date, except such rules described in Section

6.1. 4.3 Owner’s Vested Right Upon Termination. As set forth in Section 2.4 above, termination of this Agreement shall not invalidate any Land Use Regulations or terminate any Development Approvals obta ined prior to the date of termination.

Upon any termination, the extent, if any, of Owner’s Vested Right as of the date of termination shall be determined by state and federal statutes and case law and the then current factual state of the Project.

4.4 Term of Map(s) and Other Project Approvals.
a. Maps. Pursuant to Government Code Section 66452.6 and any other applicable provision of the Government Code, the term of the Parcel Map and any other subdivision or parcel map that is approved for all or any portion of the Property shall be extended to a date coincident with the Term and, where not prohibited by State law, with any extension of the Term, unless a longer term would result

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10 under otherwise applicable State or local law.
b. Other Development Approvals . Pursuant to Government Code Section 65863.9, site plan and architectural review approvals and all other Development Approvals for any portion of the Project shall automatically be extended for the longer of (i) the term of the Parcel Map and (ii) the te rm of any other subdivision or parcel map that is approved for all or any portion of the Property. Pursuant to Section 4.4(a), those terms shall be the same as the Term of this Agreement.

4.5 Timing of Development. Owner shall have the right to complete the Project in such order, at such rate, at such times, and in as many development phases and sub - phases as Owner deems appropriate in its sole subjective business judgment.

4.6 Applicable Fees and Exactions.
a. Development Exactions. Except as expressly set forth wi thin this Agreement, Owner, the Property, and the Project shall be subject only to those Development Exactions from which Owner is not otherwise exempt and which are (i) set forth within the Applicable Rules and (ii) uniformly applied to all development projects within the City as of the Approval Date. b. Development Impact Fees. The only Development Impact Fees which may be charged to the Project are those Development Impact Fee programs set forth in Exhibit “D”. The Project shall pay applicable Development Impact Fees at the time and rate in effect for all similar development within the City. c. Fee Credits . The Project shall be entitled to credit against its Development Impact Fee obligations for the dedication of land and the construction of improvements or the payment of fees as set forth in Exhibit “E”. d. Processing Fees. The Project shall be subject to all Processing Fees [see Section

1.1 (aa)]. The Processing Fees shall be assessed on the same basis, according to the same rate schedule, and in the same manner as for all similar property, projects, and development within the City.

4.7 Utilities. Prior to the issuance of a certificate of occupancy for any completed structure within the Project, that structure shall be connected to all utilities necessary to provide adequate water, sewer, gas, electric, and other utility service to that structure.

4.8 Financing of Public Improvements. Owner may propose, and if requested by City shall cooperate in, the formation of any Financing District [see Section 1.1(r)]. To the extent that a Financing District is formed and sells bonds in order to finance reimbursements, Owner may be reimbursed to the extent that Owner spends funds or dedicates land for the establishment of public facilities. Nothing contained in this Agreement shall be construed as requiring the City or the City Council to form a Financing District.

5. PUBLIC BENEFITS.

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11 5.1 Contributions to City Facilities and Infrastructure . The Project shall provide the following Public Benefits:
a. As consideration for entering into this Agreement, Owner agrees to contribute as a public benefit, the amount of Ten Million Dollars ($10,000,000), for the design and construction of a second bridge connecting Barton Road and La Cadena Avenue. If deemed to be acceptable to the City, the $10M contribution shall be allocated and paid as follows:
 An initial payment (“Initial Payment”) of Four Million Dollars ($4,000,000) to be utilized for the following project scope of consulting services:
o A feasibility study to analyze design alternatives and issues; o Project approval and environmental documentation;
o Final design plans, specifications, and estimates;
o Right-of-way appraisal and acquisition services, if needed; o Bidding and construction support; and grant writing (if needed and available.

The Initial Payment shall be paid by owner to the City, the earlier of three (3) days after the issuanc e of building permits or the passage of all statutes of limitation applicable to the approval of each of the Initial Development Approvals and this Agreement without a legal challenge being filed or, if a legal challenge is filed, the successful conclusion of that litigation, including appeals, through either (i) a final judgment upholding the approval of each of the Initial Development Approvals and this Agreement in all respects or (ii) a settlement of all such litigation on terms satisfactory to Owner.
 A second payment (“Second Payment”) of Six Million Dollars ($6,000,000), plus any remaining portion of the Initial Payment, shall be paid by Owner to City at the earlier of the commencement of construction of the Project, or two (2) years from the date of the Initial Payment.

If the City acquires state and/or federal funds to be used for th e Bridge and Roadway Improvements or, for any other reason in the City’s sole discretion, does not need some or all of the Public Benefit contribution for the Bridge and Roadway Improvements, the City may retain any unused portion of the contribution in its general fund account. b. Owner shall install two public access electric vehicle parking stalls with charger- ready infrastructure in place for Dirt -Free Power Level 2 EV Charging Station, Model No. UP160J or equivalent a public location identified by and acceptable to the City, and two public access electric vehicle parking stalls onsite at Buildings 1 and 2. The onsite stalls shall be installed before the issuance of the certificate of occupancy for each building. The offsite stalls shall be installed prior to issuance of the first certificate of occupancy, or at a time of the City’s choosing.

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12 c. Owner shall install, for each of the two newly-constructed buildings, one roof- top solar array system of approximately 35kw-dc. The system for each building shall be installed before the issuance of the certificate of occupancy for that building.
d. Within sixty (60) days following recordation of this Agreement, the applicant shall fund a truck turning movement study utilizing a truck turning template and video of two semi-trucks (tractor plus 53-foot trailer) passing safely on the Barton Road bridge over the BNSF Railroad tracks, to the satisfaction of the City’s traffic engine er. If the study determines that two semi -trucks cannot safely pass each other, the applicant shall fund a study to determine the feasibility of restricting truck turning movements to eastbound Barton Road only.

6. RESERVATION OF AUTHORITY AND OTHER EXCEPTIONS TO OWNER’S VESTED RIGHT

6.1 City’s Reservation of Authority. Notwithstanding any other provision of this Agreement, the City reserves its authority to apply the following to the Project:
a. Mitigation measures upon Subsequent Development Approvals to the extent that such mitigation measures are required by and consistent with CEQA. b. New Land Use Regulations which are consistent with the Applicable Rules, do not pertain to the rate or timing of development of the Property, and do not impede, delay, or add costs to the Project.
c. Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals, and any other matter of procedure, provided that those procedural regulations are of general application to all similar property, projects, and development within the City.
d. Regulations, policies, and rules governing engineering and construction standards and specifications applicable to all similar public and private improvements, including, without limitation, all uniform codes adopted by the City and any local amendments to those codes adopted by the City, including, without limitation, the City's Building Code, Plumbing Code, Mechanical Code, Electrical Code, and Grading Ordinance.
e. Emergency rules, regulations, laws, and ordinances within the City’s police power that would limit the exercise of Owner’s Vested Right but are reasonably necessary to protect the immediate community from a condition perilous to its health or safety (“Conflicting Emergency Regulations”). To the extent possible, Conflicting Emergency Regulations shall be applied and construed so as to provide Owner with the rights and assurances provided under this Agreement.

To apply to the Project or the Property, Conflicting Em ergency Regulations must:
(i) result from a sudden, unexpected emergency declared by the President of the United

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13 States, Governor of California, or the Mayor or City Council of the City; and (ii) if declared and/or adopted by the City , not primarily or disproportio nately impact the Property or the Project relative to other property or land development projects in the City.

Any action challenging the application of a Conflicting Emergency Regulation to the Project shall be subject to de novo review by the court for compliance with the provisions of this Section.

Any delay to the Project caused by a Conflicting Emergency Regulation shall toll the Term and any time periods for performance by Owner and City set forth in this Agreement.
f. Regulations related to the ultimate use of the Property after the completion of development that impose fees or charges upon consumers or end users, including, without limitation, trash can placement, service charges, and limitations on vehicle parking (as opposed to parking requirements fo r the development of the Property).

6.2 Changes in Federal and State Law. The Property and/or the Project may be subject to subsequently enacted state or federal laws or regulations which preempt local regulations or mandate the adoption of local regulations t hat conflict with the Applicable Rules. Upon discovery of such a subsequently enacted federal or state law, City or Owner shall provide the other Party with written notice containing a copy of the state or federal law or regulation and a written explanatio n of the legal or regulatory conflict created. Within ten (10) business days after receipt of that notice, City and Owner shall meet and confer in good faith in a reasonable attempt to modify this Agreement, as necessary, to comply with such federal or state law or regulation. In such negotiations, City and Owner agree to preserve the terms of this Agreement and Owner’s Vested Right to the maximum feasible extent while resolving the conflict. City agrees to cooperate with Owner in resolving the conflict in a manner which minimizes any financial impact to Owner. Any delays caused by such changes in state or federal law shall be considered delays beyond the control of City and/or Owner pursuant to Section 11.13 below.

6.3 Regulation by Other Public Agencies. Other public agencies not within the control of City may possess authority to regulate aspects of the Project separately from or jointly with City. This Agreement does not limit the authority of such other public agencies.

7. DEFAULTS AND PERIODIC REVIEW.

7.1 Periodic Review / Due Process Considerations. Pursuant to Government Code Section 65865.1 (“GC 65865.1”) and Colton Municipal Code Section 18.58.102 -Q2, at least once during every twelve (12) month period of the Term, City shall review the good faith compliance of Owner with the terms of this Agreement (“Periodic Review”).

Because of Owner’s commitment to provide the Public Benefits to the City before

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14 completion of the Project, Owner would not have entered into this Agreement and made its commitment to provide th e Public Benefits without assurances that Owner’s Vested Right could not be terminated or modified without a fair and equitable review process and general principles of fairness and due process.

Therefore, the Parties agree that, notwithstanding the provisions of GC 65865.1 and Colton Municipal Code Section 18.58.102-V:
a. Any determination by the City that Owner is in default, whether during the Periodic Review or otherwise, shall be based on the preponderance of evidence before the City.
b. In any legal action by Owner challenging the City's determination of default, the court shall conduct a de novo review of Owner's compliance based on the administrative record and determine if the preponderance of evidence supports the City's determination.

7.2 Modifications for Owner’s Noncompliance. The terms of GC 65865.1 and Colton Municipal Code Section 18.58.102-T2 allow a local agency to terminate or modify a development agreement if a periodic review of compliance with the terms of the development agreement demonstrates noncompliance by the applicant/developer.

The City’s right to do so is stated in permissive, rather than mandatory, terms: “the local agency may terminate or modify the agreement.” Therefore, as material consideration for entering into this Agreement, the Parties have agreed that, in the event of a finding of noncompliance, the City shall not modify the terms of this Agreement unless the modification has been agreed to by Owner, as provided in Government Code Section 65868.

7.3 Termination for Owner’s Noncomplia nce. Only a “Major Default” by Owner may establish cause for the City to terminate this Agreement. A “Major Default” is limited to the material and substantial failure by Owner to meet Owner’s obligations to provide the Public Benefits contemplated by this Agreement after notice and a reasonable opportunity to cure an alleged Major Default. a. Notice and Cure. Before the City may declare a Major Default or a termination of this Agreement or bring a legal action to terminate this Agreement, the City shall provide written notice to Owner setting forth the nature of the Major Default and the actions, if any, required by Owner to cure the Major Default.

Owner shall be deemed in Major Default if Owner fails to cure the Major Default within thirty (30) business day s after the date of such notice (for monetary defaults) or within sixty (60) business days after the date of such notice (for non-monetary defaults) (“Cure Periods”). If the nature of the alleged Major Default is such that it cannot reasonably be cured wit hin the applicable Cure Period, Owner shall not be deemed to be in Major Default if it has commenced efforts to cure the Major Default within the applicable Cure Period and continues to diligently pursue completion of the cure.

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15 b. Final City Council Review. If, after Owner contends that it has timely cured the alleged Major Default, the City continues to allege that Owner is in Major Default, then, before seeking a judicial remedy, the City Council must conduct a final hearing on the existence of a Major Defa ult. If, after this hearing, the City determines that the Major Default has not been cured, the City may, at its option, institute legal action to (i) terminate this Agreement, (ii) compel Owner to cure, correct, or remedy the alleged Major Default, (iii) enjoin any threatened or attempted violation of this Agreement, (iv) enforce the terms of this Agreement through specific performance, or (v) pursue any other equitable remedy.

7.4 Default by City / Owner’s Limited Remedies.
a. No Monetary Damages. The City would not have entered into this Agreement if it were to be liable in damages for a breach of this Agreement or with respect to the application of this Agreement to the Property or the Project. Therefore, the City shall not be liable in damages to Owner or any other party, and Owner covenants not to sue for monetary damages or claim any monetary damages:
(i) For any breach of this Agreement or for any cause of action that arises out of this Agreement; or
(ii) For the taking, impairment, or restriction of any right or i nterest conveyed or provided under or pursuant to this Agreement; or
(iii) Arising out of or connected with any dispute, controversy, or issue regarding the application or interpretation or effect of the provisions of this Agreement. b. Remedies Available to Owner. The City shall be in default if it materially fails in the performance of any of its obligations under this Agreement, including its material failure to honor any component of Owner’s Vested Right as described in Section 4 above. Owner’s litigation remedi es shall be limited to declaratory and injunctive relief, mandate, and specific performance to compel the City to perform its obligations under this Agreement and/or to remedy the consequences to Owner of the failure of the City’s material representations. (i) Attorneys’ Fees. Notwithstanding the restrictions on claims for monetary damages set forth in Section 7.4(a) above, in any action, including appeals, brought by Owner pursuant to Section 7.4(b) above, the prevailing Party shall be entitled to the recovery of its attorneys’ fees and costs related to that action.

7.5 Certificate of Compliance. At any time during which Owner has not been found to be in Major Default under this Agreement, City shall, upon written request by Owner, provide Owner with a wr itten certificate of good faith compliance within fifteen (15) business days after City’s receipt of that request.

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16 7.6 Release. Except for non -monetary remedies or as provided in Section 7.4 above, Owner releases City, its officers, agents, and employees from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, including, but not limited to claim for monetary damages for a taking of property without just compensation pursuant to Article I, Section 19, of the California Constitution, the Fifth and Fourteenth Amendments to the United States Constitution. Owner acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

WHICH THE CREDITOR OR RELEASING PARTY DOES NOT

KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE

TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN

BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR

HER SETTLEMENT WITH THE DEBTOR OR RELEASED
PARTY."

By initialing below, Owner hereby waives the provisions of Section 1542 in connection in making this release.
____________________________
Owner’s Initials

8. LITIGATION

8.1 Third Party Litigation Concerning Agreement. If a third party brings an action to attack, set aside, void, or annul the approval of (i) this Agreement or (ii) any Development Approval granted pursuant to this Agreement (a “Third-Party Action”), Owner shall defend, indemnify, and hold the City harmless (collectively within this Section 8, “indemnify”), including the payment of attorneys’ fees, with respect to any claims, actions, or proceedings in a Third -Party Action which relate to this Agreement. Owner’s obligation to indemnify covers any of the City’s agents, officers, or employees named in a Third-Party Action. If a Third-Party Action is filed, City shall notify Owner of the filing within ten (10) business days after being serviced with the Petition and/or complaint and shall cooperate in the defense until the Third -Party Action has concluded. If the City fails to do so, Owner’s obligation to indemnify shall immediately terminate. City may in its discretion participate in the defense of any Third-Party Action. Owner’s indemnity obligations contained in this Section shall survive termination of this Agreement.

8.2 Environmental Assurances. Owner shall indemnify the City and its officers, agents, and employees from any liability, based or asserted upon any act or omission of Owner, its officers, agents, employees, subcontractors, predecessors in interest, and independent contractors for any violation of any federal, state, or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions

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17 on, under, or about the Property, including, but not limited to, soil and groundwater conditions (“Environmental Litigation”). Owner shall defend, at its expense, including attorneys' fees, the City, its officers, agents, and employees in any action based or asserted upon any such alleged act or omission. City may in its discretion participate in the defense of any such action.

8.3 Selection of Counsel . With respect to any Third -Party Action or Environmental Litigation, City may either (1) approve the attorney(s) that Own er selects to defend the action, which approval shall not be unreasonably withheld, or (2) conduct its own defense with counsel of its choosing. If the City conducts its own defense:
a. Owner Shall Indemnify. Owner shall indemnify the City and other indemnif ied parties for any and all reasonable expenses incurred for such defense, including attorneys' fees, within sixty (60) calendar days of receiving an accurate itemized statement detailing those reasonable expenses. b. Owner Shall Proceed with Own Counsel. Owner shall defend itself with counsel of its own choosing, without needing to obtain the City’s approval of counsel.

8.4 Challenge to Existing Land Use Approvals . Owner shall not sue, challenge, or encourage or support a third-party challenge of any of the Applicable Rules. Owner does not, however, waive its right to challenge the application to Owner, the Property, or the Project of (i) an Applicable Rule in a manner which Owner contends is not consistent with the terms of the Applicable Rule or (ii) any Land Use Regulation or Development Approval which Owner contends is not within this Agreement’s definition of the “Applicable Rules.”

8.5 Survival. The provisions of this Section 8 shall survive the termination of this Agreement.

9. INSURANCE. In order to protect the City and its commissions, agents, attorneys, officers, employees and authorized representatives (collectively, “Additional Insureds”) against any and all claims and liability for death, injury, loss, and damage resulting from the Owner’s actions in connection with this Agreement, the Property, and the Project, the Owner shall secure and maintain the insurance coverage as described in and required by this Section 9 prior to any on-site construction activities at the Property by or on behalf of the Owner. The Owner shall pay any deductibles and self -insured retentions under all insurance policies issued in satisfaction of the terms of this Agreement. Owner shall retain all insurance policies as set forth in this Section 9 until a Certificate of Completion for the Project has been filed and record ed pursuant to the applicable provisions of the California Civil Code (the “Certificate of Compliance”).

9.1 Workers’ Compensation Insurance Requirement . The Owner shall submit written proof that the Owner is insured against liability for workers’ compensation to the extent necessary in order to comply with the provisions of Section 3700 of the Labor Code. By executing this Agreement, the Owner makes the following certification, required by Section 1861 of the Labor Code:

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18 “I am aware of the provisions of section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of the Agreement.”
The Owner shall require each contractor and sub-contractor performing work on the Project to provide workers’ compensation coverage for all of such contractor’s or sub-contractor’s employees, unless the contractor’s or sub -contractor’s employees are covered by workers’ compensation insurance provided by the Owner. If any class of employees engaged in work or services performed in connection with the Project is not covered by Labor Code Section 3700, the Owner shall provide and/or require each contractor or sub -contractor to provide adequate workers’ compensation insurance covering such employees. Each workers’ compensation policy procured pursuant to this Section shall contain a full waiver of subrogation clause in favor of the Additional Insureds.

9.2 Liability and Permanent Insurance Requirements.
a. The Owner shall maintain in full force and effect, until the issuance of the Certificate of Completion, subje ct to Section 9.2(d), the following insurance coverage:
(i) Commercial General Liability Insurance coverage, including, but not limited to, Premises- Operations, Contractual Liability Insurance (specifically covering all indemnity obligations of the Owner pursuant to this Agreement), Products -Completed Operations Hazards, Personal Injury (including bodily injury and death), and Property Damage for liability arising out of the construction of the Project and/or the Owner’s operations concerning the Property or th e Project. The commercial general liability insurance coverage shall have minimum limits for Bodily Injury and Property Damage liability of TWO MILLION DOLLARS ($2,000,000) each occurrence and FOUR MILLION DOLLARS ($4,000,000) aggregate.
(ii) Automobile Liability Insurance against claims of Personal Injury (including bodily injury and death) and Property Damage covering all owned, leased, hired and non-owned vehicles used by the Owner with minimum limits for Bodily Injury and Property Damage of ONE MILLION DOLLARS ($1,000,000) each occurrence and TWO MILLION DOLLARS ($2,000,000) aggregate.

Such insurance shall be provided by a business or commercial vehicle policy. (iii) If the Owner hires a consultant to provide design services, such as architectural or engineering services in connection with the Project, or any portion of the Project, the Owner shall require each such consultant to provide Professional Liability (Errors and Omissions) Insurance, for liability arising out of, or in connection with, the performance of s uch design services, with limits of not less than ONE MILLION DOLLARS ($1,000,000). (iv) Upon acceptance of the Project or any portion thereof, from each contractor, the Owner shall maintain Fire and Extended Coverage Insurance on the Project on a blanket basis or with an agreed amount clause in amounts not less than 100% of the replacement value of all portions of the Project so accepted.

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19 b. During the construction of the Project, the Owner shall require that each contractor performing work on the Project maintain the following insurance coverage, as specified below, at all times during the performance of said work, or the Owner shall provide for such contractors “wrap” coverage, as specified below, at all times during the performance of said work:
(i) The Owner shall maintain Builder’s Risk Insurance to be written on an All Risk Completed Value form, in an aggregate amount equal to 100% of the completed insurable value of the Project or portion of the Project on which such contractor is performing work. (ii) Each general co ntractor and each sub -contractor shall maintain Commercial General Liability Insurance with limits of not less than ONE MILLION DOLLARS ($1,000,000) per occurrence and TWO MILLION DOLLARS ($2,000,000) aggregate to protect the Owner during the construction of the Project from claims involving bodily injury and/or death and damage to the property of others.
(iii) Each general contractor and each sub -contractor shall maintain Automobile Liability Insurance against claims of personal injury (including bodily injury and death) and property damage covering all owned, leased, hired and non -owned vehicles used in the performance of the contractor’s obligations with minimum limits for bodily injury and property damage of ONE MILLION DOLLARS ($1,000,000) each occurrence an d TWO MILLION DOLLARS ($2,000,000) aggregate. Such automobile liability insurance shall be provided by a business or commercial vehicle policy.
c. The insurance required in Section 9.2(a) and Section 9.2(b) above shall include endorsements naming the Additional Insureds as additional insured for liability arising out of this Agreement and any operation related to this Agreement. d. Any insurance coverage required under this Agreement shall not be written on a “claims made” basis. The applicable certificate of ins urance must clearly provide that the coverage is on an “occurrence” basis. The requirements of this Section shall survive any expiration or termination of this Agreement and the Certificate of Completion.
e. Receipt by the City of evidence of insurance that does not comply with the above requirements shall not constitute a waiver of the insurance requirements of this Agreement.
f. Subject to Section 9.2(d), all of the insurance coverage required under this Section shall be maintained by the Owner or its contractors, as required by the terms of this Agreement, until the issuance of the Certificate of Completion and shall not be reduc ed, modified, or canceled without, at least, thirty (30) days prior written notice to the City. Also, phrases such as “endeavor to” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company” shall not be inc luded in the cancellation wording of any certificates of insurance or any coverage for the Additional Insureds. The Owner shall immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non -renewed, or whose policy lim its are

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20 exhausted or upon insolvency of the insurer that issued the policy. g. All insurance to be obtained and maintained by the Owner under this Section shall be issued by a company or companies listed in the then current “Best’s Key Rating Guide” publicati on with a minimum of an “A:VII” rating and be admitted to conduct business in the State of California by the State of California Department of Insurance.
h. The City will not accept self -insurance in satisfaction of the insurance requirements of this Section 9.
i. All insurance obtained and maintained by the Owner in satisfaction of the requirements of this Agreement shall be primary to and not contributing to any insurance maintained by the Additional Insureds.
j. Insurance coverage in the minimum amounts set forth in this Section 9 shall not be construed to relieve the Owner of any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the Additional Insureds from taking such other actions as are available to them under any other provision of this Agreement or otherwise at law.

9.3 Prevailing Wage Indemnity
a. Responsibility. Owner agrees with City that Owner shall assume any and all responsibility an d be solely responsible for determining whether or not laborers employed relative to the construction of the Project must be paid the prevailing per diem wage rate for their labor classification, as determined by the State, pursuant to Labor Code Section 1 720, et seq., or pursuant to applicable Federal Law.
b. Waivers and Release. Owner, on behalf of itself, its successors, and assigns, waives and releases City from any right of action that may be available to any of them pursuant to State Labor Code Section 1781 or applicable Federal Law.

Relative to the waivers and releases contained in this section, Owner acknowledges the protections of Civil Code Section 1542, which reads as follows:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CRED ITOR

OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER

FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY

HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
c. Initials. B y initialing below, Owner knowingly and voluntarily waives the provisions of Section 1542 solely in connection with the Waivers and Releases of this Section:
______________________________
Initials of Authorized Representative

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21 d. Indemnity. Additionally, Owner shall indemnify City, against any claims pursuant to State Labor Code Section 1781 or any other law requiring payment of minimum or prevailing wage amounts arising from this Agreement of the Construction of all or any portion of the project.

9.4 Failure by the Owner to maintain all insurance coverage required by this Section 9 in effect shall be an Event of Default by the Owner. The City, at its sole option, may exercise any remedy available to them in connection with such an Event of Default.

Alternatively, the City may, at its sole option, purchase any such required insurance coverage and the City shall be entitled to immediate payment from the Owner for any premiums and associated costs paid by the City for such insurance coverage.

Any election by the City to purchase or not to purchase insurance otherwise required to be carried by the Owner shall not relieve the Owner of its obligation to obtain and maintain the insurance coverage required by this Agreement.

10. MORTGAGEE PROTECTION.

10.1 Discretion to Encumber . This Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering some or all of the Property and/or any improvement on the Property by any mortgage, deed of trust, or other security device securing financing related to the Property or the Project.

10.2 Lender Protection. A lender, a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security -device lender, and their successors and assigns providing financing secured by the Property and/or its improvements (collectively, “Mortgagees”) may require certain Agreement interpretations and modifications.

At any time requested by Owner or a Mortgagee, City shall meet with Owner and the Mortgagee to negotiate in good faith any s uch interpretation or modification.

City will not unreasonably withhold its consent to any requested interpretation or modification that is consistent with the intent and purposes of this Agreement.

10.3 Additional Mortgagee Rights. Any Mortgagee shall be entitled to the following:
a. Neither Owner’s entry into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any Mortgagee made in good faith and for value, unless otherwise required by law. b. A Mortgagee who has submitted a request in writing to the City to receive Notices in the manner set forth in Section 11.2 below shall be entitled to receive Notice from the City of any alleged default by Owner in the performance of Owner's obligations under this Agreemen t. City shall provide a copy of that notice to the Mortgagee within ten (10) calendar days of sending the notice of default to Owner. The Mortgagee shall have the right, but not the obligation, to cure the default during the Cure Period set forth within this Agreement.
c. Any Mortgagee who comes into possession of some or all of the Property shall

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22 succeed to Owner’s Vested Right and the benefits of this Agreement if, within ten (10) calendar days after coming into possession, the Mortgagee provides Notice to the City of that possession. At any time after receipt of that Notice, the City may provide Notice to the Mortgagee of alleged defaults in the performance of Owner’s obligations under this Agreement pursuant to the provisions of Section 7, above. The Mor tgagee shall then have the right, but not the obligation, to cure the alleged default in the manner provided in Section

7. If the Mortgagee fails to cure the default, however, the remedies available to the City are the same as they would have been under Section 7 if the Owner remained in possession.
d. The Mortgagee shall not be liable for any defaults or monetary obligations of Owner arising prior to acquisition of title to the Property by the Mortgagee, except that the Mortgagee may not pursue Development pursuant to this Agreement until all delinquent and current fees and other monetary obligations due under this Agreement for the portions of the Property acquired by the Mortgagee have been paid to City.

11. GENERAL PROVISIONS

11.1 Amendment of Agreement. Notwithstanding any other provision of this Agreement, this Agreement may be amended by written consent of the Parties in the manner provided for in Government Code Section 65868.

11.2 Notices. All notices which are allowed or required to be given under this Agreement (“Notices”) shall be in writing and (i) shall be deemed given and received when personally delivered or (ii) shall be deemed given when deposited in the United States mail, with postage prepaid, to be sent by registered or certified mail or overnight mail service, addressed as set forth below and be deemed received on the second business day after such mailing.

The addresses for Notices are as follows and may be changed by delivery of a Notice to these addresses:

If to City:

City of Colton
650 North La Cadena Drive
Colton, CA 92324
Attention: City Manager
With a copy to:

Carlos L. Campos
Colton City Attorney
Best, Best & Krieger, LLP
74-760 Highway 111, Suite 200
Indian Wells, CA 92210

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23 If to Owner:

Robert J. Neal and Bernarda A. Neal Revocable Trust
c/o Hager Pacific Properties
4100 Newport Place Drive, Suite 700
Newport Beach, CA 92660
Attn: Mr. Robert Neal, Trustee
and
Pacific West Management, a California general partnership 16027 Ventura Blvd., Suite 550
Encino, CA 91436
and
Producer Industrial Partners LLC, a California limited liability company 16027 Ventura Blvd., Suite 550
Encino, CA 91436

With copies of each to:

Tim Paone
Cox, Castle & Nicholson, LLP
3121 Michelson Drive, Suite 200
Irvine, CA 92612

11.3 Execution and Recording. The City Clerk shall cause a copy of this Agreement to be signed by the appropriate representatives of the City and recorded with the Office of the County Recorder of San Bernardino, California, within ten (10) days following the effective d ate of the Adopting Ordinance. The failure of the City to timely sign and/or record this Agreement shall not affect the validity of and binding obligations set forth within this Agreement.

11.4 Entire Agreement . This Agreement constitutes the entire understand ing and agreement of City and Owner with respect to the matters set forth in this Agreement. This Agreement supersedes all negotiations or previous agreements between City and Owner respecting the subject matter of this Agreement.

11.5 Severability. If any part of this Agreement is declared invalid for any reason, such invalidity shall not affect the validity of the rest of this Agreement, provided that Owner’s Vested Right and the Public Benefits are not materially diminished.

11.6 Recitals. Each Recital set forth at the beginning of this Agreement is a substantive part of this Agreement for the purpose of defining the context of this Agreement.

11.7 Interpretation and Governing Law.
a. Governing Law. In any dispute regarding this Agreement, the Agreement shall

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24 be gover ned and interpreted in accordance with the laws of the State of California.
b. Fair Meaning. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties.
c. No Drafting Par ty. Both Parties have been represented by counsel in the negotiation of this Agreement and neither Party should be considered the drafting party for purposes of resolving ambiguities.
d. Section Headings. Section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement.

11.8 Jurisdiction and Venue . Venue of any action filed by either Party with respect to this Agreement shall be in the County of San Bernardino.

11.9 Cooperation. City and Owner shall cooperate and deal with each other in good faith and assist each other in the performance of the provisions of this Agreement. Where the consent or approval of City or Owner is needed to achieve the purposes of this Agreement, that consent or appro val shall not be unreasonably withheld, delayed, or conditioned.

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

11.11 Waiver. All waivers of performance must be in a writing signed by the Party granting the waiver. There are no implied waivers. Failure by City or Owner to insist upon the strict performance of any provision of this Agreement, irrespective of the length of time for which such failure continues, shall not constitute a waiver of the right to demand strict compliance with the same or any other provision of this Agreement in the future. A written waiver affects only the specific matter waived and defines the performance waived and the duration of the waiver.

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

11.13 Delay, Extension of Time for Performance . Performance by either Party of its obligations under this Agreement shall be excused and the Term shall be tolled during any period of delay caused at any time by reason of any event beyond the control of City or Owner which prevents or delays performance by City or Owner of obligations under this Agreement (an “Intervening Act”). Intervening Acts shall include, by way of example and not limitation, acts of nature, enactment of new conflicting federal or state laws or regulations (exam ple: listing of a species as threatened or endangered), judicial actions such as the issuance of restraining orders and injunctions, third -party litigation challenging an Applicable Rule, and

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25 riots, strikes, pandemics, or damage to work in process by reaso n of fire, floods, earthquake, or similar casualties, and emergency orders of local, state, or federal agencies or officials. If City or Owner seeks excuse from performance due to an Intervening Act, it shall provide written notice of the Intervening Act a nd the resulting delay to the other Party within thirty (30) days of the commencement of the delay. If the Parties disagree as to the existence or duration of a delay resulting from an Intervening Act, either Party may seek judicial review of the need for the delay, including requests for injunctive relief.

11.14 Successors and Assigns . This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.

11.15 Counterparts. This Agreement may be executed by the Parties in counterparts, which will have the same effect as if both Parties had executed the same Agreement.

11.16 Project as a Private Undertaking. The Project is a private development undertaken by Owner. The City has no interest in or responsibilities for or duty to third parties concerning the Project. The only relationship between City and Owner is that of a government entity regulating the development of private property.

11.17 Eminent Domain . No provision of this Agreement shall be construed to limit or restrict the exercise by City of its power of eminent domain.

11.18 Authority to Execute. The person or persons executing this Agreement on behalf of each of the Parties represents that he or she is authorized by that Party to bind that Party to this Agreement.

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26 This Agreement has been signed by the Parties on the dates indicated below.

OWNER Pacific West Management,
a California general partnership
By: _____________________________
David Hager, General Partner
Date: _____________________________

Robert J. Neal and Bernarda A. Neal Revocable
Trust
By: _____________________________
Robert J. Neal, Trustee
Date: _____________________________

By: _____________________________
Bernarda A. Neal, Trustee
Date: _____________________________

Producer Industrial Partners, LLC,
a California limited liability company
By: Pacific Industrial Partners, LLC,
a California limited liability company
Its: Manager
By: _____________________________
Adam Milstein, Manager
Date: _____________________________

By: _____________________________
Robert Neal, Manager
Date: _____________________________

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27 CITY City of Colton, a California municipal corporation By: ______________________________
Frank J. Navarro, Mayor
Date: _____________________________

Attest: ____________________________
Carolina Padilla, City Clerk

APPROVED AS TO LEGAL FORM:

Best Best & Krieger LLP

By: ______________________________
Carlos L. Campos, City Attorney

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EXHIBIT “B”
(Property Location)

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EXHIBIT “C”
(Assignment and Assumption Agreement Form)

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EXHIBIT “D”
(Applicable Development Impact Fees)

QUANTITY
D.I.F. CATEGORY

INFRASTRUCTURE FEE (SBCTA FEE) - OFFICE
$/KSF

$3,856.00
(KFS)

20.000
$ - AMOUNT

$77,120.00

SUBTOTALS
INFRASTRUCTURE FEE (SBCTA FEE) - INDUSTRIAL $1,967.00 940.040 $1,849,058.68 $1,926,178.68 TRAFFIC FACILILTIES FEES - OFFICE $676.00 20.000 $13,520.00 TRAFFIC FACILILTIES FEES - INDUSTRIAL $147.00 940.040 $138,185.88 $151,705.88 PUBLIC FACILITIES - POLICE - OFFICE $472.00 20.000 $9,440.00 PUBLIC FACILITIES - POLICE - INDUSTRIAL $102.00 940.040 $95,884.08 $105,324.08 PUBLIC FACILITIES - FIRE - OFFICE $362.00 20.000 $7,240.00 PUBLIC FACILITIES - FIRE - INDUSTRIAL $79.00 940.040 $74,263.16 $81,503.16 PUBLIC FACILITIES - LIBRARY - OFFICE $214.00 20.000 $4,280.00 PUBLIC FACILITIES - LIBRARY - INDUSTRIAL $46.00 940.040 $43,241.84 $47,521.84 PUBLIC FACILITIES - CIVIC CENTER - OFFICE $75.00 20.000 $1,500.00 PUBLIC FACILITIES - CIVIC CENTER - INDUSTRIAL $16.00 940.040 $15,040.64 $16,540.64 PARK DEVELOPMENT FEES - OFFICE $1.27 PSF 20,000 $25,400.00 PARK DEVELOPMENT FEES - INDUSTRIAL $.28 PSF 940,040 $263,211.20 $288,611.20

TOTALS: $2,617,385.48 $2,617,385.48

Building SF: 540,920 and 419,120 SF = 960,040 SF
*above SF includes 10,000 SF Office - each building

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Attachment: Exhibit A to O-03-22_Development Agreement - Barton Road Logistics Center_DAP-001-602 (3464 : Development Agreement - 23152.06300\34322216.1

EXHIBIT “E”
(Development Impact Fees Credits)

Address: Land
Use:

SF Office SF Industrial Totals:
21700 Barton Road - Building 1-a Office 33,728 33,728 21700 Barton Road - Building 1-b Industrial 0 13,192 13,192 21700 Barton Road - Building 2 Industrial 0 118,383 118,383 21700 Barton Road - Building 3 Industrial 0 425,286 425,286 275 De Berry Street Industrial 0 59,662 59,662
375 De Berry Street Industrial 0 18,370 18,370
Total: 33,728 634,893 668,621

D.I.F. CATEGORY

$/KSF QUANTITY
$-AMOUNT

SUBTOTALS
(KSF)
INFRASTRUCTURE FEE (SBCTA FEE) - OFFICE $0.00 33.728 $0.00 INFRASTRUCTURE FEE (SBCTA FEE) - INDUSTRIAL $0.00 634.893 $0.00 $0.00 TRAFFIC FACILILTIES FEES - OFFICE $676.00 33.728 $22,800.13 TRAFFIC FACILILTIES FEES - INDUSTRIAL $147.00 634.893 $93,329.27 $116,129.40 PUBLIC FACILITIES - POLICE - OFFICE $472.00 33.728 $15,919.62 PUBLIC FACILITIES - POLICE - INDUSTRIAL $102.00 634.893 $64,759.09 $80,678.70 PUBLIC FACILITIES - FIRE - OFFICE $362.00 33.728 $12,209.54 PUBLIC FACILITIES - FIRE - INDUSTRIAL $79.00 634.893 $50,156.55 $62,366.08 PUBLIC FACILITIES - LIBRARY - OFFICE $214.00 33.728 $7,217.79 PUBLIC FACILITIES - LIBRARY - INDUSTRIAL $46.00 634.893 $29,205.08 $36,422.87 PUBLIC FACILITIES - CIVIC CENTER - OFFICE $75.00 33.728 $2,529.60 PUBLIC FACILITIES - CIVIC CENTER - INDUSTRIAL $16.00 634.893 $10,158.29 $12,687.89 PARK DEVELOPMENT FEES - OFFICE $1.27 PSF 33,728 $42,834.56 PARK DEVELOPMENT FEES - INDUSTRIAL $0.28 PSF 634,893 $177,770.04 $220,604.60 TOTALS: $528,889.54 $528,889.54

SUMMARY OF DIF FEES AND CREDITS
FEES FOR NEW BUILDINGS 1 & 2 (N. & S. OF BARTON RD.)

$2,617,385.48
CREDITS FOR EXISTING BUILDINGS TO BE RAZED: -$528,889.54 GRAND TOTAL (DIF FEES LESS CREDITS): $2,088,495.94

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Attachment: Exhibit A to O-03-22_Development Agreement - Barton Road Logistics Center_DAP-001-602 (3464 : Development Agreement -

ITEM NO. 2

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: MARK TOMICH, DIRECTOR
SUBJECT: CONSIDER RECOMMENDATIONS OF THE WAREHOUSE

MORATORIUM AD-HOC COMMITTEE AND PROVIDE DIRECTION
TO STAFF.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve and direct staff to implement all or selected recommendations of the Warehouse Moratorium Ad-Hoc Committee in Attachment 1.

BACKGROUND

Due to the recent and rapid expansion of industrial developments within the City and neighboring communities, particularly the development and expansion of warehouses, Colton residents and businesses have experienced various adverse impacts related to these industrial developments, including incompatibility with adjacent uses, increased truck traffic, damage to local streets, and deteriorating air quality and environmental health. In particular, the City Council has determined that the placement of these war ehouses, distribution centers, and logistics facilities, including related uses such as truck storage facilities within the City are a current and immediate threat to public health, safety, and welfare. In response to these concerns, the City Council adop ted Urgency Ordinance O -03-21 on May 4, 2021, establishing a 45 -day moratorium on warehouses and truck storage facilities. A “10-day report” with a draft work plan was approved on June 1, 2021, and on June 15, 2021, the Urgency Ordinance was extended to May 3, 2022 (Ordinance O-05-21).

The Urgency Ordinance prohibits the approval of any uses, facilities, or improvements that may conflict with a contemplated zoning proposal that the City Council, Planning Commission, or the Development Serv ices Departmen t (“Planning D epartment”) is considering or studying or 2 Packet Pg. 63
Staff Report to the Mayor and City Council
Warehouse Moratorium - Ad-Hoc Committee Recommendations January 18, 2022

intends to study within this timeframe. Staff has been using this timeframe to work with the City’s “Warehouse Moratorium Ad -Hoc Committee” to formulate recommendations to address the adverse impacts that led to adoption of the Urgency Ordinance.

The Ad-Hoc Committee members, as appointed by the City Council and Planning Commission, consist of the following members:

 Council Member, Ernest Cisneros
 Council Member, Isaac Suchil
 Planning Commissioner Vice Chair, Gary Grossich (District 4)  Planning Commissioner, Angel Delgado (District 3)

The Ad -Hoc Committee held three meetings at which staff presented research data and recommendations and the Committee members provided comments and direction to staf f:

August 23, 2021, September 29, 2021 and November 22, 2021. In addition, staff has conducted the following outreach meetings with community members and industry stakeholders:

 Industry Stakeholders Meeting: August 19, 2021
 Community Stakeholders Meeting #1: October 21, 2021
 Community Stakeholders Meeting #2: November 3, 2021

Summaries of the three meetings are attached to this report (Attachments 1-4).

ISSUES/ANALYSIS

The Ad-Hoc Committee has recommended a series of specific Zoning Code and Buildi ng Code amendments, policy initiatives and focused studies for consideration by the City Council, at large. The Committee’s recommendations are provided below, and on Attachment 1 to this report, along with staff comments.

1. Zoning Text Amendments
The recommended amendments are summarized as follows (see Attachment 1 for specific list of amendments).
 Add definitions for “Distribution/Fulfillment Center” and “Small Warehouse.”  Reduce size of warehouses permitted in the Industrial Park (IP) zone.  Require Cond itional Use Permit (CUP) for warehouse/distribution, and truck & trailer storage within industrial zones where they are currently permitted outright.  Limit hours of operation within 800 feet of a Residential zone.  Buildings shall be placed 1,000 feet from the property lines of a sensitive receptor.  Add new and revised Property Development Standards, including architectural design, stormwater and parking requirements, building placement, landscape and security standards for warehouse/distribution and truck & trailer storage facilities. 2 Packet Pg. 64
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Warehouse Moratorium - Ad-Hoc Committee Recommendations January 18, 2022

 Add Operational Standards for warehousing and distribution facilities.  Require preparation of a Health Risk Assessment for facilities generating 150 or more truck trips per day.
 Add Air Quality standards to Zoning Code to min imize exposure of sensitive receptors to diesel emissions.

Comment: Specific text amendment language has not been formulated at this time. Should the City Council direct staff to pursue each of the above recommendations, the text amendments will be adde d to the Development Services/Planning Division’s work program, including any necessary budget augments for environmental documentation.

2. Building Code Amendments

 Adopt “Reach Codes” for nonresidential industrial buildings.

Comment: Reach Codes are amendments to the Energy and Green Building Standards Codes to reduce greenhouse gas emissions. A Reach Codes ordinance would expand requirements for electrification and energy efficiency for new construction projects. This amendment can be conducted concurrent with the 2022 Building Code update, scheduled for late 2022.

3. Review the City’s current Truck Route Plan (adopted in 2016), and modify as necessary to ensure the safety of Colton residents.

Comment: This study of truck routes and revisions, as needed, would be conducted by Public Works/Engineering Division. Due to consultant costs that would be incurred to conduct the study, a budget augment may be required.

4. Hire (or reassign) a Code Compliance Officer to Development Services to assist with enforcement of non-conforming businesses.

Comment: Code Compliance Officers currently provide enforcement services for residential, commercial and industrial properties. Focusing the duties of one Officer on non -conforming businesses is feasible, includi ng zoning enforcement, business occupancy permits, business licenses, conditions of approval and CEQA mitigation monitoring. However, based on input from the Police Department, assigning one Officer solely to business enforcement activities would necessit ate hiring of an additional Code Officer. Rather than divide reporting relationships and department functions, staff recommends that the all Code Compliance Officers remain with the Police Department, but continuing to closely coordinate with Business Lic ense, Building & Safety, and Planning.

5. For all Development Agreement and/or Public Benefit Agreement negotiations, the City should contract with a consultant to conduct negotiations on behalf of the City and ensure maximum public benefits.
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Comment: The City has entered into one Development Agreement within that past 14 years (for the Iron Horse Hills project). However, the City has recently negotiated a Development Agreement for the Barton Road Logistics Center, and is in the process of negotiating a Development Agreement for the proposed IDI Logistics "Agua Mansa Logistics Center.” In order to ascertain whether contract negotiators are commonly used to provide support for such negotiations, staff has solicited input via the CA Cities “HCED List Serve ” and with the City Attorney. It is somewhat uncommon for cities to use outside consultants for direct Development Agreement negotiations; such services are usually associated with market/fiscal impact analyses, or purchase and sales agreements. However, we have learned that the following cities have used a consultant (i.e., Kosmont Companies) to provide support for Development Agreement negotiations: Jurupa Valley, Laguna Hills, Moreno Valley, Victorville, Laguna Hills, South Gate, San Fernando and Buell ton. Cautionary advice was received from one jurisdiction to ensure that the objectives for the negotiations are very clear and to ensure that there is no conflict of interest from the consultant (“the longer negotiations dragged out, the more their firm was able to bill”). If the City Council finds such services to be warranted, Development Services will solicit consultant services to support negotiations as the need arises.

6. Amend Community Facilities Districts to modify fee assessment factors for truck storage/parking facilities (in lieu of the current square footage basis for assessment).

Comment: The City Council adopted Community Facilities Districts in July 2021 for the purposes of providing public safety services and maintenance of public faciliti es. Fee calculation methodologies can be modified with appropriate consultant services.

FISCAL IMPACTS

Adoption of any or all of the Ad -Hoc Committee’s recommendations will not result in an immediate fiscal impact to the City. However, the following actions will each have General Fund budgetary implications, the amount of which is unknown at this time:

 Environmental services for CEQA compliance associated with Zoning Code text amendments;
 Consultant services to prepare Truck Route Study;
 Consultant support for Development Agreement negotiations;  Consultant services for modification of Community Facilities Districts; and  Ongoing cost to hire an additional Code Compliance Officer to focus on business enforcement.

ALTERNATIVES

Provide alternative direction to staff.

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Warehouse Moratorium - Ad-Hoc Committee Recommendations January 18, 2022

ATTACHMENT

1. Attachment 1- Zoning Text Amendments

2. Attachment 2- Stakeholders Meeting 8-19-21

3. Attachment 3- Stakeholders Meeting 1- 10-21-21

4. Attachment 4- Stakeholders Meeting 2 -11-3-21
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1 EXHIBIT A

SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
Definitions
Section 18.04
Add definition of “Distribution/Fulfillment
Center” and add other clarifying definitions as
needed.

Due to different truck trip generation rates and roadway impacts from e-commerce facilities, a separate definition is recommended in order to analyze and mitigate the unique impacts of these types of facilities.

Uses Permitted
Section

18.06.060(G)
 Allow Warehouse & Distribution Fulfillment
Center or with Truck Trailer Storage (third
party or corporate Use in the M-2 Zone only
with Conditional Use Permit).
 Allow Truck & Trailer Parking Storage Lots in
the M-2 Zone only with Conditional Use
Permit as currently permitted.
 Prohibit warehouse distribution fulfillment
centers and “truck & trailer parking storage
lots” in the I-P and M-1 zones.
 Allow general warehouse in the I-P, M-1 &
M-2 Zones with a CUP (includes parking of
trailers).

Requiring a CUP for warehousing in the IP, M-1 and M-2
zones (currently Permitted) will allow staff and the Planning Commission to provide appropriate discretionary review
and apply conditions of approval.

Due to the closer proximity of M-1 zoned land to residential zones, the likelihood of incompatible land uses is highly likely. This change will impact very few undeveloped M-1 sites (staff has identified only one vacant M-1 site).

However, expansion of identified warehouse/truck storage uses on M-1 properties will be limited (of which there are 27 developed sites).

Staff has identified different industrial warehouse &
manufacturing types with truck and trailer impacts:

1. Industrial Park

2. Warehouse Distribution Fulfillment Center

3. Truck and Trailer Parking Lots

4. Warehouse General

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 2 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
Hours of
Operation
Add New Section

18.48 in Special
Provisions
Within 800 feet of a Residential zone, limit
operations, including loading, unloading, staging
and storage of trucks and trailers to between
the hours of 7:00 a.m. and 7:00 p.m. Monday
through Friday, between the hours of 8:00 a.m.
and 5:00 p.m. Saturdays, and shall be prohibited
on Sundays and state and federal holidays
unless a noise study prepared by a qualified
professional can demonstrate that noise related
to operations during these house will not exceed
the City’s adopted noise standards within the
Residential zone.

Language adapted from City of Riverside standards. The City of Colton does not currently have codified limitations for hours of operation, except for requiring a CUP for 24- hour operations.

Property
Development
Standards – IP
Zone and M-2
Zone
Add New Section

18.48 in Special
Provisions
a. Architectural Design (new section):
i. All buildings and structures shall
incorporate enhanced architectural
treatments on all sides visible from public
view. Enhanced architectural treatments
include combinations of accent building
materials, windows/spandrel glass,
reveals, metal eyebrow accents, cornices,
etc.
ii. “Cool pavement” materials are
encouraged to reduce heat island effects.
iii. Site plan drawings shall identify the type
of climate control and air filtration
systems in warehouse facilities to
promote worker well-being.
b. Stormwater (new section): Underground
stormwater chambers shall be provided to
The proposed development standards in this section are
intended to address aesthetic, parking and security issues associated with warehouse and truck storage-related uses that within the IP and M-2 zones.

The proposed standards are derived from “best practices” recently adopted or under consideration by the cities of Rialto, Beaumont, Riverside and Carson, mitigation
recommendations for warehouse projects from the
California Attorney General’s Office, “Good Neighbor
Policies” from Riverside County and the City of Moreno
Valley, and from the California Air Resources Board (CARB) Air Quality and Land Use Handbook.

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 3 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
avoid the need for aboveground basins.

Alternatively, aboveground basins may be
permitted if the depth of the basin does not
require fencing and can be planted with
shrubs and groundcover so as to appear as
part of the landscaped area of the site.
c. Parking Requirements:
i. All passenger vehicle parking lots, drive
aisles or truck courts, and outdoor storage
areas shall be paved with asphalt or
concrete; no areas shall remain unfinished
and all areas of a developed site shall be
finished with a permanent surface or
permanent landscaping materials and
irrigation.
ii. Sufficient space, including additional
overflow areas, shall be provided to
accommodate all maneuvering, queuing,
stacking, loading, unloading, and parking of
vehicles on-site to avoid queuing, stacking,
loading, unloading, and parking of vehicles
off-site on adjacent streets.
iii. The facility site plan shall base truck
vehicle space specifications, loading,
parking and stacking specifications, and
maneuvering standards on the Surface
Transportation Act (STAA) and California
Standard design vehicle.

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 4 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
iv. Signage for directional guidance for
vehicles entering and existing the facility
shall be provided on-site, including
directional guidance to the nearest truck
route.
d. Screening Standards (new section):
i. Loading areas, docks, truck wells and
internal circulation routes shall be oriented
away (or fully screened) from residential
neighborhoods, schools, parks, day care
centers, nursing homes, hospitals or other
public places and from public rights-of-way
to the extent feasible to the satisfaction of
the Approving Authority.
ii. All items stored outside, including trucks
and trailers within parking areas and
courts, shall be completely screened from
public view, by a combination of buildings
and/or solid screen walls of either
decorative concrete masonry block or
decorative concrete tilt-up walls. Screen
walls shall not be located within any
required front yard or street side building
or landscape setback area.
iii. All items stored outside, including trucks
and trailers within parking areas, shall not
exceed eight (8) feet in height unless a
taller wall (with approval of Variance) is

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 5 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
provided to effectively screen along street
frontages.
iv. A combination of eight (8) foot tall
fencing and a five (5) foot wide landscape
planter may be provided in lieu of solid
fencing along the side of the side and rear
property lines in areas where the site is not
visible to the public. A combination of trees
and shrubs shall be provided to ensure
adequate screening.
v. Anti-graffiti coating or equivalent
measure to prevent graffiti shall be
provided for all solid screen walls.
e. Building Placement:
 Warehouse/distribution structures shall be
setback at least 1,000 feet from the
property lines of the nearest sensitive
receptors. Facility entry and exit points
from the public street shall be located away
from sensitive receptors (e.g., placing dock
doors on the north side of the facility if
sensitive receptors are adjacent to the
south side).
 Ensure that Sensitive Receptors are
screened from industrial uses using
appropriate wall design and heights
 Minimize impacts on Sensitive Receptors of
entrance and exit points to the site

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 6 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
 Require on-site signage for directional
guidance to trucks entering and exiting the
facility to minimize potential impacts on
Sensitive Receptors
f. Landscape Standards:
i. All outdoor storage uses (including truck
storage) shall incorporate a minimum of
fifteen (15) foot deep landscaped setbacks
along all street frontages with a
combination of trees, shrubs, and
groundcover. Parking of motor vehicles is
not permitted within the required setback
area.
ii. All outdoor storage uses shall provide a
minimum ten (10) foot wide landscape
planter at the base of any buildings and
screening walls that are visible from and
face street frontages. Planting within
these planters shall consist of a
combination of small to medium scale
trees, shrubs, and groundcover vegetation
to soften the edge of the building or
screen wall.
iii. Modify “one tree per three Parking
Spaces” to read “one tree per three
employee, customer and/or truck Parking
Spaces.”
iv. Trees shall be planted every thirty (30)
linear feet within all landscaped planters

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 7 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
on-site. Two (2) rows of trees shall be
provided within all landscape setbacks
adjacent to public streets. A minimum of
fifty percent (50%) of the trees on-site
shall consist of evergreen broadleaf tree
species to ensure year-round coverage.
g. Noise (new section)
 Require Transportation Demand Management
measures for industrial uses with over one
hundred employees to reduce work-related
vehicle trips
 Ensure compliance with Title 18 – Noise of the
Colton Municipal Code as it relates to noise in
residential neighborhoods
h. Security Standards (new section):

All outdoor storage shall be secured and
incorporate security cameras that are
connected to the City’s enforcement system
to the satisfaction of the Police Chief.

Operational
Standards
Add New Section

18.48 in Special
Provisions
Warehousing and distribution facilities
generating more than 50 truck trips per day, as
determined by the most recent Institute of
Traffic Engineers (ITE) Trip Generation Rate for
the specific land use, shall prepare an
Operations and Truck Route Plan shall be
submitted for review and approval as part of the
Conditional Use Permit application. The plan
Although an operations plan and truck plan have been
typically required through conditions of approval placed on a warehouse or trucking operation, requiring such a plan “up front” will provide decision-makers with additional information for consideration during the project review process. Additional operational standards have been
derived from “Best Practices” for warehouse projects from the California Attorney General’s Office.

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 8 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
shall describe the operational characteristics of
the proposed use, including but not limited to,
hours of operation, projected number of
employees, types of items permitted to be
stored (outdoors) at the site, and the proposed
truck routing to and from the facility to the
designated truck routes that avoids passing
residential, educational, park and recreational
use areas to the greatest extent feasible. The
plan shall also include physical and operational
measures for preventing truck queuing,
stopping, and parking on public streets.

The operator of the warehouse, storage and/or
trucking use shall be responsible for
implementing and monitoring the Operations
and Truck Route Plan during all operations,
including but not limited to posting the plan and
educating truck drivers on the approved routes.

Drivers shall not sleep or reside within any
vehicle on-site overnight or for any other
extended duration of time.

Idling of trucks queued or operated onsite shall
not exceed 5 minutes.

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 9 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
All on-site equipment, such as forklifts and yard
trucks, shall be electric with necessary electric
charging stations provided.

All facility or tenant-owned and operated fleet
equipment with a gross vehicle weight rating
greater than 14,000 pounds accessing the site
shall meet or exceed 2010 model-year emissions
equivalent engine standards are currently
defined in the California Code of Regulations
Title 13, Division 3, Chapter 1, Article 4.5,
Section 2025.

Operators shall address any parking, traffic,
noise or safety issues within forty-eight hours of
being notified by the city that an issue exists.

Prior to the issuance of a Business Occupancy
Permit or Business License, any new tenant or
operator of a warehouse or truck, trailer storage
facility shall submit a new or revised Operations
and Truck Route Plan prepared by a licensed
traffic engineer associated with the new tenant
for review and approval by the Development
Services Department, demonstrating that the
proposed operations and project traffic
associated with the new tenant or operator is
the same or less than the project traffic and

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 10 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
operations assume in the approved entitlements
for the facility.

Where transport by temperature-controlled
trucks or trailers is proposed, on-site electrical
hookups shall be provided at loading docks.

Idling or use of auxiliary truck engine power to
power climate-control equipment shall be
prohibited.

Health Risk
Assessment
Add to Zoning
Code
Warehouses and distribution facilities
generating 150 or more truck trips per day , as
determined by the most recent Institute of
Traffic Engineers (ITE) Trip Generation Rate for
the specific land use or within 1000 feet of a
sensitive receptor , shall prepare a Health Risk
Assessment (HRA) in accordance with South
Coast Air Quality Management District
(SCAQMD) Guideline for the new development
or substantial enlargement of industrial uses.

Health Risk Assessment should be prepared for uses with 150 or more truck trips per day or within 1000 feet of a sensitive receptor such as a residential use, school, church, day care facility and parks.

Air Quality
Add Section to
Zoning Code

 Minimize exposure to diesel emissions for
residential neighborhoods, schools, parks,
playgrounds, day care centers, nursing homes,
hospitals, and other public places (Sensitive
Receptors) situated in close proximity to the
industrial uses
 In compliance with CEQA, conduct SCAQMD
URBEMIS and EMFAC computer models to
identify the significance of air quality impacts
on Sensitive Receptors
Reduction of Diesel Particulate Matter (DPM) from heavy trucks
Current standards: Title 18 (Zoning Code), Section 18.42.080–Air quality: No operation or activity shall cause the emission of any smoke, fly ash, dust, fumes, vapors, gases or other forms of air pollution which can cause damage to health, animals, vegetation, or other forms of property, or which can cause excessive soiling on any other Lot. No emission shall be permitted which exceeds the requirements of the SCAQMD or the requirements of any air quality plan adopted by the City.

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 11 SUMMARY OF PROPOSED ZONING TEXT AMENDMENTS
Section Summary Discussion
 Require an air quality analysis to ensure air
quality protection, in accordance with the Air
Quality Management District (AQMD)
guidelines, for both project specific and
cumulative impact analysis
 Minimize the air quality impacts of trucks on
Sensitive Receptors
a) Design facilities to allow for the queuing of
trucks on-site and away from Sensitive
Receptors
b) Prevent the queuing of trucks on streets or
elsewhere outside of facility
 Promote the installation of on-site electric
hook-ups to eliminate idling of main and
auxiliary engines during loading and unloading
of cargo and when trucks are not in use –
especially where transport refrigeration units
(TRUs) are proposed to be used

OTHER MUNICIPAL CODE AMENDMENTS

SECTION SUMMARY DISCUSION
Adopt Reach
Codes for
nonresidential
industrial/manuf.
buildings
Reach Codes are amendments to the Energy and
Green Building Standards Codes to reduce
greenhouse gas emissions (GHGs). Adopting Reach
Codes create opportunities for local governments to
lead initiatives on climate change solutions, clean air, and renewable energy. A Reach Codes ordinance
would expand requirements for electrification and
energy efficiency for all new construction projects.

Legislation in California legislation encourages
jurisdictions to adopt Reach Codes to facilitate
improvement in a jurisdiction’s and regional air quality.

Colton may look at adopting Reach Codes for
Industrial/Manufacturing buildings.

California Health and Safety Code allows Cities to adopt amendments, modifications, and changes and additions

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee 12 to City Building Codes, which are reasonably necessary to protect the health, welfare and safety of its citizens
because of local climatic, geological, and topographical conditions.

The adoption of Reach Codes is one action to reduce
GHGs.

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Attachment: Attachment 1- Zoning Text Amendments (3465 : Warehouse Moratorium - Ad-Hoc Committee Memorandum

CITY OF COLTON
Development Services Department
Planning Division

DATE: August 23, 2021
TO: 2021 Moratorium – Warehouse Moratorium Ad-Hoc Committee

FROM: Mark Tomich, AICP, Development Services Director BY: Mario Suarez, AICP, Planning Manager

SUBJECT: Summary of August 19, 2021 – Industrial Stakeholders Meeting held in City Council Chambers from 3:30 pm to 4:30 pm

The Industrial Stakeholders meeting was held on time and adjourned at about 4:30 pm

A total of eight guests were in attendance.

1. Art Morgan, Economic Development Division

2. Bill Blankenship, WB Consulting

3. Norma Morales, E and D Transport, Inc.

4. Jose Hernandez, E and D Transport, Inc.

5. Mike Tunney, Howard Industrial Partners

6. Mike Tyre, Howard Industrial Properties

7. Bobby Nassir, Truck Terminal Properties

8. Jon Shardlow, Attorney at Law from Gresham Savage Nolan and Tilden representing NAIOP, the Commercial Real Estate Development Association’s Inland Empire Chapter

Planning Staff – Mario Suarez, AICP, Planning Manager and Steve Gonzales, Associate Planner

Summary of Meeting (See Attachment 1 – Copy of Agenda)
o Bill Blankenship and Bobby Nassir mentioned substantial experience with warehouse moratoriums in other cities. Their organization represents over 300 industrial members in the region. Topics mentioned included a Health Risk Assessment Report by Ramboll; Letter by SQAMD about Environment Justice issues has errors and misstatements; Rialto’s Recent 2021 Amendments regulating indoor and outdoor storage facilities; and mentioned alternative development standards they would like to see if Colton is considering a zoning code amendment. o Jon Shardlow or Bill Blankenship mentioned standards adopted by the City of Beaumont that address smaller industrial projects, and recommended that staff look at the City of Perris’s Road Bridge Benefit District (RBUD) requirements as a start but did not agree on whether they liked it. o Norma Morales and Jose Hernandez – represented small industrial site on Fogg Street and look forward to moving with a solution to allow them to continue with their application related to truck storage only (no trailers) and office use.
o Howard Industries – liked the idea for different standards for smaller industrial buildings under 50,000 square feet in size; noted they did not like the RBUD in Perris; liked inclusion of EV Chargers; noted there are several myths about trucking industry that should be debunked.

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Attachment: Attachment 2- Stakeholders Meeting 8-19-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) Memorandum

CITY OF COLTON
Development Services Department
Planning Division

DATE: October 26, 2021
TO: Warehouse Moratorium Ad-Hoc Committee

FROM: Mark Tomich, AICP, Development Services Director BY: Mario Suarez, AICP, Planning Manager

SUBJECT: Summary of October 21, 2021 – Public Stakeholders Meeting held in City Council Chambers from 6 pm to 7 pm

The Public Stakeholders meeting was held on time and adjourned at about 7 pm.

A total of nineteen guests were in attendance.

1. Ralph Velador, Laborers’
International Union of North
America ( LIUNA)

11. Amy Vay, Resident

2. Alex Zamora, LIUNA 12. Joanna Marcial, Resident

3. Rick Licerio, LIUNA 13. Yassi Kavecade, Sierra Club

4. Jose Radillo 14. Celeste Carlos, Resident

5. Jayson Beiz, LIUNA 15. Maxine Cenly, Resident

6. Bill Quisenberry, LIUNA 16. Gabriela Melber, CCAEJ

7. Thomas Ruiz, Local 783 17, Emily Vasquez, Resident

8. Juan Serrato, LIUNA 18, Victor Hernandez, Resident

9. Ana Gonzalez, Center for
Community Action and
Environmental Justice (CCAEJ)
19, Darby G. Osnaya, Resident

10. Council Member Dr. G.

Staff – Mark Tomich, AICP, Director, Mario Suarez, AICP, Planning Manager, David Alvarez, Senior Planner, and Steve Gonzales, Associate Planner

Attachment 1 includes a copy of the Agenda and handout provided.

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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) Summary of October 21, 2021 – Public Stakeholders Meeting

The following Summary of Meeting are notes taken by staff:
 Jason B. (LIUNA): Logistics industry provides good jobs and builds experience for workers. Building relationships and prepare for the future. Non-discriminatory. Provides supplemental income for elderly people. Encourages support for logistic jobs as they add value to a community.  Joanna M. (Colton resident): Opposes warehouse projects. The lower paid job opportunities are not attractive. Has noticed heavier traffic due to the expansion of warehouses in region. Impacts on residents take years to accumulate.
 Bill Q. (LIUNA): Moratoriums are job killers. Air quality issues have already been addressed by AQMD – new rule. CARB also has new efficiency/emission standards for trucks.  Celeste C. (Colton resident): Our infrastructure wasn’t developed to handle more warehouses.

Concerned about the level of truck traffic; we’re in a highly polluted area. My kids, my health are on the line. Traffic is heavy on side streets, too.
 Joanna M. (Colton Resident): Members of the community want to be involved and informed during each step of process.
 Ralph V. (LIUNA): City needs the revenue from warehouse developments to fix roads & sidewalks.

New projects help clean up the area. Warehouses are part of the community and give back to the community.
 Gabby M. (Community Organizer for CCAEJ): Roads are getting worse from warehouse truck use.

Tax revenue from warehouses don’t seem to be sufficient revenue source for cities. Alternative “green” type of industries should be sought instead of warehouse uses. Warehouse uses are not known to care for their employees with low paying jobs and little to no insurance. Sensitive receptors should be considered in siting warehouse, distribution and trucking uses in Colton. Regionally, the City of San Bernardino’s airport and industrial projects continue to add to poor air quality in the region, create noise issues and are generally not environmental friendly uses.  Thomas R. (LIUNA): Warehouse industry/jobs have been politicized and shown in a negative manner.

LIUNA are also concerned with air quality. Cities should ask for more public benefits to mitigate the impacts such as Community Facilities Districts (CFDs) and Public Benefit Agreements. There is a current labor shortage – the warehouse industry has apprenticeship programs. Mentioned how the City of Chino addressed their concerns by working in partnership with warehouse uses.  Yassi K. (Sierra Club) – senior campaign representative: Moratorium is a slowdown – not a job killer. Colton has the highest Ozone levels in the Country. We’re trying to build solutions; we’re not against industry. The Sierra Club is also concerned and interested in the status of the High Speed Rail Project at the former “Slover Mountain” area.
 Emily V. (Colton resident): Has asthma – warehouse development is a life or death issue. We need to all figure out solutions that work for Colton. Everybody is being affected – need to collaborate. The City needs to be transparent.
 Rick L. (LIUNA): There are a lot of things the City can do to address impacts (e.g., electric trucks, charging stations, etc.) that work for everybody. Stopping building won’t halt the logistics industry – it will still grow regionally.
 Emily V. (Colton resident): Why are we allowing more warehouses and not building education centers for the drug addicted and under-educated (such as vocational training for teens graduating from high school)? Asked about getting information on where the Covid-19 funding has been allocated in Colton.

Noted that San Bernardino International Airport doesn’t transport people; it only serves cargo, such as Amazon.
 Ana G. (CCAEJ): Reference Jurupa Valley which requires a community benefit agreement/development agreements for all new warehouse projects. We (her organization?) are doing the leg work at the state level but change happens at the city level. Also raised noise and light pollution concerns and a Loma Linda Study about cancer clusters in the Inland Empire and its connection to Environmental Racism occurring in communities.

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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations)

AGENDA
Warehouse Moratorium:

Input from Stakeholders
October 21, 2021
6:00 PM to 7:00 PM
At 650 N. La Cadena Drive, Colton, CA 92324
Moratorium Background:
5-4-2021.1 City Council Urgency Ordinance O-03-21-45 Day Moratorium Approved
(Note initial expiration was on June 18, 2021)
6-01-2021 City Council Meeting – New Business 10-day report/draft work plan 6-15-2021 City Council Urgency Ordinance O-05-21 – 10 month and 15 day Extension approved and Ad-Hoc Committee created.
(Note new expiration date is on May 3, 2022)

Warehouse Moratorium Ad-Hoc Committee

a. Four member committee consisting of 2 council members and 2 planning commission members – Council Member Suchil, Mayor Pro Tem Cisneros, Vice Chair Grossich, and Commissioner Member Delgado, as Alternate - Commission Member Raymond
b. Lead Staff – Mark Tomich, Development Services Director and Mario Suarez, Planning Manager

With the increase in warehouses and truck storage businesses , residents and businesses within the City have faced increased truck traffic and the following related adverse impacts:

 Increased safety risk for smaller vehicles, pedestrians, and bicyclists;  Damage to City streets and property/facilities from collisions (reported and unreported), such as street l ights, traffic signal equipment, signs, trees, curbs, medians, etc.;
 Traffic congestion, additional impacts of increased truck traffic and reduced levels of service on streets and at intersections;
 Deterioration of the local and regional air quality/pollution;  Increased impacts from improperly over-loaded trucks:
a. The City intends to update the Colton Municipal Code to further address the potential side effects of warehouses to ensure that they are properl y regulated within the City.

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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) Agenda
October 21, 2021
2 b. The City also intends to address truck yards, and associated buildings, queuing, stacking, loading, unloading and parking of trucks.

2. Public Comments – Staff will hear and record comments from stakeholders for first half of meeting.

3. Interactive Communication - Second half of m eeting will be dedicated interactive communication. Stakeholders will be allowed to provide written communication based on the presentation of visuals depicting examples of existing warehouse projects.

4. Adjournment

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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations)

NOTES ON WHAT WE HAVE HEARD TO DATE
1  Harms health - air quality concerns

 Seek alternative economic strategies

 Health of residents (asthma and cancer)

 City brown water?

 Industrial smells

 Environmental racism

 City is consumed by warehouse development

 Industrial is taking over every space allowed in the
City

 Animal habitat is being destroyed

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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations)

NOTES ON WHAT WE HAVE HEARD TO DATE
2  Rely on existing environmental review and planning
process to review projects

 Warehouses should be prohibited in the City

 Analyze and mitigate impacts

 Analyze fiscal impacts of warehouse projects in
Colton?

 Evaluate environmental Impacts including traffic
impacts

 After construction is over, city left with minimum
wage jobs, temporary jobs from temp agencies with
no benefits

 Figure out a better way to bring economic
development to a community. Adhere to SB 1000

 Supports smart growth for the community

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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations)

NOTES ON WHAT WE HAVE HEARD TO DATE
3  Conduct fiscal impact analysis on wages over the
long term, employment conditions in warehouses
and economic benefits to the community

 Opportunity to take your time as to what
development the City wants

 Parks benefit the community and industrial
warehouse uses do not

 Streets damaged by heavy trucks

 Large truck traffic is an issue










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Attachment: Attachment 3- Stakeholders Meeting 1- 10-21-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) Memorandum

CITY OF COLTON
Development Services Department
Planning Division

DATE: November 3, 2021
TO: Warehouse Moratorium Ad-Hoc Committee

FROM: Mark Tomich, AICP, Development Services Director BY: Mario Suarez, AICP, Planning Manager

SUBJECT: Summary of November 3, 2021 – Public Stakeholders Meeting #2 held in City Council Chambers from 1 pm to 2:15 pm

The Public Stakeholders meeting was held on time and adjourned at about 2:15 pm.

A total of guests were in attendance.

1. Amy Vasquez, Resident

2. Emily Vasquez, Resident

3. Yassi Kavecade, Sierra Club

4. Darby G. Osnaya, Resident

5. Gabriela Mendez, CCAEJ*

6. Marven Norman, CCAEJ

7. Angie Balderas, Sierra Club

8. Planning Commissioner Grossich
*CCAEJ – Center for Community Action and Environmental Justice

Staff –Mario Suarez, AICP, Planning Manager, David Alvarez, Senior Planner, and Steve Gonzales, Associate Planner

Attachment 1 includes follow-up emails from attendees.

The following Summary of Meeting are notes taken by staff:
 Planning Staff – provided a brief summary of the project review process including:
o Project review
o Department comments
o California Environmental Quality Act (CEQA) compliance o Presentation of website environmental document location o Answered general questions about the project review process

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Attachment: Attachment 4- Stakeholders Meeting 2 -11-3-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) Summary of November 3, 2021 – Public Stakeholders Meeting

 Amy Vasquez – Pollution is a main concern and the main sources of the pollution come from the following:
a. Railroads
b. Freeways
c. Warehouses
d. Container storage sites
e. Water treatment plant

 Amy Vasquez Continued
Recommended solutions to address pollution are as follows:
a. Higher development standards
b. White reflector roofs
c. Landscaping
d. Solar roofs
e. CBA’s – Support local schools by making improvements to schools such as ADA compliance.

 Overall consensus concerns from attendees:
- Issues with semi - truck parking on streets including parking on residential streets. Concerns with taking up street parking from residents and damage to streets in residential areas. - -- Concerns in general with large trucks parking on City streets. - Issues with existing large manufacturing and warehouses distribution centers within close proximity to residential neighborhoods located north of C Street along the east and west side of the railroad tracks running north to the City’s northern corporate boundary.

 Angie Balderas – Sierra Club
Will send Planning staff recently approved Community Benefit Agreement examples for staff to evaluate.

Attached are follow up emails from the attendees
Email – Yassi Kavezade Email _ Community Benefits Link Dated November 11, 2021 Email – Amy Vasquez _ General Comments Dated November 11, 2021

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Attachment: Attachment 4- Stakeholders Meeting 2 -11-3-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) 1 Mario Suarez
From: Yassi Kavezade <[email protected]>
Sent: Thursday, November 11, 2021 1:58 PM
To: Lime V.

Cc: Angie B. Balderas; Darby Osnaya; Gabriela Mendez; Mario Suarez; ilove roots Subject: Re: Follow up - Community Meeting concerning warehousing/trucking impacts CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe.

Thank you Amy- my apologies on not sending the CBA examples earlier.

1. Staples Center CBA
https://www.forworkingfamilies.org/resources/staples-cba

2. Harbor community benefit fund:
https://hcbf.org/about/

3. Stand up Nashville:
https://standupnashville.org/historic-community-benefits-agreement-reached/

4. Port of Oakland:
https://www.portofoakland.com/howard-terminal/community-benefits/

5. LAX
https://www.lawa.org/lawa-our-lax/community-benefits-agreement

On Thu, Nov 11, 2021 at 1:48 PM Lime V. <[email protected]> wrote:

Good Afternoon Mario,

We wanted to be sure to provide you with our remining list of suggestions for solutions and mitigations to the polluting impacts that Colton residents and the overall community is subjected to on a daily basis. We also wanted to again mention we appreciate the time you took to meet with us last week.

These are just the suggestions that are within your realm of work, as you made it abundantly clear that you were not interested in entertaining ideas outside of that. We will be sure to reach out to the Environmental Conservation Supervisor Jessica Sutorus, and if you could provide the email address for the Economic Development Manager Arthur W. Morgan it would be greatly appreciated (I could not locate it on the City of Colton website).

-Extension of the moratorium: We understand that the City and our elected officials do not plan to make this moratorium a permanent action (even if it would be in our best

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Attachment: Attachment 4- Stakeholders Meeting 2 -11-3-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) 1 Mario Suarez
From: Lime V. <[email protected]>
Sent: Thursday, November 11, 2021 1:49 PM
To: Mario Suarez
Cc: Darby Osnaya; ilove roots; Angie B. Balderas; Yassi Kavezade; Gabriela Mendez Subject: Re: Follow up - Community Meeting concerning warehousing/trucking impacts CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe.

Good Afternoon Mario,

We wanted to be sure to provide you with our remining list of suggestions for solutions and mitigations to the polluting impacts that Colton residents and the overall community is subjected to on a daily basis. We also wanted to again mention we appreciate the time you took to meet with us last week.

These are just the suggestions that are within your realm of work, as you made it abundantly clear that you were not interested in entertaining ideas outside of that. We will be sure to reach out to the Environmental Conservation Supervisor Jessica Sutorus, and if you could provide the email address for the Economic Development Manager Arthur W.

Morgan it would be greatly appreciated (I could not locate it on the City of Colton website).

-Extension of the moratorium: We understand that the City and our elected officials do not plan to make this moratorium a permanent action (even if it would be in our best interest to do so). We believe that residents and community should be informed of the report results (all reports being ran during the moratorium), it would be ideal if the results were shared in meetings such as the one we had with you last week and that they would take place in every district at different times of the day. If this were to take place it would mean that time would be needed, and the extension of the moratorium would allow for this to happen. We believe this plan would be best as our residents and community deserve to be informed on how the warehousing and trucking industries impact us, as well as the solutions and mitigations the city is taking to protect our health.

-Electric vehicles & electric equipment within the warehouses: Refrigeration Trucking Companies/Distributors/Manufacturers should be required to have electric vehicles.

These types of transportation vehicles are constantly running , and since most of these vehicles are not electric they are releasing toxic pollutants into the air we all breathe.

Making sure that these types of businesses are using the TRU Gensets for their trucking businesses, as well as having all electric equipment within warehouses would be in the best interest of us all.

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Attachment: Attachment 4- Stakeholders Meeting 2 -11-3-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations) 2 Also, in the meeting we did bring up Community Benefit Agreements but we did not go into more of the ideas we would like to be included in these agreements. The items listed were provided by community members and residents. They wanted to be sure their ideas were also addressed in the meeting.
-Warehouses need to provide IQAIR Hyper HEPA air filtration systems and filters to the community, including schools, residences, and local businesses. -Water purification systems.
-Better sidewalks
-Fix potholes in streets
-Make streets safe for walking/biking
-Trucks only allowed in neighborhoods during certain hours of the day -City becoming zero emissions
-Taxing warehouses
-Sustainable jobs being created, sustainable green jobs would be best. -Affordable housing being offered
-Guarantees that these companies are giving hiring priority to Colton residents, that the jobs being created are paying living wage, benefits are included, and that the jobs are long term.
-WE NEED MORE GREEN SPACES. Safe spaces for community to visit.

*If any suggestions do not have relevance to you as Colton City Planning Manager, please direct us to the appropriate party.

Lastly, we were wondering if you, your associates, City council members, Planning Commission members, as well as the Economic Development Manager, and Environmental Conservation Supervisor would be interested in joining an informative virtual meeting where our team and a couple professors from Pitzer college would provide data that they collected in their research/projects/tests they have conducted not only in Colton but also throughout the Inland Empire. This would be purely to educate you all on how the decisions you all are making for the city/community are affecting us with irrefutable facts. If our public servants are interested, we would be happy to facilitate the meeting.

Kind Regards,

Amy Vasquez

From: Mario Suarez <[email protected]>
Sent: Monday, November 1, 2021 10:10 AM

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Attachment: Attachment 4- Stakeholders Meeting 2 -11-3-21 (3465 : Warehouse Moratorium - Ad-Hoc Committee Recommendations)

ITEM NO. 3

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: CAROLINA PADILLA, CITY CLERK
SUBJECT: APPROVAL OF MINUTES FOR THE CITY COUNCIL REGULAR MEETINGS HELD ON DECEMBER 21, 2021 AND JANUARY 4,
2022.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approval of Minutes for the City Council Regular Meetings Held on December 21, 2021 and January 4, 2022.

BACKGROUND

Minutes for the Ci ty Council Regular Meetings Held on December 21, 2021 and January 4, 2022.

FISCAL IMPACTS

None

ATTACHMENT

1. 12-21-2021 Draft Minutes

2. 01-04-2022 Draft Minutes
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2021 DECEMBER 21 CC/CUA/CPFA/CHA MEETING 1 -

CITY COUNCIL/COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

CLOSED SESSION MINUTES

December 21, 2021

Closed Session Meeting was held on the above given date at 5:0 0 p.m., in City Hall, located at 650 North La Cadena Drive, Colton, California with Mayor Navarro presiding.

CITY COUNCIL ROLL CALL
Councilmembers present were Toro, Cisneros, Koperski, González, Echevarria, Suchil; and Mayor Navarro.

STAFF PRESENT
City Manager Smith, City Attorney Campos, and City Clerk Padilla.

CLOSED SESSION
City Attorney Campos announced the City Council would meet in Closed Session to Discuss Item A/B/C.

A. CONFERENCE WITH LEGAL COUNSEL - POTENTIAL LITIGATION Significant Exposure to Litigation, Pursuant to Government Code Section 54956.9(d)(2)/(e)(1) One (1) potential case

B. CONFERENCE WITH LABOR NEGOTIATORS
Pursuant to Government Code Section 54957.6
Agency designated representatives: Tom Cody, Human Resources Director Employee Groups: International Brotherhood of Electric Workers, Local 47 - Electric Division Confidential Employees
Executive Employees

C. CONFERENCE WITH LABOR NEGOTIATORS
Pursuant to Government Code Section 54957.6
Agency Negotiator: Carlos Campos, City Attorney
Unrepresented Employee: City Manager
Unrepresented Employee: City Manager

Mayor Navarro adjourned the meeting to Closed Session at 5:02 p.m. and at 6:00 p.m. the meeting reconvened, with all members present heretofore.

City Attorney Campos announced that the City Council did meet in Closed Sess ion and discussed Item A/B/C; with direction to staff and no reportable action.

***************************************************************************

CITY COUNCIL/COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

REGULAR MEETING MINUTES

December 21, 2021

Regular Meeting held on the above-given date at 6:01 p.m. in City Hall, located at 650 North La Cadena Drive, Colton, California with Mayor Navarro presiding.

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Attachment: 12-21-2021 Draft Minutes (3470 : Draft Minutes 12-21-21 and 1-04-21) 2021 DECEMBER 21 CC/CUA/CPFA/CHA MEETING 2 -

INVOCATION: City Clerk Carolina R. Padilla
FLAG SALUTE: Fire Marshall Ray Bruno (Veteran)

CITY COUNCIL ROLL CALL

Council Members Present Staff Present
Frank J. Navarro, Mayor William R. Smith, City Manager David J. Toro Carlos Campos, City Attorney
Ernest R. Cisneros, Mayor Pro Tem Carolina R. Padilla, City Clerk Kenneth J. Koperski
Dr. Luis S. González
John R. Echevarria
Isaac T. Suchil

Council Members Absent
None

CEREMONIAL MATTERS
Presentations, Awards, Proclamations

 Introduction of New Firefighters
Fire Chief Tim McHarque introduced and acknowledged the newest City of Colton Fire Department staff:

 Nolan Reidel
 Claire Kelly
 Shaughn Hill
 Colton Glandorf
 Armando Morales
 Aaron Cornejo
 Nick Roberts
 Jon Hernandez
 Michael Beamer
 Tommy Dalton

 Home Decorating Contest Winners
Heidi Strutz, Recreation Manager announced the winners of the City of Colton Home Decorating Contest:

Names of the Winners in Three Categories
Mariana Garcia - Best in Show
Alejandra Garcia & Raquel – Most Creative
Sonia Calles – Classic Holiday

Names of Judges
Parks & Recreation Commissioner – Jimmy Ramirez
Parks & Recreation Commissioner – Ronnie Calderon
Library Board Member – Margie Ramirez

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MAYOR AND COUNCIL ITEMS

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Attachment: 12-21-2021 Draft Minutes (3470 : Draft Minutes 12-21-21 and 1-04-21) 2021 DECEMBER 21 CC/CUA/CPFA/CHA MEETING 3 -

POSSIBLE CONFLICT OF INTEREST DISCLOSURES FOR THE COUNCIL MEETING OF DECEMBER 21, 2021.

GIFT DISCLOSURES
Mayor Navarro asked the members present if there were any agenda items that were a conflict of interest pursuant to CMC Section 2.04.030. None disclosed.

AB 1234 ORAL REPORTS
Mayor Navarro asked the members present if there were any brief reports on meetings attended at the expense of the City. (GC Section 53232.3(d).

MPT Cisneros and CM Suchil attended the Annual ICSE (Innovating Commerce Serving Communities) Conference: 12/05/2021 through 120/7/2021; held in Las Vegas, Nevada.

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BUSINESS ITEMS

(1) Ordinance - SB1383 - Approve and Adopt an Ordinance for Collection and Disposal of Resident ial Organic Waste for Compliance with SB1383, ORDINANCE NO. O-12-21.

Staff Presentation
Director Brian Dickinson, Public Works & Utility Services Director; presented for Council consideration an overview of the agenda item and requested approval of staff’s recommendation.

Public Comment
The following community members addressed the Council: Celeste Carlos.

Council Discussion
Discernment and discussion between Mayor and Councilmembers present, with clarification provide by staff:

Director Dickinson.

Motion and Second by CM González/CM Koperski to waive full reading, read by title only and introduce Ordinance No. O-12-21.

Vote: Unanimous

(2) Employment Agreement Update - William R. Smith - Approve Amendment No. 4 to the Employment Agreement with William R. Smith for Services as City Manager.

Staff Presentation
Carlos Campos, City Attorney , presented for Council consideration an overview of the agenda item and requested approval of staff’s recommendation.

Motion and Second by CM González/CM Echevarria to approve staff’s recommendation.

Vote: Unanimous

*************************************************************************** Public Comment
The following community members addressed the Council: John Rivera; Ernie Gomez; Charles Bradley; Rebecca Cotton; and Roberto Tavarez.

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Attachment: 12-21-2021 Draft Minutes (3470 : Draft Minutes 12-21-21 and 1-04-21) 2021 DECEMBER 21 CC/CUA/CPFA/CHA MEETING 4 -

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CONSENT CALENDAR
Mayor Navarro presents the Consent Calendar Items 3 through 18.

Councilmembers present selected items for discussion and clarification by st aff: CM González, Item 4; CM Koperski/CM Suchil, Item 17.

Motion and Second by CM González/CM Echevarria to approve the consent calendar Item 3 through 18.

Vote: Unanimous

(3) Minutes - Approval of Minutes for the City Council Regular Meeting Held on Nov ember 16, 2021, on file in the Office of the City Clerk.

(4) City Treasurer's Report - Receive and File City Treasurer's Report for September 2021.

(5) Warrants - Approve US Bank voucher dated 10/27/2021 for $32,055.10; voucher numbers 195533 to 195650 d ated 11/04/2021 and totaling $3,962,133.26; voucher numbers 195651 to 195794 dated 11/11/2021 and totaling $848,697.02; voucher numbers 195795 to 195912 dated 11/18/2021 and totaling $1,748,315.00; voucher numbers 195913 to 195997 dated 11/24/2021 and tota ling $3,433,758.72; voucher numbers 195998 to 196082 dated 11/30/2021 and totaling $76,430.21; voucher numbers 196083 to 196186 dated 12/02/2021 and totaling $2,215,918.35; a payroll disbursement listing 10/02/2021 to 10/15/2021 and totaling $1,147,205.57 and payroll disbursement listing dated 10/16/2021 to 10/29/2021 and totaling $837,672.55.

(6) Contract Award - Civiltec Engineering Inc. - Approve Award of Contract to Civiltec Engineering Inc. for Design Services for Water Reservoir Project.

(7) Contract Award - G&W Electric - Approve Award of Contract to G&W Electric for Electric Reclosers, in the Amount of $115,001.08.

(8) Contract Amendment - Karbonus Inc. - Approve Contract Amendment to Karbonus Inc. for Exchange Filter Resin & Maintenance Services.

(9) Contract Award - Layne Christensen Company - Approve Award of Contract to Layne Christensen Company for the Drilling of Well 32 and Well 33 Project.

(10) Contract Award - Performance Construction - Approve Award of Contract to Performance Constructi on & Painting for Carnegie Building Painting Project.

(11) Grant - CalRecycle - Approve and Adopt a Resolution to Authorize Acceptance of Local Government Waste Tire Amnesty Grant Award from CalRecycle, RESOLUTION NO. R-130-21.

(12) Minimum Wage Increase - January 1, 2022 - Approve and Update the Part Time Staff Salary Table – State Mandated Minimum Wage Increase to $15.00 Effective January 1, 2022.

(13) Notice of Completion - Fleming Park Restroom Renovation Project - Approve Notice of Completion for the Fleming Park Restroom Renovation Project.

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(14) Resolution - CA Department of Education - Approve and Adopt a Resolution Adopting the CA Department of Education FY 22 -23 Continued Funding Application for the Early Care and Education Division, RESOLUTION NO. R-118-21.

(15) Resolution - Confidential and Executive Employee Group Wage & Benefits - Approve Resolution R - 128-21 and R -129-21 Updating the Confidential and Executive Employee Group Wage and Benefits Resolution, RESOLUTION NO. R-128-21 and RESOLUTION NO. R-129-21.

(16) Settlement Agreement - Opioid Distributors - Resolution of the City Council of the City of Colton Authorizing the City Manager to Enter into the Settlement Agreements with Mckesson Corporation, Cardinal Health, Inc., Amerisourcebergen Corporation, Johnson & Johnson, Janssen Pharmaceuticals, Inc., Ortho-Mcneil-Janssen Pharmaceuticals, Inc., and Janssen Pharmaceutica, Inc., Agree to the Terms of the State -Subdivision Agreements, and Authorize Entry into the State -Subdivision Agreements w ith the Attorney General, RESOLUTION NO. R-132-21.

(17) Vehicle Purchase - Electric Utility - Approve Vehicle Purchase for the Electric Utility.

(18) Funding Authorization - SBCTA - Authorize the Submittal of the TDA Article 3 Claims Form for the Washington Street Class II Bicycle Route Project, RESOLUTION NO. R -135-21 and RESOLUTION NO. R-134-21.

MAYOR AND COUNCIL ORAL REPORTS AND COMMENTS
Comments from Mayor, Council and City Treasurer on various issues and activities throughout the community.

CITY MANAGER'S REPORTS
None

ADJOURNMENT
At 7:12 p.m. Mayor Navarro adjourned the Regular Council Meeting in Memorium of Kevin Lopez.

_________________________________
Carolina R. Padilla
City Clerk

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CITY COUNCIL/COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

CLOSED SESSION MINUTES

January 4, 2022

Closed Session Meeting held on the above given date at 5:00 p.m., in City Hall, located at 650 North La Cadena Drive, Colton, California with Mayor Navarro presiding.

CITY COUNCIL ROLL CALL
Councilmembers present were Toro, Koperski, González, Echevarria, Suchil; and Mayor Navarro ; MPT Cisneros (absent/excused).

STAFF PRESENT
Acting City Manager Dabbs, City Attorney Campos, and City Clerk Padilla.

CLOSED SESSION
City Attorney Campos announced the City Council would meet in Closed Session to Discuss Item A/B.

A. CONFERENCE WITH LEGAL COUNSEL -WORKERS’ COMPENSATION CLAIM Pursuant to California Government Code, Section 54956.95.

Case Name(s): Michael Collins v. City of Colton

B. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION
Pursuant to Government Code Section 54956.9(d)(1)
Modern Pacific Homes, LLC. V. City of Colton, et al.,
San Bernardino Superior Court, Case No. CIVSB2120518

CM Suchil Announcement – Item B
Councilmember Suchil recused himself from the closed session meeting due to a conflict of interest; he is precluded from considering the closed session Item B as a member of the body, by virtue of his ow nership of property within 500 feet of the project site related to the item before Council.

5:06 P.M. – CM Suchil left Closed Session
(Closed session agenda ended at the end of discussion of Item B)

Mayor Navarro adjourned the meeting to Closed Session at 5:01 p.m. and at 6:00 p.m., the meeting reconvened, with all members present heretofore.

City Attorney Campos announced that the City Council did meet in Closed Session and discussed Item A/B; with direction to staff and no reportable action.

***************************************************************************

CITY COUNCIL/COLTON UTILITY AUTHORITY/

COLTON PUBLIC FINANCING AUTHORITY AND COLTON HOUSING AUTHORITY

REGULAR MEETING MINUTES

January 4, 2022

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Regular Meeting held on the above-given date at 6:01 p.m. in City Hall, located at 650 North La Cadena Drive, Colton, California with Mayor Navarro presiding.

INVOCATION: Pastor Dane Aaker – Centerpoint Church
FLAG SALUTE: American Legion Post 155 Members Louie Barrera and Steve Ferrance

CITY COUNCIL ROLL CALL

Council Members Present Staff Present
Frank J. Navarro, Mayor William R. Smith, City Manager David J. Toro Carlos Campos, City Attorney
Kenneth J. Koperski Carolina R. Padilla, City Clerk Dr. Luis S. González
John R. Echevarria
Isaac T. Suchil

Council Members Absent
Ernest R. Cisneros, Mayor Pro Tem (absent/excused)

***************************************************************************

MAYOR AND COUNCIL ITEMS

POSSIBLE CONFLICT OF INTEREST DISCLOSURES FOR THE CO UNCIL MEETING OF JANUARY 4, 2022.

GIFT DISCLOSURES
Mayor Navarro asked the members present if there were any agenda items that were a conflict of interest pursuant to CMC Section 2.04.030. None disclosed.

AB 1234 ORAL REPORTS
Mayor Navarro asked the members present if there were any brief reports on meetings attended at the expense of the City. (GC Section 53232.3(d).

CM Suchil attended a League of California Cities event on November 18, 2021, Inland Empire Division 2021 Election & Installation of Officers Dinner Meeting, held at the Double Tree Inn, Ontario, California.

APPOINTMENTS

 Appointment- Mayor Pro Tempore
Mayor Navarro nominated CM Koperski as Mayor Pro Tempore.

Consensus; No objection; so ratified;

CM Suchil without object by councilmembers present nominated the name of CM Toro as ‘Mayor Pro Tempore Emeritus’.

Consensus; No objection; so ratified;

***************************************************************************

PUBLIC HEARINGS

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(1) Redistricting

TIME AND PLACE FIXED TO CONSIDER A SECOND PUBLIC HEARING TO RECEIVE A

REPORT FROM STAFF ON THE CONTINUED REDISTRICTING PROCESS AND TO REVIEW DRAFT UPDATED ELECTORAL DISTRICT MAPS.

Mayor Navarro declared the Public Hearing open.

City Clerk Padilla submitted the Notice of the Public Hearing (on file in the City Clerk’s Office) and there were no reports of protests or objections thereto.

Staff Presentation
Attorney William Priest, BB&K, presented for Council the following actions related to the continued redistricting process:

1. Receive a report from staff and the city’s redistricting consultant on the continued redistricting process and review draft maps;

2. Conduct a public hearing to review draft maps and receive public input on district boundaries;

Attorney Priest included in the pre sentation while incorporating the 2020 Census dat a the proposed demographic analysis: Map Option 1 & Map Option 2.

Public Comment
The following community members addressed the Council: Pam Lemus

Motion and Second by CM González/CM Suchil to close the public hearing.

Vote: Motion carried with CM Cisneros absent.

Council Discussion
Discernment and discussion between Mayor and Councilmembers present, with clarification provide by staff:

Attorney Priest.

Direction to Staff
Attorney Priest will i ncorporate Council and public comments made at tonight’s meeting into revised maps, as appropriate, and share during Public Hearing No. 3; in addition public hearing No. 3 in February ( TBD) will review additional publicly submitted maps and consider input from workshops.

(2) 2021-2029 Housing Element Update

TIME AND PLACE FIXED TO CONSIDER A PUBLIC HEARING TO APPROVE AND ADOPT A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COLTON, APPROVING GENERAL PLAN AMENDMENT FOR 2021 – 2029 HOUSING ELEMENT UPDATE. (FILE INDEX NO. DAP- 001-720), RESOLUTION NO. R-04-22.

Mayor Navarro declared the Public Hearing open.

City Clerk Padilla submitted the Notice of the Public Hearing (on file in the City Clerk’s Office) and there were no reports of protests or objections thereto.

Staff Presentation
Director Mark Tomich, Development Services, presented for Council consideration an overview of the agenda item and requested approval of staff’s recommendation

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Public Comment
The following community members addressed the Council: Pat Lemu s; Janet Jones/Deb Hanna and Apean Park.

Motion and Second by CM González/MPT Koperski to close the public hearing.

Vote: Motion carried with CM Cisneros absent.

Council Discussion
Discernment and discussion between Mayor and Councilmembers present, with clarification provide by staff:

Director Tomich and City Attorney Campos.

Motion and Second by CM Suchil/CM González to approve and adopt Resolution No. R -04-22 with removal of the following parcel number: 0163-182-01 listed/outlined in the Housing Element Vacant Sites Inventory.

Vote: Motion carried with CM Cisneros absent.

BUSINESS ITEMS

(3) American Rescue Plan Act (ARPA) Funds Spending Plan - Approve American Rescue Plan Act (ARPA) Funds Spending Plan, Approve and Adopt RESOLUTION NO. R-03-22.

Staff Presentation
Director Dabbs presented for Council consideration an overview of the agenda item and requested approval of staff’s recommendation.

Public Comment
None

Council Discussion
Discernment and discussion between Mayor and Councilmembers present, with clarification provide by staff:

Director Dabbs.

Motion and Second by CM González/MPT Koperski to approve and adopt Resolution No. R-03-22.

Vote: Motion carried with CM Cisneros absent.

*************************************************************************** Public Comment
The following community members addressed the Council: Tim Elliff; Rich Randolph; Maxine Conley; Celeste Carlos and Pam Lemos

***************************************************************************

CONSENT CALENDAR
Mayor Navarro presents the Consent Calendar Items 4 through 7.

Councilmembers present selected items for discussion and clarification by staff: CM Suchil, Item 5.

Motion and Second by CM González/MPT Koperski to approve the consent calendar Item 4 through 7.

Vote: Motion carried with CM Cisneros absent.

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(4) Warrants - Approve US Bank voucher dated 11/23/2021 for $37,280.50; voucher numbers 196187 to 196254 dated 12/09/2021 and totaling $500,150.99; replacement check number 196255 dated 12/14/2021 for $129.68; voucher numbers 196256 to 196370 dated 12/16/2021 and totaling $1,575,036.97 and payroll disbursement listing dated 10/30/2021 to 11/12/2021 and totaling $965,532.50.

(5) Bid Authorization - La Cadena Dr. Sidewalk & Downtown Paseo Pedestrian Improvement Project - Approve Plans for the La Cadena Dr. Sidewalk Improvement Project and the Downtown Paseo Pedestrian Improvement Project.

(6) Resolution - Rialto Basin Groundwater Council - Adopt a Resolution to Authorize the City of Colton Share as a Member of t he Rialto Basin Groundwater Council for Awarding a Contract for the Preparation of a Groundwater Management Plan to Stetson Engineers, RESOLUTION NO. R-01-22.

(7) Second Reading - O-12-21 - Waive full reading, Read by Title Only and Pass S econd Reading of An Ordinance of the City Council of the City of Colton, California, Amending Chapter 6.16 of the Colton Municipal Code Relating to Solid Waste. ORDINANCE NO. O-12-21

MAYOR AND COUNCIL ORAL REPORTS AND COMMENTS
Comments from Mayor, Council and City Treasurer on various issues and activities throughout the community.

8:30 P.M. – Mayor Navarro left the dais for the balance of the City Council Meeting.

CITY MANAGER'S REPORTS
Acting City Manager Dabbs announced on behalf of City Manager Smith a Happy New Yea r to the City Council and all supporting staff members.

ADJOURNMENT
At 8:32 p.m.. MPT Koperski adjourned the Regular Council Meeting.

_________________________________
Carolina R. Padilla
City Clerk

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Attachment: 01-04-2022 Draft Minutes (3470 : Draft Minutes 12-21-21 and 1-04-21)

ITEM NO. 4

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: STACEY DABBS, FINANCE DIRECTOR
SUBJECT: APPROVE VOUCHER NUMBERS 196371 TO 196436 DATED 12/23/2021 AND TOTALING $826,131.89; VOUCHER NUMBERS
196437TO 196524 DATED 12/28/2021 AND TOTALING $79,290.45; VOUCHER NUMBERS 196525 TO 196668 DATED 12/30/2021 AND
TOTALING 1,306,762.18 AND PAYROLL DISBURSEMENT LISTING
DATED 11/13/2021 TO 11/26/2021 AND TOTALING $821,144.46.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve voucher numbers 196371 to 196436 dated 12/23/2021 and totaling $826,131.89; voucher numbers 196437 to 196524 dated 12/28/2021 and totaling $79,290.45; voucher numbers 196525 to 196668 dated 12/30/2021 and totaling 1,306,762.18 and payroll disbursement listing dated 11/13/2021 to 11/26/2021 and totaling $821,144.46.

BACKGROUND

The California Government Code requires that the legislative body ratify all vouchers iss ued in the course of conducting City business.

ISSUES/ANALYSIS

All vouchers and related backup documentation have been reviewed by the City Treasurer.

FISCAL IMPACTS

None.

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Warrants - Accounts Payable
January 18, 2022

ALTERNATIVES

1. Provide alternative direction to staff.

ATTACHMENTS

1. Fund number & Title legend

2. Voucher lists and payroll disbursements

ATTACHMENT

1. Fund Number and Title Legend

2. Voucher lists

3. Payroll Registers
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City of Colton
Fund Number and Title Legend
Fund Title Fund Title
100 GENERAL FUND 701 LLMD #2
150 TREASURERS ACCOUNT GROUP 702 LLMD #1
206 COMMUN ITY CHILD CARE 703 CFO 87-1 DEBT SERV ICE
209 DSF FLY CONSERVATION 704 CFO 87-1 CONSTRUCT ION
210 SPECIAL GAS TAX 707 CFO 88-1 DEBT SERV ICE
211 LIBRARY GRANT FUND 708 CFO 88-1 CONSTRUCTION
212 STATE TRAFFIC RELIEF FUND 709 DSF FLY CONSERVATION
213 S.Y.E.T .P. GRANT 722 STORM WATER
214 POLLUT ION REDUCT ION FUND 733 CFO 89-1 CONSTRUCT ION 215 COMMUNITY DEV ACT FUND 734 CFO 89-2 CONSTRUCT ION
216 CDBG HOUS ING REHAB FUND 744 CFO 89-1 DEBT SERV ICE 217 DRUG/GANG INTERVENTION 745 CFO 89-2 DEBT SERV ICE
218 MEASURE I FUND 750 AQUA MANSA CFO
219 STATE AID- CAPITAL PROJECTS 754 SB COUNTY HOSPITAL
220 Vi Tep 762 TRUST AND AGENCY
225 MISC GRANTS 766 DEFERRED COMPENSAT ION
240 HOST CITY FEES - CIP 781 CFO 90-1 DEBT SERVICE
247 Quimby In Lieu Fees 782 CFO 90-1 CONSTRUCT ION
248 PARK DEVELOPMENT FUND 850 Redeve lopment Obligation Retirement Fund 249 TRAFF IC IMPACT FUND 851 Successor Agency Administration 250 NEW FAC ILITIES DEVELOPMENT FEE 855 Hous ing Auth - RM PARK DEVELOPMENT 251 CIVIC CENTER DEVELOPMENT FEE 856 Housing Auth - RANCHO MED BOND PROCEEDS 252 FIRE FAC ILITY DEVELOPMENT FEE 857 LMI Asset Fund
253 POLICE FACILITY DEVELOPMENT FEE 864 Housing Auth - LOW/MOD BOND PROCEEDS 261 ASSET FORFEITURE 865 Housing Auth - RANCHO MED CHFA 326 AD 94-1 DEBT SERVICE 866 ECONOM IC DEVELOPMENT
332 1971 SEWER BONDS, A & C 867 Consolidation Proj_08 -09 350 PFA Debt Fund 870 Housing Auth - RM PARK OPERAT IONS 357 POB-Non Enterprise 871 Successor Agcy-RANCHO/M ILL PROJECT AREA 358 PENS ION OBLIGATION DEBT SERV ICE 872 Succe ssor Agcy-RANCHO/MILL DEBT SERV ICE 359 CORP YARD DEBT SERV ICE 873 Successor Agcy-RDA II PROJECT FUND 363 1978-2 ASSESSMENT DIST . 874 Housing Auth - LOW/MOD DEBT SERV ICE 364 WATER IMPRVMNT DIST A 875 Housing Auth - LOW/MOD BOND PROCEEDS 379 AD 1979-1 DEBT SERV ICE 876 Successor Agcy-SANTA ANA RIV BND PROCEED 427 AD 94-1 CONSTRUCT ION 877 Successor Agcy-SANTA ANA RIVER CIP 450 Capita l Improvement Project s 878 RDA FIXED ASSETS GROUP 451 Colton Crossing Fund 879 Successor Agcy-WEST VALLEY CIP 453 STREET IMPROVEMENTS PRGM 881 Successor Agcy-MT VERNON BOND PROCEEDS 457 CAP ITAL IMPROVEMENT 882 Successo r Agcy-MT VERNON CIP 469 EQU IPMENT REPLACEMENT 885 Successor Agcy -MT VERNON DEBT SERV ICE 520 ELECTR IC UTILITY 886 RDA ADM INISTRAT ION
521 WATER UTILITY 887 COOLEY RANCH - now 894
522 WAS TEWATER UTILITY 888 MT VERNON - now 882
523 SOLID WASTE 889 WEST VALLEY - now 879
524 CEMETERY 890 Successor Agcy-RDA - LONG TERM DEBT GRP 525 RECYCLING 891 Successo r Agcy-RDA I DEBT SERV ICE FUND 526 PUBLIC BENEFIT FUND 892 Successor Agcy-RDA I - CAP ITAL PROJECTS 527 WASTEWATER UTILITY - GRAND TERRACE 893 Successor Agcy -RDA II DEBT SERV ICE FUND 551 WATER DEVELOPMENT 894 Successor Agcy -COOLEY RANCH PRO JECT 552 SEWER DEVELOPMENT 895 Successor Agcy-COOLEY RANCH DEBT SERV 560 CEMETARY ENDOWMENT CARE 896 SANTA ANA RIVER - now 877 605 Facility & Equipment Maintenance Fund 897 Successor Agcy-SANTA ANA RIVER DEBT SVC 606 INFORMATION SERV ICES FUND 898 Housing Auth - LOW/MOD CAPITAL PROJECTS 607 INSURANCE FUND 899 Successor Agcy-WEST VALLEY PRJ - DBT SV 608 AUTOMOT IVE SHOP 941 GENERAL LONG -TERM DEBT
610 AUTOMOT IVE SHOPS 958 GENERAL FIXED ASSETS
990 GASB 34

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ITEM NO. 5

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: MARK TOMICH, DIRECTOR
SUBJECT: APPROVE ENDOWMENT MANAGEMENT AGREEMENT WITH
THE RIVERS & LANDS CONSERVANCY.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Approve Endowment Management Agreement by and between the City of Colton and the Rivers & Lands Conservancy

BACKGROUND

On February 2, 2015, the U.S. Fish & Wildlife Servic e (“Service”) issued an Incidental Take Permit for the Delhi Sands Flower -loving Fly pursuant to the provisions of the West Valley Habitat Conservation Plan (HCP). The HCP was adopted by the City Council the following day.

The HCP includes several implem entation provisions, including provisions for monitoring and management of habitat conservation areas. Section 5.5.3 of the HCP states that “ the City will enter into an agreement with the Riverside Land Conservancy (RLC) or other Service approved land man agement entity within 1 year of issuance of the Incidental Take Permit, for the maintenance, management and restoration of the new conservation areas… ” Staff was in direct negotiations with the Riverside Land Conservancy (since renamed to “Rivers and Land s Conservancy” – RLC) since early 2013 to establish a conservation easement over the conserved land, establish phasing for the granting and acceptance of easements, and identify funding obligations. On July 16, 2013, the City Council approved an agreement with the RLC to evaluate the proposed habitat parcels to quantify the costs and endowment necessary to provide for management and other stewardship costs in perpetuity. This agreement was followed by approval of a Memorandum of Understanding (MOU) on May 5, 2015 between the City and 5 Packet Pg. 169
Staff Report to the Mayor and City Council
Agreement - Rivers & Lands Conservancy
January 18, 2022

RLC. The MOU commits the City to certain financial obligations associated with the phased granting and acceptance of the Conservation Easement on specified properties.

Endowment payments to the RLC are specified in the MOU be tween the City and RLC, and occur in coordination with the conveyance of easements for specified properties . The MOU specifies the payment of $245,443.10 in “Initial & Capital Costs” and $453,956.00 endowment payments, plus CPI. To date, $190,257.55 Init ial & Capital Costs and $402,654.24 Endowment have been paid to the RLC. The final remaining conveyance payment will be $121,659.15, plus aggregated CPI at the time the payment.

ISSUES/ANALYSIS

The HCP, MOU and Conservation Easement do not contain specific language regarding how the endowment funds will be managed and invested, only that the funds are to “fulfill the obligations of the conservation easement in perpetuity.” A separate agreement between the City and the RLC which specifies endowment fund management responsibilities is in the interest of both the City and RLC.

The proposed Endowment Management Agreement includes the following major provisions:
 Specify how the RLC will invest the endowment proceeds to the benefit of the conserved Fly habitat;
 Annual reporting procedures, including auditing of the endowment funds; and  Limitations on liability for both parties.

ENVIRONMENTAL DETERMINATION

An Environmental Assessment (“EA”) was prepared in accordance with the Service’ guidelines for implementing the National Environmental Policy Act (“NEPA”) and was published in the Federal Register on July 3, 2014 for a period of 60 days. The EA was reviewed, studied, and found by staff to comply with the California Environmental Quality Act (“CEQA”). Purs uant to CEQA Guidelines Section 15221, the City therefore published a Notice of Intent to Adopt a Negative Declaration on August 5, 2014 and circulated the EA for a 30 -day public comment period. The Negative Declaration was adopted by the City Council on F ebruary 3, 2015, concurrent with City approval of the HCP, pursuant to Sections 15070, 15074 and 15221 of the Guidelines for the California Environmental Quality Act (CEQA). This action falls within the scope of the previously adopted Negative Declaration.

FISCAL IMPACTS

The Agreement defines the terms by which the RLC will manage the endowment funds. No additional funding obligations are being placed on the City by this Agreement, other than existing obligations as specified in the MOU between the City and RLC.

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ALTERNATIVES

Provide alternative direction to staff.

ATTACHMENT

1. Colton_ RLC Endowment Agreement
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Endowment Management Agreement
By and Between
City of Colton
and
Rivers & Lands Conservancy

This Endowment Management Agreement (“Agreement”) is entered into by and between City of Colton, a municipal corporation of the State of California (“Grantor”), and Rivers & Lands Conservancy, a California non -profit corporation (“ RLC” or “Endowment Holder”) (together, the “Parties,” and individually a “ Party”), for the creation and management of an Endowment Fund (“Fund”) as of the “Effective Date” as hereinafter defined.

RECITALS

WHEREAS, on August 27, 2015, Grantor and Grantee entered into a Memorandum of Understanding between them, pursuant to which Grantee agreed to accept a Conservation Easement to protect habitat of the Delhi Sands Flower-loving fly (“MOU”);

WHEREAS, pursuant to the MOU the parties have entered into that certain Amended and Restated Conservation Ea sement, which is recorded in the Officia l Records of San Bernardino County on April 25, 2019, as Instrument No. 2019 -0129649 (as may be amended, from time -to- time, “Conservation Easement”);

WHEREAS, pursuant to the MOU, the parties anticipate amending the Conservation Easement, to add additional land area to be conserved, from time-to-time;

WHEREAS, in connection with Conservation Easement, as may be amended in the future, Grantor is providing Grantee an endowment to fund the obligations of Grantee under the Conservation Easement (“Endowment”);

WHEREAS, the parties are entering into this Agreement t o memorialize the agreement between relative to the Endowment.

OPERATIVE PROVISIONS

NOW, THEREFORE, in consideration of the mutual promises made herein, and for other and further consideration, the receipt and sufficiency of which are hereby acknow ledged, the Parties hereby agree as follows:

I. DEFINITIONS

1. “Agreement” shall mean this Endowment Management Agreement entered into between Grantor and RLC, establishing the terms and c onditions pursuant to which RLC will accept custody of, and manage the Endowment and disperse funds.

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2. “Endowment” means the amount of money paid to RLC pursuant to the Conservation Easement, to carry out Land Management Activities.

3. “Land Management Activities” shall mean those activities which RLC as Grantee under the Conservation Easement has agreed to undertake and which are desc ribed the Conservation Easement.

II. ENDOWMENT ACCOUNT ESTABLISHMENT, INVESTMENT, AND

ADMINISTRATION

1. RLC will invest the Endowment, based upon advice from a professional investment advisor of financial institution with which RLC has established or will establish an investment advisory relationship. RLC may rely on the advice of any such adviser, and may delegate day -to-day investment decision-making authority, consisten t with applicable State and Federal law, to such adviser with respect to management of the Endowment.

2. For investment purposes only, RLC may commingle any or all of the assets of the Endowment with other funds held or managed by RLC that are subject to similar investment purposes and restrictions. The intent of such actions is to allow RLC to pool funds subject to similar investment purposes and restrictions for collective management, such that all participating funds may benefit from efficiencies of sca le. Any funds from the Endowment Account commingled in this manner shall at all times remain subject to applicable State law.

3. To the extent sufficient funds exist, a portion of the interest and earnings on the Endowment balance shall be reinvested by into the Endowment to provide for growth of the Endowment commensurate with inflation using the annual Consumer Price Index (CPI) data that is published every February by the California Department of Industrial Relations, Division of Labor Statistics and Research, for all urban consumers. Any Endowment revenues (including earnings and interest) remaining after the Endowment is adjusted for inflation that exceeds the anticipated Land Management Activities may be used by the RLC to fund unexpected expenses.

4. Grantor acknowledges that Grantee’s Board of Directors has established an hourly billing rate for Grantee’s staff, which rate is subject to adjustment from time -to-time by the Board; such hourly billing rate is used by Grantee to calculate the amount to be paid to Grantee from the Earnings (as hereinafter defined), for fulfilling its obligations hereunder.

III. RECORDS, REPORTING PROCEDURES AND AUDIT

1. Grantee shall prepare an annual funding report (“ Annual Funding Report” ) for each calendar year this Agreement is in effect.

2. Pursuant to California Government Code Section 65966(e), the Annual Funding Report shall describe in reasonable detail and shall include at a minimum the following information:
(a) The balance of the Endowment account at the beginning of the Reporting Period;

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Attachment: Colton_ RLC Endowment Agreement (3458 : Agreement - Rivers & Lands Conservancy) (b) The amount of the Endowment account b alance reinvested by RLC into the Endowment to provide for growth of the Endowment Account commensurate with inflation (CPI calculation shall be provided);
(c) The net amounts of investment earnings , gains, and losses during the Reporting Period including both realized and unrealized amounts;
(d) The administrative expenses charged to the Endowment account from internal or third-party sources during the Reporting Period;
(e) Detail all expenses incurred by or on behalf of RLC for Land Management Activities, including adaptive management, performed during the Reporting Period;
(f) Describe any discrepancy between the Land Management Activities expected to be performed during the Reporting Period in accordance with the Conservation Easement, and the Land Management Activities actually performed during the Reporting Period;
(g) Describe any discrepancy between the costs of the Land Management Activities as modeled in the Endowment Assessment and the costs of the Land Management Activities actually performed during the Reporting Period; (h) The balance of the Endowment account at the end of the Reporting Period; (i) The specific asset allocation percentages including, but not limited to, cash, fixed income, equities, and alternative investments; and
(j) The most recent financial statements for the Endowment Holder audited by an independent auditor who is, at a minimum, a certified public accountant.

3. RLC agrees that in preparing the Annual F unding Report and in maintaining its own records relevant to the Endowment Account, that it shall use accounting standards promulgated by the Financial Accounting Standards Board or any other successor entity.

4. RLC agrees that Grantor shall have the right to review and to copy any records and supporting documentation pertaining to the Endowment account.

IV. LIMITATIONS ON ENDOWMENT HOLDER’S LIABILITY
RLC shall not be liable to Grantor or other persons for losses arising from investments pursuant to this Agreement. RLC shall maintain reasonable and customary supervision and employment policies for its employees, but shall be liable for the acts of its employees only to the extent of a breach of the RLC’s obligations under this Agreement by such employees when they are acting within the course and scope of their employment. RLC shall have no obligation to expend any monies satisfying its obligations under the Conservation Easement, other than the revenues earned on the Endowment.

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IV. TERM AND TERMINATION OF AGREEMENT

1. Term. This Agreement shall be effective from the Effective Date until the date (if any) that a successor endowment holder becomes obligated to perform the Land Management Activities, or until termination occurs pursuant to the following Section IV.2, whichever is first.

2. Termination. RLC may, with or without cause, terminate this Agreement by providing at least one hundred eighty (180) days prior written notice to Grantor or its successor. Regardless of the date that notice of termination is provided and the passage of the intervening on e hundred eighty (180) day notice period, termination is not effective unless and until RLC has transferred in an orderly fashion the custody, control or other power necessary for the investment, management, and administration of all monies in the Endowmen t account together with the transfer of the Conservation Easement to an entity identified by RLC. Neither the Endowment, nor the Conservation Easement, may be transferred without concurrently transferring the other, so that the Endowment is always held and managed for the benefit of the Conservation Easement by the same entity.

V. CONTACT INFORMATION/COMMUNICATIONS

1. All approvals, notices, reports and other communications required or permitted under this Agreement shall be in writing and delivered by certified mail personal delivery overnight carrier that provides evidence of delivery. Each Party agrees to notify the other promptly after any change in named representative, address, telephone, or other contact information.

2. The individuals named below shall be the representatives of Grantor and the RLC, respectively, for purposes of this Agreement:

If to Grantor: If to RLC:

City of Colton Executive Director
650 N. La Cadena Drive Rivers & Lands Conservancy
Colton, CA 92324 6876 Indiana Avenue
Attn: Director of Dev Services Suite J-2
Riverside, CA 92506

Notice shall be deemed effective upon receipt or rejection only.

VI. MISCELLANEOUS PROVISIONS

1. No Assignment . Neither Party may assign this Agreement, in whole or in part, to any individual or other legal entity without the prior written approval of the other Party and the prior written consent of the Agencies.

2. Amendments. This Agreement may be amended only in writing agreed to and signed by both Parties and with the written concurrence of the Agencies.

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3. Severability. If any provision of this Agreement is held to be unlawful or invalid by any court of law with duly established jurisdiction over this Agreement, the Parties intend that the remainder of this Agreement shall remain in full force and effect notwithstanding the severance of the unlawful or invalid provision(s).

4. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be considered an original, but all of which together shall constitut e one and the same instrument.

5. Dispute Resolution. The Parties will cooperate in good faith to achieve the objectives of this Agreement and to avoid disputes. The Parties will use good faith efforts to resolve disputes at the lowest organizational level and, if a dispute cannot be so resolved, the Parties will then elevate the dispute to the appropriate officials within their respective organizations. The Parties may also resolve disputes pursuant to the process outlined in the Conservation Easement.

6. Attorney Fees. In any action to enforce the terms of this Agreement, the Prevailing Party shall be entitled to recover from the nonprevailing party all reasonable attorneys’ fees and costs. “Prevailing Party” shall include without limitation a party who dis misses an action in exchange for sums allegedly due; the party who receives performance from the other party for an alleged breach of contract or a desired remedy where the performance is substantially equal to the relief sought in an action; or the party determined to be the prevailing party by a court of law.

7. Independent Capacity. Each of the Parties is acting in its independent capacity in entering into and carrying out this Agreement and not as an agent, employee, or representative of the other Party.

8. Third-Party Rights. This Agreement confers rights and remedies upon the Agencies, as third party beneficiaries, insofar as this Agreement is intended to carry out the requirements and obligations set forth in the Agency Permits. No person, other than the Parties or said named third party beneficiaries, has any rights or remedies under this Agreement. The Parties may not amend or terminate this Agreement without the prior written consent of the Agencies.

9. Warrant of Authority. Each party to this Agreement warrants to the other that its respective signatory has fully right and authority to enter into and consummate this Agreement and the transactions contemplated hereby.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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GRANTOR

CITY OF COLTON, a California municipal
corporation

By:__________________________
Name:_______________________
Title:________________________
Date: ________________________

RIVERS & LANDS CONSERVANCY

RIVERS & LANDS CONSERVANCY, a California non-profit corporation

By:

Name:

Its:

Date:

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ITEM NO. 6

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: AURELIO DE LA TORRE, CITY TREASURER
SUBJECT: APPROVE AND ADOPT A RESOLUTION FOR THE CITY COUNCIL

TO DELEGATE INVESTMENT AUTHORITY TO THE CITY
TREASURER, RESOLUTION NO. R-06-22.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

The City Council delegate the investment authority to the City Treasurer.

GOAL STATEMENT

The purpose of this Investment Policy is to provide governing guidelines for the City of Colton for prudent cash management and investment of public funds until such time as the funds are needed to pay the obligations of the City.

BACKGROUND

The California Governm ent Code, section 53607, allows the City Council to delegate the authority to invest funds of the City to the Treasurer for a one year period. This authority is valid for one year or until revoked.

ISSUES/ANALYSIS

With the delegation of investment author ity, the Treasurer assumes full responsibility for the planning, strategy and execution of investment for City pooled funds and bond proceeds. The Finance Director or the Finance Manager provides backup in the absence of the Treasurer to insure a smooth op eration and checks and balances. No changes are being recommended from the prior year policy.
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FISCAL IMPACTS

None

ALTERNATIVES

1. Provide alternative direction to the City Treasurer.

ATTACHMENT

1. Investment Policy of the City of Colton

2. Resolution No. R-06-22
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28 RESOLUTION NO. R-06-22

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COLTON

DELEGATING TO THE CITY TREASURER THE AUTHORITY TO INVEST AND REINVEST FUNDS FOR THE CITY AND TO SELL OR EXCHANGE SECURITIES.

THE CITY COUNCIL OF THE CITY OF COLTON RESOLVES AS FOLLOWS:

Pursuant to the Government Code Section 53607, authority to invest and reinvest funds of the City and to sell or exchange securities so purchased is delegated by the City Council to the City Treasurer, or in the Treasurer’s absence the Finance Director or in the absence of the Finance Director the Finance Manager.

PASSED, APPROVED and ADOPTED this 18th day of January, 2022.

______________________________
Frank J. Navarro
Mayor
ATTEST:

____________________________
Carolina R. Padilla
City Clerk

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ITEM NO. 7

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: APPROVE AND ADOPT RESOLUTION R-08-22 AND APPROVE

THE EXTENSION OF LAND LEASE AGREEMENTS AT THE
DREWS AND CENTURY SUBSTATIONS, RESOLUTION R-08-22.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

Staff recommends that the City Council take the following actions:

1. Approve the short term extension to the lease agreement s between the City of Colton and Colton Power L.P. (C/O Alli ance Energy LLC) through June 30, 2 022, exempted from a competitive bidding process in accordance with Colton Municipal Code §3.08.140(J).

2. Authorize the City Manager to execute the contract documents in accordance to Colton Municipal Code §3.08.160

BACKGROUND

In December of 2000, the City Council approved a Le ase Agreement between the City and Alliance Colton, LLC for the rental of surp lus infrastructure at the City’s Drews and Century Substations to place four units of ~10 M Ws each on both Colton Owned sites (~40 MW at each site). The original term commencement date was January 31, 2001 expiring on January 31, 2016 with the ability to extend/renew.

Section 3.2 of both agreements provide:
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January 18, 2022

contained for 2 additional terms (“ Renewal Term”) of 5 year periods upon written notice of City of Lessee’s intent to do so at least one hundred eighty (180) days prior to the expiration of the Term or any Renewal Term. Provided Lessee is not in material default under any of the terms of th is Agreement, City shall grant the request for renewal within 90 days of receipt of Lessee’s written notice requesting renewal. If the City does not respond to the written notice, the additional terms requested shall be deemed to be approved. The terms and conditions for each Renewal Term shall be the same terms and conditions of this Agreement, except that the consideration payable for the Renewal Terms shall be in accordance with the provisions of Section 3.6 herein.”

City Council granted a five-year extension in 2015 to renew the terms of the original agreement from January 31, 2016 through January 31, 2021. An official renewal has not been processed or approved to extend the agreement beyond January 31st, 2021, but the original facilities remain on Colton lands at each substation and Colton Power L.P. (Alliance Power LLC) has continued lease payments (pending end of year 2021 payments) including the originally agreed upon escalation rate to the lease payments and any applicable late payments.

ISSUES/ANALYSIS

At this time, the City’s Electric Utility collects at total of $350,580 annually in the current year with a scheduled escalation of 4 % for each subsequent year. These projects present a good revenue stream for the Utility. However, staff is conducti ng additional research to determine if the original starting lease rate is in alignment with the land appreciation value as 4% has been added each year. This information will help determine the appropriate levels of negotiated leasing terms and will be use d in discussions with Colton Power L.P. (Alliance Power LLC) to finalize a longer-term agreement.

Staff is also investigating information on other technology leasing opportunities within this space. However, the current project s are permanently installed on the Utility’s land and would take several months to remove. Additional time is nece ssary to renegotiate the longer -term extension provisions, but also will allow time for additional staff research and analysis to explore other viable leasing alternative s. Furthermore, the site directly connects to each substation and staff is exploring an emergency power or Resource Adequacy that may be available with additional discussion.

FISCAL IMPACTS

The City expects to collect $350,580 in total revenues related to the lease of the two sites for calendar year 2021 and approximately $364,603 in total revenues related to the lease of the two sites for calendar year 2022. These revenues are placed in Colton Electric’s revenues section 520-7898-000 (Lease Revenue). These revenues are expected throughout the extension period and as long as the facilities occupy Utility-owned space.

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ALTERNATIVES

Provide alternative direction to Staff.

ATTACHMENT

1. Drews+Centruy Recent Agmnt

2. Drews Sub Lease - Original

3. Century Sub Lease - Original

4. Resolution R-08-22 Approve Short Term Lease Extension to Colton Power Lease 1.18.2022 7 Packet Pg. 188

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23152.06020\32617662.1

RESOLUTION NO. R-08-22

APPROVE THE SHORT TE RM EXTENSION TO THE LEASE

AGREEMENT BETWEEN TH E CITY OF COLTON AND COLTON
POWER L.P. (C/O ALLI ANCE ENERGY LLC) THROU GH JUNE 30, 2022 EXEMPTED FROM A COMPETITIVE BIDDING PROCESS IN
ACCORDANCE WITH COLTON MUNICIPAL CODE §3.08.140(J).

WHEREAS, in December of 2000, the City of Colton and Colton Power L.P (Alliance Power LLC) agreed to terms leasing Colton’s surplus lands on the Drews and Century Substation sites ; and
WHEREAS, in May of 2015, the City of Colton agreed to extend the original agreement for five years; and
WHEREAS, the original agreement provides for additional lease term extensions; and WHEREAS, City staff and Colton Power L.P. (Alliance Power LLC) will use the short term lease period to negotiate a longer term extension; and WHEREAS, the current lease agreement continues to remain in place providing revenue to the City with an annual escalation rate of 4%; and
WHEREAS, in accordance with the City’s Municipal Code, Section §3.08.140(J), City Council may extend the original agreement to lease City’s Real Property.

NOW, THEREFORE, BE IT RESOLVED, that the Colton City Council hereby authorizes the short-term extension of the Drews/Century Substation site to Colton Power L.P. (Alliance Power LLC) until June 30, 2022 or until a final long-term extension or contract is finalized.

PASSED, APPROVED and ADOPTED by the City Council of the City of Colton at a regular meeting of said Council held on the 18th of January, 2022, by the following vote:

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Attachment: Resolution R-08-22 Approve Short Term Lease Extension to Colton Power Lease 1.18.2022 (3473 : Lease Agreement Extension - 1 2
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23152.06020\32617662.1 - 2 -

City of Colton

FRANK J. NAVARRO, Mayor

ATTEST:

CAROLINA R. PADILLA, City Clerk

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Attachment: Resolution R-08-22 Approve Short Term Lease Extension to Colton Power Lease 1.18.2022 (3473 : Lease Agreement Extension -

ITEM NO. 8

STAFF REPORT

DATE: JANUARY 18, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: BILL SMITH, CITY MANAGER
PREPARED BY: BRIAN DICKINSON, PUBLIC WORKS AND UTILITY SERVICES

DIRECTOR
SUBJECT: APPROVE NOTICE OF COMPLETION FOR THE FISCAL YEAR 20- 21 ASPHALT PAVING PROJECT.

RECOMMENDED ACTION

Staff recommends that the City Council take the following action:

It is recommended that the City Council authorize the execution and recordation of a Notice of Completion for the FY2020-21 Asphalt Paving Project.

BACKGROUND

FY2020-21 Asphalt Paving Project focuses on improving the City’s failing arterial r oads. The scope of work included grinding and rubberized asphalt overlay of existing pavement, striping, curb and gutter, and replacement of traffic signal loops. Below are the arterial roads included on this project

1 Cooley Drive (Duron to Valley Way)
2 9th Street (Valley to C St.)
3 Wildrose Ave. (Valley to Woodpine) and Indigo
4 C St. (La Cadena to Mt. Vernon Ave.)
5 La Cadena (Mt. Vernon Ave. to 9th St.)
6 Cooley Lane (Cooley Drive to Hunts Lane)
7 Sperry Avenue (Fairway to Valley)
8 M Street (7th to La Cadena)
9 Mill Street (Michigan - City Limits west of Ohio)
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Staff Report to the Mayor and City Council
Notice of Completion - FY 2020-21 Asphalt Paving Project January 18, 2022

10 Fairway Drive (Mt. Vernon Ave to Crossroad Drive)
11 Meadow Lane (Old Ranch to South Limit)
12 Rosedale Avenue (Palm to La Loma Avenue)
13 Valley Boulevard (Grand Avenue to Rancho Avenue)
14 Congress Street (8th Street to 7th Street)
15 7th Street (Congress Street to La Cadena Drive)
16 Rosedale Ave. (La Loma Ave. to Maryknoll) and Cordoba Ave/Litton (1800 SF) 17 Maryknoll Drive - (Graymoor to La Cadena )
18 Olive St. - (Mt. Vernon to Bordwell)
19 Laurel Ave.. - (Mt. Vernon toFairview)
20 RV Center Drive - (Washington St to Milano Drive - Mobile Homes) 21 Washington Street - (RV Center to Mt Vernon Ave.)
22 Mojave Dr. (Cahuila to Laurelwood)
23 Laurel Wood St. (Mojave to Barton)
24 Walin St. (Washington to Barton)
25 John Matich Drive (Wild Canyon to Cordillera)
26 Cordillera (North end to Bridge St.) and Bridge Street 27 Canyon Drive (Malibu Ct. Gunnison Way)
28 Gunnison Way (Canyon Drive to Reche Cyn. Road)
29 Hidden Valley Lane (Prado to Canyon Vista)
30 Canyon Vista Dr. (Hidden Valley Ln. to Mesa Dr.) and Bridge Street 31 8th St.( Congress St. to O St.)

ISSUES/ANALYSIS

On January 19, 2021, the City Council awarded the construction contract to H ardy and Harper Inc. for the FY20 20-21 Asphalt Paving Project in the amount of $2,628,336.75. The Notice to Proceed for the Project was issued on March 17, 2021 and the Project was completed per plans and specification on November 5, 2021. The final contract amount for this project is $2,695,493.64, including Change Order No. 1 in the amount of $67,156.89.

FISCAL IMPACTS

The FY2020-21 Asphalt Paving Project was funded by capital improvement accounts in the State Traffic (SB-1) Fund, Measure I Fund, and the Host City Fee Fund.

ALTERNATIVES

Provide alternative direction to staff.

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Staff Report to the Mayor and City Council
Notice of Completion - FY 2020-21 Asphalt Paving Project January 18, 2022

ATTACHMENT

1. Exhibit A- Notice of Completion
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RECORDING REQUESTED BY

AND WHEN RECORDED MAIL TO

Name: City of Colton

Street 650 N. La Cadena Drive
Address

City & Colton, California
State California
Zip 92324

SPACE ABOVE THIS LINE FOR RECORDER’S USE
Notice of Completion
NOTICE IS HEREBY GIVEN THAT:

1. The City of Colton is the owner of the interest or estate stated below in the property hereinafter described.

2. The full name of the undersigned is Victor Ortiz, P.E

3. The full address of the undersigned is 650 N. La Cadena Drive, Colton, CA 92324

4. The nature of the title of the undersigned is City of Colton City Engineer (E.G. owner in fee OR vender under contract of purchase OR lessee OR OTHER APPROPRIATE DESIGNATION).

5. The full names and full addresses of all persons, if any, who holds title with the undersigned as joint tenants or as tenants in common are:

Names Addresses

N/A N/A

6. The names of the predecessors in interest of the undersigned, if the property was transferred subsequent to the commencement of the work of improvement herein referred to are (OR IF NO TRANSFER WAS MADE, INSERT THE WORD “none”):

Names Addresses

N/A N/A

7. A work of improvements on the property hereinafter described was completed on November 5, 2021.

8. The name of the original contractor, if any, for the work of improvement was Hardy and Harper Inc.

The kind of work done or material furnished was Asphalt paving and street improvement citywide.

9. The property on which the work of improvement was completed is in the City of Colton, County of San Bernardino, State of California, and is described as follows: FY 20-21 Asphalt Paving Project.

The street address of the said property are from 1 Cooley Drive (Duron to Valley Way); 9th Street (Valley to C St.); Wildrose Ave. (Valley to Woodpine) and Indigo; C St. (La Cadena to Mt. Vernon Ave.); La Cadena (Mt. Vernon Ave. to 9th St.); Cooley Lane (Cooley Drive to Hunts Lane); Sperry Avenue (Fairway to Valley);M Street (7th to La Cadena); Mill Street (Michigan - City Limits); Fairway Drive (Mt. Vernon Ave to Crossroad Drive); Meadow Lane (Old Ranch to South Limit); Rosedale Avenue (Palm to La Loma Avenue); Valley Boulevard (Grand Avenue to Rancho Avenue); Congress Street (8th Street to 7th Street); 7th Street (Congress Street to La Cadena Drive); Rosedale Ave. (La Loma Ave. to Maryknoll) and Cordoba Ave/Litto; Maryknoll Drive - (Graymoor to La Cadena ); Olive St. - (Mt. Vernon to Bordwell); Laurel Ave.. - (Mt. Vernon to Fairview); RV Center Drive - (Washington St to Milano Drive - Mobile Homes); Washington Street - (RV Center to Mt Vernon Ave.); Mojave Dr. (Cahuila to Laurelwood ); Laurel Wood St. (Mojave to Barton); Walin St. (Washington to Barton); John Matich Drive (Wild Canyon to Cordillera); Cordillera (North end to Bridge St.) and Bridge Street; Canyon Drive (Malibu Ct. Gunnison Way); Gunnison Way (Canyon Drive to Reche Cyn. Road); Hidden Valley Lane (Prado to Canyon Vista); Canyon Vista Dr. (Hidden Valley Ln. to Mesa Dr.) and Bridge Street; 8th St.( Congress St. to O St.)

Dated: ______________________________________(Signature) Victor Ortiz, P.E., City Engineer

VERIFICATION
I, the undersigned say:

I am the person who signed the foregoing notice. I have read the above notice and know its contents, and the facts stated therein are true of my own knowledge.

I declare under penalty of perjury that the foregoing is true and correct.

Executed at ___________________, California, this ____________ _ day of ______________________________.

____________________________________________________
(SIGNATURE)

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Attachment: Exhibit A- Notice of Completion (3469 : Notice of Completion - FY 2020-21 Asphalt Paving Project)