Agenda packet — Colton City Council, February 3, 2026 (part 2 of 6)

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Colton City Council Resolution No. R-12-26
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handicap access ramps, streetlights, street signs, and roadway striping, etc., as per the approved Street Improvement Plans and City of Colton Standard Specifications. This includes dedication of necessary right of way of 66 feet for street improvements and three (3) additional feet for landscaping easement along the south side of the entire project frontage to be maintained by the developer/owner.

c) All fronting improvements must meet ADA accessibility standards.

d) An automatic sprinkler system shall be installed within any landscaped open space areas, including between the sidewalk and the right-of-way line along the property frontage.

e) The developer shall landscape and maintain all parkway and unpaved areas within the public right-of-way fronting the project. An irrigation system with automatic sprinklers shall be installed within any landscaped open areas, including between the sidewalk.

f) The Developer shall construct facilities to mitigate traffic impacts as identified by the traffic impact study or pay fair share of proposed mitigations.

g) In the event road right-of-way or off-site easements are required to comply with these Conditions of Approval, the Developer shall obtain such right-of-way or easements. In the event the City is required to condemn the right-of-way or easement, the Developer shall enter into an agreement with the City for the acquisition of such right-of-way or easement pursuant to Government Code Section 66462.5, and pay for all costs associated with the condemnation process.

h) On-Site Precise Grading Plans shall be designed so that enough on-site truck queuing can be accommodated to prevent queuing overflow onto the public right of way.

i) Install “No Parking Any Time” R26(CA) signage along the property frontage.

j) Submit (3) sets of street improvement plans for the off-site improvements (including signing and striping), prepared by a licensed civil engineer. The scale of this plan shall be no less than 1” = 40.

k) Install traffic signal at Driveway 3 of Agua Mansa Road

l) Ensure final plans show the following regarding shared driveways #3 and driveway #4:

m) Applicant is responsible for contacting Omnitrans regarding potential or proposed bus stop and any applicable required public improvements associated with the proposed Bus Stop, including ADA compliant improvements.

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i. Driveway #3 West RAD = 35’, East RAD = 45’
ii. Driveway #4, West RAD = 45’, East RAD = 35’, and shifted by 5’

n) Public Improvement plans should be concurrently submitted to the County of San Bernardino for review and approval as the project site lies along the city boundary limits with that of the County’s. The project’s public improvement plans will need the signature title block of both the County and the City.

2 GRADING

a. Submit to the City Public Works Department a preliminary grading plan of a scale of 1” = 20’ prepared by a civil engineer registered in the State of California. The grading plan shall include a topographic contour map of the site and 15 feet beyond the property lines, with a one-foot contour interval. This contour map shall be prepared within the last 12 months.

b. The applicant shall submit a preliminary and final Water Quality Management Plan (WQMP) specifically identifying Best Management Practices (BMPs) that will be used onsite to reduce the pollutants into the storm drain system.

c. All parking lots shall be surfaced with A.C. to a minimum thickness of 4 inches over a minimum aggregate base of 6 inches or surfaced with P.C.C. with a minimum thickness of 6 inches over 3 inch aggregate base. These thicknesses may be waived upon submittal of an R value and pavement thickness testing and analysis submitted by a registered geologist or geotechnical engineer.

d. A note shall be placed on the plan that states “All block walls and fencing shall be shown on the grading plan for reference only and shall be separately permitted by the City Building Department.

e. The property’s grading shall be designed in a manner that perpetuates the existing natural drainage patterns with respect to tributary drainage area, outlet points and outlet conditions; otherwise, a drainage easement shall be obtained from the affected property owners for the release of concentrated or diverted storm flows. A copy of the recorded drainage easement shall be submitted to the City of Colton for review prior to the recordation of the final map.

f. Prior to the issuance of any grading permits, the applicant shall provide adequate sight distance at all street intersections, in a manner meeting the approval of the City Engineer. The applicant shall make all necessary revisions to the plan to meet the sight distance requirement such as removing slopes or other encroachments from the limited use area in a manner meeting the approval of the City Engineer.

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g. Offsite drainage facilities shall be located within publicly dedicated drainage easements obtained from the affected property owner(s). The document(s) shall be recorded and a copy submitted to the City of Colton prior to recordation of the final map.

h. Provide plan and profile for all storm drainage work. The Storm Drain Plan for the proposed subdivision shall be accompanied by hydrology and hydraulic analysis prepared by a licensed engineer and shall be designed per the San Bernardino County Hydrology Manual employing the rational method. The project may only discharge downstream an amount of storm run-off equivalent to the historic flow discharged prior to project development. The storm drain design shall incorporate the drainage from the existing tracts along boundary of the proposed project. If required, all of the sheet flow shall be collected onsite in a detention/retention basin within the development and shown on the Final Map. The detention/retention basin and open space areas shall be landscaped and maintained by the Developer.

i. Submit to the City Engineering Department a separate Erosion Control plan of a scale of 1” = 20’ prepared by a civil engineer registered in the State of California. The final drainage plan shall be a 4 mil mylar, which the City Engineer will sign and retain at the City Engineer Office for record.

j. Submit drainage/hydrology study calculations and a hydraulic analysis for both developed and undeveloped conditions to the City of Colton for review and approval.

All of the drainage from each individual lot shall drain into the public right-of-way and not impact surrounding properties, or a drainage easement acceptance letter from the adjacent landowner must be obtained.

k. Owner/Developer shall notify adjacent property owners about the impact of the proposed development on drainage configuration of existing adjacent properties. Such notification shall be pre-approved by the City Engineer. These drainage issues shall be resolved prior to issuance of a grading permit.

l. The 10 year storm flow shall be contained within the curb and the 100 year storm flow shall be contained within the street right-of-way. When either of these criteria is exceeded, additional drainage facilities shall be installed.

m. Submit a letter to the Office of the City Engineer certifying that the owner is responsible for complying with the National Pollutant Discharge Elimination System Ordinance, during and after construction. In the letter, the following statement shall be included:

“No contaminated water shall be allowed to discharge on sidewalks, gutter, storm drains, parkways and driveways at any time.”

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n. File a Notice of Intent and obtain an NPDES Construction Activity General Permit from the State Regional Water Quality Control Board and submit a copy of each to the Engineering Division. Ensure that Best Management Practices (BMPs) are followed, per NPDES requirements to reduce storm water runoff during, construction and thereafter. Temporary erosion control measures shall be implemented immediately following rough grading to prevent deposition of debris into downstream properties or drainage facilities.

o. Submit a Storm Water Pollution Prevention Plan (SWPPP) which specifies Best Management Practices (BMPs) that will prevent all construction pollutants from contacting storm water and with the intent of keeping all products of erosion from moving off site into receiving waters for review.

p. A pad certification prepared by a licensed Civil Engineer registered in the State of California shall be submitted prior to issuance of building permits.

q. Prior to final project acceptance, the applicant shall submit an as-built set of grading plans. No final will be authorized until as-builts are submitted to the Public Works Department.

r. Offsite drainage facilities shall be located within publicly dedicated drainage easements obtained from the affected property owner(s). The document(s) shall be recorded and a copy submitted to the City of Colton prior to recordation of the final map.

s. In accordance with Section 15.22 (Floodplain Management Regulations) of the City of Colton Municipal Code, the applicant shall be responsible for submitting a Conditional Letter of Map Revision (CLOMR) directly to FEMA to revise the floodplain maps as the site or portions of the site are within varying flood zones of the Flood Insurance Rate Map (FIRM). Additionally, the applicant shall comply with Section 15.22 of the municipal code to ensure the public health, safety, and general welfare of the City’s citizenry.

3. WATER AND WASTEWATER REQUIREMENTS

a. The Development shall meet all the requirements as set forth by the water/wastewater department for water, sewer and pretreatment facilities.

b. All construction shall conform to the current edition of the specifications for Public Works Construction (Green Book), and the current standards and specifications of the City of Colton Water/ Wastewater Department.

c. Submit Sewer Improvement Plans to the City Engineer that demonstrates the following:

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An off-site sewer system conveyance that would accommodate the discharge from the proposed project and improve the delivery of the flow to the City’s Wastewater Treatment Plan. The improvements include extension of the existing 8-inch force main at Agua Mansa Road and Rancho to the nearest manhole at South Fogg Street around 800 feet. This improvement will divert all the flow from the project site directly to the main plant sump and lift station to avoid Sanitary Sewer Overflow (SSO) on the 21- inch line.

d. Submit onsite utility plans to the City Engineer for review and approval.

e. All sewer lines shall be extra strength vitrified clay pipes, and the sewer main line shall be a minimum of 8” diameter or the size will be finalized during the design phase.

f. A sewer check valve shall be provided with a finished pad elevation lower than the rim elevation of the immediate up-stream sewer manhole.

g. Show on the plans the location of sewer mainline, nearest manhole, lateral serving the project and configuration of tie-in mainline.

h. A note shall be placed on the plans stating the lateral location shall be marked on the curb with “S” for sewer.

1. FEES

a) A Plan Check fee for the proposed improvements shall be paid prior to plan checking proceedings in accordance with the fee schedule in effect at the time the fees are paid.

b) Public Works Inspection Permits and fees are required prior to construction within the project site and the public right-of-way.

c) Sewer and water connection fees shall be paid prior to issuance of building permits in accordance with the fee schedule in effect at the time the fees are paid.

2. IMPROVEMENT PLANS AND FINAL MAP
a) Improvement Plans for the proposed development shall be prepared as a separate set of drawing for each of the following categories.

i. Rough Grading Plan
ii. Street and Storm Drain Plans
iii. Sewer, water, and Onsite Utility Plans
iv. Precise Grading and Plot Plan
v. Electrical Improvement Plan
vi. Landscape Plan
vii. Final Parcel Map

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b) In accordance with the Subdivision Map Act, the applicant can submit a lot line adjustment while the Tentative and Final Map is processed.

c) Submit a Rough and Precise Grading Plan to the City for review and approval. All of the grading shall conform to the latest edition of the Uniform Building Code (U.B.C.) and the grading permit must be obtained prior to the commencement of any grading activity. Submit a soil analysis report prepared by a licensed engineer, along with a grading plan.

d) The Developer shall repair any areas of existing improvements that become damaged during any phase of construction of the project, as determined by the Office of the City Engineer. The contractor working in the right-of-way must submit proof of a Class “A” Contractor License, City of Colton Business License, and liability insurance.

e) Submit a copy of the Title Report to the Engineering Division, not older than 90 days.

f) All plans, including grading plans shall be drawn on 24” x 36” 4 mil Mylar.

g) Original drawings shall be revised to reflect As-Built conditions by the Design Engineer prior to final acceptance of the work by the City. Water service lines, water meters, sewer laterals and electric, irrigation lines, etc., within the street right-of-way and 5’ outside of the street right-of-way shall be shown on the As-Built Water/Sewer Plans.

Construction plans for gas, telephone, electric and cable TV etc., shall be submitted to the City for records.

h) A small index map shall be included on the title sheet of each set of plans, showing the overall layout of the public improvements.

i) Contact all affected agencies, (Army Corps of Engineers, California Department of Fish & Wildlife, Regional Water Quality Control Board, and San Bernardino County Flood Control & Water Conservation District, etc.), and obtain the necessary approvals with regards to the proposed development. Submit copies of correspondence with the agencies to the Engineering Division.

j) Submit improvements plans to all affected utilities, including the Gas Company, Cable Companies, Verizon California, etc., prior to issuance of the Building Permit and transmit correspondence to the Engineering Division.

3. CONSTRUCTION & MAINTENANCE OF PUBLIC IMPROVEMENTS
a. All required water lines and fire hydrants shall be installed and made operable before any building permits for framing are issued. This may be completed in phases if the construction work is in progress for emergency vehicles.

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b. Vehicular access shall be maintained at all times to all parts of the proposed development, where construction work is in progress, for emergency vehicles.

c. All precautions shall be taken to prevent washouts, undermining and subsurface ponding, caused by rain or runoff to all surface structures (curbs, gutters, sidewalks, paving, etc.). The Engineering Division may order repair, removal and replacement, extra compaction tests, load tests, etc. or any combination thereof for any such structure that was damaged or appears to have been damaged. All of the additional work, testing, etc., shall be at the expense of the Developer.

d. The Owner/Developer shall provide pavement condition index of the route/road (before and after the project) that will be used in hauling operation. If there is any deterioration after the completion of the project, the Owner/Developer shall be responsible for restoring the pavement to original condition or better.

e. All required public improvements shall be completed, tested, and approved by the Engineering Division prior to the issuance of any Certificate of Occupancy.

f. In accordance with § 9.27.190 (E) of the City of Colton Municipal Code, the applicant shall remove any graffiti present before construction, during construction, and post construction within forty-eight (48) hours.

g. In accordance with Rule 403 of the South Coast AQMD, active operations must implement Best Available Control Measures to reduce fugitive dust. Therefore, all construction activities with site disturbance shall install the following signage: “Project Name, Permit #, WDID No. (where applicable), IF YOU SEE DUST COMING FROM THIS PROJECT CALL: NAME (XXX) XXX-XXXX, If you do not receive a response, please call the South Coast AQMD at 1-800-CUT-SMOG/1-800-288-7664” The sign size shall be 48” x 96”.

4. STUDIES & REPORTS
a. Submit a soils report prepared by a registered geologist or soils engineer. This report should be based on soil samples taken from the site and should analyze the existing geotechnical conditions of the site to determine if the existing soil is adequate for the development and safe from hazardous or deleterious materials. The report should also satisfactorily address the compaction and soil stability characteristics of the site. The number of soil borings performed on the site shall be strategically located throughout the site.

b. The applicant shall submit a Water Quality Management Plan (WQMP) specifically identifying Best Management Practices (BMPs) that will be used onsite to reduce the pollutants into the storm drain system prior to issuance of grading permit. Forms are available at the City of Colton Public Works Department.

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c. Submit drainage/hydrology study calculations and a hydraulic analysis for both developed and undeveloped conditions to the City of Colton for review and approval.

ELECTRICAL UTILITY DEPARTMENT (909) 370-5104

1. General Conditions and Requirements (New Service):

a. It has been determined that the City of Colton will provide service to this project. The project applicant/developer shall comply with all customer service policies and service requirements of the City of Colton Electric Utility Department.

Developer shall provide the electric site AUTOCAD plans to the Electric Department when a new service design is necessary. Send AUTOCAD plans to [email protected]

c. The Auto Cad plans shall include:

i. proposed building(s) foot print, existing utilities, utilities pole, proposed transformers, address, vicinity map, center lines, contact person, property / right of way lines, set back lines, station numbers, address, and assessor’s parcel number. 1”=20’ scale. ii. For private property, plans shall show an easement covering the facilities located on their property.
iii. Plans shall include any notes pertaining to design/planning of electrical system. iv. Customer / Developer shall email approved plan(s) and/or contact Electric Utility Planning/Engineering Department for any design / planning information.

d. The developer shall, when required, and at their own expense, install all conduit and vault systems associated with underground electric line extensions and street-lighting as per the Electric Utility's approved design. The developer shall pay all fees and charges associated with the Electric Utility’s cost to provide electric service, including underground and overhead line extensions and street-lighting. The developer shall provide utility easements for all existing and proposed utility owned electric facilities within private property.

e. The developer is required to follow Colton Electric Utility Approved Electric Utility plan and meet all of Colton Electric Utility Standards.

2. Conditions and requirements specific to the project:

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a. The Electric Department shall be notified if any interconnection (Solar, generator etc.) being made prior to construction.

b. Plans will only be approved via electronic copies along with the hardcopy. Please send PDF plans to [email protected]. This is during plan check phase.

c. There is currently an existing 66 kVa power line that belongs to the City Electric Department that partially runs north of the Santa Ana River on 1500 Agua Mansa lot and then partially alongside the existing Southern California Electric (SCE) lines on the 1400 lot The applicant will work with the City Electric Department and SCE to design and relocate the City line subject to a reimbursement agreement with the City or City Electric Department.

SUSTAINABILITY DIVISION

1. Submit for review and approval a completed site and building recycling plan to the City's Building and Safety Division in accordance with Chapter 6.16 (GARBAGE, REFUSE, AND RECYCLING) of the City’s Municipal Code. The site and building recycling plan shall be based upon the application form of the building and safety department and consists of two (2) components (site plan and building recycling plan). The plan shall include the location and design of all existing and proposed recycling and trash enclosures, design of site access points for solid waste, green/organic waste and recycling collection vehicles and a design of the grading of the site, operational criteria for the proposed use of the property and capacity requirements for the waste generation of the building.

2. Complete the Self Reporting form for Organics Recycling. 6.16.300 – Commercial Organic Waste Recycling Program.

3. The business shall engage in one of the following organic recycling activities:
a. Source separate organic waste from other waste and participate in a waste recycling service provided through the City’s waste hauler that includes collection and recycling of organic waste.
b. Recycle its organic waste on site making sure the trash enclosure includes room for trash, recycling and organics bin by following the City’s Trash Enclosure guide (https://www.ci.colton.ca.us/DocumentCenter/View/6791/Colton-Space- Enclosure-Guidelines-with-Organics---FINALx?bidId=)
Businesses will be required to show proof of compliance.

4. EV charger ready also to be located on plans.

5. Landscape Plan for Water Conservation- Shall meet the City’s ordinance for Water conservation Landscape design – Currently specified on plans is Marathon tall fescue grass, which does not mee MWELO.
https://library.municode.com/ca/colton/codes/code_of_ordinances?nodeId=TIT13UT_CH

13. 30WAEFLAOR_13.30.100LADEPL

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6. Abide by the City’s Tree palate as specified in the Urban Forestry Management Plan. http://www.coltononline.com/DocumentCenter/View/4004

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RESOLUTION NO. R-13-26

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COLTON
APPROVING AN ARCHITECTURAL & SITE PLAN REVIEW FOR A 474,021

SQUARE FOOT WAREHOUSE BUILDING INCLUDING ANCILLARY OFFICE

SPACE, CONDITIONAL USE PERMIT TO ALLOW A BUILDING HEIGHT OF 130 FEET FOR PARCEL 1 BUILDING 1, LOCATED AT 1500 AGUA MANSA ROAD WITHIN THE M-2 (HEAVY INDUSTRIAL) ZONE (FILE INDEX NO:

DAP-001-816).

WHEREAS, on August 20, 2013 (Resolution No. R-60-13), the City of Colton, as the lead agency under the California Environmental Quality Act (“CEQA”), certified a General Plan Environmental Impact Report (“General Plan EIR”) and approved the General Plan on August 20, 2013; and

WHEREAS, as part of its approval of the General Plan, City adopted Findings of Fact, Statement of Overriding Considerations and a Mitigation Monitoring and Reporting Program (“MMRP”) for the General Plan; and

WHEREAS, pursuant to State CEQA Guidelines section 15183, projects which are consistent with the development density established by existing zoning, community plan, or general plan policies for which an EIR was certified shall not require additional environmental review, except as might be necessary to examine whether there are project-specific significant effects which are peculiar to the project or its site; and

WHEREAS, an application (File Index No. DAP 001-816) was filed with the City of Colton by Pamela Steele of MIG Inc, (hereinafter “Applicant”) for an Architectural & Site Plan Review ) for a warehouse building, Conditional Use Permit to allow a warehouse building of 130 feet in height located in the M-2 (Heavy Industrial) Zones within the Agua Mansa Historic District; and
WHEREAS, previously, on June 20 and July 18, 2023, City Council adopted Resolution Nos. R-6-23 and R-73-23, which approved the Tentative Parcel Map No. 20358 and other related project approvals, including Ordinances Nos. O-06-23 and O-05-23 and the approval and adoption of the Initial Study/15183 Analysis pursuant to Public Resources Code section 21083.3 and State CEQA Guidelines section 15183 (“15183 Analysis”); and

WHEREAS, subsequently, the San Bernardino Superior Court (Case No. CIVSB2317228) issued a peremptory writ of mandate, directing the City of Colton to void, vacate, and set aside the approvals set forth in Resolution Nos. R-6-23 and R-73-23, and any other resolutions related to the project, and further directed that prior to City Council taking any action with regard to issuance of any approvals related to Resolution Nos. R-60-23 and R-73-23, the City shall conduct a mitigation analysis as it pertains to operational air quality impacts pursuant to the Court’s June 3, 2024 ruling and State CEQA Guidelines section 15183; and

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WHEREAS, on February 3, 2025, City Council adopted Resolution No. R-04-26, to void, vacate, and set aside the approvals set forth in Resolution Nos. R-60-23, R-73-23, R-15-24, R-16- 24, and R-17-24 and Ordinances Nos. O-06-23 and O-05-23; and

WHEREAS, in order to address the peremptory writ of mandate in Case No.

CIVSB2317228, the City prepared a revised 15183 Analysis, in accordance with the provisions of the California Environmental Quality Act (“CEQA”); and

WHEREAS, Lineage Logistics is seeking City approval to allow for the construction of a new warehouse/office buildings at 1400 Agua Mansa Road and developer IDI Logistics is seeking City approval to allow for the construction and operation of a new warehouse/office buildings at 1500 Agua Mansa Road (“Project”);and

WHEREAS, the City has revised its 15183 Analysis of the Project to address the peremptory writ of mandate issued on November 19, 2025 by the San Bernardino Superior Court related to operational air quality impacts, consistent with State CEQA Guidelines section 15183 (“Revised 15183 Analysis”), and found that it is in conformance with the analysis and conclusions of the General Plan EIR, that there are no new significant off-site or cumulative impacts that were not analyzed in the General Plan EIR, that there are no adverse impacts that are more severe than those previously identified in the General Plan EIR.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLTON:

SECTION 1. COMPLIANCE WITH THE CALIFORNIA ENVIRONMENTAL QUALITY ACT. As a decision-making body for the Project, the City Council has reviewed and considered the information contained in the Revised 15183 updated Analysis, comments received, and other documents contained in the administrative record for the Project. Based on the City Council’s independent review and analysis it finds that the Revised 15183 updated Analysis and administrative record contain a complete and accurate reporting of the environmental impacts associated with the Project, and that the Revised 15183 Analysis has been completed in compliance with CEQA and the State CEQA Guidelines.

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EIR. Mitigation beyond that identified in the 2013 General Plan EIR is not required. As such, pursuant to CEQA Guidelines section 15183, no additional environmental review or documentation is required under CEQA because all environmental impacts of the Project (DAP-001-816) are either less than significant or can be mitigated to a level of less than significant under the mitigation measures outlined in the Revised 15183 Analysis, alternatively, there is no substantial evidence in the administrative record supporting a fair argument that the Project may result in any significant environmental impacts. .

SECTION 3. ADOPTION OF THE REVISED 15183 ANALYSIS. The City Council hereby approves and adopts the Revised 15183 Analysis attached hereto as Exhibit “A-1.”
SECTION 4. ADOPTION OF THE MITIGATION MONITORING AND
REPORTING PROGRAM. In accordance with Public Resources Code section 21081.6, the City Council hereby adopts the MMRP previously adopted for the General Plan EIR as it pertains to the Project. In the event of any inconsistencies between the Mitigation Measures as set forth in the Section 15183 updated Analysis and the MMRP, the MMRP shall control.

SECTION 5. LOCATION AND CUSTODIAN OF RECORDS. The documents and materials that constitute the record of proceedings on which this Resolution has been based are located at 659 N La Cadena Drive, Colton, CA 92324. The custodian for these records is Development Services Department. . This information is provided in compliance with Public Resources Code section 21081.6.

SECTION 6. NOTICE OF DETERMINATION. The City Council hereby directs staff to prepare, execute, and file a Notice of Determination with the County Clerk’s office and the Office of Planning and Research within five (5) working days of adoption of this Resolution.

SECTION 7. Based on the entire record before the City Council and all written and oral evidence presented, including the staff report, the City Council makes the following findings in accordance with the Colton Municipal Code for Architectural & Site Plan Review:

1. The provisions for vehicular parking and for vehicular and Pedestrian circulation on the site, and onto adjacent public Right-of-Way will not create safety hazards.

The Project, 1500 Agua Mans Road, is designed with three driveways (Driveways #1, 2 and 3) which will provide access to the site. One driveway (Driveway #2) will provide access by passenger cars only. Driveway #3 will be shared with 1400 Agua Mansa Road. The size and location of the driveways have been evaluated by the City’s Traffic Engineer and are determined that they will not create safety hazards. Furthermore, the Traffic Impact Analysis (TIA) for the project has evaluated the vehicular circulation onto adjacent public rights-of- ways and contains a list of off-site improvements which will eliminate safety hazards. These improvements include the installation of a traffic signal at Driveway #3 on Agua Mansa Road, the dedication of necessary right of way of 66 feet for full-street width and three (3) additional feet of landscaping easement along the entire south side of the entire project frontage on Agua Mansa Road.

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The TIA also concluded that there are no movements that are anticipated to experience queueing issues during the weekday AM or weekday PM peak traffic flows. As such, the design of the project including the number, spacing, size of the driveways, subject to conditions of approval, together with the widening of Agua Mansa Road and the installation of the traffic signal at Driveway #3, the project is not anticipated to create safety hazards. The provisions of on-site vehicular parking which consists of 314 passenger parking spaces required will not create safety hazards as the parking layout conforms to required aisle width and parking space dimensions.

2. The bulk, location and height proposed will not be detrimental or injurious to other development in the neighborhood or result in the loss of or damage to unique natural or topographic features of the site that are important to the environmental quality of life for the citizens of Colton, and the Project is feasible in a manner that will avoid such detrimental or injurious results or such loss or damage.

The project is consistent with the development standards for the M-2 zone which are specifically designed to ensure development within the M-2 zone will not be detrimental or injurious to other development in the neighborhood or result in the loss of or damage to unique natural or topographic features of the site. These standards include setbacks, screening requirements, landscaping, and height and floor area ratios. The site is currently vacant and surrounded by industrial uses. As designed, the project will not be detrimental or injurious to the surrounding area including the two adjacent residential units. Extensive environmental analysis conducted for the project concludes that the project will not have detrimental effects to the surrounding environment related to noise, air quality and traffic impacts. The site does not contain unique or topographic features that are important to the environmental quality of life for the citizens of Colton.

The 95 foot tall warehouse (subject to Conditional Use Permit) will not be injurious to other development in the neighborhood or result in the loss of or damage to unique natural or topographic features of the site because view obstruction of the San Bernardino and San Gabriel Mountains will be minimal due to the project’s location (surrounded by existing industrial development to the east, west and north). In addition, the project site is not considered a scenic vista or a public viewshed for a scenic vista and there are no scenic resources located on the project site. Although the 130-foot tall building would be located adjacent to the Santa Ana River, it is surrounded by existing industrial development and the project site does not provide a public viewshed of the Santa Ana River.

3. The provisions for on-site landscaping provide adequate protection to neighboring properties from detrimental features of the proposed Project that could be avoided by adequate landscaping.

The project exceeds the minimum required landscaping standards for projects within the M-2 zone. Code requires 15 percent of the site to be landscaped and the project provides 15.6

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percent landscaping. Based on the required number of parking spaces, the project must provide 105 trees including 26 (24 in box trees), 26 (36 inch box trees) and 53 (15 gallon trees). The project provides a total of 154 trees consisting of 41 (36 inch box) trees and 84 (24 inch box) trees. The project will also provide landscaping along the entire frontage of Agua Mansa Road. Although the surrounding uses are industrial except for two nonconforming residential houses, the amount of proposed landscaping, which exceeds the minimum required by Code, will provide adequate protection to neighboring properties and provide an aesthetically pleasant street frontage with the lush landscaping.

4. The provisions for exterior lighting are adequate for human safety and will not diminish the value and/or usability of adjacent property.

The proposed project is required to meet all lighting standards and requirements of the City of Colton for all proposed exterior lighting along with the provisions of appropriate screening so lighting does not spill over onto adjacent right-of-way or private property. The Project would include new sources of daytime and nighttime lighting such as streetlights, exterior and interior lighting as part of the proposed two buildings, and new mobile sources of lighting from incoming and outgoing vehicles. The Project would comply with the City’s Zoning Code, Chapter 18.42, which regulates glare and outdoor lighting in the Performance Standards chapter. The City would review project plans to ensure all lighting includes the required lighting specifications that would reduce lighting and glare impacts. Therefore, the City’s routine plan check procedures would ensure that new light sources associated with the Project is appropriately designed and maintained to minimize impacts.

5. The exterior design of the buildings and structures will not be injurious or detrimental to the environmental or historic features of the immediate neighborhood in which the proposed Project is located and will not cause irreparable damage to property in the neighborhood, to the City and to its citizens.

Because the project is located within Agua Mansa Historic District, no Building Permit may be issued unless a Certificate of Appropriateness is first issued by the Planning Commission.

In a separate resolution (R-05-23) under Certificate of Appropriateness Findings, the project was analyzed in accordance with the requirements for issuing a Certificate of Appropriateness and was found that the project is consistent with the purpose and intent of the Historic Preservation Ordinance. Specifically, the project was fully evaluated with regards to any historic resources which could be damaged as a result of the proposed development. The evaluation revealed the absence of historic resources on the site. Therefore, the exterior design of the buildings will not be detrimental to the Agua Mansa Historic District. Although not related to the implications of the exterior design of buildings, nonetheless a standard condition of approval requires the documentation and preservation of historic resource by recovery, identification, and curation, should they be discovered during construction.

6. The proposed Project will not impose an undue burden upon off-site public services, including sewer, water and streets, which conclusion shall be based upon a written report

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of the City Engineer; and there is provision in the capital works program of the City to correct the specific burden within a reasonable period after the Project will be completed.

The proposed project will require various off-site improvements to water, sewer and street systems. These improvements have been evaluated to ensure their construction or requirement will not impose an undue burden upon off-site public services. The City Engineer has evaluated the improvements and has determined that they will not impose undue burden. These improvements were also analyzed as part of the environmental review in support of the Initial Study and Checklist in accordance with the California Environmental Quality Act (CEQA).

The Initial Study did not find any evidence that the project will impose undue burden upon off- site public services.

SECTION 8. Based on the entire record before the City Council and all written and oral evidence presented, including the staff report, the City Council makes the following findings in accordance with the Colton Municipal Code for Conditional Use Permit to allow the warehouse building to exceed the established maximum 50-foot height limit for a total height of 130-feet:

1. That the proposed us is in accord with the General Plan, the objectives of Title 18 (Zoning) and the purposes of the zone in which the site is located.

The subject site, 1500 Agua Mansa Road, has a General Plan designation of Heavy Industrial.

The designation supports a variety of heavy industrial uses including heavy manufacturing, distribution, assembly, resource mining, storage, and similar activities not normally compatible near residential development due to environmental nuisances such as noise and air pollution. A goal of the General Plan for industrial districts is to “achieve and maintain a strong and highly competitive industrial base that provides attractive, high-quality developments and varied employment opportunities” (Goal LU-11). Policy LU-11.5 follows this goal and calls on the City to “work with developers to encourage heavy industrial uses and uses incompatible with residential or commercial development to locate along the Agua Mansa Road Corridor (defined as that area along the Santa Ana River south to South Riverside Avenue, with West Agua Mansa Road on the west).”
According to Policy LU-1.6, new development projects must be compatible with permitted, well-maintained uses and buildings in the surrounding neighborhood or district. The 130-foot height of Building 1 allows additional storage capacity than otherwise possible in a 50-foot-tall building. Transportation impacts of the proposed project, including the implications of the 130- foot-tall building, have been fully analyzed and addressed. The findings of the Transportation Impact Analysis does not demonstrate greater impacts resulting from a 130 foot tall building compared to a 50-foot-tall building. Furthermore, view obstruction of the San Bernardino and San Gabriel Mountains will be minimal because of the project’s location (surrounded by existing industrial development). In addition, the project site is not considered a scenic vista or a public viewshed for a scenic vista and there are no scenic resources located on the project site.

Although the 130 foot tall building would be located adjacent to the Santa Ana River, it is surrounded by existing industrial development, and the project site does not provide a public viewshed of the Santa Ana River. Immediately, to the south across the Santa Ana River is the former Colton Sanitary Landfill, which occupies 113 acres of land. The Colton Sanitary Landfill stopped accepting waste on December 31, 2014. The height of the landfill is approximately over 200 feet in height. To the east is the City’s 36 acre Wastewater Treatment

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Facilities. Similarly, noise impacts from a 130 foot tall freezer storage building are not different than a 50 foot tall freezer building. Noise impacts have also been analyzed and found that the project will not contribute to noise impacts irrespective of the height of the building.

Furthermore, the building is adjacent to industrial zoned parcels and not adjacent to residentially zoned areas, schools or residential neighborhoods. The 130 foot tall building and the use it will facilitate, is not inconsistent with the purpose of the General Plan and Zoning.

In summary, the 130-foot-tall Building is a use that conforms to the objectives of Title 18. The project site is zoned M-2 Heavy Industrial Zone, which is intended for heavy manufacturing, distribution, assembly, resource mining, storge and similar activities not normally compatible near residential development due to environmental nuisances such as noise and air pollution.

2. That the proposed use, together with the conditions applicable thereto will not be detrimental to the public health, safety or welfare or materially injurious to properties or improvements in the vicinity.

The maximum height of a warehouse building is allowed to be up to 50 feet in height by right.

Warehouse buildings can exceed the maximum 50-foot height limit subject to the issuance of a Conditional Use Permit. This request involves the development of a 130-foot tall 2-story 474,021 square-foot automated freezer facility. The majority of the building, the portion which is 130 feet tall contains the freezer unit and utilizes an automated storage and retrieval system (ASRS). The system does not involve employees. The 130-foot-high building can accommodate 62,176 pallet positions that utilize 28 crane aisles to store and retrieve products and bring products to the dock area to be loaded on trucks. The 130-foot-high building does not generate any more noise, traffic or other impacts than a 50-foot-tall conventional warehouse building. The height is simply accommodating the unique operational system that involves the use of pallets and stacking systems unlike conventional warehouse buildings. The increased height does not create conditions that will be detrimental to the public health, safety or welfare or materially injurious to properties or improvements in the vicinity because the operational system (rack supported system), does not create noise, traffic or air quality impacts that are greater than a conventional warehouse operation in a 50-foot-tall building.

3. That the proposed use complies with each of the applicable provisions of this title.

As stated in findings 1 and 2 above, the use, even within a 130-foot-tall building, complies with the applicable provisions of Title 18 including noise, setbacks, landscaping and all other development standards. A Noise Impact Analysis was prepared for the project to identify, evaluate, and disclose the off-site and on-site noise impacts associated with the proposed project. Implementation of the proposed project would result in potential short-term construction and long-term operational noise and ground borne vibration impacts including traffic noise from truck traffic. But the anticipated noise impacts are not any greater just because the building is proposed to be 130 feet tall instead of 50 feet. The construction method for the 130-foot-tall building uses a “rack supported system”. This system uses racks to store products on pallets which also support the building walls, roof, refrigeration, and automation system. This construction method is used for single-story, fully automated buildings from 85 feet to 160 feet tall that are not occupied by personnel. This method eliminates the need for structural steel columns, structural roof joist and column foundations. Therefore, noise and

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other related construction and operational impacts are not greater than conventional construction involved in concrete title-up 50-foot-tall warehouse buildings.

SECTION 9. Based upon the findings set forth in Sections 3, 8, 9, 10 and 11 of this Resolution, the Planning Commission hereby approves an Architectural and Site Plan Review to allow the construction of a 474,021 square foot warehouse/office building and associated site improvements, Conditional Use Permit to allow said warehouse/office building to exceed the 50 foot height limit for a total height of 130-feet, on property measuring 35 acres in an area located at 1500 Agua Mansa Road in the M-2 (Heavy Industrial) Zone, subject to the attached conditions of approval (Exhibit “A-2”).

SECTION 10. The City Clerk shall certify to the adoption of this Resolution.

SECTION 11. This Resolution shall become effective immediately upon its adoption.

PASSED, APPROVED AND ADOPTED this 3 rd day of February, 2026.

_____________________________

FRANK NAVARRO, MAYOR

ATTEST:

______________________________
ISAAC T. SUCHIL
City Clerk

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EXHIBIT “A-1”
Final Initial Study/Consistency Checklist
Sections 1 through 5 and Appendixes are available
electronically at the following Colton, Planning Website:
https://www.coltonca.gov/779/Environmental-Documents

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EXHIBIT “A-2”

CONDITIONS OF APPROVAL

THE APPLICANT SHALL COMPLY WITH ALL CONDITIONS AS SET FORTH IN THE CONDITIONS OF APPROVAL FOR DAP-001-816:

HOLD HARMLESS

1. The Applicant shall defend, indemnify, and hold harmless the City of Colton and its officers, employees, and agents from and against any claim, action, or proceeding against the City of Colton, its officers, employees, or agents to attacks, set aside, void, or annul any approval or condition of approval of the City of Colton concerning this project, including but not limited to any approval or condition of approval of the city council, planning commission, or development services director. The City shall promptly notify the Applicant of any claim, action, or proceeding concerning the project and the City shall cooperate fully in the defense of the matter. The City reserves the right, at its own option, to choose its own attorney to represent the City, its officers, employees, and agents in the defense of the matter.

PLANNING DIVISION (909)370-5079

1. The Applicant shall meet and comply with all requirements of all reviewing agencies and shall comply with all applicable local, state, and federal rules, laws, and regulations.

2. All conditions are final unless appealed to the City Council within 10 days of the issuance of the conditions in accordance with the provisions of Colton Municipal Code Section

18.58.100. This approval is not considered final until the Applicant signs the attached acknowledgement of conditions of approval and submits the executed form to the Development Services Department.

3. This approval is for the following discretionary actions associated with the Agua Mansa Industrial project:

a) An Architectural and Site Plan Review to allow the construction of a new 474,021 square foot, 95 foot high, warehouse building and related site improvements. b) Conditional Use Permit to allow said 474,021 square foot warehouse to be over 50 feet in height for a total height of 95 feet.
c) Variance to allow 114 parking stalls when 314 parking stalls would be required. d) Development Agreement between the City of Colton and Lineage Logistics, LLC.

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hand, and these Conditions of Approval on the other hand, the Development Agreement or the Community Benefit Agreement shall control.

5. The site operation shall be limited to warehouse use with ancillary office uses. A change of use to another permitted or conditionally permitted use allowed within the M-2 zone may require new or amended discretionary permits.

6. Prior to certificate of occupancy for the first building, the site will be posted with signs stating that no truck or trailer parking shall be allowed on public streets. All truck and trailer parking shall be on-site, or at another parking truck/trailer parking facility.

7. Prior to the issuance of a certificate of occupancy, to reduce potential noise impacts from operation of backup alarms on trucks, “yard goats” and forklifts, future tenants shall incorporate an alternative warning system to the sound-based backup alarm to ensure that operation of this type of on-site equipment would not result in a substantial permanent increase in ambient noise levels in excess of the City’s noise performance threshold, or otherwise cause a nuisance to the surrounding residential neighborhoods. Such an alternative warning system may consist of flashing lights on yard goats or the use of a flag person to direct the yard goat operator. The alternative warning system shall be implemented during operation of the third shift (10:00 pm to 7:00 am) Monday through Saturday and all day Sunday. The effectiveness of this condition shall be monitored based on input from the surrounding residents with the Director of Development Services or designee assuming ultimate authority to determine whether or not on-site equipment would not result in a substantial permanent increase in ambient noise levels in excess of the City’s noise performance threshold, or otherwise cause a nuisance to the surrounding residential neighborhoods.

8. Prior to certificate of occupancy, the applicant or future tenant shall submit a Traffic Management Plan for review and approval by the City Engineer that states how truck drivers are to avoid use of local streets.

9. Prior to issuance of the first building permit, the applicant shall annex to Community Facilities District (CFD) No. 2021-1 for Public Safety Operations and to Community Facilities District (CFD) No. 2021-2 for Maintenance Services for public facilities and public safety operations, as provided by Section 53313 of the Mello Roos Community Facilities Act of 1982. The applicant shall make a non-refundable deposit toward the cost of CFD annexation, as applicable.

10. Any plans submitted for building plan check and construction plans for this project shall contain an exact reproduction of the signed Resolution of Approval (full size) on one or more of its sheets. The sheet(s) are for information only to all parties involved in the construction/grading activities and are not required to be wet sealed/stamped by a licensed Engineer/Architect.

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11. Any requests for modification, including any deviation from the approved plans and/or conditions of approval, shall be submitted to the Development Services Director for review, prior to implementation of the modification. Significant deviations from the approved plans or conditions of approval shall be subject to review and approval by the Planning Commission. The applicant requesting the modifications shall supply information deemed necessary by the Director and/or Planning Commission to make a determination.

12. All exterior building colors shall match the color and material board on file with the Planning Division. Any revision to the approved building colors shall be submitted to the Planning Division for review and approval.

13. The site shall be developed and maintained in accordance with the approved plans which include site plans, architectural elevations, exterior materials and colors, landscaping plans, and grading plans on file in the City, the conditions contained herein, and the Zoning Code.

14. All site, grading, landscape, irrigation and street improvement plan shall be coordinated for consistency prior to issuance of any permits.

15. Prior to implementation of the first building permit, the applicant shall submit a perimeter wall/fence plan to the Development Services Department.

16. Prior to issuance of grading or building permits, provide a precise lighting plan including a photometric diagram, site plan, elevations, and fixture information showing the location, height, and design of wall-mounted and building-mounted lighting, and method of shielding.

17. Prior to issuance of building permits, the applicant shall submit a landscape and irrigation plan that meets all the requirements of the Colton Zoning Code (CMC 18.24.130).

18. Prior to the submittal of applications for building permits for tenant occupancy, start of business operations and/or issuance of a certificate of occupancy and/or issuance of a business license, future occupants shall obtain a business occupancy permit (BOP) form the Development Services Department.

19. All signs shall conform to the City of Colton Sign Ordinance (Chapter 18.50 of the Colton Municipal Code). Prior to the installation of any signs, the applicant shall obtain property permits form the Development Services Department. The development Services Director shall review and shall have sole responsibility to approve or deny said signs.

20. The Applicant and/or Property Owner shall, at all times, operate and maintain the property so as not to constitute a nuisance in the community.

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same manner and painted to match roof color. The Applicant shall supply a section drawing indicating the parapet height and all proposed roof equipment. In the event additional screening is necessary, it shall be approved by the Planning Division and installed prior to final inspection and occupancy.

22. Electrical and other services facilities shall be located within an interior electrical room or approved comparable location. All electrical services facilities shall be totally screened from public view and as approved by the Planning Division.

23. The Applicant shall underground all new utilities, and utility drops, and shall underground all existing overhead utilities to the closest power pole off-site.

24. During grading and construction phases, the construction manager shall serve as the contract person in the event that dust or noise levels become disruptive to surrounding businesses. A sign shall be posted at the project site with the contact information.

25. Gas meters, backflow prevention devices and other ground-mounted mechanical or electrical equipment installed by the developer shall be inconspicuously located and screened, as approved by the Development Services Director. Location of this equipment shall be clearly noted on landscape construction documents.

26. The applicant shall be responsible for the development of two public electric vehicle charging stations per the Climate Action Plans Screening Tables completed for the project. Charging stations shall be placed in locations at the project immediately accessible to the public, or at off-site locations determined in consultation with the Planning Division, with input from the Sustainability Division. The applicant shall provide the funding for these charging stations prior to the issuance of the project’s first building permit.

27. 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. subject to the structural limitations of the warehouse structure as reviewed and approved by the Director.

28. All passenger vehicle parking lots, drive aisles, truck and trailer parking lots or truck courts 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.

29. Prior to issuance of building permit, submit an Operations and Truck Route Plan for review and approval by Public Works. The plan 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,

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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.

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

31. Idling of trucks queued or operated on-site shall not exceed 5 minutes.

32. All on-site equipment, such as forklifts and yard trucks, shall be electric with necessary electric charging stations provided.

33. 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

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

35. 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 operations assume in the approved entitlements for the facility.

36. 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.

37. Nesting bird surveys shall be conducted prior to any construction activities during the nesting season to avoid potentially taking any birds or active nests. The survey should be submitted to the Planning Division for review.

38. Landscape and Irrigation plans shall be revised to show code conforming number of trees and size of trees in a table on the cover page of the plans for the project site.

39. The site plan submitted for Plan Check Review shall identify code required motorcycle parking spaces and identify Electrical Vehicle (EV) parking stalls and EV infrastructure for future charging stations for standard parking spaces and van accessible parking spaces.

40. The project and the development of the site is subject to the following conditions of approval regarding Tribal Cultural Resources:

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a. In the event that cultural resources are discovered during project activities, all work in the immediate vicinity of the find (within a 60-foot buffer) shall cease and a qualified Archaeologist meeting Secretary of Interior standards shall be hired to assess the find.

Work on the other portions of the project outside of the buffered area may continue during this assessment period. Additionally, the San Manuel Band of Mission Indians (SMBMI) and Gabrielino Band of Mission Indians/Kizh Nation Cultural Resources Department shall be contacted, as detailed within TCR-1, regarding any pre-contact and/or historic- era finds and be provided information after the Archaeologist makes his/her initial assessment of the nature of the find, so as to provide Tribal input with regards to significance and treatment.
b. If significant pre-contact and/or historic-era cultural resources, as defined by CEQA (as amended, 2015), are discovered and avoidance cannot be ensured, the Archaeologist shall develop a Monitoring and Treatment Plan, the drafts of which shall be provided to SMBMI and Kizh Nation for review and comment, as detailed within TCR-1. The Archaeologist shall monitor the remainder of the project and implement the Plan accordingly.
c. If human remains or funerary objects are encountered during any activities associated with the project, work in the immediate vicinity (within a 100-foot buffer of the find) shall cease and the County Coroner shall be contacted pursuant to State Health and Safety Code Section 7050.5 and that code enforced for the duration of the project. d. The San Manuel Band of Mission Indians Cultural Resources Department (SMBMI) and the Kizh Nation shall be contacted, as detailed in CR-1, of any pre-contact and/or historic- era cultural resources discovered during project implementation and be provided information regarding the nature of the find, so as to provide Tribal input with regards to significance and treatment. Should the find be deemed significant, as defined by CEQA (as amended, 2015), a cultural resource Monitoring and Treatment Plan shall be created by the Archaeologist, in coordination with SMBMI and Kizh Nation, and all subsequent finds shall be subject to this Plan. This Plan shall allow for a monitor to be present that represents SMBMI for the remainder of the project, should SMBMI and Kizh Nation elect to place a monitor on-site.
e. Any and all archaeological/cultural documents created as a part of the project (isolate records, site records, survey reports, testing reports, etc.) shall be supplied to the applicant and Lead Agency for dissemination to SMBMI and Kizh Nation. The Lead Agency and/or applicant shall, in good faith, consult with SMBMI and Kizh Nation throughout the life of the project.

41. The project shall comply with all applicable mitigation measures as identified by the Mitigation Monitoring and Reporting Program of the General Plan Update Environmental Impact Report for the City of Colton (SCH No. No. 2012031037).

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42. Pursuant to the California Attorney General, Warehouse Projects: Best Practices and Mitigation Measures to Comply with the California Environmental Quality Act (Updated September 2022), the following shall apply:
a. No parking shall be allowed on Agua Mansa Road.
b. The project shall provide electrical hookups to the power grid, rather than use diesel-fueled generators, for electric construction tools, such as saws, drills, and compressors, and shall use electric tools whenever feasible.
c. During project construction, the project contractors shall keep all equipment maintenance records and data sheets, including design specifications and emission control tier classifications, on-site or at the contractor’s office and shall furnish documents to the Lead Agency or other regulators, upon request.
d. The project owner shall require facility operators to hire experienced employees or to train managers and employees on efficient scheduling and load management to eliminate unnecessary queuing and idling of trucks.
e. The project owner shall require operators to establish and promote a rideshare program that discourages single-occupancy vehicle trips and provides financial incentives for alternate modes of transportation, including carpooling, public transit, and biking. f. The project applicant/developer/owner shall provide tenants with information on incentive programs, such as the Carl Moyer Program and Voucher Incentive Program, to upgrade their fleets, should that tenant have a Fleet.
g. For the warehouse/industrial portion of the project, the buildings’ electrical room shall be sufficiently sized to hold additional future panels that may be needed to supply power for the future installation of electric vehicle (EV) truck charging stations on the site. Conduit should be installed from the electrical room to tractor- trailer parking spaces in a logical location(s) on the site determined by the project applicant during construction document plan check, for the purpose of accommodating the future installation of EV truck charging stations at such time this technology becomes commercially available, is proven economically viable, an available source of acceptable, adjacent/off-site power is available, and the buildings are being served by trucks with electric-powered engines. h. Prior to issuance of a building permit, the project proponent shall provide the City with an on-site signage program that clearly identifies the required on-site circulation system, for the industrial portion of the project. This shall be accomplished through posted signs and painting on driveways and internal roadways.

CODE ENFORCEMENT/POLICE DEPARTMENT (909) 370-5114

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1. Landscaping: Property manager or tenant will maintain all approved landscaping in good condition, including but not limited to adequate irrigation, mowing of grass, replacing dead trees and shrubs. Above ground landscaping controls or backflow valves will be secured in a locked metal cage to prevent theft or vandalism.

2. Loitering: Loitering is prohibited on or about the premises. No exterior fixtures or furnishings at or adjacent to the location that encourage loitering and nuisance behavior, including exterior pay telephones.

3. Litter/Graffiti: The exterior of the business and areas adjacent to the business over which the owner/tenant has control, including all signs and accessory buildings and structures, shall be maintained free of litter and graffiti at all times. The owner or operator shall provide for daily removal of trash, litter and debris from the premises and on all abutting sidewalks and parking lots within twenty (20) feet of the premises. Graffiti shall be removed within forty-eight (48) hours with a color-matching paint. The expectation for graffiti cover up is an appearance that the graffiti never existed.

4. The applicant shall grant “right of access” by the City or agent to remove graffiti.

5. Exterior Lighting: All lighting will be maintained in good working order. All lighting shall be shown on the required plot plans. Lighting shall be designed and installed in such a manner that provides adequate lamination to all parking spaces, stalls, walkways, corridors, and stairways, ensuring there are no dim, dark, or shadowed areas (other than shadows naturally cast beneath the actual vehicles.). Lighting level will be a minimum footcandles as required by ordinance. The placement of the lighting fixtures shall be such that the angle of projected light does not interfere or hinder the vision of police officers or security personnel patrolling the areas. All lighting will be property shielded so as to not trespass or disturb neighboring residences, adjacent businesses, or persons while driving vehicles upon the roadway. In the event a lighting fixture becomes inoperable, the property management will have the lighting repaired within seventy-tow (72) hours.

6. General Parking: Parking lot shall be maintained in accordance with Title 18 of the Colton Municipal Code, zoning ordinance requirements for paving and striping. Parking shall include the required amount of Disabled parking to ADA specifications and dimensions. All parking lot entrances will be posted in compliance with Vehicle Code 22658 which minimally includes: A substantive statement prohibiting public parking, states vehicles will be towed at owner’s expense, references Vehicle Code 22658, and must be a minimum of 17”X22”with a minimum of 1” letters. In addition, the sign will indicate the name of the private towing company and phone number above the police department name and phone.

7. Disabled Parking: All disabled parking spaces will comply with Americans with Disabilities Act (ADA) requirements and Vehicle Code 22511.8. In addition, disabled parking will be clearly indicated by all three indicia: 1) blue wheel stop and/or curb, 2) blue sign with white wheelchair symbol at head of space, and 3) blue field with wheelchair symbol and blue striping painted on the ground. All parking lot entrances will be posted in accordance with Vehicle Code 22511.8(d).

8. Storage: Parking and trash areas will not be used for storage of materials including hazardous materials, including but not limited to tires, waste oil, and inoperable or unregistered vehicles.

9. Signage: Applicant will fully comply with Colton Municipal Code Section 18.50 Sign Ordinance as amended. Temporary promotional signs require a permit and must be authorized

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by Development Services prior to display. Refer to Code Section 18.50 for additional signage permitting and requirements.

10. Advertisements: Handbills or advertisements may be distributed in public places person-to- person but will not be placed or left upon unoccupied vehicles or otherwise left unattended in public places.

11. Special Events: Per Colton Municipal Code Chapter 5.44, applicant shall not conduct, operate, maintain, organize, advertise, or sell or furnish tickets for a special event or permit the subject property to be used for any special event without first obtaining a special event permit. Special events include, but are not limited to, sales events where merchandise, goods, or vehicles are displayed for sale on the property, political functions, fundraising events by non-profit entities, and events featuring motivational or educational speakers. The Special Event Committee may expressly grant a minor variance of conditions specific to individual special events.

12. Surveillance Monitoring: Should permittee install a video surveillance monitoring system, the video system shall be capable of recording a clear view of all areas of the subject property including, but not limited to, parking lots, walkways, corridors, all sides of buildings, the perimeter landscape areas. Recordings shall be retained for a minimum of 30 days. Copies of recordings will be provided to the Colton Police Department upon request.

13. After hours Contact Information: Permittee will ensure after hours contact person information is kept current and on file with the Colton Police Department dispatch center. Ideally there should be several responsible persons available to respond in case of emergency; each should be a key holder with knowledge of alarm reset codes, available to respond within 20-30 minutes, and of sufficient authority to facilitate a board up or other emergency repair measures.

Permittee shall grant “right of access” to the City of Colton and its employees or agents to remove graffiti and to determine if the applicant is in compliance with these conditions.

15. Both sides of public right-of-way of Agua Mansa Road along the subject property shall be maintained free from trash and debris along the public right-of-way.

BUILDING & SAFETY DIVISION (909 370-5079

1. Shall comply with the latest adopted edition of the following codes:

California Building Standards Code (Title 24, California Code of Regulations) Building Code and its appendices and standards. The 2019 edition of the California Codes became effective for all permit applications submitted after January 1, 2020. a. Building Code
b. Building Security Code
c. Electrical Code
d. Energy Efficiency Standards
e. Fire Code and its appendices and standards
f. Green Code

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g. Mechanical Code and its appendices and standards

2. The project developer/applicant shall comply with the City of Colton Water Efficient landscape Ordinance. The developer shall provide the Building and Safety division with all information regarding with the project’s water efficient requirements and compliance and methods.

3. The requirements of the Department of Environmental Health Services and the Air Quality Management District shall be satisfied prior to the issuance of any permit if hazardous materials are stored and/or used.

4. Any temporary building, trailer, commercial coach, etc. installed and/or used in connection with a construction project shall comply with City Code and Regulations.

5. All property lines, easement lines, etc. shall be located and/or relocated in such a manner as to not cause any existing structure to become non-conforming with the requirements of the latest adopted edition of the Building Code, or any other applicable law, ordinance, or code.

6. All exterior lighting shall be orientated, directed, and/or shielded as much as possible so that direct illumination does not infringe onto adjoining properties.

7. Prior to final inspection, all plans will be placed on a CD Rom for reference and verification.

Plans will include all project revisions and changes to original design. The CD will also include the projects energy calculations (Title 24) structural calculations, all additional supporting documents and all other pertinent information. It will be the responsibility of the developer and/or the building or property owner(s) to bear all costs required for this process.

The CD will be presented to the Building and Safety Division for review and approval prior to final inspection and building occupancy. The CD will become the property of the Colton Building and Safety Division at that time.

8. All signs shall be Underwriters Laboratories, Listed or equal.

9. The Tract or Parcel map shall record prior to the issuance of Building permits.

10. If hazardous substances are used and/or stored, a technical opinion and report, identifying and developing methods of protection from the hazards presented by the hazardous materials may be required. This report shall be prepared by a qualified person, firm, or corporation and submitted to the Building & Safety Division. This report shall also explain the proposed facility's intended methods of operation and list all of the proposed materials, their quantities, classifications, and the effects of any chemical (material) inter-mixing in the event of an accident or spill.

11. The existing parcels shall be combined into a single parcel, or a lot line adjustment shall be done so that the proposed structure does not cross any property line and complies with all requirements of the California Building Code, prior to any building permits being issue.

12. Applicant shall submit tenant improvement plans for review and approval prior to construction and occupancy. Tenant improvement plans shall show furniture arrangement and all life safety components. (I.e. Accessible path of travel, aisles, emergency lights, and emergency exit sings, exits, etc.).

13. The removal and demolition of existing structures requires a Building Permit. It shall be as per separate plan review submittal.

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14. Prior to issuance of building/construction permits, the following items shall be completed and/or submitted to Building & Safety – as applicable:
a. Precise grading plans shall be approved
b. Rough grading completed
c. Compaction certification
d. Pad elevation certification
e. Rough grade inspection signed off by a Public Works Inspector FIRE DEPARTMENT (909) 370-5100

1. Show nearest fire hydrant locations and locations for proposed on-site fire hydrants.

2. Provide a Fire Department Access Plan showing shaded access lanes, red curbing, locations of proposed on-site fire hydrants, PIV, FDC, DDC.

3. The development shall conform with all the requirements of the city of Colton’s Municipal Code requiring on-site fire protection prior to construction.

4. Access roadways (minimum 26 feet clear width) shall be provided in accordance with the City’s Municipal Code.

5. A municipal water supply system (public fire hydrants) shall be provided, capable of providing the required fire flow for the proposed type of construction. Minimum fire flow for this project shall calculated when construction type is known or applicant can refer to Appendix B of the California Fire Code)

6. On-site fire hydrants shall be required for this project and installed prior to construction.

Detailed drawings with supporting calculations shall be submitted to the Fire Department/Fire Safety Division for review, approval, and permit issuance prior to installation.

7. An engineered automatic fire sprinkler system is required for this project. Detailed drawings and calculations shall be submitted to the fire department for review, approval and permit issuance, and prior to installation.

8. Premise identification shall be provided in accordance with the City’s' Security Ordinance #0- 13-89, Section XIV (residential), Section XV (commercial). Address shall be internally lit during the hours of darkness.

9. Where access to or within a structure is restricted due to secured openings, a "Knox" rapid entry key system will be required. The key box or switch shall be located in an accessible location, as determined by the Fire Department. Building size will determine number of Knox boxes needed. These buildings will require (4) Knox boxes, installation height will be no higher than 6’.

10. If temporary fencing is used to enclose the construction site, at least two (2) means of unobstructed access must be installed and maintained in locations as to give maximum access to all parts of the site, and in accordance with the Fire Departments' requirements.

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11. All interior/exterior utility doors shall be marked to function i.e. Electrical Room etc.

12. Portable fire extinguishers shall be required for this project. Size, type, and locations shall be determined by the fire department's field inspector.

13. The proposed facility's use and/or operations shall be designed and maintained in accordance with the 2018/2019 editions of the International Fire and Building Codes / California Fire and Building Codes (Title 24).

14. A fire alarm system designed; installed and maintained in accordance with National Fire Protection Association's Standard #72 (N.F.P.A. 72) shall be provided. Detailed drawings with supporting calculations shall be submitted to the fire department for review, approval and permit issuance, and prior to the installation.

15. Deferred plan submittals to the Fire Department and separate permits from the Fire Department are required on the following:
a. automatic fire suppression/sprinkler systems/standpipes b. fire alarms
c. onsite fire mains and fire hydrants
d. high piled combustible storage

16. A "Knox" vault shall be provided for the retention of the facility's pre-fire plan, business plan, and material safety data sheets (M.S.D.S.). Location shall be determined by the fire prevention field inspector.

17. The applicant shall comply with all Fire Department requirements as noted during the business occupancy process. (B.O.P.)

18. Visible hazard identification signs (placards) in accordance with the International Fire Code and as specified by N.F.P.A 704 shall be provided and placed at the entrances to locations where hazardous materials are stored, dispensed, or used in quantities.

19. A Fire Department Permit will be required for your operations in accordance with Section 105 of the International Fire Code. The fire permit shall be obtained from the Fire Safety Division of the Fire Department.

20. Chapter 6.95 of the California Health and Safety Code requires that facilities that handle hazardous materials or generate hazardous wastes must comply with hazardous material disclosure laws. a "business emergency /contingency plan" will be required for this project prior to occupancy.

PUBLIC WORKS DEPARTMENT (909) 370-5065

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1. STREET IMPROVEMENTS

a) The proposed project shall contribute a fair-share towards the cost of constructing the Agua Mansa Road Bridge crossing at Rialto Channel as stipulated in the approved Development Agreement.

b) Construct missing street improvements along the project frontage (along Agua Mansa Rd.) consisting of curb, gutter, sidewalk, A.C. pavement, driveway approaches, handicap access ramps, streetlights, street signs, and roadway striping, etc., as per the approved Street Improvement Plans and City of Colton Standard Specifications. This includes dedication of necessary right of way of 66-feet in width for street improvements and three (3) additional feet for a landscaping easement along the entire south side of the entire project frontage to be maintained by the developer/owner.

c) All fronting improvements must meet ADA accessibility standards.

d) An automatic sprinkler system shall be installed within any landscaped open space areas, including between the sidewalk and the right-of-way line along the property frontage.

f) The Developer shall construct facilities to mitigate traffic impacts as identified by the traffic impact study or pay fair share of proposed mitigations.

h) On-Site Precise Grading Plans shall be designed so that enough on-site truck queuing can be accommodated to prevent queuing overflow onto the public right of way.

i) Install “No Parking Any Time” R26(CA) signage along the property frontage.

k) Install traffic signal at Driveway 3 of Agua Mansa Road

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l) Ensure final plans show the following regarding shared driveway #3, and #1:

i. Driveway #1, West RAD = 35’, East RAD = 45’, and shifted by 14’ ii. Driveway #3 West RAD = 35’, East RAD = 45’

2 GRADING

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j. Submit drainage/hydrology study calculations and a hydraulic analysis for both developed and undeveloped conditions to the City of Colton for review and approval.

“No contaminated water shall be allowed to discharge on sidewalks, gutter, storm

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drains, parkways and driveways at any time.”

p. A pad certification prepared by a licensed Civil Engineer registered in the State of California shall be submitted prior to issuance of building permits.

q. Prior to final project acceptance, the applicant shall submit an as-built set of grading plans. No final will be authorized until as-builts are submitted to the Public Works Department.

3. WATER AND WASTEWATER REQUIREMENTS

a. The Development shall meet all the requirements as set forth by the water/wastewater department for water, sewer and pretreatment facilities.

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c) Other off-site improvements include sewer system conveyance improvements that serve the project site. The proposed improvement would accommodate the discharge from the Proposed Project and improve the delivery of the flow to the City’s Wastewater Treatment Plant. The improvements include extension of the existing 8-inch force main at Agua Mansa Road and Rancho to the nearest manhole at South Fogg Street around 800 feet. This improvement will divert all the flow from the project site directly to the main plant sump and lift station to avoid Sanitary Sewer Overflow (SSO) on the 21- inch line.

d. Submit onsite utility plans to the City Engineer for review and approval.

e. All sewer lines shall be extra strength vitrified clay pipes, and the sewer main line shall be a minimum of 8” diameter or the size will be finalized during the design phase.

f. A sewer check valve shall be provided with a finished pad elevation lower than the rim elevation of the immediate up-stream sewer manhole.

g. Show on the plans the location of sewer mainline, nearest manhole, lateral serving the project and configuration of tie-in mainline.

h. A note shall be placed on the plans stating the lateral location shall be marked on the curb with “S” for sewer.

4. FEES

a) A Plan Check fee for the proposed improvements shall be paid prior to plan checking proceedings in accordance with the fee schedule in effect at the time the fees are paid.

b) Public Works Inspection Permits and fees are required prior to construction within the project site and the public right-of-way.

c) Sewer and water connection fees shall be paid prior to issuance of building permits in accordance with the fee schedule in effect at the time the fees are paid.

5. IMPROVEMENT PLANS AND FINAL MAP
a) Improvement Plans for the proposed development shall be prepared as a separate set of drawing for each of the following categories.

i. Rough Grading Plan
ii. Street and Storm Drain Plans
iii. Sewer, water, and Onsite Utility Plans
iv. Precise Grading and Plot Plan
v. Electrical Improvement Plan
vi. Landscape Plan

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vii. Final Parcel Map

b) In accordance with the Subdivision Map Act, the applicant can submit a lot line adjustment while the Tentative and Final Map is processed.

e) Submit a copy of the Title Report to the Engineering Division, not older than 90 days.

f) All plans, including grading plans shall be drawn on 24” x 36” 4 mil Mylar.

Construction plans for gas, telephone, electric and cable TV etc., shall be submitted to the City for records.

h) A small index map shall be included on the title sheet of each set of plans, showing the overall layout of the public improvements.

6. CONSTRUCTION & MAINTENANCE OF PUBLIC IMPROVEMENTS
a. All required water lines and fire hydrants shall be installed and made operable before any building permits for framing are issued. This may be completed in phases if the construction work is in progress for emergency vehicles.

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b. Vehicular access shall be maintained at all times to all parts of the proposed development, where construction work is in progress, for emergency vehicles.

e. All required public improvements shall be completed, tested, and approved by the Engineering Division prior to the issuance of any Certificate of Occupancy.

7. STUDIES & REPORTS
a. Submit a soils report prepared by a registered geologist or soils engineer. This report should be based on soil samples taken from the site and should analyze the existing geotechnical conditions of the site to determine if the existing soil is adequate for the development and safe from hazardous or deleterious materials. The report should also satisfactorily address the compaction and soil stability characteristics of the site. The number of soil borings performed on the site shall be strategically located throughout the site.

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c. Submit drainage/hydrology study calculations and a hydraulic analysis for both developed and undeveloped conditions to the City of Colton for review and approval.

ELECTRICAL UTILITY DEPARTMENT (909) 370-5104

1. General Conditions and Requirements (New Service):

Developer shall provide the electric site AUTOCAD plans to the Electric Department when a new service design is necessary. Send AUTOCAD plans to [email protected]

c. The Auto Cad plans shall include:

i. proposed building(s) footprint, existing utilities, utilities pole, proposed transformers, address, vicinity map, center lines, contact person, property / right of way lines, set back lines, station numbers, address, and assessor’s parcel number. 1”=20’ scale. ii. For private property, plans shall show an easement covering the facilities located on their property.
iii. Plans shall include any notes pertaining to design/planning of electrical system. iv. Customer / Developer shall email approved plan(s) and/or contact Electric Utility Planning/Engineering Department for any design / planning information.

e. The developer is required to follow Colton Electric Utility Approved Electric Utility plan and meet all of Colton Electric Utility Standards.

2. Conditions and requirements specific to the project:

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a. The Electric Department shall be notified if any interconnection (Solar, generator etc.) being made prior to construction.

b. Plans will only be approved via electronic copies along with the hardcopy. Please send PDF plans to [email protected]. This is during plan check phase.

SUSTAINABILITY DIVISION

2. Complete the Self Reporting form for Organics Recycling. 6.16.300 – Commercial Organic Waste Recycling Program.

4. EV charger ready also to be located on plans.

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https://library.municode.com/ca/colton/codes/code_of_ordinances?nodeId=TIT13UT_CH

13. 30WAEFLAOR_13.30.100LADEPL

6. Abide by the City’s Tree palate as specified in the Urban Forestry Management Plan. http://www.coltononline.com/DocumentCenter/View/4004

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ORDINANCE NO. O-03-26

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

COLTON, CALIFORNIA TO APPROVE A DEVELOPMENT
AGREEMENT NO. O -03-26 BETWEEN THE CITY OF COLTON

AND LINEAGE LOGISTICS, LLC FOR THE AGUA MANSA

LOGISTICS CENTER PROJECT, FOR PROPERTY GENERALLY
LOCATED AT 1500 AGUA MANSA DRIVE IN THE CITY OF
COLTON (CASE INDEX NO. DAP-001-816)

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 economic 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 protec t 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, Lineage Logistics, LLC , a Delaware limited liability company (“Developer”) proposes to develop the Building 1 of the Agua Mansa Logistics Center (Case No. DAP -001-816), more particularly described in Exhibit “ B-1”, attached hereto and incorporated herein by reference (“Project”); and

WHEREAS, on May 9, 2023, the Planning Commission of the City of Colton approved the Architectural & Site Plan Review, Conditional Use Permit , Major Certificate of Appropriateness 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 pla nning for and proceeding with development of the Project; and

WHEREAS, at a duly noticed public hearing held on May 9, 2023 , the Planning Commission considered the Staff Report, the Development Agreement, all recommendations by staff, and public testimony, and adopted Resolution No. R-06-23, 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 policies of the City’s General Plan; and

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WHEREAS, the City Council has found that this Development Agreement is consistent with the City’s General Plan; and

WHEREAS, the City Council has determined that by entering into the Development Agreement: (i) the City 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 bene fits 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, previously, on June 20 and July 18, 2023, City Council adopted Resolution Nos. R-6-23 and R-73-23, which approved the Tentative Parcel Map No. 20358 and other related project approvals, including Ordinances Nos. O -06-23 and O -05-23 and the approval and adoption of the Initial Study/15183 Analysis pursuant to Public Resources Code section 21083.3 and State CEQA Guidelines section 15183 (“15183 Analysis”); and

WHEREAS, subsequently, the San Bernardino Superior Court (Case No.

CIVSB2317228) issued a peremptory writ of mandate, directing the City of Colton to void, vacate, and set aside the approvals set forth in Resolution Nos. R -6-23 and R-73-23, and any other resolutions related to the project, and further directed that prior to City Council taking any action with regard to issuance of any approvals related to Resolution Nos. R -60-23 and R-73- 23, the City shall conduct a mitigation analysis as it pertains to ope rational air quality impacts pursuant to the Court’s June 3, 2024 ruling and State CEQA Guidelines section 15183; and

WHEREAS, on February 3, 2025, City Council adopted Resolution No. R -04-26, to void, vacate, and set aside the approvals set forth in Resolution Nos. R -60-23, R-73-23, R-15- 24, R-16-24, and R-17-24 and Ordinances Nos. O-06-23 and O-05-23; and

WHEREAS, in order to address the peremptory writ of mandate in Case No.

CIVSB2317228, the City prepared a revised 15183 Analysis, in accordance with the provisions of the California Environmental Quality Act (“CEQA”); and

WHEREAS, pursuant to CEQA Guidelines section 15183, projects which are consistent with the development density established by existing zoning, community plan, or general plan policies for which an EIR was certified shall not require additional environmental review, except as might be necessary to examine whether there are project -specific significant effects which are peculiar to the project or its site; and

WHEREAS, Lineage Logistics is seeking City approval to allow for the construction of a new warehouse/office building at 1400 Agua Mansa Road and developer IDI Logistics is seeking City approval to allow for the construction and operation of a new warehouse/office buildings at 1500 Agua Mansa Road (“Project”);and

WHEREAS, the City has conducted an analysis of the Project, consistent with CEQA Guidelines section 15183 (“Section 15183 Analysis”), and found that it is in conformance with

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the analysis and conclusions of the General Plan EIR, that there are no new significant off-site or cumulative impacts that were not analyzed in the General Plan EIR, that there are no adverse impacts that are more severe than those previously identified in the General Plan EIR.

WHEREAS, on February 3, 2026, the City Council held a duly noticed public hearing on the Development Agreement No. O-03-26 attached herein as Exhibit B-1; 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. . COMPLIANCE WITH THE CALIFORNIA ENVIRONMENTAL QUALITY ACT. As a decision -making body for the Project, the City Council has reviewed and considered the information contained in the Revised 15183 Analysis, comments received, and other documents contained in the administrative record for the Project. Based on the C ity Council independent review and analysis it finds that the Revised 15183 Analysis and administrative record contain a complete and accurate reporting of the environmental impacts associated with the Project, and that the Revised 15183 updated Analysis has been completed in compliance with CEQA and the State CEQA Guidelines.

SECTION 2. FINDINGS ON ENVIRONMENTAL IMPACTS. Based on the whole record before it, including the Revised 15183 Analysis, the administrative record, and all other written and oral evidence, the City Council finds that the Project will not have an adverse impact on the environment. According to Sectio n 15183(a) (Projects Consistent with a Community Plan or Zoning), of the CEQA Guidelines, additional environmental review is not required for projects “which are consistent with the development density establishe d by existing zoning, community plan, or general plan policies for which an EIR was certified,” except as might be necessary to determine whether there are project-specific significant effects. A Revised 15183 Analysis was prepared to evaluate the proposed Project’s consistency with the certified 2013 City General Plan EIR to determine whether it would have new or more severe significant environmental effects beyond those identified in the 2013 General Plan EIR. Environmental impacts associated with the pro posed Project would be similar to those anticipated for the project area in the 2013 General Plan EIR. Mitigation beyond that identified in the 2013 General Plan EIR is not required. As such, pursuant to CEQA Guidelines section 15183, no additional environmental review or documentation is required under CEQA because all environmental impacts of the Project (DAP -001-816) are either less than significant or can be mitigated to a level of less than significant under the mitigation measures outlined in the Revi sed 15183 Analysis, alternatively, there is no substantial evidence in the administrative record supporting a fair argument that the Project may result in any significant environmental impacts.

SECTION 3. ADOPTION OF THE REVISED 15183 ANALYSIS. The City Council hereby approves and adopts the Revised 15183 Analysis as attached hereto as Exhibit “A-1.”.

SECTION 4. ADOPTION OF THE MITIGATION MONITORING AND

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REPORTING PROGRAM. In accordance with Public Resources Code section 21081.6, the City Council hereby adopts the MMRP previously adopted for the General Plan EIR as it pertains to the Project. In the event of any inconsistencies between the Mitigation Measures as set forth in the Section 15183 Analysis and the MMRP, the MMRP.

SECTION 6 . NOTICE OF DETERMINATION . The City Council hereby directs staff to prepare, execute, and file a Notice of Determination with the County Clerk’s office and the Office of Planning and Research within five (5) working days of adoption of this Ordinance.

SECTION 7. Pursuant to California Government Code Section 65865, the City Council hereby approves the Development Agreement No. O-03-26, attached hereto as Exhibit "B-1", entitled "A Development Agreement No. O-03-26 between City of Colton and Lineage Logistics LLC, a Delaware limited liability company” attached herein in Exhibit B-1 (aka “ Agua Mansa Log istics Center , Building 1 Development Agreement”) (the "Development Agreement").

SECTION 8. 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 and 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 9. 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 10 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 conv enience, general welfare and good land use practice; and (iv) the Development Agreement will not adversely affect the orderly development or 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 one-time payment of $ 4 million to

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the City’s general fund ; (b) one-time contribution of $350,000 to the City for fire truck apparatus; (c) guaranteed annual payments to the City’s general fund in perpetuity should the developer install solar panels; and (d) agreement to annex into the City’s Maintenance and Public Safety Community Facilities Districts as fully referenced in Development Agreement No. O-03-26 hereto attached as Exhibit B-2.

SECTION 12. 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 the full execution thereof, the City Clerk shall record the Development Agreement with the San Bernardino County Recorder.

PASSED, APPROVED, AND ADOPTED THIS ____DAY OF FEBRUARY, 2026.

___________________________________
FRANK J. NAVARRO
Mayor
ATTEST:

__________________________________
ISAAC T. SUCHIL
City Clerk

APPROVED AS TO FORM:

__________________________________
Best Best & Krieger LLP
City Attorney

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EXHIBIT “B-1”
Development Agreement No. O-03-26

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51/2231/263

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. O-03-26

A DEVELOPMENT AGREEMENT BETWEEN

CITY OF COLTON
and
LINEAGE LOGISTICS, LLC, a Delaware limited liability company

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DEVELOPMENT AGREEMENT
This Development Agreement ( "Agreement") is entered into as of this ___ day of February, 20236 by and between the City of Colton, California ( "City"), and Lineage Logistics, LLC , a Delaware limited liability company ( "Lineage" or "Owner"). At times, the City and Owner are referred to jointly 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 equitable 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 holds legal title to the real property described in Exhibit "A" to this Agreement 1 (the "Property") and depicted on Exhibit "B" commonly known as 1500 Aqua Mansa Road, Colton, CA.

D. The Property consists of approximately 35.95 gross acres designated as Heavy Industrial (M-2) in both the City General Plan and Zoning Code.

E. Owner proposes to develop the Property with a state-of-the-art concrete tilt-up industrial warehouse building of approximately 474,021 square foot state of the art cold storage warehouse, including a storage area constructed of a rack supported, architectural insulated metal panel skin and the balance constructed of conventionally framed steel structure with pre-cast or tilt wall skin (the "Project").

F. Owner is requesting from the City the following discretionary approvals (collectively, the "Initial Development Approvals"):
a. This Agreement;
b. Architectural and Site Plan Approval DAP-001-796816;

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

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c. Conditional Use Permit No. DAP-001-796 816 related to (i) the storage of trailers and/or trucks; and (ii) 24-hour warehouse operation; and (iii) the construction of the Project at a height of 130 feet;
d. d. Variance No. DAP-001-796 for the Project, to allow a reduction in the number of required parking spaces;
e.d. Tentative Parcel Map No. 20358 to consolidate multiple legal lots into two separate legal parcels (the "Parcel Map").
f.e. The Initial Development Approvals include various Project Conditions of Approvals, which are attached hereto and incorporated herein by reference as Exhibit "F" ("Project Conditions of Approval").

G. [Intentionally left blank].

H. In addition to the Initial Development Approvals, Owner shall require "Subsequent Development Approvals " [see definition in Section 1.1( jj) below] to complete development of the Project.

I. 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.

J. 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.

K. 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.

L. 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").

M. The physical effects, if any, of the Project on the environment have been separately analyzed pursuant to the California Environmental Quality Act ("CEQA").

N. In accordance with Section 18.58.010 of the Colton Municipal Code, the 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.

O. On __________, May 9, 2023, the Planning Commission held a duly noticed public hearing at which the Planning Commission recommended approval of this Agreement to the City Council.

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P. On _____________, February 3, 20263, the City Council adopted a CEQA Section 15183 Consistency Analysis for the Project, approved the Initial Development Approvals, and conducted the first reading of Ordinance No. _________ O-03-26 (the "Adopting Ordinance") approving this Agreement.

Q. On _____________, February ___, 20236, the City Council adopted the Adopting Ordinance.

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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-03-26 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 ha s 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 February _______________, 20236.
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, and/or development of the Property pursuant to this Agreement, including, without limitation, those for site plan review, architectural review, excavation, grading, building, construction,

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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" (DIF) 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 districts, 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. "DIF Freeze Period " means the five (5) year period where existing Development Impact Fees in effect will be frozen, as specified in Exhibit "D".
p. "Effective Date" means the date the ordinance approving and authorizing this Agreement becomes effective.

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q. "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 effective until the Effective Date, has Owner's prior written consent and shall be considered an Existing Land Use Regulation.
r. "Extension" refers to an extension of the Term pursuant to Section 2.1 below.
s. "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.
t. "Indemnify" means, when used in Section 8 below, to defend, indemnify, and hold harmless.
u. "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. v. "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 permitted use of land, the density or intensity of use, subdivision requir ements, 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.

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w. " [Intentionally left blank]
x. " [Intentionally left blank]
y. "Major Default" means either individual Owner's material and substantial failure to meet that Owner's obligations to provide the Public Benefits contemplated by this Agreement after notice and a reasonable opportunity to cure an alleged Major Default.
z. "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.
aa. "Notice" means any written communication, request, demand, approval, statement, report, acceptance, consent, waiver, appointment, or similar action required or permitted by this Agreement.
bb. "Owner" means Lineage, and its successors and assigns with respect to the ownership of the Property.
cc. "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.
dd. "Processing Fees " means all City application, processing, permit, and similar fees that are generally applicable to all development projects within the City, including those imposed to cover the estimated actual costs to City of processing applications for Development Appr ovals or for monitoring compliance with Development Approvals granted or issued. ee. "Parcel Map" means Tentative Parcel Map No. 20358, which is part of the "Initial Development Approvals."
ff. "Project" means the development of the Property as set forth in the Development Plan, as described in Recital E.
gg. "Project Conditions of Approval " means the conditions of approval imposed by the City in the Initial Development Approvals, and specified in Exhibit "F".
hh. "Property" means the real property described on Exhibit "A" and depicted on Exhibit "B".
ii. "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.
jj. "Subsequent Development Approvals" means all Development Approvals for the Project which are approved, granted, or issued after the Approval

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Date and which are required or permitted by the Applicable Rules and/or this Agreement.
kk. "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. ll. "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
Exhibit "E" – [Intentionally left blank]
Exhibit "F"—Project Conditions of Approval

2. DURATION OF AGREEMENT

2.1. Term. This Agreement shall start on the Effective Date and remain in effect for a term of fifteen (15 ) years (the "Term"). The Term may be further modified by mutual written agreement of the Parties. 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 accordance with the terms of this Agreement including issuance of all required occupancy permits for the Project and Owner’s dedication 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 any 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 of this Agreement.

3. CONVEYANCE, ASSIGNMENT, AND RELEASE

3.1. Right to Assign. Owner shall have the right to sell, transfer, assign, or otherwise convey its Property in whole or in part (provided that no such partial transfer shall

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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's Assignee."
b. User Assignee. An Assignee who acquires an interest all of the Property in an improved condition and does not intend to further improve the Property pursuant to this Agreement shall be referred to as a "User Assignee."

3.3. Rights and Obligations of Owner 's Assignee. Subject to compliance with this Section 3.3, an Owner Assignee shall succeed to the rights and obligations of the 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 Property 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 Assignment, 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 and the City. An "Assignment and Assumption Agreement " 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,

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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 must succeed to the rights and obligations of Owner under this Agreement with respect to the Property conveyed to the User Assignee. The provisions of Section 3.3 above shall 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 not 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 without 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 the Property conveyed if:
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, the conveying 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 its respective Property in accordance with, and to the full extent permitted by the Existing Land Use Regulations, the Initial Development Approvals, the Project Conditions of Approval, all Subsequent Development Approvals, and any Subsequent Land Use Regulations to whic h 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

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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 Project, 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 obtained 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 the Property shall be extended to a date coincident with the Ter m and, where not prohibited by State law, with any extension of the Term, unless a longer term would result 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 the Project shall automatically be extended for the longer of (i) the term of the Parcel Map and (ii) the term of any other subdivision or parcel map that is approved for 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. The Parties acknowledge that Owner cannot at this time predict when or the precise rate at which the Property will be developed. Such decisions depend upon numerous factors which are not within the control of Owner, such as market orientation and demand a nd other similar factors.

Because the California Supreme Court held in Pardee Construction v. City of Camarillo (1984) 37 Cal.3d 465, that the failure of the parties therein to provide for the timing of development resulted in a latter-enacted initiative restricting the timing of development to prevail over such parties ' agreement, it is the Parties ' intent to cure that deficiency by acknowledging and providing that Owner shall have the right to develop the Property (but not the obligation to develop its applicable Property) in such order and at such rate and at such time as Owner

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deems appropriate within the exercise of its sole and absolute subjective business judgment. 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 within 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 Development Impact Fees set forth in Exhibit "D" shall be frozen for a period of five (5) years from the Effective Date ("DIF Freeze Period"). After the termination of the DIF Freeze Period, 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 a credit against its Development Impact Fee obligations for the dedication of land and the construction of improvements or the payment of fees.
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, the Owner which requested the formation of the Financing District may be reimbursed to the extent th e requesting Owner spends funds or dedicates land for the establishment of public facilities. Nothing contained in this Agreement shall be construe d as requiring the City or the City Council to form a Financing District.

5. PUBLIC BENEFITS.

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5.1. Contributions to City Facilities and Infrastructure. As consideration for entering into this Agreement, Lineage agrees to contribute to the City, as a public benefit, the following payment:
• A one -time payment to the City in the amount of Four Million Dollars ($4,000,000). This payment shall be made prior to issuance of the Project’s first building permit.
• A one-time payment in the amount of Three Hundred Fifty Thousand Dollars ($350,000) for the City to purchase equipment for its new 100’ ladder fire truck. This payment shall be made prior to issuance of a grading permit for the Project.

• Lineage agrees to be annexed into two existing Community Facilities Districts, the Maintenance CFD and the Public Safety CFD prior to issuance of the Project’s first building permit . As a condition precedent to Lineage’s annexation into the CFDs, the City is required to create a Special Improvement Area for both CFDs at Developer’s expense . The Maintenance CFD shall consist of an annual special tax of Four Cents ($0.04) per square foot of square footage of the Project as set forth on the approved building permit , and the Public Safety CFD shall consist of an annual special tax of Eighteen Cents ($0.18) per square foot of square footage of the Project as set forth on the approved building permit. Both CFDs shall be subject to a three percent (3%) annual increase in the amounts of the special taxes. These special taxes shall be paid by Lineage as long as the Project is in operation, and therefore this obligation shall survive the expiration of the Term of this Agreement.

5.2 Owner Election to I nstall Solar. As further consideration for entering into this Agreement, Lineage agrees to contribute to the City, as a public benefit, the following if Owner decide to install solar panels to provide electricity to operate the Project , then Owner shall continue to ensure that the City is “made whole” on the amount of general fund revenue received from the City’s Electric Utility Department based on Project electricity usage. The term “made whole” is herein defined herein as City receiving from the Project the amount of $250,000/year as will be adjusted annually by the actual City electric rate increases (the “Base City Amount”).

The Base City Amount $250,000 shall be paid to City by Owner in two ways:

(1) annual transfer payment from the City Electric Utility Department to the City based on electricity purchased by the Project and the resulting actual amount transferred to the City (Measure D Payment); and

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(2) direct payment to City by the Owner in such amount that is the result of the equation of $250,000 Base City Amount less the actual annual transfer payment received by the City from this Project. The “made whole” requirement shall be pro -rated for any partial year transfer payment.

For example illustrative purposes only, the following examples illustrate the Owner’s obligation to have the City “made whole” in year 1 based on the initial Base City Amount:

(i) if actual electricity purchase for the project results in a transfer of $100,000 to the City, then the direct payment by the Owner would be $150,000;

(ii) if actual electricity purchase for the project results in a transfer of $200,000 to the City, then the direct payment by the Owner would be $50,000; and

(iii) if actual electricity purchase for the project results in a transfer of $300,000 to the City, then the direct payment by the Owner would be $0;

This obligation shall be contained in a Community Benefit Agreement shall be executed by City and Owner prior to issuance of the Project’s first building permit and shall remain senior to all debt on the Project. This obligation shall continue so long as the Project is in operation and thus the obligation shall extend beyond the Term of this Agreement.

Notwithstanding any other provision, the Project shall be subject to the City’s Net Energy Metering rules and regulations in effect as may be modified from time to time in City’s sole discretion. Moreover, in the event that the Project installs any batter y storage this shall not reduce the Base City Amount owed to the City.

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, and only if further subsequent CEQA documentation is required. 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

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regulations are of general application to all similar property, projects, and development within the City.
d. New categories of DIF s, to fund public facilities or services previously not funded by the DIF program in effect on the Effective Date. e. 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. f. Emergency rules, regulations, laws, and ordinances within the City's police power that would limit the exercise of either 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 either Owner with the rights and assurances provided under this Agreement. To apply to the Project or the Property, Conflicting Emergency Regulations must:
(i) result from a sudden, unexpected emergency declared by the President of the United 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 disproportionately 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.
g. 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 for 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 that conflict with the Applicable Rules. Upon discovery of such a subsequently enacted federal or state law, City or either Owner shall provide the other P arties with

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written notice containing a copy of the state or federal law or regulation and a written explanation 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 agrees 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 its applicable Public Benefits to the City before completion of the Project, Owner would not have entered into this Agreement and made its commitment to provide the 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 an 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

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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 Noncompliance. 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, requ ired 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 days 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 within 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.
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 Default. 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 sort of monetary damages:

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(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 interest 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 remedies 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 an Owner has not been found to be in Major Default under this Agreement, City shall, upon written request by Owner, provide Owner with a written certificate of good faith compliance within fifteen (15) business days after City's receipt of that request.

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 SETTLEMEN T WITH THE
DEBTOR OR RELEASED PARTY."

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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 Ci ty'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 served 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.

If a Third Party Action is brought, the expiration date of this Agreement and all Development Approvals shall be tolled for the identical number of days the Third Party Action is pending.

8.2. Environmental Assurances. Owner shall indemnify 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 on, u nder, or about its applicable Property, including, but not limited to, soil and groundwater cond itions ( "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) tha t Owner 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 indemnified parties for any and all reasonable expenses incurred for such defense, including attorneys ' fees, within sixty (60) calendar days of

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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 either Owner's actions in connection with this Agreement, the Property, and the Project, 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. 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 recorded pursuant to the applicable provisions of the California Civil Code (the "Certificate of Compliance").

9.1. Workers' Compensation Insurance Requirement . 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 make s the following certification, required by Section 1861 of the Labor Code:
"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

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connection with the Project is not covered by Labor Code Section 3700, 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. Owner shall maintain in full force and effect, until the issuance of the Certificate of Completion, subject 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 the Project. The commercial general liability insurance c overage 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 Owner hires a consultant to provide design services, such as architectural or engineering services in connection with the Project then 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 such design services, with limits of not less than ONE MILLION DOLLARS ($1,000,000).
(iv) Upon acceptance of the Project, from each contractor, 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 the Project so accepted. b. During the construction of the Project, Owner shall require that each contractor performing work on the Project maintain the following insurance coverage, as specified below, at all times during the

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performance of said work, or Owner shall provide for such contractors "wrap" coverage, as specified below, at all times during the performance of said work:
(i) 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 contractor 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 and 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 insurance 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 Owner or its contractors, as required by the terms of this Agreement, until the issuance of the Certificate of Completion and shall not be reduced, 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 included

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in the cancellation wording of any certificates of insurance or any coverage for the Additional Insureds. Owner shall immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non - renewed, or whose policy limits are ex hausted or upon insolvency of the insurer that issued the policy.
g. All insurance to be obtained and maintained by Owner under this Section shall be issued by a company or companies listed in the then current "Best's Key Rating Guide" publication 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 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 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 and 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 classificati on, as determined by the State, pursuant to Labor Code Section 1720, 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 acknowledge s the protections of Civil Code Section 1542, which reads as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT 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, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY."

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c. Initials. By 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
d. Indemnity, Defend and Hold Harmless . Additionally, Owner shall indemnify, defend and hold harmless 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 the Project, to which Owner is the Owner.

9.4. Failure by Owner to maintain all insurance coverage required by this Section 9 in effect shall be an Event of Default by 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 th e City to purchase or not to purchase insurance otherwise required to be carried by Owner shall not relieve Owner of their 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 such 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.

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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 obligation under this Agreement. 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 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 obligation under this Agreement pursuant to the provisions of Section 7, above. The Mortgagee 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 p ortions 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. Operating Memoranda. The provisions of this Agreement require a close degree of cooperation and flexibility between the City and Owner. The development of the Project may demonstrate that clarifications or modifications to this Agreement are appropriate with respect to the details of performance of the City and Owner; except for changes to monetary obligations of City or Owner. If and when, from time to time during the Term of this Agreement, City and Owner agrees that such clarifications are necessary or appropriate, City and Owner shall effectuate such clarifications through operating memoranda approved in writing by the Parties ("Operating Memoranda"), which, after execution, shall be attached hereto as addenda and become a part hereof, and may be further clarified from time to time as necessary with future approval by City and Owner. No such Operating Memoranda shall const itute an amendment to this Agreement

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requiring public notice or hearing. The City Manager shall make the determination on behalf of the City whether a requested clarification may be effectuated pursuant to this Section 11.2 or whether the requested clarification is of such a character to con stitute an amendment hereof pursuant to Section 11.1 above.

The City Manager shall be authorized to execute any Operating Memoranda hereunder on behalf of City.

11.3. 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
If to Owner:

Lineage Logistics LLC
4600 Humboldt Drive
Novi, MI 48377
Attn: Real Estate Department
and
With copies of each to:

Lineage Logistics, LLC
1 Park Plaza, Suite 550
Irvine, CA 92614
Attn: General Counsel

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11.4. 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 date 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.

11.5. Entire Agreement . This Agreement constitutes the entire understanding 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.

11.6. 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.

11.7. 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.

11.8. Interpretation and Governing Law.
a. Governing Law. In any dispute regarding this Agreement, the Agreement shall be governed 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 Party. 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.

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

11.10. 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 approval shall not be unreasonably withheld, delayed, or conditioned.

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

11.12. Waiver. 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

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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.

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

11.14. 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 law s or regulations (example: 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 riots, strikes, pandemics, or damage to wo rk in process by reason of fire, floods, earthquake, or similar casualties, and emergency orders of local, state, or federal agencies or officials. If City or Owner seek s excuse from performance due to an Intervening Act, it shall provide written notice o f the Intervening Act and 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.

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

11.16. 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.

11.17. 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.

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

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11.19. 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.

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

OWNER LINEAGE LOGISTICS, LLC
a Delaware limited liability company
By:

Name:

Title:

CITY CITY OF COLTON, a California municipal corporation By:

Frank J. Navarro, Mayor
Date:

Attest:

Isaak T. Suchil, City Clerk
APPROVED AS TO LEGAL FORM:

Best Best & Krieger LLP
By:

Carlos L. Campos, City Attorney

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EXHIBIT “A”
-1-

EXHIBIT “A”
(Legal Description)

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EXHIBIT “A”
-2-

EXHIBIT “A”
LINEAGE LEGAL DESCRIPTION:

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF COLTON, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

LOT 21 AND THOSE PORTIONS OF LOTS 18, 19 AND 20 OF SUBDIVISION OF THE BANDINI DONATION, AS PER PLAT RECORDED IN BOOK 3 OF MAPS, PAGE 24, RECORDS OF SAID COUNTY TOGETHER WITH PARCEL 1 OF LOT LINE ADJUSTMENT DOCUMENT NO. 2020-0511599, OFFICIAL RECORDS OF SAID COUNTY.

EXCEPTING THEREFROM THAT PORTION, AS CONVEYED TO SAN BERNARDINO COUNTY FLOOD CONTROL DISTRICT, OF THAT PART OF LOTS 13-1/2, 14, 16, 17, 18, 19, 20 AND 22, BANDINI DONATION, AS PER PLAT RECORDED IN BOOK 3 OF MAPS, PAGE 24, RECORDS OF SAID COUNTY, DESCRIBED IN DEED RECORDED JUNE 2, 1954 IN BOOK 3394 PAGE 373, OFFICIAL RECORDS, SAID PORTION BEING ALL OF SAID PART LYING WITHIN A STRIP OF LAND 1050 FEET IN WIDTH, BEING 525 FEET ON EACH SIDE OF, MEASURED AT RIGHT ANGLES TO, THE FOLLOWING DESCRIBED CENTER LINE:

BEGINNING AT A POINT IN THE WESTERLY LINE OF RANCHO SAN BERNARDINO, AS PER PLAT RECORDED IN BOOK 7 OF MAPS, PAGE 2, RECORDS OF SAID COUNTY, DISTANT NORTH 19° 36' 20" WEST ALONG SAID WESTERLY LINE, 2083.09 FEET FROM A 1" IRON PIPE MARKING THAT CERTAIN CORNER OF SAID RANCHO SAN BERNARDINO COMMONLY KNOWN AS R. S. B. NO. 2; THENCE NORTHWESTERLY 902.41 FEET ALONG A NON-TANGENT CURVE CONCAVE TO THE NORTHEAST, HAVING A RADIUS OF 2000 FEET AND A CENTRAL ANGLE OF 25° 51' 08", THE BEGINNING TANGENT THEREOF BEARING NORTH 84° 06' 56" WEST; THENCE NORTH 58° 15' 48" WEST, 1542.71 FEET; THENCE WESTERLY 5321.53 FEET ALONG A TANGENT CURVE CONCAVE TO THE SOUTH, HAVING A RADIUS OF 2950 FEET AND A CENTRAL ANGLE OF 103° 21' 22"; THENCE SOUTH 18° 22' 50" WEST, 2713.73 FEET; THENCE SOUTHWESTERLY, 1534.19 FEET ALONG A TANGENT CURVE CONCAVE TO NORTHWEST, HAVING A RADIUS OF 5000 FEET AND A CENTRAL ANGLE OF 17° 34' 50"; THENCE SOUTH 35° 57' 40" WEST, 3253.02 FEET TO THE POINT OF TERMINATION IN THE CENTER LINE OF RIVERSIDE- RIALTO ROAD (A 66-FOOT STREET), DISTANT ALONG SAID CENTER LINE 12° 57' 07" EAST, 4753.39 FEET FROM THE INTERSECTION

OF SAID CENTER LINE OF RIVERSIDE-RIALTO ROAD WITH THE CENTER LINE OF AGUA MANSA ROAD (A 50- FOOT STREET).

ALSO EXCEPTING THEREFROM THAT PORTION, AS CONVEYED TO THE COUNTY OF SAN BERNARDINO BY DEED RECORDED NOVEMBER 2, 1928 IN BOOK 432, PAGE 107, OFFICIAL RECORDS MORE PARTICULARLY DESCRIBED AS FOLLOWS:

A RIGHT OF WAY ACROSS LOTS 18, 19, 20, 21, 22, 23, AND 24 OF THE BANDINI DONATION SUBDIVISION AS RECORDED IN MAP BOOK 3, PAGE 24, OF THE RECORDS OF SAN BERNARDINO

COUNTY, STATE OF CALIFORNIA, BEING ALL OF THE PORTION OF SAID LOTS LYING NORTH

OF A LINE WHICH IS SOUTH OF,

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EXHIBIT “A”
-3-

PARALLEL TO AND THIRTY (30) FEET DISTANT FROM THE FOLLOWING DESCRIBED LINE OF ROAD:

BEGINNING AT A POINT IN THE PRESENT ROAD KNOWN AS AGUA MANSA ROAD, 28 FEET N. 87° 37' N OF THE NE CORNER OF AFORESAID LOT 18, THENCE WESTERLY ON A CURVE TO THE RIGHT WHOSE RADIUS IS 300 FEET, FROM A TANGENT WHOSE BEARING IS S. 55° 12' W. A DISTANCE OF 134.9 FEET; THENCE RUNNING S. 87° 06' W., A DISTANCE OF 1198.3 FEET; CROSSING THE WEST LINE OF SAID LOT 18 AT A POINT 62 FEET, MORE OR LESS, S. 10° E., FROM THE N.W. CORNER OF SAID LOT 18, CROSSING THE WEST LINE OF LOT 19, AT A POINT 68 FEET, MORE OR LESS S. 9° 30' E., FROM THE NW CORNER OF SAID LOT, CROSSING THE WEST LINE OF SAID LOT 20 AT A POINT 30 FEET, MORE OR LESS, S. 20° 30' E., FROM THE NW CORNER OF SAID LOT, AND CROSSING THE WEST LINE OF SAID LOT 21, AT A POINT 8 FEET, MORE OR LESS, S. 20° 45' E., FROM THE NW CORNER OF SAID LOT; THENCE RUNNING ON A CURVE TO THE LEFT WHOSE RADIUS IS 1273.57 FEET, A DISTANCE OF 611.5 FEET CROSSING THE WEST LINE OF AFORESAID LOT 22, AT A POINT 50 FEET, MORE OR LESS S. 32° E., FROM THE NW CORNER OF SAID LOT; THENCE RUNNING S. 53° 35' W., A DISTANCE OF 967.3 FEET, CROSSING THE WETS LINE OF AFORESAID LOT 23 AT A POINT 10 FEET MORE OR LESS, FROM THE NW CORNER OF SAID LOT, TO A POINT IN THE PRESENT NAMED AGUA MANSA ROAD, SAID POINT BEING N. 37° 15' W., AND 12 FEET, MORE OR LESS, DISTANT FROM THE NW CORNER OF AFORESAID LOT 24.

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EXHIBIT “B”
-1-

EXHIBIT “B”
(Property Location)

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EXHIBIT “C”
-1-

EXHIBIT “C”
(Assignment and Assumption Agreement Form)

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-2-

ASSIGNMENT AND ASSUMPTION OF SPECIFIED

RIGHTS AND OBLIGATIONS UNDER THE DEVELOPMENT AGREEMENT

BETWEEN THE CITY OF COLTON AND IDI AGUA MANSA, LLC AND LINEAGE LOGISTICS, LLC This Assignment and Assumption of Specified Rights and Obligations (“Assignment and Assumption Agreement”) is entered into between Lineage Logistics, LLC (“Owner”) and _______________ (“Assignee”) as of __________, _____ (the “Effective Date”).

RECITALS
A. Owner and the City of Colton (the “City”) entered into a Development Agreement dated __________, 20236 (the “Development Agreement”) for real property consisting of approximately 35.95 acres within the City (the “Property”). The Property is more particularly described in Exhibit A and depicted on Exhibit B.

B. This Assignment and Assumption Agreement is entered into pursuant to Section 3.1 of the Development Agreement.

C. Owner has conveyed to Assignee that portion of its interest in the Property which is set forth in Paragraph 1 below (the “Conveyance”).

D. In connection with the Conveyance, Owner ha s assigned to Assignee certain rights (set forth in Paragraph 2 below) under the Development Agreement (the “Assignment of Rights”).

E. In connection with the Conveyance, Owner also ha s delegated to Assignee certain obligations (set forth in Paragraph 3 below) under the Development Agreement (the “Delegation of Obligations”).

F. When delivered to the City, this Assignment and Assumption Agreement is intended to serve as the notice to the City required by Section 3.3(b) of the Development Agreement.

G. As of the Effective Date of this Assignment and Assumption Agreement, Owner is not in Major Default, of the Development Agreement, as defined in Section 1.1(y).

AGREEMENT
Owner and Assignee agree as follows:

1. Conveyance. The Conveyance pertains to and is limited to the Property described as follows (the “Transferred Property”):
[Insert description of Transferred Property by tract, parcel, and/or lot number]

2. Assignment of Rights. In connection with the Conveyance, Owner has assigned to Assignee the following rights under the Development Agreement:

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EXHIBIT “C”
-3-

a. The right to build 474,021square feet of commercial structures. b. The vested right to complete the development of the Transferred Property pursuant to the “Development Plan” defined in the Development Agreement. c. The right to $__________ in __________ Fee Credit, $__________ in Fee Credit, $__________ in __________ Fee Credit, and $ __________ in other credit toward [specify other Development Impact Fee], as those terms are defined in the Development Agreement.
d. The following right to reimbursement as provided in the Development Agreement:
[Insert the basis for and the amount of (or applicable formula) the reimbursement.] e. Community Benefit Agreement

3. Assumption of Obligations. Owner ha s delegated to Assignee and Assignee unconditionally agrees to assume all duties and obligations of Owner under the Development Agreement remaining to be performed with respect to the Transferred Property on the effective date of this Assignment and Assumption Agreement.

4. Execution. Owner, the Assignee and the City have signed this Assignment and Assumption Agreement on the dates indicated below. As such, this assignment is deemed fully completed.

OWNER LINEAGE LOGISTICS, LLC,
a Delaware limited liability company

By:

Name:

Title:

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EXHIBIT “C”
-4-

CITY City of Colton, a California municipal corporation By:

Date:

Assignee:

By:

Name:

Its:

Date:

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-5-

EXHIBIT A

LINEAGE LEGAL DESCRIPTION:

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF COLTON, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

OF SAID CENTER LINE OF RIVERSIDE-RIALTO ROAD WITH THE CENTER LINE OF AGUA MANSA ROAD (A 50- FOOT STREET).

ALSO EXCEPTING THEREFROM THAT PORTION, AS CONVEYED TO THE COUNTY OF SAN BERNARDINO BY DEED RECORDED NOVEMBER 2, 1928 IN BOOK 432, PAGE 107, OFFICIAL RECORDS MORE PARTICULARLY DESCRIBED AS FOLLOWS:

A RIGHT OF WAY ACROSS LOTS 18, 19, 20, 21, 22, 23, AND 24 OF THE BANDINI DONATION SUBDIVISION AS RECORDED IN MAP BOOK 3, PAGE 24, OF THE RECORDS OF SAN BERNARDINO

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COUNTY, STATE OF CALIFORNIA, BEING ALL OF THE PORTION OF SAID LOTS LYING NORTH

OF A LINE WHICH IS SOUTH OF,
PARALLEL TO AND THIRTY (30) FEET DISTANT FROM THE FOLLOWING DESCRIBED LINE OF ROAD:

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-7-

EXHIBIT B

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-1-

EXHIBIT "D"

Development Impact Fees Fee Multiplier
Infrastructure Fee - SBCTA fee $1,967.00 Per 1K s.f.

Traffic Facilities Fee $147.00 Per 1K s.f.

Civic Center Fee $16.00 Per 1K s.f.

Fire Station Fee $79.00 Per 1K s.f.

Library Fee $46.00 Per 1K s.f.

Police Station Fee $102.00 Per 1K s.f.

Park Development Fee $0.28 Per s.f.

Industrial Water-Waste Water Fee Flat Fee per
Ordinance No. O-
020-20
[depends on
meter size]
(Applicable Development Impact Fees)

Building SF: 474,021 SF
*above SF includes 10,000 SF Office

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Error! Unknown document property name.4880-4124-
5478.Error! Unknown document property name. 5
Error! Unknown document property name.392187.Error!
Unknown document property name.00001/1-27-265-3-23/Error! Unknown document property name.jcc/Error! Unknown
document property name.pmr

-1-

EXHIBIT "E"

[Intentionally left blank]

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EXHIBIT "F"
Project Conditions of Approval

CONDITIONS OF APPROVAL

THE APPLICANT SHALL COMPLY WITH ALL CONDITIONS AS SET FORTH IN THE CONDITIONS OF APPROVAL FOR DAP-001-816 as provided in City Council Resolution R-13-26 for 1500 Agua Mansa Road:

HOLD HARMLESS

1. The Applicant shall defend, indemnify, and hold harmless the City of Colton and its officers, employees, and agents from and against any claim, action, or proceeding against the City of Colton, its officers, employees, or agents to attacks, set aside, void, or annul any approval or condition of approval of the City of Colton concerning this project, including but not limited to any approval or condition of approval of the city council, planning commission, or development services director. The City shall promptly notify the Applicant of any claim, action, or proceeding concerning the project and the City shall cooperate fully in the defense of the matter. The City reserves the right, at its own option, to choose its own attorney to represent the City, its of ficers, employees, and agents in the defense of the matter.

PLANNING DIVISION (909)370-5079

1. The Applicant shall meet and comply with all requirements of all reviewing agencies and shall comply with all applicable local, state, and federal rules, laws, and regulations.

2. All conditions are final unless appealed to the City Council within 10 days of the issuance of the conditions in accordance with the provisions of Colton Municipal Code Section

18.58.100. This approval is not considered final until the Applicant signs the attached acknowledgement of conditions of approval and submits the executed form to the Development Services Department.

3. This approval is for the following discretionary actions associated with the Agua Mansa Industrial project:

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4. Applicant, operators and/or property owner shall, at all times, satisfy the obligations of the Development Agreement and the Community Benefit Agreement. In the case of any conflict between the Development Agreement and the Community Benefit Agreement, on the one hand, and these Conditions of Approval on the other hand, the Development Agreement or the Community Benefit Agreement shall control.

5. The site operation shall be limited to warehouse use with ancillary office uses. A change of use to another permitted or conditionally permitted use allowed within the M -2 zone may require new or amended discretionary permits.

7. Prior to the issuance of a certificate of occupancy, to reduce potential noise impacts from operation of backup alarms on trucks, “yard goats” and forklifts, future tenants shall incorporate an alternative warning system to the sound-based backup alarm to ensure that operation of this type of on -site equipment would not result in a substantial permanent increase in ambient noise levels in excess of the City’s noise performance threshold, or otherwise cause a nuisance to the surrounding residential neighborh oods. Such an alternative warning system may consist of flashing lights on yar d goats or the use of a flag person to direct the yard goat operator. The alternative warning system shall be implemented during operation of the third shift (10:00 pm to 7:00 am) Monday through Saturday and all day Sunday. The effectiveness of this conditi on shall be monitored based on input from the surrounding residents with the Director of Development Services or designee assuming ultimate authority to determine whether or not on-site equipment would not result in a substantial permanent increase in ambient noise levels in excess of the City’s noise performance threshold, or otherwise cause a nuisance to the surrounding residential neighborhoods.

9. Prior to issuance of the first building permit, the applicant shall annex to Community Facilities District (CFD) No. 2021 -1 for Public Safety Operations and to Community Facilities District (CFD) No. 2021-2 for Maintenance Services for public facilities and public safety operations, as provided by Section 53313 of the Mello Roos Community Facilities Act of 1982. The applicant shall make a non -refundable deposit toward the cost of CFD annexation, as applicable.

10. Any plans submitted for building plan check and construction plans for this project shall contain an exact reproduction of the signed Resolution of Approval (full size) on one or more

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of its sheets. The sheet(s) are for information only to all parties involved in the construction/grading activities and are not required to be wet sealed/stamped by a licensed Engineer/Architect.

14. All site, grading, landscape, irrigation and street improvement plan shall be coordinated for consistency prior to issuance of any permits.

15. Prior to implementation of the first building permit, the applicant shall submit a perimeter wall/fence plan to the Development Services Department.

17. Prior to issuance of building permits, the applicant shall submit a landscape and irrigation plan that meets all the requirements of the Colton Zoning Code (CMC 18.24.130).

19. All signs shall conform to the City of Colton Sign Ordinance (Chapter 18.50 of the Colton Municipal Code). Prior to the installation of any signs, the applicant shall obtain property permits form the Development Services Department. The development Servic es Director shall review and shall have sole responsibility to approve or deny said signs.

20. The Applicant and/or Property Owner shall, at all times, operate and maintain the property so as not to constitute a nuisance in the community.

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21. All heating and air conditioning equipment, including ducts, meters, plumbing lines and tanks, shall be architecturally screen form public view with the use of masonry wall when mounted at grade or with the use of parapet wall when roof mounted. Plumbing vent pipers, all heater flues and all roof penetrations shall be gathered and concealed from view in the same manner and painted to match roof color. The Applicant shall supply a section drawing indicating the parapet height and all proposed roof equipmen t. In the event additional screening is necessary, it shall be approved by the Planning Division and installed prior to final inspection and occupancy.

23. The Applicant shall underground all new utilities, and utility drops, and shall underground all existing overhead utilities to the closest power pole off-site.

26. The applicant shall be responsible for the development of two public electric vehicle charging stations per the Climate Action Plans Screening Tables completed for the project.

Charging stations shall be placed in locations at the project immediately accessible to the public, or at off -site locations determined in consultation with the Planning Division, with input from the Sustainability Division. The applicant shall provide the funding for these charging stations prior to the issuance of the project’s first building permit.

27. 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 acce nts, cornices, etc. subject to the structural limitations of the warehouse structure as reviewed and approved by the Director.

29. Prior to issuance of building permit, submit an Operations and Truck Route Plan for review and approval by Public Works. The plan shall describe the operational characteristics of the

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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 war ehouse, 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.

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

31. Idling of trucks queued or operated on-site shall not exceed 5 minutes.

32. All on -site equipment, such as forklifts and yard trucks, shall be electric with necessary electric charging stations provided.

33. 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 Co de of Regulations Title 13, Division 3, Chapter 1, Article 4.5, Section 2025

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

35. 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 ass ociated 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 operations assume in the approved entitlements for the facility.

36. 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.

38. Landscape and Irrigation plans shall be revised to show code conforming number of trees and size of trees in a table on the cover page of the plans for the project site.

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40. The project and the development of the site is subject to the following conditions of approval regarding Tribal Cultural Resources:
a. In the event that cultural resources are discovered during project activities, all work in the immediate vicinity of the find (within a 60 -foot buffer) shall cease and a qualified Archaeologist meeting Secretary of Interior standards shall be hired to asse ss the find.

Work on the other portions of the project outside of the buffered area may continue during this assessment period. Additionally, the San Manuel Band of Mission Indians (SMBMI) and Gabrielino Band of Mission Indians/Kizh Nation Cultural Resources Department shall be contacted, as detailed within TCR -1, regarding any pre-contact and/or historic- era finds and be provided information after the Archaeologist makes his/her initial assessment of the nature of the find, so as to provid e Tribal input with regards to significance and treatment.
b. If significant pre-contact and/or historic-era cultural resources, as defined by CEQA (as amended, 2015), are discovered and avoidance cannot be ensured, the Archaeologist shall develop a Monitoring and Treatment Plan, the drafts of which shall be provided to SMBMI and Kizh Nation for review and comment, as detailed within TCR -1. The Archaeologist shall monitor the remainder of the project and implement the Plan accordingly.
c. If human remains or funerary objects are encountered during any activities associated with the project, work in the immediate vicinity (within a 100 -foot buffer of the find) shall cease and the County Coroner shall be contacted pursuant to State Health and Safety Code Section 7050.5 and that code enforced for the duration of the project. d. The San Manuel Band of Mission Indians Cultural Resources Department (SMBMI) and the Kizh Nation shall be contacted, as detailed in CR -1, of any pre -contact and/or historic-era cultural resources discovered during project implementation and be provided information regarding the nature of the find, so as to provide Tribal input with regards to significance and treatment. Should the find be deemed significant, as defined by CEQA (as amended, 2015), a cultural resource Monitoring and Treatment Plan shall be cr eated by the Archaeologist, in coordination with SMBMI and Kizh Nation, and all subsequent finds shall be subject to this Plan. This Plan shall allow for a monitor to be present that represents SMBMI for the remainder of the project, should SMBMI and Kizh Nation elect to place a monitor on-site.
e. Any and all archaeological/cultural documents created as a part of the project (isolate records, site records, survey reports, testing reports, etc.) shall be supplied to the applicant and Lead Agency for dissemination to SMBMI and Kizh Nation. The Lead Agency

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and/or applicant shall, in good faith, consult with SMBMI and Kizh Nation throughout the life of the project.

42. Pursuant to the California Attorney General, Warehouse Projects: Best Practices and Mitigation Measures to Comply with the California Environmental Quality Act (Updated September 2022), the following shall apply:
a. No parking shall be allowed on Agua Mansa Road.
b. The project shall provide electrical hookups to the power grid, rather than use diesel-fueled generators, for electric construction tools, such as saws, drills, and compressors, and shall use electric tools whenever feasible.
c. During project construction, the project contractors shall keep all equipment maintenance records and data sheets, including design specifications and emission control tier classifications, on-site or at the contractor’s office and shall furnish documents to the Lead Agency or other regulators, upon request.
d. The project owner shall require facility operators to hire experienced employees or to train managers and employees on efficient scheduling and load management to eliminate unnecessary queuing and idling of trucks.
e. The project owner shall require operators to establish and promote a rideshare program that discourages single-occupancy vehicle trips and provides financial incentives for alternate modes of transportation, including carpooling, public transit, and biking. f. The project applicant/developer/owner shall provide tenants with information on incentive programs, such as the Carl Moyer Program and V oucher Incentive Program, to upgrade their fleets, should that tenant have a Fleet.
g. For the warehouse/industrial portion of the project, the buildings’ electrical room shall be sufficiently sized to hold additional future panels that may be needed to supply power for the future installation of electric vehicle (EV) truck charging stations on the site. Conduit should be installed from the electrical room to tractor - trailer parking spaces in a logical location(s) on the site determined by the project applicant during construction document plan check, for the purpose of accommodating the future installation of EV truck charging stations at such time this technology becomes commercially available, is proven economically viable, an available source of acceptable, adjacent/off-site power is available, and the buildings are being served by trucks with electric-powered engines.

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h. Prior to issuance of a building permit, the project proponent shall provide the City with an on-site signage program that clearly identifies the required on -site circulation system, for the industrial portion of the project. This shall be accomplished thro ugh posted signs and painting on driveways and internal roadways.

CODE ENFORCEMENT/POLICE DEPARTMENT (909) 370-5114

4. The applicant shall grant “right of access” by the City or agent to remove graffiti.

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8. Storage: Parking and trash areas will not be used for storage of materials including hazardous materials, including but not limited to tires, waste oil, and inoperable or unregistered vehicles.

9. Signage: Applicant will fully comply with Colton Municipal Code Section 18.50 Sign Ordinance as amended. Temporary promotional signs require a permit and must be authorized by Development Services prior to display. Refer to Code Section 18.50 for additional signage permitting and requirements.

10. Advertisements: Handbills or advertisements may be distributed in public places person -to- person but will not be placed or left upon unoccupied vehicles or otherwise left unattended in public places.

11. Special Events: Per Colton Municipal Code Chapter 5.44, applicant shall not conduct, operate, maintain, organize, advertise, or sell or furnish tickets for a special event or permit the subject property to be used for any special event without first obtai ning a special event permit. Special events include, but are not limited to, sales events where merchandise, goods, or vehicles are displayed for sale on the property, political functions, fundraising events by non-profit entities, and events featuring mo tivational or educational speakers. The Special Event Committee may expressly grant a minor variance of conditions specific to individual special events.

12. Surveillance Monitoring: Should permittee install a video surveillance monitoring system, the video system shall be capable of recording a clear view of all areas of the subject property including, but not limited to, parking lots, walkways, corridors, al l sides of buildings, the perimeter landscape areas. Recordings shall be retained for a minimum of 30 days. Copies of recordings will be provided to the Colton Police Department upon request.

13. After hours Contact Information: Permittee will ensure after hours contact person information is kept current and on file with the Colton Police Department dispatch center. Ideally there should be several responsible persons available to respond in case of emergency; each should be a key holder with knowledge of alarm reset codes, available to respond within 20 -30 minutes, and of sufficient authority to facilitate a board up or other emergency repair measures.

14. Right of Access: Permittee shall grant “right of access” to the City of Colton and its employees or agents for the purposes of monitoring compliance with these Conditions of Approval, patrolling, investigating crimes and enforcing laws and ordinances on t he subject property. Permittee shall grant “right of access” to the City of Colton and its employees or agents to remove graffiti and to determine if the applicant is in compliance with these conditions.

15. Both sides of public right -of-way of Agua Mansa Road along the subject property shall be maintained free from trash and debris along the public right-of-way.

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BUILDING & SAFETY DIVISION (909 370-5079

1. Shall comply with the latest adopted edition of the following codes:

California Building Standards Code (Title 24, California Code of Regulations) Building Code and its appendices and standards. The 2019 edition of the California Codes became effective for all permit applications submitted after January 1, 2020. a. Building Code
b.Building Security Code
c. Electrical Code
d.Energy Efficiency Standards
e. Fire Code and its appendices and standards
f. Green Code
g.Mechanical Code and its appendices and standards

4. Any temporary building, trailer, commercial coach, etc. installed and/or used in connection with a construction project shall comply with City Code and Regulations.

5. All property lines, easement lines, etc. shall be located and/or relocated in such a manner as to not cause any existing structure to become non -conforming with the requirements of the latest adopted edition of the Building Code, or any other applicable law, ordinance, or code.

6. All exterior lighting shall be orientated, directed, and/or shielded as much as possible so that direct illumination does not infringe onto adjoining properties.

7. Prior to final inspection, all plans will be placed on a CD Rom for reference and verification.

Plans will include all project revisions and changes to original design. The CD will also include the projects energy calculations (Title 24) structural calcula tions, all additional supporting documents and all other pertinent information. It will be the responsibility of the developer and/or the building or property owner(s) to bear all costs required for this process.

8. All signs shall be Underwriters Laboratories, Listed or equal.

9. The Tract or Parcel map shall record prior to the issuance of Building permits.

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10. If hazardous substances are used and/or stored, a technical opinion and report, identifying and developing methods of protection from the hazards presented by the hazardous materials may be required. This report shall be prepared by a qualified person, firm, or corporation and submitted to the Building & Safety Division. This report shall also explain the proposed facility's intended methods of operation and list all of the proposed materials, their quantities, classifications, and the effects of any chemic al (material) inter -mixing in the event of an accident or spill.

13. The removal and demolition of existing structures requires a Building Permit . It shall be as per separate plan review submittal.

1. Show nearest fire hydrant locations and locations for proposed on-site fire hydrants.

2. Provide a Fire Department Access Plan showing shaded access lanes, red curbing, locations of proposed on-site fire hydrants, PIV, FDC, DDC.

3. The development shall conform with all the requirements of the city of Colton’s Municipal Code requiring on-site fire protection prior to construction.

4. Access roadways (minimum 26 feet clear width) shall be provided in accordance with the City’s Municipal Code.

5. A municipal water supply system (public fire hydrants) shall be provided, capable of providing the required fire flow for the proposed type of construction. Minimum fire flow for this project shall calculated when construction type is known or applicant c an refer to Appendix B of the California Fire Code)

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6. On-site fire hydrants shall be required for this project and installed prior to construction.

Detailed drawings with supporting calculations shall be submitted to the Fire Department/Fire Safety Division for review, approval, and permit issuance prior to installation.

11. All interior/exterior utility doors shall be marked to function i.e. Electrical Room etc.

12. Portable fire extinguishers shall be required for this project. Size, type, and locations shall be determined by the fire department's field inspector.

14. A fire alarm system designed; installed and maintained in accordance with National Fire Protection Association's Standard #72 (N.F.P.A. 72) shall be provided. Detailed drawings with supporting calculations shall be submitted to the fire department for rev iew, approval and permit issuance, and prior to the installation.

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d. high piled combustible storage

17. The applicant shall comply with all Fire Department requirements as noted during the business occupancy process. (B.O.P.)

PUBLIC WORKS DEPARTMENT (909) 370-5065

1. STREET IMPROVEMENTS

a) The proposed project shall contribute a fair -share towards the cost of constructing the Agua Mansa Road Bridge crossing at Rialto Channel as stipulated in the approved Development Agreement.

b) Construct missing street improvements along the project frontage (along Agua Mansa Rd.) consisting of curb, gutter, sidewalk, A.C. pavement, driveway approaches, handicap access ramps, streetlights, street signs, and roadway striping, etc., as per the approved Street Improvement Plans and City of Colton Standard Specifications. This includes dedication of necessary right of way of 66 -feet in width for street improvements and three (3) additional feet for a landscaping easement along the entire south side of the entire project frontage to be maintained by the developer/owner.

c) All fronting improvements must meet ADA accessibility standards.

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d) An automatic sprinkler system shall be installed within any landscaped open space areas, including between the sidewalk and the right -of-way line along the property frontage.

f) The Developer shall construct facilities to mitigate traffic impacts as identified by the traffic impact study or pay fair share of proposed mitigations.

g) In the event road right-of-way or off-site easements are required to comply with these Conditions of Approval, the Developer shall obtain such right-of-way or easements. In the event the City is required to condemn the right -of-way or easement, the Developer shall enter into an agreement with the City for the acquisition of such right- of-way or easement pursuant to Government Code Section 66462.5, and pay for all costs associated with the condemnation process.

h) On-Site Precise Grading Plans shall be designed so that enough on-site truck queuing can be accommodated to prevent queuing overflow onto the public right of way.

i) Install “No Parking Any Time” R26(CA) signage along the property frontage.

j) Submit (3) sets of street improvement plans for the off -site improvements (including signing and striping), prepared by a licensed civil engineer. The scale of this plan shall be no less than 1” = 40.

k) Install traffic signal at Driveway 3 of Agua Mansa Road

l) Ensure final plans show the following regarding shared driveway #3, and #1:

i. Driveway #1, West RAD = 35’, East RAD = 45’, and shifted by 14’ ii. Driveway #3 West RAD = 35’, East RAD = 45’

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2 GRADING

a. Submit to the City Public Works Department a preliminary grading plan of a scale of 1” = 20’ prepared by a civil engineer registered in the State of California. The grading plan shall include a topographic contour map of the site and 15 feet beyond the property lines, with a one -foot contour interval. This contour map shall be prepared within the last 12 months.

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Hydrology Manual employing the rational method. The project may only discharge downstream an amount of storm run -off equivalent to the historic flow discharged prior to project development. The storm drain design shall incorporate the drainage from the existing tracts along boundary of the proposed project. If required, all of the sheet flow shall be collected onsite in a detention/retention basin within the development and shown on the Final Map. The detention/retention basin and open space areas shall be landscaped and maintained by the Developer.

j. Submit drainage/hydrology study calculations and a hydraulic analysis for both developed and undeveloped conditions to the City of Colton for review and approval.

k. Owner/Developer shall notify adjacent property owners about the impact of the proposed development on drainage configuration of existing adjacent properties.

Such notification shall be pre -approved by the City Engineer. These drainage issues shall be resolved prior to issuance of a grading permit.

l. The 10 year storm flow shall be contained within the curb and the 100 year storm flow shall be contained within the street right -of-way. When either of these criteria is exceeded, additional drainage facilities shall be installed.

“No contaminated water shall be allowed to discharge on sidewalks, gutter, storm drains, parkways and driveways at any time.”

n. File a Notice of Intent and obtain an NPDES Construction Activity General Permit from the State Regional Water Quality Control Board and submit a copy of each to the Engineering Division. Ensure that Best Management Practices (BMPs) are followed, per NPDE S requirements to reduce storm water runoff during, construction and thereafter. Temporary erosion control measures shall be implemented immediately following rough grading to prevent deposition of debris into downstream properties or drainage facilities.

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p. A pad certification prepared by a licensed Civil Engineer registered in the State of California shall be submitted prior to issuance of building permits.

q. Prior to final project acceptance, the applicant shall submit an as -built set of grading plans. No final will be authorized until as -builts are submitted to the Public Works Department.

s. In accordance with Section 15.22 (Floodplain Management Regulations) of the City of Colton Municipal Code, the applicant shall be responsible for submitting a Conditional Letter of Map Revision (CLOMR) directly to FEMA to revise the floodplain maps as the site or portions of the site are within varying flood zones of the Flood Insuranc e Rate Map (FIRM). Additionally, the applicant shall comply with Section 15.22 of the municipal code to ensure the public health, safety, and general welfare of the City’s citizenry.

12. 3. WATER AND WASTEWATER REQUIREMENTS

a. The Development shall meet all the requirements as set forth by the water/wastewater department for water, sewer and pretreatment facilities.

c) Other off -site improvements include sewer system conveyance improvements that serve the project site. The proposed improvement would accommodate the discharge from the Proposed Project and improve the delivery of the flow to the City’s Wastewater Treatment Plant. The improvements include extension of the existing 8 - inch force main at Agua Mansa Road and Rancho to the nearest manhole at South Fogg Street around 800 feet. This improvement will divert all the flow from the project site directly to the main plant sump and lift station to avoid Sanitary Sewer Overflow (SSO) on the 21-inch line.

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d. Submit onsite utility plans to the City Engineer for review and approval.

e. All sewer lines shall be extra strength vitrified clay pipes, and the sewer main line shall be a minimum of 8” diameter or the size will be finalized during the design phase.

f. A sewer check valve shall be provided with a finished pad elevation lower than the rim elevation of the immediate up-stream sewer manhole.

g. Show on the plans the location of sewer mainline, nearest manhole, lateral serving the project and configuration of tie-in mainline.

h. A note shall be placed on the plans stating the lateral location shall be marked on the curb with “S” for sewer.

13. 1. FEES

a) A Plan Check fee for the proposed improvements shall be paid prior to plan checking proceedings in accordance with the fee schedule in effect at the time the fees are paid.

b) Public Works Inspection Permits and fees are required prior to construction within the project site and the public right-of-way.

c) Sewer and water connection fees shall be paid prior to issuance of building permits in accordance with the fee schedule in effect at the time the fees are paid.

2. IMPROVEMENT PLANS AND FINAL MAP
a) Improvement Plans for the proposed development shall be prepared as a separate set of drawing for each of the following categories.

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b) In accordance with the Subdivision Map Act, the applicant can submit a lot line adjustment while the Tentative and Final Map is processed.

e) Submit a copy of the Title Report to the Engineering Division, not older than 90 days.

f) All plans, including grading plans shall be drawn on 24” x 36” 4 mil Mylar.

g) Original drawings shall be revised to reflect As-Built conditions by the Design Engineer prior to final acceptance of the work by the City. Water service lines, water meters, sewer laterals and electric, irrigation lines, etc., within the street right -of-way and 5’ outside of the street right-of-way shall be shown on the As-Built Water/Sewer Plans.

Construction plans for gas, telephone, electric and cable TV etc., shall be submitted to the City for records.

h) A small index map shall be included on the title sheet of each set of plans, showing the overall layout of the public improvements.

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b. Vehicular access shall be maintained at all times to all parts of the proposed development, where construction work is in progress, for emergency vehicles.

e. All required public improvements shall be completed, tested, and approved by the Engineering Division prior to the issuance of any Certificate of Occupancy.

g. In accordance with Rule 403 of the South Coast AQMD, active operations must implement Best Available Control Measures to reduce fugitive dust. Therefore, all construction activities with site disturbance shall install the following signage:
“Project Name, Permit #, WDID No. (where applicable), IF YOU SEE DUST COMING FROM THIS PROJECT CALL: NAME (XXX) XXX-XXXX, If you do not receive a response, please call the South Coast AQMD at 1-800-CUT-SMOG/1-800-288-7664” The sign size shall be 48” x 96”.

The number of soil borings performed on the site shall be strategically loca ted throughout the site.

b. The applicant shall submit a Water Quality Management Plan (WQMP) specifically identifying Best Management Practices (BMPs) that will be used onsite to reduce the

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pollutants into the storm drain system prior to issuance of grading permit. Forms are available at the City of Colton Public Works Department.

c. Submit drainage/hydrology study calculations and a hydraulic analysis for both developed and undeveloped conditions to the City of Colton for review and approval.

ELECTRICAL UTILITY DEPARTMENT (909) 370-5104

1. General Conditions and Requirements (New Service):

b. The developer shall, when electric service is required, provide the Colton Electric Utility Department with all information necessary to determine the project’s electric distribution and service requirements, including continuous load calculations and single line diagram. Developer shall provide the electric site AUTOCAD plans to the Electric Department when a new service design is necessary. Send AUTOCAD plans to [email protected]

c. The Auto Cad plans shall include:

i. proposed building(s) footprint, existing utilities, utilities pole, proposed transformers, address, vicinity map, center lines, contact person, property / right of way lines, set back lines, station numbers, address, and assessor’s parcel number. 1”=20’ scale.
ii. For private property, plans shall show an easement covering the facilities located on their property.
iii. Plans shall include any notes pertaining to design/planning of electrical system. iv. Customer / Developer shall email approved plan(s) and/or contact Electric Utility Planning/Engineering Department for any design / planning information.

d. The developer shall, when required, and at their own expense, install all conduit and vault systems associated with underground electric line extensions and street -lighting as per the Electric Utility's approved design. The developer shall pay all fees and charges associated with the Electric Utility’s cost to provide electric service, including underground and overhead line extensions and street -lighting. The developer shall

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provide utility easements for all existing and proposed utility owned electric facilities within private property.

e. The developer is required to follow Colton Electric Utility Approved Electric Utility plan and meet all of Colton Electric Utility Standards.

2. Conditions and requirements specific to the project:

a. The Electric Department shall be notified if any interconnection (Solar, generator etc.) being made prior to construction.

b. Plans will only be approved via electronic copies along with the hardcopy. Please send PDF plans to [email protected]. This is during plan check phase.

SUSTAINABILITY DIVISION

2. Complete the Self Reporting form for Organics Recycling. 6.16.300 – Commercial Organic Waste Recycling Program.

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(https://www.ci.colton.ca.us/DocumentCenter/View/6791/Colton-Space- Enclosure-Guidelines-with-Organics---FINALx?bidId=)
Businesses will be required to show proof of compliance.

4. EV charger ready also to be located on plans.

5. Landscape Plan for Water Conservation - Shall meet the City’s ordinance for Water conservation Landscape design – Currently specified on plans is Marathon tall fescue grass, which does not meet MWELO.
https://library.municode.com/ca/colton/codes/code_of_ordinances?nodeId=TIT13UT_CH

13. 30WAEFLAOR_13.30.100LADEPL

6. Abide by the City’s Tree palate as specified in the Urban Forestry Management Plan. http://www.coltononline.com/DocumentCenter/View/4004

CONDITIONS OF APPROVAL

THE APPLICANT SHALL COMPLY WITH ALL CONDITIONS AS SET FORTH IN THE CONDITIONS OF APPROVAL FOR DAP-001-816 as provided in City Council Resolution R -12-26 for 1400 Agua Mansa Road:

HOLD HARMLESS

2. The Applicant shall defend, indemnify, and hold harmless the City of Colton and its officers, employees, and agents from and against any claim, action, or proceeding against the City of Colton, its officers, employees, or agents to attacks, set aside, void, or annul any approval or condition of approval of the City of Colton concerning this project, including but not limited to any approval or condition of approval of the city council, planning commission, or development services director. The City shall promptly notify the Applicant of any claim, action, or proceeding concerning the project and the City shall cooperate fully in the defense of the matter. The City reserves the right, at its own option, to choose its own attorney to represent the City, its of ficers, employees, and agents in the defense of the matter.

PLANNING DIVISION (909)370-5079

43. The Applicant shall meet and comply with all requirements of all reviewing agencies and shall comply with all applicable local, state, and federal rules, laws, and regulations.

44. All conditions are final unless appealed to the City Council within 10 days of the issuance of the conditions in accordance with the provisions of Colton Municipal Code Section

18.58.100. This approval is not considered final until the Applicant signs the attached acknowledgement of conditions of approval and submits the executed form to the Development Services Department.

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45. This approval is for the following discretionary actions associated with the Agua Mansa Industrial project:

An Architectural and Site Plan Review to allow the construction of a new 456,445 square foot, 50 foot high, warehouse building and related site improvements and Development Agreement between the City of Colton and IDI Agua Mansa, LLC.

46. Applicant, operators and/or property owner shall, at all times, satisfy the obligations of the Development Agreement and the Community Benefit Agreement. In the case of any conflict between the Development Agreement and the Community Benefit Agreement, on the one hand, and these Conditions of Approval on the other hand, the Development Agreement or the Community Benefit Agreement shall control.

47. The site operation shall be limited to warehouse use with ancillary office uses. A change of use to another permitted or conditionally permitted use allowed within the M -2 zone may require new or amended discretionary permits.

48. Prior to certificate of occupancy for the first building, the site will be posted with signs stating that no truck or trailer parking shall be allowed on public streets. All truck and trailer parking shall be on-site, or at another parking truck/trailer parking facility.

49. Prior to the issuance of a certificate of occupancy for the first building, to reduce potential noise impacts from operation of backup alarms on trucks, “yard goats” and forklifts, future tenants shall incorporate an alternative warning system to the sound -based backup alarm to ensure that operation of this type of on -site equipment would not result in a substantial permanent increase in ambient noise levels in excess of the City’s noise performance threshold, or otherwise cause a nuisance to the surrounding residential neighborhoods. Such an alternative warning system may consist of flashing lights on yard goats or the use of a flag person to direct the yard goat operator. The alternative warning system shall be implemented during operation of the third shift (10:00 pm to 7:00 am) Monday through Saturday and all day Sunday. The effectiveness of this condition shall be monitored based on input from the surrounding residents with the Director of Development Services or designee assuming ultimate authority to determine whether or not on -site equipment would not result in a substantial permanent increase in ambient noise levels in excess of the City’s noise performance threshold, or otherwise cause a nuisance to the surrounding residential neighborhoods.

50. Prior to certificate of occupancy of the first building, the applicant or future tenant shall submit a Traffic Management Plan for review and approval by the City Engineer that states how truck drivers are to avoid use of local streets.

51. Prior to issuance of the first building permit, the applicant shall annex to Community Facilities District (CFD) No. 2021 -1 for Public Safety Operations and to Community Facilities District (CFD) No. 2021-2 for Maintenance Services for public facilities and public

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safety operations, as provided by Section 53313 of the Mello Roos Community Facilities Act of 1982. The applicant shall make a non -refundable deposit toward the cost of CFD annexation, as applicable.

52. Any plans submitted for building plan check and construction plans for this project shall contain an exact reproduction of the signed Resolution of Approval (full size) on one or more of its sheets. The sheet(s) are for information only to all parties inv olved in the construction/grading activities and are not required to be wet sealed/stamped by a licensed Engineer/Architect.

53. Any requests for modification, including any deviation from the approved plans and/or conditions of approval, shall be submitted to the Development Services Director for review, prior to implementation of the modification. Significant deviations from the approved plans or conditions of approval shall be subject to review and approval by the Planning Commission. The applicant requesting the modifications shall supply information deemed necessary by the Director and/or Planning Commission to make a determination.

54. All exterior building colors shall match the color and material board on file with the Planning Division. Any revision to the approved building colors shall be submitted to the Planning Division for review and approval.

55. The site shall be developed and maintained in accordance with the approved plans which include site plans, architectural elevations, exterior materials and colors, landscaping plans, and grading plans on file in the City, the conditions contained herein, and the Zoning Code.

56. All site, grading, landscape, irrigation and street improvement plan shall be coordinated for consistency prior to issuance of any permits.

57. Prior to implementation of the first building permit, the applicant shall submit a perimeter wall/fence plan to the Development Services Department.

58. Prior to issuance of grading or building permits, provide a precise lighting plan including a photometric diagram, site plan, elevations, and fixture information showing the location, height, and design of wall-mounted and building-mounted lighting, and method of shielding.

59. Prior to issuance of building permits, the applicant shall submit a landscape and irrigation plan that meets all the requirements of the Colton Zoning Code (CMC 18.24.130).

60. Prior to the submittal of applications for building permits for tenant occupancy, start of business operations and/or issuance of a certificate of occupancy and/or issuance of a business license, future occupants shall obtain a business occupancy permit (BOP) form the Development Services Department.

61. All signs shall conform to the City of Colton Sign Ordinance (Chapter 18.50 of the Colton Municipal Code). Prior to the installation of any signs, the applicant shall obtain property

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Colton City CouncilFebruary 3, 2026

Colton City Council
February 3, 2026