Agenda packet — Menifee City Council, September 21, 2022 (part 10 of 18)

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2022, the City Council adopted Change of Zone No. PLN21-0408, amending definitions and permitted uses in various Economic Development Corridor subareas, including the Southern Gateway subarea where the project is located.

As a result of the recent change of zone, uses established within Commerce Pointe when the original DA term ends on December 19, 2023, will be allowed to continue to operate subject to the terms of the City’s non-conforming use ordinance. To achieve greater certainty with respect to the use of the Property in the future, the new owner has requested the following terms and public benefits:

First Amendment

1. Extends DA term five years through December 19, 2028; and

2. A lump sum payment to the City of $2,500,000 for use for a public facility, as specified in the attached First Amendment (Section H, 1); and

3. Vesting certain uses (and eliminating others) currently allowed in the I-P zone. The uses are listed in the Development Agreement.

Second Amendment – supplements the First Amendment but could stand alone if necessary.

1. Extends DA term three years through December 19, 2026; and

2. An additional lump sum payment to the City of $250,000 as specified in the attached Second Amendment (Section 2).

Planning Commission Action
At the August 10, 2022, Planning Commission meeting, the Planning Commission voted unanimously to adopt Resolution No. PC22-568 recommending that the City Council adopt an Ordinance finding that all potentially significant effects of the proposed project have been adequately analyzed in an earlier Environmental Impact Report (SCH 2006121062) adopted by the City; and approving the first and second amendment of the Commerce Pointe Development Agreement. No additional recommendations were included in their discussions.

Environmental Determination
All impacts related to the Development Agreement and previous development approvals were analyzed in an Environmental Impact Report (SCH 2006121062) prepared for the original plot plan applications (PP21452/22280/2009-006), which was adopted by the City of Menifee City Council on November 20, 2013 ( https://www.cityofmenifee.us/325/Environmental-Notices- Documents). No Further Environmental Documentation is required because: (a) all potentially significant effects of the proposed project have been adequately analyzed in an earlier Environmental Impact Report (EIR) adopted by the City of Menifee pursuant to applicable legal standards; (b) all potentially significant effects of the proposed project have been avoided or mitigated pursuant to that earlier EIR except those for which a statement of overriding considerations was adopted; (c) the proposed project will not result in any new significant environmental effects not identified in the earlier EIR; (d) the proposed project will not substantially increase the severity of the environmental effects identified in the earlier EIR; (e) no considerably different mitigation measures have been identified; and (f) no mitigation measures found infeasible have become feasible.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 2
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Public Notice
The proposed Project was noticed on September 9, 2022, for the September 21, 2022, City Council hearing. The public notices were published within The Press Enterprise. Notices were mailed to a 300-foot radius and also mailed to anyone requesting a notice. On-site posting was also provided.

STRATEGIC PLAN OBJECTIVE
Responsive and Transparent Community Government

FISCAL IMPACT
If approved, the Development Agreement Amendments indicate a total public benefit of $2,750,000.

ATTACHMENTS

1. Ordinance - First Amendments to Development Agreement

2. Ordinance – Second Amendment to Development Agreement

3. Scott Road DA First Amendment Final Draft with Exhibits

4. Scott Road DAA Second Amendment

5. Recorded Commerce Ponte DA

6. Final EIR for Commerce Pointe

7. CEQA Consistency Analysis
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 3
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ORDINANCE NO. 2022-

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF MENIFEE,

CALIFORNIA, APPROVING THE FIRST AMENDMENT TO COMMERCE

POINTE DEVELOPMENT AGREEMENT BETWEEN CITY OF MENIFEE AND SCOTT ROAD PARTNERS LLC.

WHEREAS, On November 20, 2013, the City Council adopted Ordinance No. 2013-133 approving Development Agreement No. 2012-116 for property which was known as Commerce Pointe I and Commerce Pointe II; and
WHEREAS, on March 30, 2022, Scott Road Partners LLC filed a formal application (PLN22-071) with the City of Menifee for the approval of two amendments to Development Agreement No. 2012-116 for the Commerce Pointe project within the City; and WHEREAS, the request is to amend the existing Commerce Pointe Development Agreement (DA 2012-116) by extending the term for the original vested rights/buildings an additional five years to December 19, 2028, as well as extend the term for uses under the I-P zone for the useful life of the buildings, with associated public benefits; and WHEREAS, the first amendment to the Development Agreement has been prepared, processed, reviewed, heard, and approved in accordance with applicable law, including but not limited to Section 65864 et seq. of the Government Code; and WHEREAS, all impacts related to the Development Agreement and previous development approvals were analyzed in an Environmental Impact Report (SCH 2006121062) prepared for the original plot plan applications (PP21452/22280/2009-006), which was adopted by the City of Menifee City Council on November 20, 2013; and WHEREAS, the first amendment to the Development Agreement would promote the public convenience, general welfare, and good land use practices, and is in the best interest of the community; and
WHEREAS, the first amendment to the Development Agreement would not adversely affect the orderly development of property and surrounding area, or the preservation of property values; and
WHEREAS, the first amendment to the Development Agreement would promote and encourage the development of the proposed project by providing a greater degree of requisite certainty; and
WHEREAS, the first amendment to the Development Agreement strengthens the public planning process, encourages private participation in comprehensive planning, and reduces the economic costs of development uncertainty; and
WHEREAS, the first amendment to the Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the land use district in which the real property is or will be located, including any policy plan overlay applicable to the property; and Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 4
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6 WHEREAS, approval of the first amendment to the Development Agreement will provide a substantial benefit to the community; and
WHEREAS, the first amendment to the Development Agreement would not be detrimental to the public health, safety, or welfare of the community; and WHEREAS, the City Clerk has caused notice to be duly given of a public hearing in this matter in accordance with law, as evidenced by the affidavit of publication and the affidavit of mailing on file with the City Clerk; and
WHEREAS, a copy of the report and said EIR have been on file in the Office of the City Clerk and available for examination during regular business hours by any interested person, at all times since the date of giving notice in this matter; and WHEREAS, on August 10, 2022, the Planning Commission held a duly noticed public hearing at which the Planning Commission considered the proposed amendments to the Development Agreement and those persons desiring to be heard on said matters were heard and evidence in said matters received; and
WHEREAS, at its August 10, 2022 public hearing, the Planning Commission adopted Resolution No. PC 22-568 recommending approval to the City Council of an ordinance approving the first amendment to the Development Agreement; and WHEREAS, on September 21, 2022, the City Council held a duly noticed public hearing regarding the proposed first amendment to the Development Agreement and those persons desiring to be heard on said matters were heard and evidence in said matters received and on each said date the hearing was opened, held, and continued; and NOW, THEREFORE, the City Council of the City of Menifee hereby ordains as follows:

SECTION 1. The Findings set out above are true and correct.

SECTION 2. The proposed development agreement is consistent with the objectives, policies, general land uses and programs specified in the general plan and any applicable specific plan.

The project site is designated Economic Development Corridor – Southern Gateway (EDC-SG), however the Development Agreement vests the County Ordinance No. 348 Industrial Park (IP) designation. The intent of this land use designation is to allow business park (predominantly light industrial and office uses). Additionally, the project was previously entitled under Plot Plan No. 2009-006 and Development Agreement No 2012-116. The proposed amendment does not change the approved entitlements and therefore, it will continue to be in conformance to the zoning, design guidelines and development standards of the IP designation, and the requirements of the General Plan.

The project as approved, continues to be consistent with the following General Plan policies:

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 5
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6 Project Design
CD-3.5 Design parking lots and structures to be functionally and visually integrated and connected; off-street parking lots should not dominate the street scene.

Perimeter landscaping has been included in the project design to visually screen the parking lot from surrounding roadways. All proposed structures will utilize similar materials and architectural features and, therefore, will be functionally and visually integrated.

CD-3.8 Design retention/detention basins to be visually attractive and well-integrated with any associated project and with adjacent land uses.

The basins proposed within the project will be landscaped and well-integrated into the overall plant palette of the center.

Building Design
CD-3.10: Employ design strategies and building materials that evoke a sense of quality and permanence.

The project includes quality architectural construction and features, including decorative lighting, glazing, cornice, reveals, and architectural insets and offsets.

CD-3.13 Utilize architectural design features (e.g., windows, columns, offset roof planes, etc.) to vertically and horizontally articulate elevations in the front and rear of buildings.

The buildings are well articulated, utilizing glazing, vertical architectural elements, offset roof and wall planes, recesses and pop-outs, and surface material and paint color changes. As a result, these buildings are vertically and horizontally articulated in front and rear of buildings.

CD-3.14: Provide variations in color, texture, materials, articulation, and architectural treatments. Avoid long expanses of blank, monotonous walls or fences.

The proposed buildings are well articulated, utilizing substantial glazing, offset roof and wall planes, recesses and pop-outs, and surface material and paint color changes. As a result, the project avoids the use of long expanses of blank, monotonous walls.

CD-3.22: Incorporate visual buffers, including landscaping, equipment and storage area screening, and roof treatments, on properties abutting either Interstate 215 or residentially designated property.

The property is adjacent to the I-215 and it includes enhanced landscaping areas with trees to effectively reduce the massing of the buildings.

Signage
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 6
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6 CD-6.7 Integrate project signage into the architectural design and character of new buildings.

The project has been conditioned to submit for and obtain approval of a master sign program which will integrate architectural features into the signs that are also found on the buildings consistent with the project’s architectural theme.

Noise
N-1.8 Locate new development in areas where noise levels are appropriate for the proposed uses. Consider federal, state, and City noise standards and guidelines as a part of new development review.

The project included a consistency analysis with the adopted Environmental Impact Report (EIR) pursuant to CEQA and concluded that it would not exceed applicable local and state noise regulations.

Properties to the north are developed with business park uses, whereas properties to the south generally vacant or underdeveloped. As modified, the project is compatible with the surrounding General Plan land uses.

SECTION 3.The proposed development agreement is compatible with the uses authorized in, and the regulations prescribed for, the zone in which the real property is or will be located.

The project is zoned Economic Development Corridor Southern Gateway (EDC-SG) however under the existing Development Agreement is vested under County Ordinance No. 348 Industrial Park (IP) zone which allows for a variety of industrial/business park uses. Currently, the EDC-SG zone does not allow for warehousing facilities, however, the approved and vested project was entitled prior to the zoning code amendment that prohibited warehousing facilities.

Therefore, the project as approved is consistent with existing agreement and development standards including parking and landscaping.

SECTION 4.The proposed development agreement is in conformity with and will promote public convenience, general welfare and good land use practice.

The project is located on the east side of Zeiders Road, both north and south side of Ciccotti Street. The Project is compatible with the surrounding land uses, General Plan land use designations, and zoning classifications and is adequately sized, shaped, designed and located to accommodate the proposed uses.

The project incorporates quality design, and other improvements which will enhance and benefit the area upon construction. The Development Agreement provides for the orderly construction of road improvements, utilities, drainage and other improvements. The proposed amendment to the approved Development Agreement is in conformity with and will promote public convenience, general welfare and good land use practice.

SECTION 5. The development agreement will not be detrimental to the health, safety and general welfare within the City.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 7
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6 The Development Agreement will not result in conditions detrimental to the public health, safety, or general welfare. The associated entitlements have been reviewed and conditioned by the City of Menifee Community Development, Engineering, Building and Safety and Fire Departments to ensure that it will not create conditions materially detrimental to the surrounding uses. Conditions of approval include substantial landscaping, roadway improvements consistent with the General Plan, fire infrastructure, and drainage improvements that will benefit the Project site and surrounding areas.

In addition, all impacts related to the Development Agreement and previous development approvals were analyzed in an Environmental Impact Report (SCH 2006121062) prepared for the original plot plan applications (PP21452/22280/2009-006), which was adopted by the City of Menifee City Council on November 20, 2013.

SECTION 6.The proposed development will not adversely affect the orderly development of the property or the preservation of property values.

The proposed Development Agreement would assist with and would not interfere with the development of the Project site and the uses proposed under Plot Plan No. 21452/22280/2009- 006, which would not adversely affect the orderly development of the surrounding area. The Development Agreement would not modify the uses allowed under the original approval. The Development Agreement would not conflict with surrounding existing and planned land uses and would not have the potential to adversely affect property values.

SECTION 7.The proposed development agreement will promote and encourage the development of the proposed project by providing a greater degree of requisite certainty for the developer.

The assurances provided to the applicant through the Development Agreement, such as vesting of Development Impact Fees, clarification of vested uses would provide greater certainty, reduced risk, and offset development costs that would encourage development as approved under the Plot Plan and the infrastructure associated with it that would serve the surrounding area.

SECTION 8. The proposed development agreement that includes a subdivision, and any tentative map prepared for the subdivision, will comply with the provisions in Government Code Section 66473.7.

The subdivision for this project has been approved and the map has recorded.

SECTION 9. The City Council approves the first amendment to the Commerce Pointe Development Agreement set forth in Exhibit "1" of this Ordinance.

SECTION 10.The first amendments to the Development Agreement is applicable to the area of the City of Menifee as legally described in the Development Agreement.

SECTION 11. The City Manager, or his or her delegee, is directed and authorized to do all of the following:

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 8
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6 a. prepare a final version of the Development Agreement for execution and recording that fully reflects the action of the City Council in adopting the Development Agreement; and
b. make all necessary and appropriate clerical, typographical, and formatting corrections to the adopted Development Agreement prior to execution and recording.

SECTION 12.This Ordinance shall take effect and be in force thirty (30) days from and after its adoption.

SECTION 13. The Mayor shall sign this ordinance and the City Clerk shall attest and certify to the passage and adoption of this Ordinance and cause this Ordinance to be published using the alternative summary and posting procedure authorized under Government Code Section 36933.

This Ordinance was introduced for first reading on September 21, 2022, and PASSED, APPROVED, AND ADOPTED this ___ day of _________________ 2022.

Bill Zimmerman, Mayor
Approved as to form:

Jeffrey T. Melching, City Attorney
Attest:

Stephanie Roseen, Acting City Clerk
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 9
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ORDINANCE NO. 2022-

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF MENIFEE,

CALIFORNIA, APPROVING THE SECOND AMENDMENT TO COMMERCE

POINTE DEVELOPMENT AGREEMENT BETWEEN CITY OF MENIFEE AND SCOTT ROAD PARTNERS LLC.

WHEREAS, On November 20, 2013, the City Council adopted Ordinance No. 2013-133 approving Development Agreement No. 2012-116 for property which was known as Commerce Pointe I and Commerce Pointe II; and
WHEREAS, on March 30, 2022, Scott Road Partners LLC filed a formal application (PLN22-071) with the City of Menifee for the approval of two amendments to Development Agreement No. 2012-116 for the Commerce Pointe project within the City; and WHEREAS, the request is to amend the existing Commerce Pointe Development Agreement (DA 2012-116) by extending the term for the original vested rights/buildings an additional three years to December 19, 2026, as well as provide the landowner limited assurance pertaining to the development and use of the project buildings, with associated public benefits; and
WHEREAS, the second amendment to the Development Agreement has been prepared, processed, reviewed, heard, and approved in accordance with applicable law, including but not limited to Section 65864 et seq. of the Government Code; and WHEREAS, all impacts related to the Development Agreement and previous development approvals were analyzed in an Environmental Impact Report (SCH 2006121062) prepared for the original plot plan applications (PP21452/22280/2009-006), which was adopted by the City of Menifee City Council on November 20, 2013; and WHEREAS, the second amendment to the Development Agreement would promote the public convenience, general welfare, and good land use practices, and is in the best interest of the community; and
WHEREAS, the second amendment to the Development Agreement would not adversely affect the orderly development of property and surrounding area, or the preservation of property values; and
WHEREAS, the second amendment to the Development Agreement would promote and encourage the development of the proposed project by providing a greater degree of requisite certainty; and
WHEREAS, the second amendment to the Development Agreement strengthens the public planning process, encourages private participation in comprehensive planning, and reduces the economic costs of development uncertainty; and WHEREAS, the second amendment to the Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the land use district in which the real property is or will be located, including any policy plan overlay applicable to the property; and Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 10
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0 WHEREAS, approval of the second amendment to the Development Agreement will provide a benefit to the community; and
WHEREAS, the second amendment to the Development Agreement would not be detrimental to the public health, safety, or welfare of the community; and WHEREAS, the City Clerk has caused notice to be duly given of a public hearing in this matter in accordance with law, as evidenced by the affidavit of publication and the affidavit of mailing on file with the City Clerk; and
WHEREAS, a copy of the report and said EIR have been on file in the Office of the City Clerk and available for examination during regular business hours by any interested person, at all times since the date of giving notice in this matter; and WHEREAS, on August 10, 2022, the Planning Commission held a duly noticed public hearing at which the Planning Commission considered the proposed amendments to the Development Agreement and those persons desiring to be heard on said matters were heard and evidence in said matters received; and
WHEREAS, at its August 10, 2022 public hearing, the Planning Commission adopted Resolution No. PC 22-568 recommending approval to the City Council of an ordinance approving the second amendment to the Development Agreement; and WHEREAS, on September 21, 2022, the City Council held a duly noticed public hearing regarding the proposed second amendment to the Development Agreement and those persons desiring to be heard on said matters were heard and evidence in said matters received and on each said date the hearing was opened, held, and continued; and NOW, THEREFORE, the City Council of the City of Menifee hereby ordains as follows:

SECTION 1. The Findings set out above are true and correct.

SECTION 2. The proposed development agreement is consistent with the objectives, policies, general land uses and programs specified in the general plan and any applicable specific plan.

Consistency with General Plan
The project site is designated Economic Development Corridor – Southern Gateway (EDC-SG), however the Development Agreement vests the County Ordinance No. 348 Industrial Park (IP) designation. The intent of this land use designation is to allow business park (predominantly light industrial and office uses). Additionally, the project was previously entitled under Plot Plan No. 2009-006 and Development Agreement No 2012-116. The proposed amendment does not change the approved entitlements and therefore, it will continue to be in conformance to the zoning, design guidelines and development standards of the IP designation, and the requirements of the General Plan.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 11
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0 The project as approved, continues to be consistent with the following General Plan policies:

Project Design
CD-3.5 Design parking lots and structures to be functionally and visually integrated and connected; off-street parking lots should not dominate the street scene.

CD-3.8 Design retention/detention basins to be visually attractive and well-integrated with any associated project and with adjacent land uses.

The basins proposed within the project will be landscaped and well-integrated into the overall plant palette of the center.

Building Design
CD-3.10: Employ design strategies and building materials that evoke a sense of quality and permanence.

The project includes quality architectural construction and features, including decorative lighting, glazing, cornice, reveals, and architectural insets and offsets.

CD-3.13 Utilize architectural design features (e.g., windows, columns, offset roof planes, etc.) to vertically and horizontally articulate elevations in the front and rear of buildings.

CD-3.14: Provide variations in color, texture, materials, articulation, and architectural treatments. Avoid long expanses of blank, monotonous walls or fences.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 12
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0 The property is adjacent to the I-215 and it includes enhanced landscaping areas with trees to effectively reduce the massing of the buildings.

Signage
CD-6.7 Integrate project signage into the architectural design and character of new buildings.

The project included a consistency analysis with the adopted Environmental Impact Report (EIR) pursuant to CEQA and concluded that it would not exceed applicable local and state noise regulations.

SECTION 3.The proposed development agreement is compatible with the uses authorized in, and the regulations prescribed for, the zone in which the real property is or will be located.

Therefore, the project as approved is consistent with existing agreement and development standards including parking and landscaping.

SECTION 4.The proposed development agreement is in conformity with and will promote public convenience, general welfare and good land use practice.

The project incorporates quality design, and other improvements which will enhance and benefit the area upon construction. The Development Agreement provides for the orderly construction of road improvements, utilities, drainage and other improvements. The proposed amendment to Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 13
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0 the approved Development Agreement is in conformity with and will promote public convenience, general welfare and good land use practice.

SECTION 5. The development agreement will not be detrimental to the health, safety and general welfare within the City.

The Development Agreement will not result in conditions detrimental to the public health, safety, or general welfare. The associated entitlements have been reviewed and conditioned by the City of Menifee Community Development, Engineering, Building and Safety and Fire Departments to ensure that it will not create conditions materially detrimental to the surrounding uses. Conditions of approval include substantial landscaping, roadway improvements consistent with the General Plan, fire infrastructure, and drainage improvements that will benefit the Project site and surrounding areas.

SECTION 6.The proposed development will not adversely affect the orderly development of the property or the preservation of property values.

SECTION 7.The proposed development agreement will promote and encourage the development of the proposed project by providing a greater degree of requisite certainty for the developer.

SECTION 8. The proposed development agreement that includes a subdivision, and any tentative map prepared for the subdivision, will comply with the provisions in Government Code Section 66473.7.

The subdivision for this project has been approved and the map has recorded.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 14
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0 SECTION 9. The City Council approves the second amendment to the Commerce Pointe Development Agreement set forth in Exhibit "2" of this Ordinance.

SECTION 10.The second amendment to the Development Agreement is applicable to the area of the City of Menifee as legally described in the Development Agreement.

SECTION 11. The City Manager, or his or her delegee, is directed and authorized to do all of the following:
a. prepare a final version of the Development Agreement for execution and recording that fully reflects the action of the City Council in adopting the Development Agreement; and
b. make all necessary and appropriate clerical, typographical, and formatting corrections to the adopted Development Agreement prior to execution and recording.

SECTION 12.This Ordinance shall take effect and be in force thirty (30) days from and after its adoption.

This Ordinance was introduced for first reading on September 21, 2022, and PASSED, APPROVED, AND ADOPTED this ___ day of _________________ 2022.

Bill Zimmerman, Mayor
Approved as to form:

Jeffrey T. Melching, City Attorney
Attest:

Stephanie Roseen, Acting City Clerk
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 15
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8 RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Menifee
29844 Haun Road
Menifee, CA 92586Attn: City Clerk
(Space Above Line For Recorder’s Use Only)
(Exempt from Recording Fees Per Gov’t Code 27383)
FIRST AMENDMENT TO CITY OF MENIFEE DEVELOPMENT AGREEMENT 2012-116:

ORIGINALLY: “DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF MENIFEE AND ZEIDERS ROAD BUSINESS PARK, INC. AND COMMERCE POINTE II MENIFEE INC.

REGARDING THE COMMERCE POINTE PROJECT”

BY AND BETWEEN

THE CITY OF MENIFEE
AND

SCOTT ROAD PARTNERS LLC

REGARDING

SCOTT ROAD COMMERCE CENTER I AND SCOTT ROAD COMMERCE CENTER II (formerly known as “Commerce Pointe”)
Original Effective Date: December 20, 2013
First Amendment Effective Date: November 4, 2022
Exhibit 1
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 16
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1 FIRST AMENDMENT TO CITY OF MENIFEE DEVELOPMENT AGREEMENT 2012-116 Scott Road Commerce Center I and Scott Road Commerce Center II (formerly known as “Commerce Pointe”)
This First Amendment to City of Menifee Development Agreement 2012-116 (“First Amendment”) is entered into between the City of Menifee, a municipal corporation (“City”), and Scott Road Partners LLC (“Landowner”). City and Landowner shall be referred to collectively within this First Amendment as the “Parties” and individually as a “Party.”

RECITALS
A.The Development Agreement.

1.The Original Approval. On November 20, 2013, the City Council of the City of Menifee (“City Council”) adopted Ordinance No. 2013-133 approving Development Agreement No. 2012- 116 (“DA”) for property which was then known as Commerce Pointe I and Commerce Pointe II and is described in the DA and Paragraph 2 of this First Amendment (“Property”). The original parties to the DA were (i) the City and (ii) Zeiders Road Business Park, Inc., a California corporation, and Commerce Pointe II Menifee, Inc., a California corporation (collectively “Original Landowner”).

2.The Original Term. The effective date of the DA was December 20, 2013 (“Original Effective Date”). December 19, 2023, is the final day of the original ten-year term of the DA (“Original Term”). A copy of the DA is attached to this First Amendment as Exhibit “A”. The relationship between this First Amendment and the DA is set forth in Paragraph 3 below.

3.The Property. The Property is described on Exhibit “B” and shown on Exhibit “C” to this First Amendment.

4.Second Amendment. Concurrently with the negotiation and approval of this First Amendment pursuant to Ordinance No. ______, the Parties negotiated and the City Council approved a second and separate amendment to the DA (“Second Amendment”) pursuant to Ordinance No. _______. It is the intent of the Parties that the First Amendment and Second Amendment shall be deemed to have been entered into and operate concurrently to the extent provided in each of those amendments. Ordinance No. _____ and Ordinance No. _____ shall be jointly referred to as the “Adopting Ordinances” and the date on which they become effective under California law shall be referred to as the “Amendment Effective Date.”
B.Landowner’s Acquisition. In 2021, Landowner acquired the Property and the building that had been constructed at that time on the Property. Original Landowner’s rights and obligations under the DA have been assigned or transferred to Landowner. Landowner is bound by the obligations under the DA and entitled to the rights granted under the DA.

C.Original Vested Rights. Section 2.7 of the DA defines “Existing Land Use Regulations.” In turn, the Existing Land Use Regulations specifically include Article X (I-P Zone – Industrial Park Regulations) of Riverside County Zoning Ordinance (Ord. 348), which was incorporated into the Menifee Municipal Code as of the Original Effective Date (“I-P Regulations”). A copy of the I-P Regulations is attached as Exhibit “D”.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 17
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2 Section 7.1 of the DA defined the scope of Landowner’s vested rights that were granted by the DA for the term of the DA (“Original Vested Rights”). Among the Original Vested Rights are:
•The right to develop the Property in accordance with, among other things, the Existing Land Use Regulations.
•The right to use the Property (“Original Vested Uses”) in accordance with, among other things, the Existing Land Use Regulations and, therefore, the I-P Regulations.

D.Project Status. The development of the Property was approved in 2013 for 51 buildings totaling 827,777 square feet of construction through the adoption of Resolutions 09-66 and 09-67.

Subsequently, pursuant to Plot Plan No. 2016-126 and PLN 21-0216, the Property’s entitlements were modified to allow a total of five buildings (“Project Buildings”) and a total of 701,687 square feet (“Project”). As of the date of this First Amendment:
•One Project Building totaling 72,835 square feet is complete and occupied. •A second Project Building totaling 84,312 square feet, is currently under construction. •The final three Project Buildings (“Buildings 3, 4, and 5”) totaling 544,540 square feet were in plan check as of July 26, 2022, and it is anticipated will have completed plan check and will be under construction by the Amendment Effective Date. [PROJECT STATUS TO BE UPDATED AT TIME OF CITY COUNCIL ACTION]
E.City’s Zoning Amendment. On March 2, 2022, the City Council adopted certain Industrial Good Neighbor Policies to provide local government and developers with ways to address environmental and neighborhood compatibility issues associated with permitting warehouse, logistics, and distribution centers (“Industrial Good Neighbor Policies”). On March 16, 2022, the City Council adopted Change of Zone No. PLN21-0408, amending definitions and permitted uses in select Economic Development Corridor subareas, including the Southern Gateway subarea (“Zone Change”). The Project is located in the Southern Gateway subarea.

F.Original Public Benefits. As consideration for the City granting vested rights to the Original Landowner through the end of the Original Term, the Original Landowner provided to the City the public benefits set forth in Recital F of the DA (“Original Public Benefits”).

G.Status of Original Public Benefits. Landowner and Original Landowner have satisfied their obligations to provide the Original Public Benefits to the City.

H.New Public Benefits. As consideration for entering into this First Amendment, Landowner will provide to the City the following “New Public Benefits”:

1.First Amendment Payment. Landowner will make a single lump sum payment to the City of $2,500,000 (the “First Amendment Payment”) within three business days after receiving written notice from the City that each of the following events has occurred:
a. The First and Second Amendments have been signed by the City (the Parties understand and agree that this First Amendment shall be properly executed by Landowner and delivered to the City prior to City Council approval of the Adopting Ordinances, but that Landowner’s signing the First Amendment shall not be binding, and this First Amendment shall have no legal effect on any Party whatsoever if, after the delivery of the signed First Amendment to the City by Landowner, the City Council Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 18
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3 (i) changes a single word in the First Amendment, other than the addition of dates, signatures, ordinance numbers, project status updates in Recital D, typographical corrections, and similar technical matters and matters of form in the First Amendment and the Exhibits, or (ii) adds any condition whatsoever to the approval of the First Amendment without the prior written consent of Landowner); b. The City has timely filed and the County has posted a single Notice of Determination for both the First and Second Amendments and the Adopting Ordinances (“NOD”).

The NOD shall be filed by the City no more than five (5) days following the approval of the Adopting Ordinances; and
c. The Adopting Ordinances have become effective without a referendum applicable to either the First or Second Amendment having been timely submitted (i.e., presented to the City Clerk with a legally sufficient number of signatures within 30 days following the approval of the Adopting Ordinances), both the First and Second Amendments have been recorded with the Riverside County Recorder, and a copy of both the First and Second Amendments showing the official Recorder’s stamp have been provided to Landowner.

Such funds shall be used by the City toward the construction of an as-yet-undetermined public facility, to be identified by the City in its sole discretion.

2.Elimination of Certain Original Vested Uses. Beginning on the Amendment Effective Date, the following Original Vested Uses currently allowed under the I-P Regulations will not be permitted on the Property during the remainder of the term of the DA, as extended by this First Amendment (“Eliminated Vested Uses”):
a. From within the range of “parcel delivery services” covered by Section 10.1(a)(1)(g)(9) of the I-P Regulations, those that meet each of these criteria: (i) consist of dedicated “last-mile” terminals of FedEx, UPS, Amazon, Walmart, DHL, or OnTrac and (ii) are primarily used to process and deliver e-commerce packages to their final destinations and (iii) conduct incoming and outgoing deliveries for more than 16 hours per day. b. Recycling Collection Facilities covered by Section 10.1(a)(1)(g)(10). c. Vehicle Storage and Impoundment covered by Section 10.1(a)(1)(e)(1). d. Recycling processing facilities covered by Section 10.1(b)(3). e. Sex-oriented businesses covered by Section 10.1(c).

The Original Vested Uses less the Eliminated Vested Uses are referred to within this First Amendment as the “Remaining Vested Uses.”

3.Waiver of Claims. Irrespective of whether the claims were asserted by Landowner or any other party, Landowner on behalf of itself and its agents, officers, and affiliates waives and releases, as of the Amendment Effective Date, all claims that it has or may have in any way arising from or relating to the adoption of (i) the Zone Change and (ii) the Industrial Good Neighbor Policies. Without limiting the generality of the foregoing, this waiver and release Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 19
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4 includes, but is not limited to, all claims asserted in letters from Landowner’s attorney to the City Council dated March 1, 2022, and March 2, 2022.

I.Landowner’s Perspective. As the Original Term nears its end and Buildings 3, 4, and 5 are anticipated to soon be under construction, Landowner has the following concerns which motivate Landowner to enter into this First Amendment:
•Landowner and Original Landowner have invested and are continuing to invest considerable sums in both the acquisition of the Property and the entitlement and construction of the Project Buildings.
•When Landowner acquired the Property, it was Landowner’s business expectation that the Project Buildings would be constructed and used for a reasonable period of time during and after the Original Term consistent with the Original Vested Rights. •The Project Buildings have been designed and have been or are being constructed to accommodate specific Original Vested Uses which require buildings of a certain size, configuration, and location.
•Landowner understands that, without this First Amendment, uses in place within the Project Buildings when the Original Term ends on December 19, 2023, will be allowed to continue to operate, subject to the terms of the City’s non-conforming use ordinance. •Due to economic, market, and other conditions, including the historic pandemic beginning in 2020, construction of all of the Project Buildings will not be complete until, at best, the final year of the Original Term.
•Prior to the adoption of the Zone Change and the Industrial Good Neighbor Policies, Landowner communicated in writing its potential legal claims to the City pertaining to the implications of the Zone Change and the Industrial Good Neighbor Policies upon the Property and the DA.
•To achieve greater certainty with respect to the use of the Property in the future, Landowner has requested the City to extend the term of the DA to assure that (i) in the short-term, the construction of the Project Buildings will be completed while the DA is in effect and (ii) in the longer term, the Project Buildings can be used for the Remaining Vested Uses for which they were designed and constructed. •In return for an extension of the term of the DA, Landowner is willing to provide the New Public Benefits to the City.

J.City’s Perspective. City contends that Landowner’s claims pertaining to the Zone Change and the Industrial Good Neighbor Policies are without merit, but is nevertheless motivated to consider this First Amendment for the following reasons:
•This First Amendment removes the Eliminated Vested Uses from the list of uses Landowner may pursue on the Property during the remainder of the Original Term, and following the expiration of the Original Term.
•Without this First Amendment, Landowner would retain the ability to conduct the Original Vested Uses through the end of the Original Term, and to thereafter perpetuate those established uses under City’s nonconforming use ordinances.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 20
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5 •This First Amendment will provide substantial funding toward the construction of a public facility to be identified by the City in its sole discretion. •This First Amendment will avoid the cost and uncertainty of defending against a legal challenge to the Zone Change and/or Industrial Good Neighbor Policies brought by Landowner, its agents, officers, and affiliates.

K.Public Hearings. On August 10, 2022, at a properly-noticed public hearing, the City’s Planning Commission reviewed and recommended that the City Council approve this First Amendment.

L.City Council Action. On September 21, 2022, the City Council conducted a properly-noticed public hearing in accordance with Chapter 9.45 of Article 2 of Title 9 of the Menifee Municipal Code (“Development Agreement Ordinance”). Following the public hearing, the City Council introduced and conducted a first reading of the Adopting Ordinance for the First Amendment.

At a properly-noticed public meeting on October 5, 2022, the City Council conducted a second reading of and adopted the Adopting Ordinance for the First Amendment, making the Amendment Effective Date November 4, 2022.

M.Findings. In approving the Adopting Ordinance for the First Amendment, the City Council found that this First Amendment (i) is consistent with the City's General Plan and the presently applicable zoning for the Property 1, (ii) is in the best interests of health, safety, and general welfare of the City, its residents, and the public, (iii) is entered into pursuant to and constitutes a present exercise of the City’s police power, and (iv) is entered into pursuant to Government Code Section 65868 and the Development Agreement Ordinance, which authorize the City to enter into modifications, including extensions of time, to a previously approved and effective Development Agreement.

N.Purpose of First Amendment. It is the intent of the Parties that this First Amendment will (i) provide to both the City and Landowner ongoing assurances and certainty with respect to the development and use of the Property, (ii) provide significant benefits, in the form of vested rights, to Landowner beyond those Landowner already has received as consideration for entering into the DA, (iii) provide significant New Public Benefits to the City beyond those the City already has received as consideration for entering into the DA, and (iv) resolve disagreements between the Parties with respect to the Zone Change and the Industrial Good Neighbor Polices as they relate to the development and use of the Property.

AGREEMENT
For the consideration set forth below, the Parties agree as follows:

1.Incorporation of Recitals. The Recitals above are intended to serve as a substantive part of this First Amendment. Without limiting and to clarify the foregoing:
a.Landowner shall deliver the “First Amendment Payment” described in Recital H1 at the time and in the manner specified in Recital H1. If Landowner fails to timely deliver the First Amendment Payment to City, City may, upon provision of written notice to Landowner, unilaterally terminate this First Amendment.
1 Because the DA remains in effect at the time of this First Amendment, the Zone Change is not currently applicable to the Property.

Item Title: 11.10
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6 b.Any alleged default with respect to the “Elimination of Certain Original Vested Uses” described in Recital H2 shall be addressed in the manner set forth in Section 15 of the DA. c.The “Waiver of Claims” described in Recital H3 shall be deemed effective without any further action by Landowner upon delivery of the First Amendment Payment. d.This First Amendment shall be effective as of the November 4, 2022, the Amendment Effective Date. It shall not become “operative” (meaning that the Parties will receive their respective benefits from the First Amendment) unless and until the First Amendment Payment is timely delivered to the City by Landowner.

2.Property. As of the Amendment Effective Date, Landowner holds legal title to the Property. The Property is comprised of (i) Assessor Parcel Nos. 384-180-051 and 384-180-052 (now known as "Scott Road Commerce Center I") and (ii) Assessor Parcels Nos. 384-150-009, -010, and -011 (now known as "Scott Road Commerce Center II"). For clarity, the property described on Exhibit “B” and shown on Exhibit “C” is the same as the property described on Exhibit A to the DA.

3.Relationship to DA. This First Amendment amends, but does not replace, the DA. The Original Effective Date of the DA remains December 20, 2013, irrespective of the Amendment Effective Date. References to the “Agreement” in the DA shall be deemed to refer to the DA as modified by the First and Second Amendments, unless to do so would conflict with the express intent of either the First or Second Amendment. When considered in conjunction with the DA which it amends, however, this First Amendment shall be interpreted and applied to implement the intent of each of this First Amendment’s provisions, subject to the following:
a.Provisions Not Modified. Except as provided in the First and Second Amendments, including Paragraph 4 below, the original provisions of the DA shall remain in full force and effect. b.Resolution of Inconsistencies. If a provision of this First Amendment is inconsistent with, conflicts with, or impedes the full implementation of a provision of the DA that has not been expressly deleted or modified by either this First Amendment or the Second Amendment, the First Amendment provision shall prevail over the original language in the DA, but only to the extent needed to fully implement the First Amendment provision and the stated intent of this First Amendment. When considered in conjunction with the Second Amendment, this First Amendment shall be interpreted and applied in a manner consistent with the Second Amendment’s provisions.

4.Litigation Contingencies.
a.Extension of Term of First Amendment. If litigation is filed by a third party which seeks to invalidate either the First or the Second Amendment or either of the Adopting Ordinances (“Adverse Litigation”), then, upon the filing of that Adverse Litigation both the Extended Development Term and the Extended Use Term (as described in the modification to Section

6.2 set forth in Paragraph 5k below) shall automatically be further extended for a period equal to the length of time from the filing of the Adverse Litigation until the Adverse Litigation is “final.”2 The maximum of each of these extensions, however, shall be three (3) years. 2 All references within this First Amendment to litigation being “final” shall mean that the litigation has concluded, whether by judgment, dismissal, settlement, or otherwise, and all applicable appeal rights have been exhausted or expired.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 22
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7 b.Return of First Amendment Payment. If the First Amendment Payment has been made to City by Landowner and a court of law subsequently invalidates the First Amendment and all Adverse Litigation related to the First Amendment is final, then:
•Within forty five (45) days after Landowner’s written request, the City shall return the First Amendment Payment with interest based upon the Local Agency Investment Funds (LAIF) from the date the First Amendment Payment was delivered to the City through the date the First Amendment Payment was returned to Landowner (the “Returned Funds”).
•Upon receipt of the Returned Funds, Landowner shall provide an express disclaimer and waiver by Landowner of any rights under or relating to this First Amendment, effective upon delivery of the Returned Funds to Landowner by the City.

The provisions of this Paragraph 4 shall survive the termination of this First Amendment.

5.Specific Modifications and Updates. On the Amendment Effective Date, the Recitals and all other provisions of this First Amendment, along with the following updated information and changes to the DA, shall be deemed to modify the DA; provided, however that under Paragraph 1(d), such modifications shall not become operative unless and until the First Amendment Payment is timely delivered to the City by Landowner. Where terms defined in this First Amendment, but not used originally in the DA, are used in the provisions of the DA which are modified by this First Amendment, they shall have the defined meaning given to them by this First Amendment. (For purposes of this Paragraph 5, the “Recitals” identified in the headers to subparagraphs a-h refer to recitals of the DA. References to recitals in this First Amendment are stated as, for example, “Recital D of this First Amendment.” “Section” references are to the DA as originally approved, while “Paragraph” references are to this First Amendment.) Pursuant to Section 9.45.130 of the Menifee Municipal Code, if Landowner has provided the First Amendment Payment and subject to the provisions of Paragraph 4 above, then the following specific modifications and updates to the DA are made by this First Amendment:
a.Recital B of the DA. Recital B is supplemented by Paragraph 2 of this First Amendment. b.Recital C of the DA. Recital C is supplemented and updated by Recital D of this First Amendment.
c.Recital D of the DA. Recital D is supplemented and updated by modifying the introductory statement and adding subparagraphs (g) and (h) as follows:
“D. Project. The land use approvals for the Project obtained prior to the Approval Date of this First Amendment (collectively, the "Project Approvals") include but are not limited to the following:”
. . . .
(g) Plot Plan No. 2016-126, approving a minor modification for Commerce Pointe II, reducing the number of buildings to two and the total square footage to 157,147 square feet. Approved on January 19, 2017.
(h) PLN 21-0216, approving a minor modification for Scott Road Commerce Center II (formerly Commerce Pointe I), reducing the number of buildings to three and the total square footage to 544,540 square feet. Approved on November 10, 2021.” Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 23
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8 d.Recital E of the DA. Recital E is supplemented by Recital N of this First Amendment. e.Recital F of the DA. Recital F is supplemented by Recital H of this First Amendment. f.Recital G of the DA. Recital G is supplemented by the Recital K of this First Amendment. g.Recital H of the DA. Recital H is supplemented by Recital M of this First Amendment. h.Recital I of the DA. Recital I is supplemented by Recital K of this First Amendment and Recital L of this First Amendment.
i.Section 2.4. Section 2.4 is modified to read in its entirety:
“Original Effective Date. December 20, 2013.”
j.Section 6.1. Section 6.1 is modified to read in its entirety:
“Original Effective Date. The Original Effective Date is December 20, 2013. The DA was recorded on December 26, 2013, in the Official Records of the County of Riverside, State of California. The First Amendment is effective as of November 4, 2022. Not later than November 10, 2022, the City and Landowner shall execute and acknowledge the First Amendment. Not later than November 14, 2022, the City Clerk shall cause the First Amendment to be recorded in the Official Records of the County of Riverside, State of California, provided that a referendum applicable to the First Amendment has not been timely submitted to the City. The failure of the City to sign and/or record the First Amendment shall not affect the validity of the First Amendment.”
k.Section 6.2. Section 6.2 is modified to read in its entirety:
“Term. The term of the DA commenced on the Original Effective Date and, absent amendment, the final day of the ten-year Original Term would have been December 19, 2023. The DA has been amended to extend the Original Term as follows:
(a) Development. With respect to the Development Rights described in Section

7.1.1 below, the Original Term is extended through December 19, 2028, unless otherwise terminated, modified, or extended by the terms of this Agreement (‘Extended Development Term’).
(b) Use. With respect to the Use Rights described in Section 7.1.2 below, the Original Term is extended through December 19, 2063, unless otherwise terminated, modified, or extended by the terms of this Agreement. (‘Extended Use Term’).”
l.Section 6.3. Section 6.3 shall be superseded by the provisions of Paragraph 4 above. m.Section 6.6. The first sentence of Section 6.6 is modified to read:
“Except with respect to rights and obligations expressly stated to survive the Termination of this Agreement, following Termination of this Agreement all of the rights, duties and obligations of the Parties shall terminate and be of no further force and effect.”
n.Section 7.1. Section 7.1 is modified to read, in its entirety:

Item Title: 11.10
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9 “Development and Use Rights.

7.1.1. Development Rights. Separate from the use rights provided under Section 7.1.2, which expire as set forth in Section 6.2(b), during the Extended Development Term and except as set forth in Sections 7.2, 7.3,

7.4 and 8.5 below, with respect to the Property, the density and intensity of use, the rate, timing and sequencing of development, the maximum height and design and size of proposed buildings, the parking standards, and provisions for reservation and dedication of land, shall be as set forth in this Agreement, the Existing Land Use Regulations in force and effect on the Adoption Date, and the Project Approvals.”

7.1.2. Use Rights. Separate from the development rights provided under Section 7.1.1, which expire as set forth in Section 6.2(a), during the Extended Use Term and except as set forth in Section 7.2, 7.3, 7.4, and

8.5 below, the Remaining Vested Uses may be conducted in those Project Buildings which have been constructed or for which building permits have been granted as of December 19, 2028. The provisions of Section 6.5 (“Automatic Termination”) shall not apply to Use Rights.

7.1.3. Nonconforming Uses. All uses of the Property, including the Original Vested Uses, which become nonconforming at any time shall be subject to the provisions of the Menifee Municipal Code, as it may be amended from time to time, pertaining to the continuation of nonconforming uses. For the remainder of the Original Term and during the Extended Use Term, a use shall not be considered nonconforming if it is permitted by this Agreement.”
o.Section 7.2. Section 7.2 is modified to read, in its entirety:
“Fees, Taxes and Exactions. Except as provided in Sections 7.2(a) and

7.2(b) below, the Landowner shall pay when due all Exactions duly imposed by the City on the Project and/or the Property as part of the Project Approvals and Existing Land Use Regulations. Landowner shall pay those citywide application, processing, inspection, permit and plan check fees and charges (the "Processing Fees") required by the City and in effect at the time of the application for that permit or approval. Landowner agrees that Landowner shall pay the City the full costs of a contract planner or contract building plan check person if such services are determined to be necessary by the City Manager; provided, however, that the Processing Fees paid by Landowner to the City shall apply as a credit against the costs of the contract planner or the contract building plan check person. This Agreement shall not limit the City's right and power to impose taxes on the Property or Project provided that any taxes imposed are adopted pursuant to all applicable laws and that said tax is a general tax that applies throughout the boundaries of the City. (a) Development Impact Fees for Buildings 3, 4, and 5. As of May 26, 2022, development impact fees (“DIF Fees”) for Buildings 3, 4, and 5 were paid Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 25
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10 in full by Landowner with respect to any and all building permits required for those buildings.
(b) Future DIF Fees. Notwithstanding the foregoing, the DIF Fees applicable to the Project, as set forth in the attached Exhibit "C", shall be subject to moratorium during the Original Term of this Agreement, i.e., through December 19, 2023 (“DIF Freeze”). Without prejudicing the right of either Party to contend that additional DIF Fees are or are not required for future development of the Property as a result, for example, of the expiration of a building permit:
•During the remainder of the Original Term (i.e., through December 19, 2023), the DIF Freeze shall remain in place.
•After the conclusion of the Original Term and through the conclusion of the Extended Development Term (i.e., from December 20, 2023, through December 19, 2028), the DIF Fees imposed upon the Project shall be those established pursuant to Council Resolution 21-1007.

For avoidance of doubt, the fees applicable to “Industrial/Business Park” development on the Property under City Council Resolution No. 21-1007 are charged at a rate of $5,372 per 1,000 square feet of construction.
p.Section 19. Section 19 is modified to read, in its entirety:
“Excuse for Nonperformance. Landowner and City shall be excused from performing any obligation or undertaking provided in this Agreement if and so long as the performance of any such obligation is prevented or delayed, retarded or hindered by act of God, fire, earthquake, flood, explosion, action of the elements, pandemic (provided, however, that the Parties acknowledge the COVID-19 pandemic is not currently and has not to date caused any excuse for nonperformance under this Agreement), war, invasion, insurrection, riot, mob violence, sabotage, strikes, lockouts, condemnation, Adverse Litigation, court order or any reason not caused by and not within the control of the Party claiming the extension of time to perform. The Party claiming such extension shall send written notice of the claimed extension to the other Party within thirty (30) days from the commencement of the cause entitling the Party to the extension.”
q.Section 23. Section 23 is modified to read in its entirety:
“City: City of Menifee
Attn: City Clerk
29844 Haun Road
Menifee, CA 92586
With a copy to: Jeffrey Melching
Rutan & Tucker, LLP
18575 Jamboree Rd, 9th Floor
Irvine, CA 92612
Item Title: 11.10
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11 [email protected]
Landowner: Edmond F. St. Geme
Scott Road Partners LLC
c/o Jupiter Holdings LLC
24 Corporate Plaza, Suite 100
Newport Beach, CA 92660
[email protected]
With a copy to: Tim Paone
Cox, Castle & Nicholson LLP
3121 Michelson Drive
Suite 200
Irvine, CA 92612
[email protected]”
r.Section 25. Section 25 is modified to read in its entirety:
“Further Assurances and Cooperation. City and Landowner will cooperate in a “good faith and fair dealing” manner with respect to each of their respective obligations under this Agreement. This includes, but is not limited to, the timely delivery of the New Public Benefits by Landowner and the City’s timely review of all applications and issuance of all permits (building, occupancy, etc.) for each of the Project Buildings.

Each Party further covenants, on behalf of itself and its successors, heirs and assigns, to take all actions and do all things, and to execute, with acknowledgment or affidavit if required, any and all documents and writings that may be necessary or proper to achieve the purposes and objectives of this Agreement.”
s.Section 30. Section 30(a) is added to the Agreement to read as follows:
“(a) This Section 30 shall apply additionally to the construction of the Project, with the clarification that, as to the City, this provision creates an indemnification obligation and not an obligation to pay prevailing wage.

Landowner shall not be considered in default under this Section 30, except for a failure to meet that indemnification obligation.” [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Item Title: 11.10
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12 IN WITNESS WHEREOF, City and Landowner have executed this First Amendment to City of Menifee Development Agreement 2012-116, with an Amendment Effective Date of November 4, 2022. “City”
CITY OF MENIFEE, a California city
By:_________________________
Armando G. Villa, City Manager
ATTEST:
_____________________________
Stephanie Roseen, Interim City Clerk
APPROVED AS TO FORM:

RUTAN & TUCKER, LLP
_____________________________
Jeffrey T. Melching, City Attorney
“Landowner”
Scott Road Partners LLC,
a Delaware limited liability company
By: Jupiter B-III LLC,
a Delaware limited liability company,
Its: Member

By: Jupiter Advisors LLC, a California limited
liability company,
Its Manager

By: __________________________
Name: Edmond F. St. Geme
Its: Manager
Item Title: 11.10
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13 A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California )
County of Riverside )
On , before me, _____________________________________________, (insert name and title of the officer)
Notary Public, personally appeared _________________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature __________________________________________________________________(Seal) A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California )
County of Orange )
On , before me, _____________________________________________, (insert name and title of the officer)
Notary Public, personally appeared _________________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature __________________________________________________________________(Seal) Item Title: 11.10
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14 EXHIBIT A
(Original Development Agreement)
Item Title: 11.10
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15 EXHIBIT B
(Legal Description of Property)
Real property in the City of Menifee, County of Riverside, State of California, described as follows:

PARCEL 1, AS SHOWN ON PARCEL MAP NO. 36597 RECORDED NOVEMBER 15, 2018, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, IN BOOK 246, PAGES 6 THROUGH 8 OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.

APN: 384-180-051
PARCEL 2, AS SHOWN ON PARCEL MAP NO. 36597 RECORDED NOVEMBER 15, 2018, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, IN BOOK 246, PAGES 6 THROUGH 8 OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.

APN: 384-180-052
PARCEL A:

BEING A PORTION OF PARCEL 2 OF PARCEL MAP 8158, IN THE CITY OF MENIFEE, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 31, PAGE 50

OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND A PORTION OF PARCEL "A" OF NOTICE OF LOT LINE ADJUSTMENT NO. 05016, RECORDED JUNE 23, 2006, AS DOCUMENT NO. 2006-0452652, OFFICIAL RECORDS OF SAID COUNTY, LYING WITHIN SECTION 22, TOWNSHIP 6 SOUTH, RANGE 3 WEST , S.B.M., SAID PORTIONS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHWEST CORNER OF SAID PARCEL "A", SAID CORNER BEING A POINT ON THE CENTERLINE OF ZEIDERS ROAD (30 FEET IN HALF WIDTH), AS SAID ROAD IS SHOWN ON SAID NOTICE OF LOT LINE ADJUSTMENT NO. 05016 AND SAID PARCEL MAP; THENCE ALONG THE WESTERLY LINE OF SAID PARCEL "A" AND SAID CENTERLINE OF ZEIDERS ROAD, NORTH 00°22'06" EAST, A DISTANCE OF 660.06 FEET; THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 853.00 FEET; THENCE SOUTH 00°22'06" WEST, A DISTANCE OF 662.47 FEET TO THE SOUTHERLY LINE OF SAID PARCEL "A":

THENCE ALONG THE SOUTHERLY LINE OF SAID PARCEL "A", NORTH 89°28'13" WEST, A DISTANCE OF 853.00 FEET TO THE POINT OF BEGINNING.

CONTAINING 12.95 ACRES MORE OR LESS.

RESERVING A RECIPROCAL EASEMENT FOR THE BENEFIT OF PARCEL "B" AND PARCEL "C" AS SHOWN HEREON.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 31
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16 PARCEL B:

BEING A PORTION OF PARCEL 1 AND PARCEL 2 OF PARCEL MAP 8158, IN THE CITY OF

MENIFEE, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 31, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND A PORTION OF PARCEL "A" OF NOTICE OF LOT LINE ADJUSTMENT NO. 05016, RECORDED JUNE 23, 2006, AS DOCUMENT NO. 2006-0452652, OFFICIAL RECORDS OF SAID COUNTY, LYING WITHIN SECTION 22, TOWNSHIP 6 SOUTH, RANGE 3 WEST, S.B.M., SAID PORTIONS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 853.00 FEET; THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 49.51 FEET;
THENCE NORTH 74°41'01" EAST, A DISTANCE OF 67.00 FEET;
THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 284.25 FEET TO THE EASTERLY LINE OF SAID PARCEL "A";
THENCE ALONG SAID EASTERLY LINE THE FOLLOWING THREE (3) COURSES:
1) NORTH 00°24'17" EAST, A DISTANCE OF 281.53 FEET;
2) NORTH 12°43'45" WEST, A DISTANCE OF 154.03 FEET;
3) NORTH 09°59'30" EAST, A DISTANCE OF 210.15 FEET TO THE NORTHERLY LINE OF SAID PARCEL 1;
THENCE ALONG SAID NORTHERLY LINE, NORTH 89'26'00" WEST, A DISTANCE OF 1251.68 FEET TO THE NORTHWEST CORNER OF SAID PARCEL 1, SAID CORNER BEING A POINT ON THE CENTERLINE OF ZEIDERS ROAD (30 FEET IN HALF WIDTH); THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 1 AND SAID CENTERLINE, SOUTH 00°22'06" WEST, A DISTANCE OF 661.19 FEET TO THE POINT OF BEGINNING.

CONTAINING 18.66 ACRES MORE OR LESS.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 32
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17 RESERVING A RECIPROCAL EASEMENT FOR THE BENEFIT OF PARCEL "A" AND PARCEL "C" AS SHOWN HEREON.

PARCEL C:

BEING A PORTION OF PARCEL 2 OF PARCEL MAP 8158, IN THE CITY OF MENIFEE,

COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 31, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND A PORTION OF PARCEL "A" OF NOTICE OF LOT LINE ADJUSTMENT NO. 05016, RECORDED JUNE 23, 2006, AS DOCUMENT NO. 2006- 0452652, OFFICIAL RECORDS OF SAID COUNTY, LYING WITHIN SECTION 22, TOWNSHIP 6 SOUTH, RANGE 3 WEST, S.B.M., SAID PORTIONS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

COMMENCING AT THE SOUTHWEST CORNER OF SAID PARCEL "A", SAID CORNER BEING A POINT ON THE CENTERLINE OF ZEIDERS ROAD (30 FEET IN HALF WIDTH), AS SAID ROAD IS SHOWN ON SAID NOTICE OF LOT LINE ADJUSTMENT NO. 05016 AND SAID PARCEL MAP;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL "A" AND SAID CENTERLINE OF ZEIDERS ROAD, NORTH 00°22'06" EAST, A DISTANCE OF 660.06 FEET; THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 853.00 FEET TO THE POINT OF BEGINNING;
THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 49.51 FEET;
THENCE NORTH 74°41'01" EAST, A DISTANCE OF 67.00 FEET;
THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 284.25 FEET TO THE EASTERLY LINE OF SAID PARCEL "A";
THENCE ALONG SAID EASTERLY LINE OF THE FOLLOWING TWO (2) COURSES:
1) SOUTH 00°24'17" WEST, A DISTANCE OF 668.47 FEET;
2) SOUTH 05°18'20" EAST, A DISTANCE OF 13.29 FEET TO THE SOUTHEAST CORNER OF SAID PARCEL "A":

THENCE ALONG THE SOUTHERLY LINE OF SAID PARCEL "A", NORTH 89°28'13" WEST, A DISTANCE OF 399.15 FEET;
THENCE NORTH 00'22'06" EAST, A DISTANCE OF 662.47 FEET TO THE POINT OF BEGINNING.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 33
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18 CONTAINING 6.19 ACRES MORE OR LESS.

RESERVING A RECIPROCAL EASEMENT FOR THE BENEFIT OF PARCEL "A" AND PARCEL "B" AS SHOWN HEREON.

APN(s): 384-150-009, 384-150-010, 384-150-011
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 34
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19 EXHIBIT C
(Depiction of Property)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 35
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20 EXHIBIT D
(I-P Regulations)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 36
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21 Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 37
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22 Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 38
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RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Menifee
29844 Haun Road
Menifee, CA 92586Attn: City Clerk
(Space Above Line For Recorder’s Use Only)
(Exempt from Recording Fees Per Gov’t Code 27383)
SECOND AMENDMENT TO CITY OF MENIFEE DEVELOPMENT AGREEMENT 2012-116:

ORIGINALLY: “DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF MENIFEE AND ZEIDERS ROAD BUSINESS PARK, INC. AND COMMERCE POINTE II MENIFEE INC.

REGARDING THE COMMERCE POINTE PROJECT”

BY AND BETWEEN

THE CITY OF MENIFEE
AND

SCOTT ROAD PARTNERS LLC

REGARDING

SCOTT ROAD COMMERCE CENTER I AND SCOTT ROAD COMMERCE CENTER II (formerly known as “Commerce Pointe”)
Original Effective Date: December 20, 2013
Second Amendment Effective Date: November 4, 2022
Exhibit 2
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 39
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1 SECOND AMENDMENT TO CITY OF MENIFEE DEVELOPMENT AGREEMENT 2012-116 Scott Road Commerce Center I and Scott Road Commerce Center II (formerly known as “Commerce Pointe”)
This Second Amendment to City of Menifee Development Agreement 2012-116 (“Second Amendment”) is entered into between the City of Menifee, a municipal corporation (“City”), and Scott Road Partners LLC (“Landowner”). City and Landowner shall be referred to collectively within this Second Amendment as the “Parties.”

RECITALS
A. The Property. Landowner owns fee title to the real property described on Exhibit “A” and shown on Exhibit “B” attached to this Second Amendment.

B. The Original Development Agreement Approval. On November 20, 2013, the City Council of the City (“City Council”) adopted Ordinance No. 2013-133 approving Development Agreement No. 2012-116 (“DA”) for the Property, which was then known as Commerce Pointe I and Commerce Pointe II. The original parties to the DA were (i) the City and (ii) Zeiders Road Business Park, Inc., a California corporation, and Commerce Pointe II Menifee, Inc., a California corporation. Landowner is the successor under the DA to those original parties.

C. The Original Term. The original effective date of the DA was December 20, 2013. December 19, 2023, is the final day of the original ten-year term of the DA (“Original Term”).

D. First Amendment. Concurrently with the negotiation and approval of this Second Amendment pursuant to Ordinance No. ______, the Parties negotiated and the City Council approved a separate amendment to the DA (“First Amendment”) pursuant to Ordinance No. _______. A copy of the First Amendment is attached as Exhibit “C”. It is the intent of the Parties that the First Amendment and Second Amendment shall be deemed to have been entered into and operate concurrently to the extent provided in each of those amendments.

Ordinance No. _____ and Ordinance No. _____ shall be jointly referred to as the “Adopting Ordinances” and the date on which they become effective under California law shall be referred to as the “Amendment Effective Date.”
E. Relationship to DA and First Amendment.
•The DA. This Second Amendment amends, but does not replace, the DA. Except as provided in the First and Second Amendments, the original provisions of the DA shall remain in full force and effect. The original effective date of the DA remains December 20, 2013, irrespective of the Amendment Effective Date. References to the “Agreement” in the DA shall be deemed to refer to the DA as modified by the First and Second Amendments, unless to do so would conflict with the express intent of either the First or Second Amendment.

If a provision of this Second Amendment is inconsistent with, conflicts with, or impedes the full implementation of a provision of the DA that has not been expressly deleted or modified by either this First Amendment or the Second Amendment, the Second Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 40
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2 Amendment provision shall prevail over the original language in the DA, but only to the extent needed to fully implement the Second Amendment provision and the stated intent of this Second Amendment.
•The First Amendment. This Second Amendment supplements, but neither amends nor replaces, the First Amendment. Recitals A through G, I, and J of the First Amendment are incorporated into this Second Amendment for background purposes. The bolded defined terms in the First Amendment shall have the same meaning within this Second Amendment. When considered in conjunction with the First Amendment, this Second Amendment shall be interpreted and applied in a manner consistent with the First Amendment’s provisions, but only to the extent needed to fully implement the Second Amendment provision and the stated intent of this Second Amendment.

When both the First and the Second Amendments are in effect and operative at the same time, the First Amendment controls development and use of the Property.

H. Public Hearings. On August 10, 2022, at a properly-noticed public hearing, the City’s Planning Commission reviewed and recommended that the City Council approve this Second Amendment.

I. City Council Action. On September 21, 2022, the City Council conducted a properly-noticed public hearing in accordance with Chapter 9.45 of Article 2 of Title 9 of the Menifee Municipal Code (“Development Agreement Ordinance”). Following the public hearing, the City Council introduced and conducted a first reading of the Adopting Ordinance for the Second Amendment. At a properly-noticed public meeting on October 5, 2022, the City Council conducted a second reading of and adopted the Adopting Ordinance for the Second Amendment, making the Amendment Effective Date November 4, 2022.

J. Findings. In approving the Adopting Ordinance for the Second Amendment, the City Council found that this Second Amendment (i) is consistent with the City's General Plan and the presently applicable zoning for the Property1, (ii) is in the best interests of health, safety, and general welfare of the City, its residents, and the public, (iii) is entered into pursuant to and constitutes a present exercise of the City’s police power, and (iv) is entered into pursuant to Government Code Section 65868 and the Development Agreement Ordinance, which authorize the City to enter into modifications, including extensions of time, to a previously approved and effective Development Agreement.

K. Purpose of Second Amendment. It is the intent of the Parties that this Second Amendment will provide to both the City and Landowner limited assurances pertaining to the development and use of the Project Buildings for the Remaining Vested Uses if, for any reason, the benefits to the Parties under the First Amendment have not been realized as of December 19, 2023, the final day of the Original Term.
1 Because the DA remains in effect at the time of this First Amendment, the Zone Change is not currently applicable to the Property.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 41
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3 AGREEMENT
For the consideration set forth below, the Parties agree as follows:

1. Incorporation of Recitals. The Recitals above are intended to serve as a substantive part of this Second Amendment.

2. New Public Benefit. As consideration for entering into this Second Amendment, Landowner will make a single lump sum payment to the City of $250,000 (the “Second Amendment Payment”) within three business days after receiving written notice from the City that each of the following has occurred:
a.The First and Second Amendments have been signed by the City (the Parties understand and agree that this Second Amendment shall be properly executed by Landowner and delivered to the City prior to City Council approval of the Adopting Ordinances, but that Landowner’s signing the Second Amendment shall not be binding, and this Second Amendment shall have no legal effect on any Party whatsoever if, after the delivery of the signed Second Amendment to the City by Landowner, the City Council (i) changes a single word in the Second Amendment, other than the addition of dates, signatures, ordinance numbers, project status updates in Recital D, typographical corrections, and similar technical matters and matters of form in the Second Amendment and the Exhibits, or (ii) adds any condition whatsoever to the approval of the Second Amendment without the prior written consent of Landowner);
b.The City has timely filed and the County has posted a single Notice of Determination for both the First and Second Amendments and the Adopting Ordinances (“NOD”). The NOD shall be filed by the City no more than five (5) days following the approval of the Adopting Ordinances; and
c.The Adopting Ordinances have become effective without a referendum applicable to either the First or Second Amendment having been timely submitted (i.e., presented to the City Clerk with a legally sufficient number of signatures within 30 days following the approval of the Adopting Ordinances), both the First and Second Amendments have been recorded with the Riverside County Recorder, and a copy of both the First and Second Amendments showing the official Recorder’s stamp have been provided to Landowner.

Such funds shall be used by the City in its sole discretion. Once delivered by Landowner to City, the Second Amendment Payment shall not be refundable.

3. Extension of DA. Provided that on December 19, 2023, Landowner is not in breach of the DA as amended by the First and Second Amendments, the Original Term automatically shall be extended through December 19, 2026, without further action by either of the Parties unless as of December 19, 2023, either:
•Landowner has received certificates of occupancy for each of the Project Buildings; or
•There is no litigation pending which challenges the validity of the First Amendment on any basis and the First Amendment remains valid.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 42
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4 If the DA is not extended because one of these conditions exists, City shall nonetheless retain the entirety of the Second Amendment Payment.

4. “Effective” and “Operative” Dates. This Second Amendment shall be effective as of the November 4, 2022, the Amendment Effective Date. It shall not become “operative” (meaning that the Parties will receive their respective benefits from the Second Amendment) unless and until the Second Amendment Payment is timely delivered to the City by Landowner.

5. Addresses for Notices. Addresses for notices related to this Second Amendment shall be the same as for the DA and the First Amendment, which are:

City: City of Menifee
Attn: City Clerk
29844 Haun Road
Menifee, CA 92586
With a copy to: Jeffrey Melching
Rutan & Tucker, LLP
18575 Jamboree Rd, 9th Floor
Irvine, CA 92612
[email protected]
Landowner: Edmond F. St. Geme
Scott Road Partners LLC
c/o Jupiter Holdings LLC
24 Corporate Plaza, Suite 100
Newport Beach, CA 92660
[email protected]
With a copy to: Tim Paone
Cox, Castle & Nicholson LLP
3121 Michelson Drive, Suite 200
Irvine, CA 92612
[email protected]

6. Sections 25 and 30. In implementing this Second Amendment, the Parties shall comply with Sections 25 and 30 of the DA as amended by the First Amendment. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 43
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5 IN WITNESS WHEREOF, City and Landowner have executed this Second Amendment to City of Menifee Development Agreement 2012-116, with an Second Amendment Effective Date of November 4, 2022.
“City”
CITY OF MENIFEE, a California city
By:_________________________
Armando G. Villa, City Manager
ATTEST:
_____________________________
Stephanie Roseen, Interim City Clerk
APPROVED AS TO FORM:

By: Jupiter Advisors LLC, a California limited
liability company,
Its Manager

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6 A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California )
County of Riverside )
On , before me,____________________________________________, (insert name and title of the officer)
Notary Public, personally appeared ______________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

State of California )
County of Orange )
On , before me,____________________________________________, (insert name and title of the officer)
Notary Public, personally appeared ______________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

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7 EXHIBIT A
(Legal Description of Property)
Real property in the City of Menifee, County of Riverside, State of California, described as follows:

APN: 384-180-052
PARCEL A:

BEING A PORTION OF PARCEL 2 OF PARCEL MAP 8158, IN THE CITY OF MENIFEE,

COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 31, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND A PORTION OF PARCEL "A" OF NOTICE OF LOT LINE ADJUSTMENT NO. 05016, RECORDED JUNE 23, 2006, AS DOCUMENT NO. 2006-0452652, OFFICIAL RECORDS OF SAID COUNTY, LYING WITHIN SECTION 22, TOWNSHIP 6 SOUTH, RANGE 3 WEST , S.B.M., SAID PORTIONS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHWEST CORNER OF SAID PARCEL "A", SAID CORNER BEING A POINT ON THE CENTERLINE OF ZEIDERS ROAD (30 FEET IN HALF WIDTH), AS SAID ROAD IS SHOWN ON SAID NOTICE OF LOT LINE ADJUSTMENT NO. 05016 AND SAID PARCEL MAP;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL "A" AND SAID CENTERLINE OF ZEIDERS ROAD, NORTH 00°22'06" EAST, A DISTANCE OF 660.06 FEET; THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 853.00 FEET; THENCE SOUTH 00°22'06" WEST, A DISTANCE OF 662.47 FEET TO THE SOUTHERLY LINE OF SAID PARCEL "A":

THENCE ALONG THE SOUTHERLY LINE OF SAID PARCEL "A", NORTH 89°28'13" WEST, A DISTANCE OF 853.00 FEET TO THE POINT OF BEGINNING.

CONTAINING 12.95 ACRES MORE OR LESS.

RESERVING A RECIPROCAL EASEMENT FOR THE BENEFIT OF PARCEL "B" AND PARCEL "C" AS SHOWN HEREON.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 46
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8 PARCEL B:

BEING A PORTION OF PARCEL 1 AND PARCEL 2 OF PARCEL MAP 8158, IN THE CITY OF

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 47
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9 CONTAINING 18.66 ACRES MORE OR LESS.

RESERVING A RECIPROCAL EASEMENT FOR THE BENEFIT OF PARCEL "A" AND PARCEL "C" AS SHOWN HEREON.

PARCEL C:

BEING A PORTION OF PARCEL 2 OF PARCEL MAP 8158, IN THE CITY OF MENIFEE,

COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 31, PAGE 50 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, AND A PORTION OF PARCEL "A" OF NOTICE OF LOT LINE ADJUSTMENT NO. 05016, RECORDED JUNE 23, 2006, AS DOCUMENT NO. 2006-0452652, OFFICIAL RECORDS OF SAID COUNTY, LYING WITHIN SECTION 22, TOWNSHIP 6 SOUTH, RANGE 3 WEST, S.B.M., SAID PORTIONS BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

COMMENCING AT THE SOUTHWEST CORNER OF SAID PARCEL "A", SAID CORNER BEING A POINT ON THE CENTERLINE OF ZEIDERS ROAD (30 FEET IN HALF

WIDTH), AS SAID ROAD IS SHOWN ON SAID NOTICE OF LOT LINE ADJUSTMENT NO. 05016 AND SAID PARCEL MAP;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL "A" AND SAID CENTERLINE OF ZEIDERS ROAD, NORTH 00°22'06" EAST, A DISTANCE OF 660.06 FEET;
THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 853.00 FEET TO THE POINT OF BEGINNING;
THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 49.51 FEET;
THENCE NORTH 74°41'01" EAST, A DISTANCE OF 67.00 FEET;
THENCE SOUTH 89°37'54" EAST, A DISTANCE OF 284.25 FEET TO THE EASTERLY LINE OF SAID PARCEL "A";
THENCE ALONG SAID EASTERLY LINE OF THE FOLLOWING TWO (2) COURSES:
1) SOUTH 00°24'17" WEST, A DISTANCE OF 668.47 FEET;
2) SOUTH 05°18'20" EAST, A DISTANCE OF 13.29 FEET TO THE SOUTHEAST CORNER OF SAID PARCEL "A":

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 48
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10 THENCE ALONG THE SOUTHERLY LINE OF SAID PARCEL "A", NORTH 89°28'13" WEST, A DISTANCE OF 399.15 FEET;
THENCE NORTH 00'22'06" EAST, A DISTANCE OF 662.47 FEET TO THE POINT OF BEGINNING.

CONTAINING 6.19 ACRES MORE OR LESS.

RESERVING A RECIPROCAL EASEMENT FOR THE BENEFIT OF PARCEL "A" AND PARCEL "B" AS SHOWN HEREON.

APN(s): 384-150-009, 384-150-010, 384-150-011
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 49
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11 EXHIBIT B
(Depiction of Property)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 50
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12 EXHIBIT C
(First Amendment)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 51
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 52
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 53
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 54
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 55
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INAL NVIRONMENTAL MPACT EPORT

F E I R

Prepared for:

Menifee, CA 92586

Prepared By

City of Menifee
Commerce Pointe Industrial Park Project
State Clearinghouse # 2006121062

City of Menifee
Planning Department
29683 New Hub Drive, Suite C

March 2009

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COMMERCE POINTE INDUSTRIAL PARK PROJECT

FINAL ENVIRONMENTAL IMPACT REPORT

PREPARED FOR:

City of Menifee Planning Department
29683 New Hub Drive, Suite C
Menifee, CA 92586

PREPARED BY:

Christopher A. Joseph & Associates
610 16th Street Suite 514
Oakland, CA 94612

March 2009
SCH No. 2006121062
This document is prepared on paper with 100% recycled content.

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Commerce Pointe Industrial Park Project Table of Contents Final Environmental Impact Report Page i

TABLE OF CONTENTS
Section Page
I. INTRODUCTION .........................................................................................................................I-1 II. LIST OF COMMENTERS .......................................................................................................... II-1 III. RESPONSES TO COMMENTS ................................................................................................III-1 A. INTRODUCTION................................................................................................................III-1 B. RESPONSES TO COMMENTS ON THE DRAFT EIR.....................................................III-1 IV. REVISIONS TO THE DRAFT EIR ...........................................................................................IV-1 V. MITIGATION MONITORING PROGRAM ..............................................................................V-1

APPENDICES
Appendix A: Comment Letters
Appendix B: Health Risk Assessment
Air Quality Data Sheets
Appendix C: Hydrology and Hydraulic Analysis: Mitigation Swale Appendix D: Water Quality Management Plan: BMP Location Exhibit, and BMP Cross Sections Item Title: 11.10
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Commerce Pointe Industrial Park Project I. Introduction Final Environmental Impact Report Page I-1

I. INTRODUCTION
The proposed Commerce Pointe Industrial Park project (project) consists of the development of two industrial parks (refer to Figure III-11 of the Draft EI R), including construction of buildings, parking, landscaping, and utilities; road improvements along Zeiders Road and Bailey Park Road; and the construction of Ciccotti Street. The industrial park on the southern section would include 617,919 square feet (sf) in 33 individual buildings. The industrial park in the northern section of the site would include 209,858 sf in 18 buildings. In total, 827,777 sf of bui lding space would be developed. The structures on both portions of the project site would vary in square footage ranging from 5,475 sf to 36,360 sf and would house research and development and warehouse uses with minimal associated office uses. The project would also include modification and relocati on of the existing water main located in Zeiders Road.

In December of 2008, the City of Menifee published and circulated the Draft Environmental Impact Report (Draft EIR) for the project for public review. The Draft EIR was made available for public review for a 45-day period starting on December 15, 2008 and ending on January 28, 2009. Four comment letters were received from government agencies and interested parties.

This document contains all comments received during the public review period described above. A list of all public agencies and persons/organizations who submitted comments on the Draft EIR is presented in Section II. Responses to all comments are provided in Section III. Text changes to the Draft EIR that are made in response to comments and staff-initiated changes to the Draft EIR are presented in Section IV.

The Mitigation Monitoring Program (MMP) is included in Section V. Copies of all comment letters are provided in Appendix A. These comment letters are identified with letters a nd individual comments are bracketed and numbered to correspond with the nu mbering of comments and associated responses in Section III. This responses-to-comments document and the Draft EIR compose the Final EIR.

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Commerce Pointe Industrial Park Project II. List of Commenters Final Environmental Impact Report Page II-1

II. LIST OF COMMENTERS

WRITTEN COMMENTS
Written comments were received from the following agencies:

Public Agencies
Correspondence Alpha Date of Correspondence Commenter

A December 31, 2008 South Coast Air Quality Management District (Gordon E. Mize)
B January 12, 2009 Native American Heritage Commission (Dave Singleton)
C January 28, 2009 Pechanga Cultural Resources Temecula Band of Luiseno Indians (Anna M. Hoover)
D January 30, 2009 California Regional Water Quality Control Board Santa Ana Region (Adam Fischer)

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Commerce Pointe Industrial Park Project III. Responses to Comments Final Environmental Impact Report Page III-1

III. RESPONSES TO COMMENTS
A. INTRODUCTION
This section contains written responses to each of the written comments on the Draft EIR received during the public review period. Each piece of corresponden ce and each transcript is keyed with a letter, and individual comments are delineated and keyed with numbers. The correspondence and transcripts are contained in Appendix 1.0 of th is document. The responses to the individual comments are provided below and are listed in alphabetical and numerical order. Text changes resulting from comments and staff-initiated changes to the Draft EIR are presented in this section as part of the responses. All text changes are presented in Section IV (Revisions to the Draft EIR).

B. RESPONSES TO COMMEN TS ON THE DRAFT EIR
LETTER A: SOUTH COAS T AIR QUALITY MANAGEMENT DISTRICT (GORDON E. MIZE)
Response to Comment A-1
The text incorrectly states EMFAC2002 was used fo r construction emission factors, when in fact EMFAC2007 emission factors were used. In response to this comment, the text of the Draft EIR has been changed on page IV.D-29 to read as follows:
“Emission factors are from the ARB emission model, EMFAC2002 EMFAC2007, using summertime conditions.”
Response to Comment A-2
This comment introduces comments A-3 through A-6, which describe inconsistencies between Section III (Project Description) and Section IV.D (Air Quality ) of the Draft EIR. As discussed in the following responses to comments, the text of the Draft EIR has been revised to achieve consistency between Section III, Project Description and Section IV.D, Air Quality of the document. In order to validate the conclusions in the Draft EIR in light of the changes to the text in the Air Quality chapter, both URBEMIS and the LST models were refined and rerun with the corrected inputs. The output of the models resulting from these updates does not change the significance conclu sions of the original analysis and, thus, will not prompt recirculation of the Draft EIR. The da ta generated from the update d models is included in Appendix B of the Final EIR.

Response to Comment A-3
As stated on page III-33 of the Draft EIR, the project includes 51 total concrete tilt-up buildings, not 61 as stated on page IV.D-41. In response to this comment the text on page IV.D-42 of the Draft EIR has been changed to read as follows:

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“When completed, the proposed project would c onsist of two industrial parks composed of 61 51 buildings and associated roadway improvements, parking, landscaping, drainage features, and rezoning of portions of the site.”
Response to Comment A-4
As stated on page III-33 (Project Description) of th e Draft EIR there are 33 buildings in the southern section of the project site, not 31 as stated on page IV.D -41. In response to this comment the text on page IV.D-42 of the Draft EIR has been changed to read as follows:
“The industrial park on the southern secti on would include 617,919 square feet (sf) in 30 33 individual buildings.”
Response to Comment A-5
As stated on page III-33 of the Draft EIR, the northern section of the project site contains 209,858 total square feet of development. In response to this comment the text on page IV.D-41 of the Draft EIR has been changed to read as follows:
“The industrial park in the northern section of the site would include 208,901 209,858 sf in 18 buildings.”
Response to Comment A-6
As stated on page III-33 of the Draft EIR, the tota l building space for the proposed project is 827,777 square feet, not 826,820 square feet, as stated on page IV.D-41. In response to this comment the text on page IV.D-42 of the Draft EIR has been changed to read as follows:
“In total, the project would develop 826,820 827,777 sf of building space.” Response to Comment A-7
The localized significance threshold air quality analysis was conducted using the ISCST3 air dispersion model, the SCAQMD-recommended tool for this analysis. “BEEST” is the interface software initially used for the ISCST3 air dispersion program and does not impact the results of the localized significance threshold air quality analysis. The references to the “BEEST” program will be removed to avoid confusion. The localized significance thresholds air quality data sheets will be included in the Final EIR in Appendix B. In response to this comment the text on page IV.D-29, of the Draft EIR has been changed to read as follows:
“The daily construction emissions generated by the proposed project are also analyzed against localized significance thresholds (LSTs) to de termine whether the emissions would cause or contribute to adverse localized air quality impacts. In accordance with SCAQMD’s LST Item Title: 11.10
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methodology1, air quality dispersion modeling was performed for the proposed project to determine whether construction activities at the pr oject site would cause or contribute to adverse localized air quality impacts on nearby off-site sensitive receptors. The Industrial Source Complex Short Term model (ISCST3) is used to estimate ambient air concentrations. This model is approved for use by U.S. EPA, ARB, and SCAQMD . This analysis is based on computer modeling of the project site emissions with th e Beeline Software BEEST program, an air quality dispersion model. BEEST input data are s Site-specific emissions estimated from the URBEMIS model on-site construction activities These emissions data were converted from units in pounds per day to grams per second to comply with the data input requirements of the BEEST program ISCST3. Data output from the BEEST program ISCST3 is provided in units of µg/m 3 therefore these results must be converted to check agains t the thresholds for CO and NOx in ppm. The emissions for the localized modeling were calcula ted using a series of customized spreadsheets following the SCAQMD LST guidance methodologies, and are included in Appendix C. These emissions data were converted fro m units in pounds per day to grams per second to comply with the data input requirements of the BEEST program. Data output from the BEEST program is provided in units of µg/m3 there4fore these results must be converted to check against the thresholds or CO and NO x in ppm. A website conversion ca lculator was utilized for this purpose.14 Data sheets from the BEEST software ISCST3 are provided in Appendix BD.” Response to Comment A-8
The comment notes that the analysis does not break down the long-term vehicle fleet by percentage of the fleet, number of trips for each vehicle type, vehicle miles traveled, etc. This is because the project is still in the planning phase and no site specific information regarding fleet mix or vehicle miles traveled is available at this time. As explained in Response to Comment A-9, the ITE trip generation used in this analysis along with URBEMIS2007 assumes statewide averages for trip length and vehicle type.

Response to Comment A-9
The comment notes that the 7
th Edition ITE daily/project trip generati on is cited but the analysis does not include a breakdown of the vehicle fleet, number of trips for each type of vehicle, or vehicle miles traveled for each vehicle type. This is because ITE provides an estimate of trip generation, which along with URBEMIS2007 defaults based on statewide aver ages for trip length and vehicle type, results in vehicle mile traveled. This methodology is consis tent with typical air quality analyses conducted for CEQA documents. Neither fleet type nor vehicle miles tr aveled are included in the traffic section, as they do not impact the traffic analysis.

1 South Coast Air Quality Management District. Final localized Significance Threshold Methodology, July 2008.

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Response to Comment A-10
The comment states there is no collaboration in the health risk assessment discussion regarding the vehicle fleet, vehicle trips per vehicle type, or vehi cle miles traveled by vehicle type. This makes it difficult to substantiate the air quality and traffic an alyses. In response to this comment, a health risk assessment was conducted and is in cluded in the Final EIR (Appendix B). The default fleet mix and vehicle miles traveled are included in the health risk assessment, as discussed below in Response to Comment A-11.

Response to Comment A-11
The comment states there is not enough information or discussion included in the Draft EIR to conclude that heavy duty diesel vehicles, that may warrant further evaluation of potential health risks from potential diesel truck particulate emissions, won’t be used at the site. The comment contends that the Final EIR should include a discussion to substantiate its determin ation that diesel particulate emissions will be less than significant. Also, according to the URBEMIS mode l, there are 6,080 daily one-way trips and a total of 63,340 vehicle miles traveled stated in the Draft EIR. However, outside of the default breakdown of the URBEMIS model there is no discussion in the health risk assessment of the fleet composition, which would explain whether or not a health risk assessment is warranted. As the comment stated, 6,080 daily one-way trips were estimated. However, less than one percent of these trips are expected to be from diesel trucks, resulting in approximately 57 daily one-way trips by trucks . Based on comparison of similar projects in Riverside County, it was not anticipated th at the project would result in a significant impact from diesel particulate matter. However, in order to clarify the matter, a health risk assessment was conducted for the project and included in the Final EIR as Appendix B. The results of the health risk assessment indicate that, even when using conservativ e estimates, the cancer risks and non-cancer health effects are below the SCAQMD’s significance thresholds. In response to this comment the following text has been added to the impact discussion of Impact IV.D-4 on page IV.D-46 of the EIR:
“Toxic Air Pollutant

A health risk assessment (HRA) was conducted to evaluate the im pacts of annual average diesel exhaust emissions from vehicular sources (specifically heavy-duty, di esel delivery trucks) associated with the proposed project. Using delivery truck traffic estimates calculated from the traffic report, the health risk associated with diesel emission from heavy-duty delivery trucks was analyzed. An air quality dispersion model was used to estimate potential diesel concentrations at residential receptors in the vicinity of the proposed site.

The SCAQMD CEQA guidelines specify that a proj ect is significant if it exposes sensitive receptors to substantial pollutant concentrations, including those resulting in a cancer risk greater than or equal to 10 in a million; and/or a Hazar d Index (HI) (non-cancer effects) greater than or equal to 1.0. The inhalation cancer risk at the maximum exposed receptor is below the SCAQMD CEQA significance threshold of 10 in a million. In addition, the chronic non-cancer HI at the Item Title: 11.10
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maximum exposed sensitive receptor is below the SCAQMD CEQA significance threshold of

1.0. Impacts would therefore be less than significant. No mitigation measures are required and no further analysis of this issue is necessary.”
Response to Comment A-12
This comment provides information and sources for health risk assessments, but the comment does not state a specific concern or question regarding the su fficiency of the analysis or mitigation measures contained in the Draft EIR. However, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment A-13
The comment states that the Draft EIR did not include estimates of emissions generated during cut and fill operations of construction. However, cut and fill operations are accounted for in URBEMIS2007 by the construction vehicle type and the duration of the operations. Since appropriate equipment and duration was used, no changes are necessary.

Response to Comment A-14
The comment states that the Draft EIR did not incl ude emissions generated by improvements to Zeiders Road, which would include 20,516 cubic yards of soils export and 85,000 cubic yards of soil import. The import and export of soil during construction are accounted for in the URBEMIS2007 modeling.

Although not directly reported in the URBEMIS2007 output files, the on-road vehicle miles traveled for construction activities are reflective of these operations.

LETTER B: NATIVE AMERICAN HERITAGE COMMISSION (DAVE SINGLETON) Response to Comment B-1
This comment introduces the Native American Heritage Commission (NAHC) as the state agency designated to protect California’s Native American Cultural Resources. It also states that CEQA requires an EIR be prepared if a project causes a substantial a dverse change to historic resources. It states that the lead agency is required to assess wh ether the project will have an adverse affect on historic resources in the area of potential effect (APE). In accordance wi th CEQA guidelines, the lead agency prepared an Environmental Impact Report for the project, which analyzed possible adverse impacts to historic resources and identified mitigation measures to reduce potential impacts.

Response to Comment B-2
The NAHC specifies actions to be taken in order to adequately address project-related impacts to historic resources. The NAHC requests that the appropriate California Historic Resources Information Center (CHRIS) be contacted for possible ‘recorded sites’ in locations where development will or might occur.

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The Phase I Cultural Resources Assessment prepared fo r the project included a review of maps, site records, and reports from the California Archaeologi cal Inventory and California Historical Resources Information System (CHRIS)/Eastern Information Center at the University of California, Riverside. Thus, the project has complied with this requirement.

Response to Comment B-3
This comment states that if an archeological inventory survey is required, the final stage is the preparation of a professional report detailing the findings and recommendations of the records search and field survey. The Phase I Cultural Resources Assessment was prepared for the project site by Jean A. Kelller, Cultural Resources Consultant. The Phase I assessm ent included a records search, literature search, Sacred Lands File search, comprehensive on-foot fi eld survey, and a report of findings which includes recordation of any cultural resources discovered duri ng the field survey. Thus, the project has complied with this requirement.

Response to Comment B-4
This comment states that the NAHC conducted a Sacr ed Lands File (SLF) search for the APE. No known Native American Cultural Resources were identified. However, the NAHC advises that the SLF search is not exhaustive, and local tribal c ontacts should be consulted. Mitigati on Measure IV.F-3, requires that a qualified archeologist be retained for the project, a nd that archeologist shall consult with the proper Native American tribe(s) in order to identify the pot ential for impacts to unique archaeological resources (cultural resources and sacred sites).

Response to Comment B-5
In order to ensure proper identification and care is given to cultural resources (if discovered), the NAHC advises the use of Native American Monitors, and prof essional archeologists be employed by the project proponent. Mitigation Measure IV.F-3 stipulates a qualif ied archeologist be retained by the land divider for consultation and comment on the proposed grading with respect to potential impacts to unique cultural resources. Mitigation Measure IV.F-4 requires tribal monitors from the appropriate tribe(s) be on-site during all ground disturbing activities. The NAHC also recommends that contact be made with the Native American Contacts contained in this comment letter. The listed Native American tribes were notified in accordance with regulations.

Response to Comment B-6
This comment requests that the lead agency include provisions for the identification and evaluation of accidentally discovered archeological resources in thei r mitigation plan. Mitigation Measure IV.F-2 states that in the case that a subsurface cultural deposit is discovered during demolition or earthmoving activities, said activities within the immediate vicinity of the discovered cultural resource shall be halted Item Title: 11.10
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until the resources can be evaluated and appropriate actions can be discussed by the Native American Monitors, the archeologist, and the Planning Director.

Response to Comment B-7
This comment contains general information, but the comment does not state a specific concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR.

However, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment B-8
Mitigation Measure IV.F-5 requires that the applicant provide the Planning Director with evidence of an Agreement with the appropriate Native American trib e that addresses the treatment and disposition of all cultural resources impacted as a result of the development.

Response to Comment B-9
This comment requests that the lead agency include provisions for discovery of Native American human remains or unmarked cemeteries in their mitigation pl ans. Mitigation Measure IV.F-1 provides provisions for the inadvertent discovery of human remains. It st ates, if human remains are encountered, State Health and Safety Code section 7050.5 states that no further disturbance shall occur until the County Coroner has made a determination of origin and disposition pursuant to Public Resource Code section 5097.98. The County Coroner shall be notified of the find immediately. If the remains are determined to be prehistoric, the coroner shall notify the Native American Heritage Commission, which shall determine and notify the appropriate Native American tribe who is the most likely descendent. The descendent shall inspect the site of the discovery and make a recommendation as to the appropriate mitigation. After the recommendations have been made, the land divider, a Native American Tribal representative, and a City representative shall meet to determine the appropriate mitigation measures and corrective actions to be implemented.

Response to Comment B-10
Mitigation Measure IV.F-1 provides procedures to be followed in the event that human remains are discovered. With regard to the care of human re mains, the commenter is referred to Response to Comment B-9.

Response to Comment B-11
The applicant has included a mitigation plan which meets the recommendations of the NAHC. Avoidance will be the preferred method of mitigation when significant cultural resources are discovered during the course of project planning and implementation.

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LETTER C: PECHANGA CU LTURAL RESOURCES: TEMECULA BAND OF LUISENO INDIANS (ANNA M. HOOVER)
Response to Comment C-1
This comment serves to introduce the Pechanga Band of Luiseno Indians (the Tribe) and the content of ensuing comments which are discussed in detail in Responses to Comments E-1 through E-9. The Tribe has requested to be notified and involved in th e entire CEQA environmental review process for the project, including being added to distribution lists for public notices and public circulation of all documents pertaining to this project. The lead agen cy will continue to notify the Tribe of all public notices pertaining to this project.

Response to Comment C-2
This comment states that in order to comply with CEQA and applicable Califor nia and Federal laws, the lead agency and the project applicant must consult w ith the Tribe in order to guarantee an adequate basis of knowledge for an appropriate evaluation of project effects, as well as gene rating mitigation measures that take tribal interests into account. Mitigation Measures MM.F-1 through MM.F-6 of the Draft EIR include requirements for the project applicant to consult with the appropriate Native American tribe(s) in order to identify potential impacts to historic resource s, and mitigate those impacts. In addition, all of the SB 18 requirements for this project have been met.

Response to Comment C-3
This comment discusses the Pechanga Tribe’s cultural a ffiliation to the project area. The comment states that the proposed project is on land that is within the traditional territory of the Pechanga Band of Luiseno Indians and Pechanga is the appropriate culturally affi liated Tribe for projects that impact this geographic area. This is also discussed in the Phase I Cultural Resources Report prepared for the project. The report can be found in Appendix D of the Draft EIR. The comment does not contain a specific concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR.

However, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment C-4
This comment expresses concern for unexpected discoveries of historic resources during project development, particularly earthmoving activities. The Trib e believes that the project site is part of a large area that was heavily traversed by their ancestors. As such, there is a great possibility that resources, including significant and sacred resources, will be uncovered during project grading. Mitigation Measures MM IV.F-1 and MM IV.F-2, of the Draft EIR state the proper actions to be taken in the case that subsurface cultural deposits are uncovered during project demolition/earthmoving activities.

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This comment also expresses the Tribe’s disagreement with the Draft EIR’s conclusion, which states that the project site is not and likely was not, used fo r religious or sacred purposes. The Tribe believes that there are indications that this property may have be en used for ceremonial or religious purposes because significant habitation complexes comprising of sacred sites are located nearby. This threshold asks whether the project will restrict existing religious or sacred uses within the potential impact area. This comment is concerned with the site’s significance as a place used for religious or sacred purpose in the past. Any artifacts found at the project site which would link the site to past religious or sacred uses will be preserved and protected with the implementati on of Mitigation Measures MM IV.F-1 through MM.

IV.F-6.

Response to Comment C-5
This comment serves to introduce the nature of comments C-6 through C-11. The following comments describe the changes and additions the Tribe would like the City to make to the Mitigation Measures listed below.

Response to Comment C-6
In response to this comment and staff initiated chang es, the text in MM IV.F-1 on page IV.F-15 of the Draft EIR has been changed to read as follows:
“MM IV.F-1 10. PLANNING. IF HUMAN REMAINS FOUND. If human remains are encountered, State Health and Safety Code section 7050.5 states that no further disturbance shall occur until the County Corone r has made a determination of origin and disposition pursuant to Public Resource Code section 5097.98. The County Coroner shall be notified of the find immediately. If the re mains are determined to be prehistoric, the coroner shall notify the Native American He ritage Commission, which shall determine and notify the appropriate Native American tribe who is the most likely descendent (MLD)
. The descendent shall inspect the site of the discovery and make a recommendations and enter into consultation concerning as to the appropriate mitigation.

After the recommendations have been made, the land divider, the MLD a N ative American Tribal representative , and a City representative shall meet to determine the appropriate mitigation measures and corrective actions to be implemented.” Response to Comment C-7
In response to this comment and staff initiated cha nges, the text in MM IV.F-2 on pages IV.F-15 and IV.F-16 of the Draft EIR has been changed to read as follows:
“MM IV.F-2 10. PLANNING. INADVERTANT ARCHEOLOGICAL FINDS. If during ground disturbance activities, significant archeological or cultural resources are discovered by either the archaeological m onitors or the Native American monitors, that Item Title: 11.10
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were not anticipated by the archaeological reports and/or environmental assessment conducted prior to project approval, the following procedures shall be followed:
a. All ground disturbance activities within the immediate vicinity 100 feet of the discovered archeological or cultural resource(s) shall be halted until a meeting is convened between the develope r, the archaeologist, the appropriate Native American monitors tribe and the Planning Director to discuss appropriate actions. b. At the meeting, the significance of th e discoveries shall be discussed and, after consultation with the appropriate Native American monitors tribe and the archaeologist, a decision shall be made (with the concurrence of the Planning Director) as to the appropriate mitigati on (documentation, recovery, avoidance, etc.) for the archeological or cultural resources.
c. Grading shall not resume within the immediate vicinity of the discovery until an agreement has been reached by the appropriate Native American tribe, the archeologist, and the Planning Director all parties as to the appropriate mitigation.

The grading plans shall conform to the mitigation requirements placed on the map.” Response to Comment C-8
In response to this comment and staff initiated chang es, the text in MM IV.F-3 on page IV.F-16 of the Draft EIR has been changed to read as follows:
“MM IV.F-3 10. PLANNING ARCHEOLOGIST RETAINED. Prior to the issuance of rough grading permits, a qualified archaeologist (pursuant to the Secretary of the Interior’s standards and guidelines) shall be retained by the developer land divider for consultation and comment on the proposed gradin g with respect to potential impacts to unique archeological and cultural resources. Should the archaeologist, after consultation with the appropriate Native American tribe(s) and tribal representatives, find the potential is high for impact to unique archaeological resources (cultural resources and sacred sites); a pre-grading meeting between the archaeologist, Native American monitor(s) tribes, and the excavation and grading contractor shall take place. During grading operations, when deemed necessary in the professional opinion of the retained archaeologist or the Native American tribe monitor(s) (and/or as determined by the Planning Director), the archaeologist, the archaeologist's on-site representative(s) and the Native American monitor(s) shall actively monitor all project related grading and c onstruction and shall have the authority to temporarily divert, redirect, or halt grading activity to allow recovery of unique significant archeological or cultural resources. Prior to the issuance of grading permits, the name, address and telephone number of the retained archaeologist Item Title: 11.10
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and the Native American representative shall be submitted to the Planning Department and the Department of Building and Safety. - Grading Division . If the retained archaeologist, after consultation with the a ppropriate Native American tribe(s), finds no potential for impacts to unique archeological or cultural resources, a letter shall be submitted to the Planning Department certif ying this finding by the retained qualified archaeologist.”
Response to Comment C-9
This comment lists MM IV.F-4, but comment does not contain a specific concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. However, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment C-10
This comment lists MM IV.F-5 (original numbering in the Draft EIR, MM IV.F-5 has since been deleted due to redundancy, the requirements of this mitigat ion measure are included in MM IV.F-6 (original numbering), but the comment does not contain a specific concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. However, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment C-11
This comment lists MM IV.F-6 (original numbering in the Draft EIR, is now numbered MM IV.F-5), but the comment does not contain a specific concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. Ho wever, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment C-12
This comment contains contact information for the Pechanga Tribe, and states interest in working with the City of Menifee to assist in the protection of invaluable Pechanga cultural resources. The comment does not contain a specific concern or question regarding th e sufficiency of the analysis or mitigation measures contained in the Draft EIR. However, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

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LETTER D: CALIFORNIA REGIONAL WATER QUALITY CONTROL BOARD,

SANTA ANA REGION (ADAM FISCHER)
Response to Comment D-1
The comment does not contain a specifi c concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. Ho wever, the comment is acknowledged for the record and will be forwarded to the decision-making bodies for their review and consideration.

Response to Comment D-2
The commenter provides background information regardi ng the hydrologic setting of the Project site but does not indicate the need for any correction or addition to the Draft EIR concerning this subject.

Response to Comment D-3
This information was inadvertently omitted from the ve rsion of the hydrology st udy that was included in the Draft EIR technical appendices. An updated versi on that includes the refere nced channel is included in this Final EIR. This is included as Appendix C.

Response to Comment D-4
The commenter is referred to Response to Comment D-3.

The proposed low-flow vegetated swale along the south a nd east margins of the Project site is intended to intercept modest ephemeral flows originating from th e vicinity of Zieders Road. The swale is not intended to intercept flows from the la rger blueline stream. As a result, the purpose of the swale is to convey these flows around the perimeter of the site a nd mitigate any impacts to natural streams. The swale itself would not be expected to support any beneficial uses as defined in the Basin Plan.

The proposed vegetated swale has been designed to intercept the first flush emanating from the off-site area based on existing land use cover. The total ar ea tributary to the upstream end of the swale is 14.3 acres. The flow rate used to design the mitiga tion swale was based on the water quality flow rate identified in the Riverside County Flood Control and Water Conservation District’s (Flood Control) BMP Handbook, also known as the Rational Method Equation:

Q= CIA
Where:

Q: Flow rate in ft3/s
C: Runoff Coefficient based on existing land use
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I: Rainfall Intensity of 0.2 in/hr
A: Area of watershed in acres
The runoff coefficient “C” has been set to equal 0.29 which is based on an impervious area of 10% and is equal to 0.83 ft3/s or 1 ft3/s, as shown below:

Q = 0.29 * 0.2 in/hr * 14.3 acres
Q = 0.83 ft3/s , use 1.0 ft3/s.

In order to limit the maximum flow rate entering the swale, a concrete collection weir would be constructed at the propert y line to route 1 ft3/s to the proposed mitigation swale (see Section A-A in Appendix D). The concrete weir w ould have a base width of 1 foot, a depth of 0.5 feet, and 2:1 side slopes. The concrete weir would transition to a vegetated swale that varies from 4 to 15 feet in width with side slopes that vary from 4:1 to 10:1, as shown in Section B-B in Appendix D.

Normal depth calculations were prepared to determine the capacity of the swale. The concrete weir would have a normal depth of 0.28 feet based on a slope of 0.005 and a roughness coefficient of 0.015.

However, the swale would have a normal depth of 0.43 feet at the transition based on a slope of 0.005 and a roughness coefficient of 0.035. Consequently, the design of the swale will provide the hydraulic control to regulate the flows entering the swale. Based on th e normal depth calculation of 0.43, the concrete weir was designed with a depth of 0.5 feet to insure that 1 ft3/s enters the low flow mitigation swale.

Response to Comment D-5
The commenter points out the fact that a map legend obscures some of the features in Exhibit A of the hydrology study. While this is true, the features obscured by the map legend are located on the Commerce Point I site and not the Commerce Point II property, which is the subject of the hydrology study. The Commerce Point II site is fully shown on Exhibit A. Therefore, no revisions to the exhibit are necessary.

Response to Comment D-6
Contrary to the commenter’s assertion, the proposed structural treatment best management practices (BMPs) are illustrated in the preliminary project -specific Water Quality Management Plan (WQMP), included in the technical appendices to the Draft EIR. However, a supplemental exhibit that more clearly illustrates the proposed locations of these BMPs is included in this Final EIR in Appendix D.

According to the Riverside County Flood Control and Water Conservation District’s (Flood Control) guidelines for preparing project-specific WQMPs, preliminary WQMPs only need to ensure that applicable BMPs are reasonably incorporated into the site layout and are appropriately sized. The precise location of each BMP can be deferred until the final WQMP is submitted. The revised exhibit included in Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 166
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this Final EIR in Appendix D contains the level of detail requested by Flood Control in its WQMP guidelines.

Response to Comment D-7
The discussion of the Project’s cumulative impacts in the Draft EIR notes that other development within the vicinity of the Project site will modify existing drainage and runoff flow patterns, velocities, and volumes. However, as noted in the Draft EIR at page IV.G-19, each project will be required by the City to assess its hydrologic effect and provide sufficien t mitigation for both wate r quantity and quality.

Because the Project is able to reduce its impact on hydrology and water quality to a less than significant level, it would not contribute to any cumulative hyd rology or water quality impacts within the Paloma Valley watershed.

Response to Comment D-8
The comment does not contain a specifi c concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. Ho wever, the comment is acknowledged for the record and will be forwarded to the decision-making bodies fo r their review and consideration. The commenter is also referred to Response to Comment D-7.

Response to Comment D-9
The hydraulic and hydrologic information requested by the commenter has been provided in this Final EIR. The commenter is referred to Response to Comments D-4, D-6, and D-7.

Response to Comment D-10
While the Determination of Biologically Equivalent or Superior Preservation (DBESP) is included in the list of source data that was used to prepare the Hy drology and Water Quality section of the Draft EIR, it was not used as support for any water quality conclusi ons. Additionally, the DBESP is not being used in the Section 401 Water Quality Certification process, nor is it being relied upon for the Section 404 or California Department of Fish and Game (CDFG) permitting processes.

The commenter acknowledges that th e DBESP is within the purview of the City. These comments will be forwarded to the City Council for consideration as part of the DBESP process.

Response to Comment D-11
The comment does not contain a specifi c concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. Ho wever, the comment is acknowledged for the record and will be forwarded to the decision-making bodies fo r their review and consideration. The commenter is referred to Response to Comment D-10.

Item Title: 11.10
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Response to Comment D-12
The comment does not contain a specifi c concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. Ho wever, the comment is acknowledged for the record and will be forwarded to the decision-making bodies fo r their review and consideration. The commenter is referred to Response to Comment D-10.

Response to Comment D-13
The comment does not contain a specifi c concern or question regarding the sufficiency of the analysis or mitigation measures contained in the Draft EIR. Ho wever, the comment is acknowledged for the record and will be forwarded to the decision-making bodies fo r their review and consideration. The commenter is referred to Response to Comment D-10.

Item Title: 11.10
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Item Title: 11.10
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Commerce Pointe Industrial Park Project IV. Revisions to the Draft EIR Final Environmental Impact Report Page IV-1

IV. REVISIONS TO THE DRAFT EIR

INTRODUCTION
The section presents corrections and clarifications that have been made to the text of the Draft EIR.

These changes include revisions resulting from specific responses to comments and staff-initiated text changes to correct non-substantive errors. The text revisions are organized by section and page number as they appear in the Draft EIR. Text deleted from the Draft EIR is shown in strikethrough , and new text
is underlined. For corrections resulting from a response to a comment on the Draft EIR, references in parentheses refer to the comment letter and comment number.

Some changes have been made to the Mitigation Measures in the Draft EIR. For the most part, when not in direct response to a comment received on the Draft EIR, these changes were made by the City of Menifee. The effectiveness of the Mitigation Measur es has not been diminished through these changes, but rather was done to achieve consistency with the C ity’s standard Conditions of Approval. This is also in part due to the fact that the Lead Agency changed (as discussed below) from the County of Riverside to the City of Menifee during the CEQA process. This change in Lead Agency necessitated modifications to Mitigation Measures that are reflected below.

SECTION I., INTRODUCTION
The text in the third paragraph on page I-1 of the Draft EIR has been changed to read as follows (staff initiated change):
“Because the proposed project will require approval of certain discretionary actions by the City of Menifee (the City), the proposed project is subject to the California Environmental Quality Act (CEQA), for which the City is the designated Lead Agency. Riverside County voters approved to incorporate the City of Menifee on June 3, 2008. The City was officially incorporated on October 1, 2008. The Notice of Preparation was circulated to the public in early 2007 and, since this was prior to City incorporation, the County of Riverside acted as Lead Ag ency for the beginning stages of the CEQA process. Since incorporation, the City of Menifee has taken over as Lead Agency under CEQA. Because of this, the County of Riverside is mentioned in several places throughout the Draft EIR. References to the C ounty do not represent substantive errors in the document and, therefore, these references ha ve not been changed in the Draft EIR. The City’s Planning Department administers the process by which environmental documents for projects are prepared and reviewed. On the basis of these procedures, it was determined that the proposed project may have a significant effect on the environment and that an EIR should be prepared.” SECTION IV.B, AESTHETICS
Mitigation Measure MM IV.B-1on page IV.B-19 through IV.B-20, of the Draft EIR has been changed to read as follows (staff initiated change):

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• “The landscape plan shall be subject to review and approval by Project Review staff prior to issuance of grading or building permits.”
• Colors used for exterior bu ilding surfaces shall match the hue, lightness, and saturation of colors of the immediately surrounding trees and vegetation. Several colors matching those of the surrounding trees and vegetation shall be used in order to minimize uniformity. “ SECTION IV.D, AIR QUALITY
The text in the last sentence of the first paragraph under the heading “Construction-Related Air Quality Impacts”, on page IV.D-26 of the Draft EIR has been changed to read as follows (refer to Response to Comment A-2):
“Overall, construction of the proposed project would occur over an approximate 31 27-month period, with the beginning of constr uction (i.e., demolition) beginni ng approximately in fall of 20092008.”
The text in the third line of the footnote of Table IV.D-2 on page IV.D-6, of the Draft EIR has been changed to read as follows (refer to Response to Comment A-7):
“Source: Christopher A. Joseph and Asso ciates 2007. Calculation print out sheets are provided in Appendix C B of the Final EIR.”

The text in the last sentence of the second paragraph on page IV.D-29, of the Draft EIR has been changed to read as follows (refer to Response to Comment A-1):
“Emission factors are from the ARB emission model, EMFAC2002 EMFAC2007, using summertime conditions.”
The text in the fourth paragraph on page IV.D-29, of the Draft EIR has been changed to read as follows (refer to Response to Comment A-7):
“The daily construction emissions generated by the proposed project are also analyzed against localized significance thresholds (LSTs) to de termine whether the emissions would cause or contribute to adverse localized air quality impacts. In accordance with SCAQMD’s LST methodology1, air quality dispersion modeling was performed for the proposed project to determine whether construction activities at the pr oject site would cause or contribute to adverse localized air quality impacts on nearby off-site sensitive receptors. The Industrial Source Complex Short Term model (ISCST3) is used to estimate ambient air concentrations. This model is approved for use by U.S. EPA, ARB, and SCAQMD . This analysis is based on computer

1 South Coast Air Quality Management District. Final localized Significance Threshold Methodology, July 2008.

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modeling of the proj ect site emissions with the Beeline Software BEEST program, an air quality dispersion model. BEEST input data are s Site-specific emissions estimated from the URBEMIS model on-site construction activities These emissions data were converted from units in pounds per day to grams per second to comply with the data input requirements of the BEEST program ISCST3. Data output from the BEEST program ISCST3 is provided in units of µg/m 3 therefore these results must be converted to check agains t the thresholds for CO and NOx in ppm. The emissions for the localized modeling were calcula ted using a series of customized spreadsheets following the SCAQMD LST guidance methodologies, and are included in Appendix C. These emissions data were converted from units in pounds per day to grams per second to comply with the data input requirements of the BEEST program. Data output from the BEEST program is provided in units of µg/m3 there4fore these results must be converted to check against the thresholds or CO and NO x in ppm. A website conversion calculator was utilized for this purpose.14 Data sheets from the BEEST software ISCST3 are provided in Appendix BD.” The text in the first sentence of the second paragraph on page IV.D-41 of the Draft EIR has been changed to read as follows (refer to Response to Comment A-3):
“When completed, the proposed project would c onsist of two industrial parks composed of 61 51 buildings and associated roadway improvements, parking, landscaping, drainage features, and rezoning of portions of the site.”
The text in the second sentence of the second paragr aph on page IV.D-41 of the Draft EIR has been changed to read as follows (refer to Response to Comment A-4):
“The industrial park on the southern secti on would include 617,919 square feet (sf) in 30 33 individual buildings.”
The text in the third sentence of the second paragraph on page IV.D-41 of the Draft EIR has been changed to read as follows (refer to Response to Comment A-5):
“The industrial park in the northern section of the site would include 208,901 209,858 sf in 18 buildings.”
The text in the fourth sentence of the second paragr aph on page IV.D-41 of the Draft EIR has been changed to read as follows (refer to Response to Comment A-6):
“In total, the project would develop 826,820 827,777 sf of building space.” The following text has been added to the impact discussion on page IV.D-46 (Impact IV.D-4) of the Draft EIR (refer to Response to Comment A-11):
“Toxic Air Pollutant

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The SCAQMD CEQA guidelines specify that a proj ect is significant if it exposes sensitive receptors to substantial pollutant concentrations, including those resulting in a cancer risk greater than or equal to 10 in a million; and/or a Hazar d Index (HI) (non-cancer effects) greater than or equal to 1.0. The inhalation cancer risk at the maximum exposed receptor is below the SCAQMD CEQA significance threshold of 10 in a million. In addition, the chronic non-cancer HI at the maximum exposed sensitive receptor is below the SCAQMD CEQA significance threshold of

1.0. Impacts would therefore be less than significant. No mitigation measures are required and no further analysis of this issue is necessary.”
Updates for Assembly Bill 32 are reflected through changes to the text on page IV.D-9 of the Draft EIR.

The text in the last sentence of the first paragraph on page IV.D-9 has been changed to read as follows:
“Because, the intent of AB 32 is to limit 2020 em issions to the equivalent of 1990, and the present year (20072009) is near the midpoint of this timeframe , it is expected that the regulations would affect many existing sources of greenho use and not just new general development projects.”
The following paragraph has been added to the text below the third paragraph on page IV.D-9:
“In June 2008, OPR released a Technical Adviso ry, which explains how impacts and mitigation measures from climate change and GHG emissions should be addressed in EIRs. Going forward, OPR has directed the ARB to recommend a method for setting the GHG emissions threshold of significance, including both qualitative and quantitative options. At the time of this document, no GHG significance thresholds have been adopted.”
SECTION IV.E, BIOLOGICAL RESOURCES
The last paragraph of Mitigation Measure MM IV.E -4 on page IV.E-52, of the Draft EIR has been changed to read as follows (staff initiated change):
“All mitigation associated with impacts to Ripari an/Riverine features as defined by Section 6.1.2 of the MHSHCP and the associated DBESP, shall be reviewed and approved by EPD prior to project approval and the Detailed Mitigation Plan shall expand upon the approved DBESP to Item Title: 11.10
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include all elements described in Mitigation Measures MM IV.E-4. This shall be required prior to issuance of a grading permit.”
Mitigation Measure MM IV.E-5 on page IV.E-52, of the Draft EIR has been changed in part to read as follows (staff initiated change):
“In order to avoid and compensate for adverse impacts to oak trees, the following protective and replacement measures shall be implemented by a qualified biologist, prior to the issuance of any demolition or grading permit:”
• “Each preserved oak shall be watered during the summer through a long, slow soak over the entire root zone (as opposed to frequent, shallow watering) and not directed toward the trunk , or as directed by a qualified biologist.
• The frequency of watering shall depend on the soil drai nage at each oak tree, to be determined by a qualified biologist.”
SECTION IV. F, CULTURAL RESOURCES
Mitigation Measure MM IV.F-1 on page IV.F-15, of th e Draft EIR has been changed to read as follows (refer to Response to Comment C-6):
“MM IV.F-1 10. PLANNING. IF HUMAN REMAINS FOUND. If human remains are encountered, State Health and Safety Code section 7050.5 states that no further disturbance shall occur until the County Corone r has made a determination of origin and disposition pursuant to Public Resource Code section 5097.98. The County Coroner shall be notified of the find immediately. If the re mains are determined to be prehistoric, the coroner shall notify the Native American He ritage Commission, which shall determine and notify the appropriate Native American tribe who is the most likely descendent (MLD)
. The descendent shall inspect the site of the discovery and make a recommendations and enter into consultation concerning as to the appropriate mitigation.

After the recommendations have been made, the land divider, the MLD a Native American Tribal representative , and a City representative shall meet to determine the appropriate mitigation measures and corrective actions to be implemented.” Mitigation Measure MM IV.F-2 on pages IV.F-15 and IV .F-16, of the Draft EIR has been changed to read as follows (refer to Response to Comment C-7):
“MM IV.F-2 10. PLANNING. INADVERTANT ARCHEOLOGICAL FINDS. If during ground disturbance activities, significant archeological or cultural resources are discovered by either the archaeological m onitors or the Native American monitors, that Item Title: 11.10
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The grading plans shall conform to the mitigation requirements placed on the map.” Mitigation Measure MM IV.F-3 on page IV.F-16, of th e Draft EIR has been changed to read as follows (refer to Response to Comment C-8):
“MM IV.F-3 10. PLANNING ARCHEOLOGIST RETAINED. Prior to the issuance of rough grading permits, a qualified archaeologist (pursuant to the Secretary of the Interior’s standards and guidelines) shall be retained by the developer land divider for consultation and comment on the proposed gradin g with respect to potential impacts to unique archeological and cultural resources. Should the archaeologist, after consultation with the appropriate Native American tribe(s) and tribal representatives, find the potential is high for impact to unique archaeological resources (cultural resources and sacred sites); a pre-grading meeting between the archaeologist, Native American monitor(s) tribes, and the excavation and grading contractor shall take place. During grading operations, when deemed necessary in the professional opinion of the retained archaeologist or the Native American tribe monitor(s) (and/or as determined by the Planning Director), the archaeologist, the archaeologist's on-site representative(s) and the Native American monitor(s) shall actively monitor all project related grading and c onstruction and shall have the authority to temporarily divert, redirect, or halt grading activity to allow recovery of unique significant archeological or cultural resources. Prior to the issuance of grading permits, the name, address and telephone number of the retained archaeologist and the Native American representative shall be submitted to the Planning Department and the Department of Building and Safety. - Grading Division . If the retained Item Title: 11.10
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archaeologist, after consultation with the a ppropriate Native American tribe(s), finds no potential for impacts to unique archeological or cultural resources, a letter shall be submitted to the Planning Department certif ying this finding by the retained qualified archaeologist.”
Mitigation Measure MM IV.F-4 on page IV.F-16, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.F-4 60. PLANNING NATIVE AMERICAN MONITOR RETAINED. Tribal monitor(s) from the appropriate Native American tribe(s) shall be required on-site during all ground disturbing activities. The developer land divider/permit holder shall retain a qualified tribal monitor from the appropriate Native American tribe. Prior to issuance of a grading permit, the developer shall submit a copy of a signed contract (“treatment agreement”) between the appropriate Native American tribe and the developer land divider/permit holder for the monitoring of the project to the Planning Department and to the Department of Building and Safety. The treatment agreement shall address the treatment and disposition of all cultural resources impacted as a result of the development. The Developer shall relinquish ownership of all cultural resources, including all archeological artifacts that ar e of Native American origin, found in the project area to the appropriate Native American tribe for proper treatment and disposition. The Native American monitor(s) shall have the authority to monitor all ground disturbance activities and shall have the authority to temporarily divert, redirect or halt grading activities to allow recovery of Native American resources.” Mitigation Measure MM IV.F-5 on page IV.F-16, of the Draft EIR has been removed due to redundancy, the mitigation is now included in mitigation measu re MM IV.F-6 (original numbering). As such, the identification numbers for subsequent cultural resources mitigation measures will decrease by one number. The mitigation measures have changed as follows: MM IV.F-6 is now MM IV.F-5; MM IV.F-7 is now MM IV.F-6. Please note that these changes have not been made to the text of the Draft EIR. (staff initiated change):
“MM IV.F-5 60. PLANNING. CULTURAL ARTIFACT AGREEMENT. Prior to grading permit issuance, the applicant shall provide the Planning Director evidence of an Agreement with the appropriate Native American tribe that addresses the treatment and disposition of all cultural resources impacted as a result of the development. The Developer shall relinquish ownership of all cultural resources, including all archeological artifacts that are of Native American origin, fo und in the Project area to the appropriate Native American tribe for proper treatment and disposition.” Mitigation Measure MM IV.F-6 on page IV.F-17, of th e Draft EIR has been changed to read as follows (staff initiated change):

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“MM IV.F-56 60. PLANNING. PRESERVATION AND PROTECTION OF CULTURAL RESOURCES. Prior to the Planning Department providing a final sign-off on the first building permit final inspection , the applicant, developer or successor-in-interest shall provide the Planning Director evidence of a Preservation and Disposition Plan an Agreement with the appropriate Native American tribe that addresses the treatment and disposition of all cultural resources impacted as a result of the development. The agreement shall describe how the protected cultural resources shall be preserved and maintained, the name, address and telephone number of the organization or group who will monitor the condition of the cultural r esources and will be responsible for the long- term maintenance and protection of the cultural resources.” Mitigation Measure MM IV.F-7 on page IV.F-17, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.F-67 60. PLANNING. PALEONTOLOGIST RETAINED. Prior to issuance of rough grading permits, a qualified paleontologist sh all be retained by the developer for consultation and comment on the proposed grading with respect to potential paleontological impacts. Should the paleontologist find the potential is high for impact to significant resources, a pre-grade meeting be tween the paleontologist and the excavation and grading contractor, the developer, and the Planning Department shall be arranged.

When necessary, the paleontologist or re presentative shall have the authority to temporarily divert, redirect, or halt grading activity to allow recovery of fossils. The developer shall submit the name, telephone number and address of the retained paleontologist to the Planning Department and the Department of Building and Safety .

The paleontologist shall submit in writing to the Planning Department the results of the initial consultation and the details of the foss il recovery plan if recovery was deemed necessary. The written results shall be submitted prior to issuance of any final grading
permit.”
SECTION IV.G, HYDROLOGY/WATER QUALITY
Mitigation Measure MM IV.G-2 on page IV.G-19 through IV.G-20, of the Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.G-2 The proposed project shall minimize the amount of urban runoff to the extent possible by the following means:
• Maximize the permeable surfaces on-site;
• Incorporate landscaped buffer areas between sidewalks and streets; • Use natural drainage systems;
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• Where soil conditions are suitable, use perforate d pipe or gravel filtration pits for low flow infiltration;
• Construct on-site ponding areas or retention facilities to increase opportunities for infiltration consistent with vector control objectives.” Mitigation Measure MM IV.G-4 on page IV.G-20, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.G-4 The proposed project shall conserve those natural areas identified for conservation in the EIR by maximizing canopy interception and water conservation by preserving existing native trees and shrubs, and planting additional native or drought tolerant trees and large shrubs.

Mitigation Measure MM IV.G-17 on page IV.G-23, of the Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.G-17 The avoidance/conservation area, enhancement area and urban/wildlands interface area are located within a privat e commercial industrial project and is not accessible to the general public. Private security measures will ensure that no unauthorized activities occur in the avoidance/conservation, enhancement area or urban/wildlands interface.”
Mitigation Measure MM IV.G-18 on page IV.G-23, of the Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.G-18 The avoided and conserved habitat w ith in RR Cell No.’s 1 and 3 will be enhanced with the additional planting of native riparian vegetation and native upland vegetation within adjacent upland areas. The created mitigation channel will also be planted with coast live oak trees and native shrubs . Coast live oak trees, Western sycamore, and native shrubs a nd groundcover will be replanted within the enhancement portion of along the margins and within the avoided/conservation area. Oak acorns were collected from the site in 2006 and 2007 and w ill be collected again in 2008 and utilized on-site for planting.”
Mitigation Measure MM IV.G-19 on page IV.G-23, of the Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.G-19 Planting of native vegetation in the enhancement portion marg ins of the avoidance/conservation area will replace riparian values eliminated from the project site.

The proposed plant palette, as depicted in the enclose Plate 4 – Conceptual landscape plan, includes species such as coast live oak, California sycamore, red willow, arroyo Item Title: 11.10
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willow, mulefat, ocellated Humboldt lily , western redbud, toyon, matilija poppy, and coyote brush.”
SECTION IV. I, NOISE
Mitigation Measure MM IV.I-1 on page IV.I-27, of the Draft EIR has been removed (staff initiated change). As such, the identification numbers for su bsequent noise mitigation measures will decrease by one number. The mitigation measures have changed as follows: MM IV.I-2 is now MM IV.I-1; MM IV.I- 3 is now MM IV.I-2, MM IV.I-4 is now MM IV.I-3, and so on. Please note that these changes have not been made to the text of the Draft EIR.
“MM IV.I-1 Whenever a construction site is within one -quarter (1/4) of a mile of an occupied residence or residences, no construction activities shall be undertaken between the hours of 6:00 p.m. and 6:00 a.m. during the months of June through September and between the hours of 6:00 p.m. and 7:00 a.m. during the months of October through May. Exceptions to these standards shall be allowed only with written consent of building official per Cit y Ordinance.”
Mitigation Measure MM IV.I-2 on page IV.I-27, of the Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.I-21 Prior to issuance of grading permits all c Construction-related activities that would result in high noise levels shall be restricted to between the hours of 7:00 a.m. and 7:00 p.m. Monday-Saturday (excluding Sundays and H federal and state h olidays).

Exceptions to these standards shall be allowe d only with written consent of the building Official per City Ordinance.”
SECTION IV. K, TRANSPORTATION/TRAFFIC
Several of the Mitigation Measures associated with Tra ffic have been changed since the Draft EIR. This is primarily because many of the intersections warra nting signals that were listed in the Draft EIR now have interim signals in place. As a result, those intersections no longer w ill experience potentially significant impacts. Where appropriate, the project a pplicant will pay a fair share contribution to the permanent signals. The changes to the Mitigation Measures outlined below (and throughout this section) do not diminish the effectiveness of the original Draf t EIR Mitigation Measure. Rather, they have, in part, been updated here to better reflect existing conditions.

Mitigation Measure MM IV.K-1 on page IV.K-77, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-1 Prior to occupancy building permit issuance , the project applicant shall install a traffic signal and left-turn lane (or greater capacity as determined by the City) at the Item Title: 11.10
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intersection of an eastbound (EB) lane at the intersection of Scott and Murrieta Road.

Alternatively, if the City has a Capital Improvement Program in place, the project applicant shall pay its fair share toward installation of this signal.” Mitigation Measure MM IV.K-2 on page IV.K-77, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-2 Prior to occupancy building permit issuance , the project applicant shall install a modify the existing traffic signal and install eastbound (EB) and westbound (WB) thru- lanes and EB and WB right-turn lanes (or greater capacity as determined by the City ) at the intersection of Zeiders Road/Haun Road and Scott Road. Additionally, applicant shall pay its fair share of a new permanent traffic signal at this location.” Mitigation Measure MM IV.K-3 on page IV.K-77, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-3 Prior to building permit issuance, the project applicant shall pay its fair share towards the installation of a new install a permanent traffic signal at the intersection of I- 215 Southbound Ramps and Scott Road.”
Mitigation Measure MM IV.K-4 on page IV.K-77, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-4 Prior to building permit issuance, the project applicant shall pay its fair share towards the installation of a new permanent install a traffic signal at the intersection of I- 215 Northbound Ramps and Scott Road.”
Because the signal at Antelope and Scott Road ha s been installed, impacts are no longer potentially significant. Therefore, Mitigation Measure MM IV.K-5 on page IV.K-77, of the Draft EIR has been removed (staff initiated change):
“MM IV.K-5 Prior to building permit issuance, the project applicant shall install a traffic signal at the intersection of Antelope Road and Scott Road.”
Mitigation Measure MM IV.K-6 on page IV.K-77, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-65 Prior to occupancy building permit issuance , the project applicant shall install a traffic signal at the intersection of Antelope Road and Keller Road. Alternatively, if the City has a Capital Improvement Program in place, the project applicant will pay its fair share toward installation of this signal.”
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 180
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Mitigation Measure MM IV.K-7 on page IV.K-78, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-76 Prior to occupancy building permit issuance , the project applicant shall install a traffic signal at the intersection of Antelope Road and Clinton Keith Road , or pay its fair share toward the installation of this signal.”
The following text which pertains to cumulative impacts was inadvertently included as part of the original Mitigation Measure IV.K-7, but has now been set out as a separate mitigation measure (see MM IV.K-10 below)(staff initiated change):
“Implementation of Mitigation Measures MM IV.K -1, and MM IV.K -5 through MM IV.K-7 identified above for project specific impacts would also reduce the significant cumulative impacts at the intersections of Murrieta Road at Scott Road, Antelope Road at Scott Road, Antelope Road at Keller Road, and Antelope Road at Clinton Keith Road.

Implementation of Mitigation Measures MM IV.K-2 through MM IV.K-4 would partially mitigate the significant impacts at Zeid ers Road/Haun Road at Scott Road, I -215 Southbound Ramps at Scott Road, and I -215 Northbound Ramps at Scott Road, respectively. The residual cumulative impacts at these intersections would be mitigated to a less -than-significant level through implemen tation of the following additional improvements:
• Intersection of Zeiders Road/Haun Road and Scott Road: Add 2 northbound (NB) left - turn lanes, 1.5 thru lanes, and 1.5 right -turn lanes; add 2 sou thbound (SB) left-turn lanes, 2 thru lanes and 1 right -turn lane; add 1 additional thru lane ( for a total of two thru lanes); add 1 additional WB left-turn lane, 1 additional thru lane, and 1 right-turn lane; • Intersection of I -215 Southbound Ramps and Sco tt Road: Add 2 SB left -turn lanes and right turn lanes; add 1 EB thru lane and 1 right- turn lane; add 2 WB thru lanes; • Intersect ion of I -215 Northbound Ramps and Scott Road: Add 2 NB left -turn lanes and right-turn lanes; add 2 EB left-turn lanes and thru lanes; add 2 WB thru lanes and 1 right - turn lane.

The Riverside County Transportation Department ’s Conditions of Approval (COAs) differ from the improvements included in the project’s Traffic Impact Study for NB and SB lanes at the intersection of Zeiders Road and Scott Road. As discussed late r in this section, the COAs require 1 shared SB left-turn/through/right-turn lane, 1 NB left-turn lane, 1 NB thru lane, and 1 NB right - turn lane.

As discussed previously the County has established a Western Riverside County Uniform Mitigation Fees “TUMF” Program for the funding a nd construction of offsite improvements that are needed to serve cumulative and long -range buildout conditions. In accordance with CEQA Guidelines Section 15130(a)(3), “An EIR may determine tha t a project's contribution to a Item Title: 11.10
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significant cumulative impact will be rendered less than cumulatively considerable and thus is not significant. A project's contribution is less than cumulatively considerable if the project is required to implement or fund its fair share of a mitigation measure or measures designed to alleviate the cumulative impact.” As such the Mitigation Measure MM IV.K-8 would mitigate the project’s contribution to the cumulative impact s at the following intersections to a less -than- significant level:
• Intersection of Zeiders Road/Haun Road and Scott Road; • Intersection of I-215 Southbound Ramps and Scott Road; and • Intersection of I-215 Northbound Ramps and Scott Road.” Mitigation Measure MM IV.K-8 on page IV.K-79, of th e Draft EIR has been changed to read as follows (staff initiated change):
“MM IV.K-87 To mitigate the project’s contribution to cumulative impacts for all future scenarios, the following fees shall be paid in accordance with the provisions set forth in the referenced fee programs.
a. Traffic Signal Mitigation Fees. The development impact fee (DIF) for traffic signals established in City and County Ordinance 659.6 for the Sun City / Menifee Valley area is $4,115 / acre for industrial land uses. b. TUMFs. The project applicant shall participate in funding or construction of off-site improvements that are n eeded to sere cumulative and long- range buildout conditions through the payment of Western Riverside County Transportation Uniform Mitigation Fees (TUMF). TUMF program fees presently include $1.81 pe r square foot of an industrial project.
2 c. Miscellaneous Transportation Improvement Fees. A portion of the DIF established by Ordnance No. 659.6 is allocated toward transportation improvements, other than signals. These fees are currently $5,250 / acre for industrial land uses.

The following text was inadvertently included as part of the original mitigation measure MM IV.K-8, which was included for informational purposes only. As such, the following text beginning on page IV.K- 79 has been deleted (staff initiated change):

2 TUMF fees are subject to change and are paid at the time application is made for a building permit. The entire ordinance is located here: http://www.clerkoftheboard.co.riverside.ca.us/ords/800/824.2.htm.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 182
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As previously mentioned the County Transportation De partment has reviewed the Traffic Study prepared for the project and generally concurs with the findi ngs. The Transportation Department has issued the following COAs, whi ch shall be implemented by the project applicant in addition to the mitigation measures MM IV.K-1 through MM IV.K-8 listed above:

Prior to building permit issuance, the project proponent shall be responsible for the following improvements:

1. Design of traffic signal(s) at the intersections of:
a. Zeiders Road/Haun Road (NS) at Scott Road (EW) (modification) with fee credit eligibility.
b. Zeiders Road (NS) at Project Access Drive (EW) with no fee credit given for Traffic Signal Mitigation Fees.

2. Installation of the signals shall be per 90.TRANS.1.

3. The intersection of Zeiders Road/Haun Road (NS) at Scott Road (EW) shall be improved to provide the following geometrics:
a. Northbound: one left-turn lane, one through lane, one right-turn lane b. Southbound: one shared left-turn lane/through/right-turn lane c. Eastbound: one left-turn lane, two through lanes
d. Westbound: two left-turn lanes, two through lanes
The Riverside County Transportation Department ’s Conditions of Approval (COAs) differ from the improvements listed earlier in this section for NB and SB la nes at the intersection of Zeiders Road/Haun Road and Scott Road.

4. The intersection of Zeiders Road (NS) at Ciccotti Street (EW) shall be improved to provide the following geometrics:
a. Northbound: one through lane
b. Southbound: one, left-turn lane, one through lane
c. Eastbound: N/A
d. Westbound: one left-turn lane, one right-turn lane
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 183
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5. The intersection of Zeiders Road (NS) at Pr oject Access Drive (EW) shall be improved to provide the following geometrics:
a. Northbound: one through lane
b. Southbound: one left-turn lane, one through lane
c. Eastbound: N/A
d. Westbound: one left-turn lane, one right-turn lane
Note: this intersection shall be restricted to allow right turns only to and from the project.

Pavement widths on Zeiders Road at Ciccotti Street, Project Access Driveway, and Scott Road intersections would be wider than 38 feet to accommodate turning lane requirements.

Or as approved by the Transportation Department.

6. The intersection of Zeiders Road at Pr oject Access Drive shall be located a t a point approximately 60 feet south of the east-west centerline of Ciccotti Street.

7. Sufficient public street right -of-way on Zeiders Road along the project boundary shall be conveyed for public use to provide for a 59-foot half-width right-of-way.

Sufficient public street right -of-way along Ciccotti Street shall be conveyed for public use to provide for a 60 -foot part-width right-of-way (39 feet on the project side and 21 feet on the opposite side of the project).

Sufficient public street right -of-way on Bailey Park Boulevard along the project boundary shall be conveyed for public use to provide for a 69 -foot part-width right-of-way (39 feet on the project side and 30 feet on the opposite side of the project).

8. Prior to the issuance of a building permit, th e project proponent shall pay fees in accordance with Zone ‘B’ of the Scott Road and Bridge Benefit District. All fees are based upon the fee schedule in effect at the time of issuance of the permit. The project gross acreage is 35.42 acres.

9. All corner cut backs shall be applied per Standard 805, Ordinance 461, except for corners at Entry streets intersecting with General Plan roads, they shall be applied per Exhibit ‘C’ of the Countywide Design Guidelines.

10. Prior to issuance of a building permit, the project proponent shall comply with county requirements within public road right -of-way, in accordance with Ordinance 461. Assurance of maintenance is required by filing an applica tion for annexation to Landscaping and Lighting Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 184
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Maintenance District (L&LDM) No. 89 -1 Consolidated and/or any other maintenance district approved by the Transportation Department. Said annexation shall include the following:
a. Landscaping along Zeiders Road, Ciccotti Street, and Bailey Park Boulevard. b. Street lights.
c. Traffic signals located per Scott Road and Bridge Benefit District. d. Street sweeping.

11. For street lighting, the project proponent shall contact the Transportation Department L&LMD 89-1-C Administrator and submit the following:
a. Completed Transportation Department application.
b. Appropriate fees for annexation.
c. “Streetlight Authorization” form from SCE, IID or other electric provider.

12. A separate street light plan and/or separate bridge light plan is required for this project.

Street (and/or ridge) lighting shall be designed in accorda nce with County ordinance 460 and Streetlight Specification Chart found in Specification Section 22 of Ordinance 461. For projects within SCE boundaries use County of Riverside Ordinance 461, Standard No. 1001. For projects within Imperial Irrigation District (IID) use IID’s pole standard.

13. Landscaping within public road right -of-way shall comply with Transportation Department standards and Ordinance 461 and shall require approval by the Transportation Department.

Landscaping plans shall be designed within Zeiders Road, Ciccotti Street, and Bailey Park Boulevard and submitted to the Transportati on Department. Landscaping plans shall be submitted on standard County plan sheet format (24” x 36”). Landscaping plans shall be submitted with the street improvement plans.

Assurance of continuous maintenance is required by pro cessing and filing a ‘Landscape Maintenance Agreement’ through the Transportation Department Plan Check Division; or if desired the developer may file an a pplication for annexation into Landscap ing and Lighting Maintenance District No. 89 -1-Consolidated by contacting Judy Waterlond, Transportation Department at (951) 955-6829.

14. The project proponent shall comply in accordance with traffic signal requirements within public road rights-of-way, as directed by the Transportation Department. Assurance of traffic Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 185
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signal maintenance is required by filing an application for annexation to Landscaping and Lighting Maintenance District No. 89-1-Consolidated for the required traffic signal(s).

15. Prior to issuan ce of a building permit or any use allowed by this permit, and prior to doing any work within the State highway right -of-way, clearance and/or an encroachment permit must be obtained by the applicant from the District 08 Office of the State Department of Transportation in San Bernardino.

16. All improvements listed are requirements for interim conditions only. Full right -of-way and roadway half sections adjacent to the property for the ultimate roadway cross -section per the County’s Road Improvement Standards a nd Specifications must be provided. Any off -site widening required to provide these geometri cs shall be the responsibility of the landowner/developer.

Prior to final building inspection, the project propone nt shall be responsible for the following actions and improvements:

17. Prior to building final inspection, the project proponent shall be responsible for the construction and installation of traffic signal(s) at the following locations:
a. Zeiders Road (NS) at Project Access Drive (EW)
b. b. Zeiders Road/Haun Road (NS) at Scott Road (EW) (modification)

18. Prior to final building inspection of the first dw elling unit, the following traffic signal(s) shall be installed and operational:
a. Zeiders Road/Haun Road (NS) at Scott Road (EW) (modification) with fee credit eligibility.
b. Zeiders Road (NS) at Project Access Drive (EW). Note: The project proponent shall deposit $50,000 for the maintenance of the signal. With no fee credit given for Traffic Signal Mitigation Fees.

Or as approved by the Transportation Department.

The project proponent shall contact the Transportati on Department and enter into an agreement for signal mitigation fee credit or reimbursement pr ior to start of construction of the signal(s).

All work shall be pre -approved by and shall comply with requirements of the Transportation Department and the public contract code in order to be eligible for fee credit or reimbursement.

19. Improvement plans for the required improvements must be prepared and shall he based upon a design profile extending a minimum of 300 feet beyond the project boundaries at a grade and Item Title: 11.10
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alignment as approved by the Riverside Count y Transportation Department. Completion of road improvements does not imply acceptance for maintenance by the County.

20. The street design and improvement concept for th is project shall be coordinated with PP21452 and MS4097.

21. A signing and striping plan is required for this project. The project proponent shall be responsible for any additional paving and/or striping removal caused by the striping plan.

Traffic signing and striping shall be performed by County forces and with all incurred costs borne by the applicant, unless otherwise approved by the County Traffic Engineer.

22. Prior to the issuance of an occupancy permit, the project proponent shall pay the Transportation Uniform Mitigation Fee (TUMF) in accordance with the fee schedule in effect at the time of issuance, pursuant to Ordinance No. 824.

23. Prior to occupancy, the project proponent sh all submit to the Transportation Department permits for the following:
a. “Streetlight Authorization” form approved by L&LMD No. 89-1-C Administrator. b. Letter establishing interim energy account from SCE, IID or other electric provider.

24. Install streetlights along the streets associated with development in accordance with the approved street lighting plan and standards of County Ordinances 460 and 461. For projects within IID use IID’s pole standard.

Street light annexation into L&LMD or simila r mechanism as approved by the Transportation Department shall be completed.

It shall be the responsibility of the Developer to ensure that street lights are energized along the streets associated with this development where the developer is seeking Building Final Inspection (Occupancy).

25. Electrical power, telephone, communication, street lighting, and cab le television lines shall be designed to be placed underground in accordance with Ordinance 460 and 461, or as approved by the Transportation Department. The applicant is responsible for coordinating the work with the serving utility company. This also app lies to existing overhead lines which are 33.6 kilovolts or below along the project frontage and between the nearest poles offsite in each direction of the project site. A disposition note describing the above shall be reflected on design improvement plans whenever those plans are required. A written proof for initiating the design and/or application of the relocation issued by the utility company shall be submitted to the Transportation Department for verification purposes.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 187
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26. Electrical power, telephone, co mmunication, street lighting, and cable television lines shall be designed to be placed underground in accordance with Ordinance 460 and 461, or as approved by the Transportation Department. This also applies to existing overhead lines which are 33.6 kilovolts or below along the project frontage and between the nearest poles offsite in each direction of the project site.

A certification should be obtained from the pertinent utility company and submitted to Department of Transportation as proof of completion.

27. The applicant shall provide two offsite access roads from the project site to a publicly maintained road to the satisfaction of Transportation.

If there were previously dedicated roads and utility easements but not accepted by the County, and if acceptance of such roads and easement is needed to satisfy application to the County of Riverside, office of the County Surveyor, for the acceptance of the existing dedications by resolution. All costs incurred to satisfy this condition shall be paid by the applicant.

28. The off-site rights-of-way required for said access road shall be accepted to vest a title in the name of the public if not already accepted.

29. Prior to issuance of an occupancy permit, the project proponent shall complete annexation to Landscaping and Lighting Maintenance District No. 89 -1-Consolidated, and/or any other maintenance district approved by the Transportation Department for continuous maintenance within public road rights -of-way, in accordance with Ordinance 461. Said annexation should include the following:
a. Landscaping along Zeiders Road, Ciccotti Street, and Bailey Park Boulevard. b. Street lights.
c. Traffic signals located per 80. Trans. 4 condition.
d. Street sweeping.

30. Zeiders Road along project boundary is designated as a Major Highway and shal l be improved with 38-foot AC pavement, 8-inch concrete curb and gutter lo cated 38 feet from the centerline, and match up asphalt concrete pa ving; reconstruction or resurfacing of existing paving as determined by the Transportation Department within the 59 -foot half-width dedicated right-of- way in accordance with County Standard No. 93. (39’/59’) Note:
a. A 12-foot concrete sidewalk shall be constructed adjacent to the right -of-way line within the 21-foot parkway per standard No. 401.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 188
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b. Driveways shall be constructed per Standard No. 207A. c. Construct transition AC pavement taperi ng for acceleration and deceleration land and join the offsite access improvements to the north and south project boundaries as approved by the Transportation Department.

31. Ciccotti Street along project boundary is designated as an Industrial Collector road and shall be improved with 46-foot part-width AC pavement, (28 feet on the project side and 18 feet on the opposite side), 6 -foot concrete curb and gutter, and 6 -foot sidewalk adjacent to the curb line within a 60 -foot part -width dedicated right -of-way (39 feet on project side and 21 feet on opposite side of the centerline) in accordance with County Standard No. 111. Note:
a. A six foot sidewalk shall be constr ucted adjacent to the curb line w ithin the 11 -foot parkway.
b. Driveway shall be constructed per Standard 207A.

32. Bailey Park Boulevard along the project boundary is designated as an Industrial Collector road and shall be improved with 46-foot part-width AC pavement, (28 feet on the project side and 18 feet on the opposite side), six-foot concrete curb and gutter, and a six foot sidewalk within a 69- foot part-width dedicated right -of-way (39 feet on the project side and 30 feet on the opposite side) in accordance with County Standard No. 111. Note:
a. A six -foot sidewalk shall be constructed ad jacent to the curb line within the 11 -foot parkway.
b. Driveway shall be constructed per Standard No. 207A

33. The project proponent shall provide/acquire sufficient public off -site rights-of-way to provide for paved access roads to a paved and maintained road . Said access roads shall be constructed with 32 feet of AC pavement within 60 -foot dedicated right-of-way in accordance with County Standard No. 106, Section A (32 feeet/60 feet), at a grade and alignment appro ved by the Transportation Department. The project proponent shall provide the appropriate environmental clearances for said off -site improvements prior to recordation or the signature of any street improvement plans.

Said off-site access road shall be the northerly extension of Zeiders Road to a paved County maintained Scott Road.

Said off-site access road shall be the southerly ex tension of Zeiders Road to a paved County maintained Zeiders Road.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 189
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34. Prior to the final building inspection of the first unit, the following traffic signal(s) shall be installed and operational:
a. Zeiders Road (NS) at South Project Access Drive (EW) with no fee credit given for Traffic Signal Mitigation Fees. Note: the project proponent shall deposit $50,000 for the maintenance of the signal
b. Zeiders Road/Haun Road (NS) at Scott Road (EW) with fee credit eligibility c. Or as approved by the Transportation Department.

35. The project proponent shall contact the Transporta tion Department and enter into an agreement for signal mitigation fee cr edit or reimbursement prior to start of construction of the signal(s).

All work shall be pre -approved by and shall comply with the requirements of the Transportation Department and the public contract c ode in order to be eligible for fee credit or reimbursement.

36. The traffic signals at Zeiders Road with the Project Access Drive and Ciccotti Street shall be ultimately interconnected with a future signal at Ke ller Road to the south and a future signal to the north. The project proponent shall provide the infr astructure necessary along the project frontage to ultimately interconnect the Ciccotti Street and Project Access Drive traffic signals to those future traffic signals to the north and south.

Or as approved by the Transportation Department.”
Mitigation Measure MM IV.K-8 has been added to the text of the Draft EIR, the new Mitigation Measure reads as follows (staff initiated change):
“MM IV.K-8 Prior to occupancy, the project applicant shall install a traffic signal at the intersection of Haun Road and Holland Road. Alternatively, if the City has a Capital Improvement Program in place, the project applicant shall pay its fair share toward installation of this signal.”
Mitigation Measure MM IV.K-9 had been added to the text of the Draft EIR, the new Mitigation Measure reads as follows (staff initiated change):
“MM IV.K-9 Prior to occupancy, the project applicant shall install a traffic signal at the intersection of Zeiders/Haun Road and Garban i Road. Alternatively, if the City has a Capital Improvement Program in place, the project applicant shall pay its fair share toward installation of this signal.”
Mitigation Measure MM IV.K-10 has been moved from a portion of the original MM IV.K-7, and slightly edited to read as follows (staff initiated change):

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 190
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Commerce Pointe Industrial Park Project IV. Revisions to the Draft EIR Final Environmental Impact Report Page IV-22

“MM IV.K-10 Implementation of Mitigation Measure s MM IV.K-1 through MM IV.K-9 identified above for project specific impacts would also reduce the significant cumulative impacts at the intersections of Murrieta Road at Scott Road, Antelope Road at Scott Road, Antelope Road at Keller Road, and Antelope Road at Clinton Keith Road.

Implementation of Mitigation Measures MM IV.K-2 through MM IV.K-4 would partially mitigate the significant impacts at Zeiders Road/Haun Road at Scott Road, I-215 Southbound Ramps at Scott Road, and I-215 Northbound Ramps at Scott Road, respectively. The residual cumulative impacts at these intersections would be mitigated to a less-than-significant level through im plementation of the following additional improvements (or greater capacity as determined by the City) prior to occupancy:
• Intersection of Zeiders Road/Haun Road a nd Scott Road: Add 2 northbound (NB) left- turn lanes; 1 SB thru lane; 1 SB right-turn la ne; 2 WB left-turn lanes;1 WB thru lane; one NB shared thru/right-lane; one NB right-turn lane; and WB right-turn overlap. • Intersection of I-215 Southbound Ramps and Sc ott Road: Add 2 SB left-turn lanes and right turn lanes; add 1 EB thru lane and 1 right- turn lane; add 2 WB thru lanes; • Intersection of I-215 Northbound Ramps and Sc ott Road: Add 2 NB left-turn lanes and right-turn lanes; add 2 EB left-turn lanes and thru lanes; add 2 WB thru lanes and 1 right- turn lane.”

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 191
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Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-1

V. MITIGATION MONITORING PROGRAM
Section 21081.6 of the Public Resources Code requires a Lead Agency to adopt a “reporting or monitoring program for the changes made to the proj ect or conditions of project approval, adopted in order to mitigate or avoid significant effects on the environment” (Mitigation Monitoring Program [MMP], §15097 of the CEQA Guidelines provides additional direction on mitigation monitoring or reporting). The City of Menifee is the Lead Agency for the Commerce Pointe industrial project.

The Draft EIR was prepared to address the potential environmental impacts of the proposed project.

Where appropriate, this document identified project design features or recommended mitigation measures to avoid or to mitigate identified potential imp acts to a level where no significant impact on the environment would occur. This MMP is designed to monitor implementation of the mitigation measures identified for the project. The required mitigation measures are listed and categorized by impact area, with an accompanying identification of the following:
• Monitoring/Implementing Phase, the phase of the project during which the mitigation measure shall be implemented and monitored:
- Pre-Construction, including the design phase
- Construction
- Occupancy (post-construction)
• Implementing Party, the party responsible for implementing the mitigation measure. • The Enforcement Agency, the agency with the power to enforce the mitigation measure. • The Monitoring Agency, the ag ency to which reports involving feasibility, compliance, implementation and development are made.

The MMP for the Commerce Pointe industrial project will be in place throughout all phases of the project.

The project applicant shall be responsible for implementing all mitigation measures unless otherwise noted. The applicant shall also be obligated to provide certification, as identified below, to the appropriate monitoring agency and the appropriate en forcement agency that compliance with the required mitigation measure has been implemented. The City of Menifee’s existing planni ng, engineering, review and inspection processes will be used as the basic fo undation for the MMP procedures and will also serve to provide the documentation for the reporting program.

Generally, each certification report will be submitted to the City of Menifee in a timely manner following completion/implementation of the applicable mitigation measure and shall include sufficient information to reasonably determine whether the intent of the measu re has been satisfied. The City shall ensure that project construction occurs in accordance with the MMP.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 192
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Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-2

AESTHETICS
Required Mitigation Measures
MM IV. B-1
The following mitigation measures would reduce the project’s significant impact to scenic vistas:
• The proposed landscape plan shall be prepared to include landscape screening throughout the project site to further screen the proposed project from off-site views. Landscaping shall be provided on the eastern side of the project site in order to screen the project from the scenic highway corridor.
• Existing trees in the area between the project site and Interstate 215 shall be preserved in accordance with the Oak Tree Management Guidelines.
• The use of screen plantings shall borrow from naturally established form, line, color and texture so that the visual characteristics are compatible with their surroundings. • The landscaping plan shall incorporate native materials such as rocks and native plants. • Prior to building permit issuance the grading pl an, development plan, landscaping plan, sign plan, elevations, and colors and materials sha ll receive review and approval of the City of Menifee Planning Department.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

MM IV. B-2
Prior to issuance of the Building permit, an exteri or lighting plan shall be submitted for review and approval by City of Menifee Planni ng Department. The lighting plan shall include but not necessarily be limited to the following:

• Proposed project lighting would follow City of Menifee Ordinance Number 655. • The exterior lighting plan shall show all poten tial light sources with th e types of lighting and their locations.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 193
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• Typical lighting shall include low mounted, downward casting and shielded lights that do not cause spillover onto adjacent properties and the utilization of motion detection systems where applicable.
• No flood lights shall be utilized.
• Lighting shall not "wash out" structures or any portions of the site. • Lighting shall be limited to the areas that would be in operation during nighttime hours. • Low intensity, indirect light sources shall be encouraged. • On-demand lighting systems shall be encouraged.
• Mercury, sodium vapor, and similar intense a nd bright lights shall not be permitted except where their need is specifically approved and their source of light is restricted. • All light sources shall be fully shielded from off-site view. • All buildings and structures shall consist of non-reflecting material or be painted with non- reflective paint.
• Generally, light fixtures shall not be located at the periphery of the property and should shut off automatically when the use is not operati ng. Security lighting visible from the highway shall be motion-sensor activated.
• All lighting shall be instal led in accordance with bui lding codes and the approved lighting plan during construction.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

AGRICULTURAL RESOURCES
Required Mitigation Measures
No mitigation measures are required.

AIR QUALITY
Required Mitigation Measures
In order to address PM
10 emissions, the following is a list of feasible control measures that the SCAQMD requires for any construction. The analysis presented above assumes implementation of these measures as Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 194
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required under SCAQMD Rule 402 and Rule 403. The City of Menifee Planning Department would be the enforcement agency for following SCAQMD requirements.

MM IV.D-1
The project developer shall implement the followi ng measures to reduce the emissions of pollutants generated by heavy-duty diesel-power ed equipment operating at the proj ect site throughout the project construction phases. The project developer shall include in construction contracts the control measures as may required under Rule 402, at the time of development, including the following:
• Keep all construction equipment in prope r tune in accordance with manufacturer’s specifications.
• Use late model heavy-duty diesel-powered equipment at the project site to the extent that it is readily available in the South Coast Air Basin (meaning that it does not have to be imported from another air basin and that the procuremen t of the equipment would not cause a delay in construction activities of more than two weeks.
• Use low-emission diesel fuel for all heavy-duty diesel-powered equipment operating and refueling at the project site to the extent that it is readily available and cost effective in the South Coast Air Basin (meaning that it does not have to be imported from another air basin, that the procurement of the equipment would not cause a delay in construction activities of more than two weeks, that the cost of the e quipment use is not more than 20 percent greater than the cost of standard equipment. (This measure does not apply to diesel-powered trucks traveling to and from the site.)
• Utilize alternative fuel construction equipment (i.e., compressed natural gas, liquid petroleum gas, and unleaded gasoline) to the extent that the equipment is readily available and cost effective in the South Coast Air Basin (meani ng that it does not have to be imported from another air basin, that the procurement of the equipment would not cause a delay in construction activities of more than two weeks, th at the cost of the equipment use is not more than 20 percent greater than the cost of standard equipment. • Limit truck and equipment idling time to five minutes or less. • Rely on the electricity infrastructure surrounding the construction sites rather than electrical generators powered by internal combustion engines to the extent feasible. • General contractors shall maintain and operate construction equipment so as to minimize exhaust emissions.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency South Coast Air Quality Management District Monitoring Agency City of Menifee Department of Public Works Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 195
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MM IV.D-2
The project developer shall implement fugitive dust control measures in accordance with SCAQMD Rule 403. The project developer shall include in construction contracts the control measures required under Rule 403 at the time of development, including the following:
• Use watering to control dust generation during demolition of structures or break-up of pavement. The construction area and vicinity (5 00-foot radius) must be swept (preferably with water sweepers) and watered at least twic e daily. Site wetting must occur often enough to maintain a 10 percent surface soil moisture c ontent throughout all earth moving activities.

All unpaved demolition and construction areas shal l be wetted at least twice daily during excavation and construction, and temporary dust covers shall be used to reduce dust emissions and meet SCAQMD District Rule 403. Wetting could reduce fugitive dust by as much as 50 percent.
• Water active grading/excavation sites and unpaved surfaces at least three times daily. • All paved roads, parking and staging areas must be watered at least once every two hours of active operations.
• Site access points must be swept/washed within thirty minutes of visible dirt deposition. • Sweep daily (with water sweepers) all paved parking areas and staging areas. • Onsite stockpiles of debris, dirt or rusty materi al must be covered or watered at least twice daily.
• Cover stockpiles with tarps or apply non-toxic chemical soil binders. • All haul trucks hauling soil, sand, and other loose materials must either be covered or maintain two feet of freeboard.
• All inactive disturbed surface areas must be watered on a daily basis when there is evidence of wind drive fugitive dust.
• Install wind breaks at the windward sides of construction areas. • Operations on any unpaved surfaces must be suspended when winds exceed 25 mph. • Suspend excavation and grading activity when winds (instantaneous gusts) exceed 15 miles per hour over a 30-minute period or more, so as to prevent excessive amounts of dust. • All haul trucks must have a capacity of no l ess than twelve and three-quarter (12.75) cubic yards.
• All loads shall be secured by trimming, wate ring or other appropriate means to prevent spillage and dust.
• Traffic speeds on unpaved roads must be limited to 15 miles per hour.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 196
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• Provide daily clean-up of mud and dirt carried onto paved streets from the site. • Install wheel washers for all exiting trucks, or wash off the tires or tracks of all trucks and equipment leaving the site.
• All materials transported off-site shall be eith er sufficiently watered or securely covered to prevent excessive amount of dust.
• Operations on any unpaved surfaces must be suspended during first and second stage smog alerts.
• An information sign shall be posted at the entrance to each construction site that identifies the permitted construction hours and provides a telephone number to call and receive information about the construction project or to report complaints regarding excessive fugitive dust generation. Any reasonable complaints shall be rectified within 24 hours of their receipt.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency South Coast Air Quality Management District Monitoring Agency City of Menifee Department of Public Works MM IV.D-3
During the site grading phase, all on and off-road diesel engines shall use aqueous diesel fuel.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency South Coast Air Quality Management District Monitoring Agency City of Menifee Department of Public Works MM IV.D-4
During the application of asphalt surfaces, all on and off-road diesel engines shall use aqueous diesel fuel.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency South Coast Air Quality Management District Monitoring Agency City of Menifee Department of Public Works MM IV.D-5
During the construction phase, all architectural coati ngs used shall have a VOC rating of 75 grams per gallon or less.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 197
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Enforcement Agency South Coast Air Quality Management District Monitoring Agency City of Menifee Department of Public Works

BIOLOGICAL RESOURCES
Required Mitigation Measures
MM IV.E-1
In order to comply with the MSHCP and avoid adverse impacts to burrowing owls, a pre-construction survey for burrowing owls shall be performed on the project site within 30 days prior to ground disturbance. The survey shall be performed accord ing to current MSHCP burrowing owl survey protocols by a qualified biologist. The results of the survey shall be reported to the City and CDFG prior to ground disturbance. If burrowing owls are found on-site during the pre-construction surveys, a Relocation Plan shall be prepared by a qualified biologist and submitted to the Environmental Programs Department (EPD) for review and approval. Relocation plans sh all be to the satisfaction of EPD and CDFG. All relocation and mitigation must follow CDFG approved protocols.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency California Department of Fish and Game/ City of Menifee contracted biological services
Monitoring Agency City of Menifee Planning Department
MM IV.E-2
In order to prevent unauthorized impacts to jurisdictional features or riparian/riverine areas, the following permits shall be issued and/or reports approved (or exemptions issued) by the respective resource agency, and any associated conditions of approval shall be agreed upon, prior to the initiation of any ground disturbing activities associated with the proposed development:
• Clean Water Act Section 404 Permit from the Corps,
• Streambed Alteration Agreement under Secti on 1600 of the Fish and Game Code from CDFG;
• Clean Water Act Section 401 Water Quality Certification from the RWQCB; and •
City approval of the DBESP for riparian/riverine areas.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee contracted biological services Monitoring Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 198
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MM IV.E-3
In order to avoid adverse impacts to nesting bird s, including migratory birds, during construction activities, all tree and vegetation removal activities must take place outside of the nesting season (15 February – 15 August). If tree and vegetation re moval activities occur during the nesting season, a qualified biologist must conduct a nesting bird survey. The results of the survey must be submitted to EPD for review. If nesting activity is observed the U SFWS must be contacted and consulted to establish proper buffers prior to any site disturbance. Docume ntation indicating that the buffer has been established must be submitted to EPD for approval prior to site disturbance. In addition to the placement of buffers, a qualified biologist must be present during removal activities.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.E-4
In order to insure adequate compensation for adverse impacts to riparian/riverine areas and jurisdictional features from project development, a Detailed Mitiga tion Plan (“the Plan”) shall be prepared by a qualified biologist and shall be prepared in accordan ce with the approved Determination of Biologically Superior Preservation (DBESP). The Detailed Mitigation Plan shall be submitted to EPD for review and approval prior to issuance of any grading permit or any site disturbance activities.

The Plan shall expand upon the Conceptual Mitigation Plan documents included in the Proposed Project by describing and justifying the (1) proposed location, extent, and dime nsions of the re-aligned drainage channel, (2) proposed channel construction methods, tim ing, materials, and erosion control measures, (3) the proposed location for the replacement riparian ha bitat areas, (4) the proposed native plant palette and density/spacing, including an analysis of natural wa ter availability for long-term plant survival, (5) the nursery or source for plant material, (6) the method of plant installation, (7) habitat protection measures (including a mechanism for permanent preservation of the area supporting the replacement habitat), and (8) required maintenance and monitoring activities for a minimum of five years following installation.

The Plan shall include performance criteria to be assessed during monitoring, and contingency measures for failure to meet the performance criteria (such as the installation of additional plants or installation of erosion control or flow velocity measures). This Pl an shall be submitted to and approved by the City, Corps, CDFG, and RWQCB prior to initiation of construction activities.

All mitigation associated with impacts to Riparian/R iverine features as defined by Section 6.1.2 of the MHSHCP and the associated DBESP, shall be re viewed and approved by EPD and the Detailed Mitigation Plan shall expand upon th e approved DBESP to include all elements described in Mitigation Measures MM IV.E-4. This shall be required prior to issuance of a grading permit.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 199
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Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee contracted biological services Monitoring Agency City of Menifee Planning Department
MM IV.E-5
In order to avoid and compensate for adverse impacts to oak trees, the following protective and replacement measures shall be implemented by a qualif ied biologist, prior to the issuance of a demolition or grading permit:

For all oak trees that will be avoided by project development:
• Temporary construction fencing shall be inst alled around each preserved oak tree as far out from the trunks as possible (at a minimum, five feet beyond the canopy drip line). Fencing shall be a minimum of four (4) feet tall and brightly colored with clear language prohibiting entry. Construction personnel shall keep the fe nced area clear of building materials, waste, excess soil, and equipment. Heavy equipment sha ll not be operated adjacent to or within the fenced areas.
• Construction personnel shall participate in a br ief training prior to initiation of construction activities regarding the importance of oak tree protection and the on-site prohibitions and requirements.
• Each preserved oak shall be watered during th e summer through a long, slow soak over the entire root zone (as opposed to frequent, shallo w watering) and not directed toward the trunk or as directed by a qualified biologist.
• The frequency of watering shall depend on th e soil drainage at each oak tree, to be determined by a qualified biologist.
• Preserved oaks shall not be pruned unless nec essary and under the direction of a qualified arborist/biologist.
• A City qualified arborist/biologist shall insp ect all preserved oak trees on a monthly basis during construction to monitor the condition of the trees, including compliance with protective measures such as construction fencing and adjacent heavy equipment use. • Following project construction a nd removal of temporary constr uction fencing, mulch shall be applied over the root system (not piled against the trunk) of each protected oak in a two- to four-inch thick layer.
• For all oak trees that will be impacted, whic h includes those removed or severely damaged (i.e. grading within the dripline, trunk or crown damage, major limb removal):

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 200
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• Mature impacted oaks will be replaced at a 5: 1 ratio; juvenile or re-sprouting impacted oaks will be replaced at a 2:1 ratio. Each replacement tree will be a minimum 15-gallon size (at least one-inch diameter trunk and three to four feet tall) coast live oak grown from acorns collected on-site or in the region (Murrieta or Paloma Valleys). The project’s landscape architect shall design a landscape plan that includes native vegetation and a minimum of 49 coast live oak saplings.
• An Oak Replacement Plan shall be prepared by a qualified biologist and submitted to and approved by the City prior to any oak tree impacts. The Plan shall include the proposed placement of each replacement tree, nursery or source, method of installation, protective measures (including a mechanism for perman ent preservation of the area supporting the replacement oaks), and required maintenance and monitoring activities for a minimum of five years following installation. The Plan shall include performance criteria to be assessed during monitoring, and contingency measures for failure to meet the performance criteria (such as the installation of additional trees).

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee contracted biological services Monitoring Agency City of Menifee Planning Department

CULTURAL RESOURCES
Required Mitigation Measures
MM IV.F-1

10. PLANNING. IF HUMAN REMAINS FOUND. If human remains are encountered, State Health and Safety Code section 7050.5 states that no further dist urbance shall occur until the County Coroner has made a determination of origin and disposition pursuant to Public Resource Code section 5097.98. The County Coroner shall be notified of the find immediately. If the remains are determined to be prehistoric, the coroner shall notify the Native American Heritage Commission, which shall determine and notify the appropriate Native American tribe who is the most likely descendent (MLD). The descendent shall inspect the site of the discovery and make recomme ndations and enter into consultation concerning the appropriate mitigation. After the recommendations have been made, the land divider, the MLD, and a City representative shall meet to determine the approp riate mitigation measures and corrective actions to be implemented.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 201
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MM IV.F-2

10. PLANNING. INADVERTANT ARCHEOLOGICAL FINDS. If during ground disturbing activities, significant archeological or cultural resources are that were not anticipated by the archaeological reports and/or environmental asse ssment conducted prior to project approval, the following procedures shall be followed:
a. All ground disturbance activities within the immedi ate vicinity of the discovered archeological or cultural resource(s) shall be halted until a mee ting is convened between the developer, the archaeologist, the appropriate Native American tribe and the Planning Director to discuss appropriate actions.
b. At the meeting, the significance of the discove ries shall be discussed and, after consultation with the Native American tribe and the archaeologist, a decision shall be made (with the concurrence of the Planning Director) as to the appropriate mitigation (documentation, recovery, avoidance, etc.) for the archeological or cultural resources.
c. Grading shall not resume within the immediate vicinity of the discovery until an agreement has been reached by the appropriate Native American tribe, the archeologist, and the Planning Director as to the appropriate mitigation.

The grading plans shall conform to the mitigation requirements placed on the map.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.F-3

10. PLANNING ARCHEOLOGIST RETAINED. Prior to the issuance of rough grading permits, a qualified archaeologist (pursuant to the Secretary of the Interior’s standards and guidelines) shall be retained by the developer for consultation and comment on the proposed grading with respect to potential impacts to archeological and cultural resources. During grading operations, when deemed necessary in the professional opinion of the retained archaeologist or the Native American tribe(and as determined by the Planning Director), the archaeologist, the archaeologist's on-site representative(s) and the Native American monitor(s) shall actively monitor all project related grading and construction and shall have the authority to temporarily divert, redirect, or halt grading activity to allow recovery of significant archeological or cultural resources. Prior to the issuance of grading permits, the name, address and telephone number of the retained archaeologist and the Native American representative shall be submitted to the Planning Department and the Department of Building and Safety. If the retained archaeologist, after consultation with the appropriate Native American tribe(s), finds no potential for impacts to archeological Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 202
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or cultural resources, a letter shall be submitted to the Planning Department certifying this finding by the retained qualified archaeologist.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.F-4

60. PLANNING. NATIVE AMERICAN MONITOR RETAINED. Tribal monitor(s) from the appropriate Native American tribe(s) shall be requi red on-site during all ground disturbing activities. The developer shall retain a qualified tribal monitor fro m the appropriate Native American tribe. Prior to issuance of a grading permit, the developer shall submit a copy of a signed contract (“treatment agreement”) between the appropriate Native American tribe and the developer for the monitoring of the project to the Planning Department and to the De partment of Building and Safety. The treatment agreement shall address the treatment and disposition of all cultural resources impacted as a result of the development. The developer shall relinquish owne rship of all cultural resources, including all archeological artifacts that are of Native American or igin, found in the project area to the appropriate Native American tribe for proper treatment and dis position. The Native American monitor(s) shall have the authority to monitor all ground disturbance activ ities and shall have the authority to temporarily divert, redirect or halt grading activities to allow recovery of Native American resources.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.F-5

60. PLANNING. PRESERVATION AND PROTECTION OF CULTURAL RESOURCES. Prior to the Planning Department providing a final sign-off on the first building permit, the applicant, developer or successor-in-interest shall provide the Planning Director evidence of a Preservation and Disposition Plan with the appropriate Native American tribe that a ddresses the treatment and disposition of all cultural resources impacted as a result of the development. The agreement shall describe how the protected cultural resources shall be preserved and maintained , the name, address and telephone number of the organization or group who will monitor the condition of the cultural resources and will be responsible for the long-term maintenance and protection of the cultural resources.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 203
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Monitoring Agency City of Menifee Planning Department
MM IV.F-6

60. PLANNING. PALEONTOLOGIST RETAINED. Prior to issuance of rough grading permits, a qualified paleontologist shall be retained by the de veloper for consultation and comment on the proposed grading with respect to potential paleontological impacts. Should the paleontologist find the potential is high for impact to significant resources, a pre-gr ade meeting between the paleontologist and the excavation and grading contractor, the developer, and the Planning Department shall be arranged. When necessary, the paleontologist or representative shall have the authority to temporarily divert, redirect, or halt grading activity to allow recovery of fossils. The developer shall submit the name, telephone number and address of the retained paleontologist to the Planning Department and the Department of Building and Safety. The paleontologist shall submit in writing to the Planning Department the results of the initial consultation and the details of the fossil recovery plan if recovery was deemed necessary. The written results shall be submitted prior to issuance of any final grading permit.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

HYDROLOGY AND WATER QUALITY
The following mitigation measures shall be included to reduce potential impacts related to development of the proposed project:

MM IV.G-1
The proposed project shall comply with all storm drain sizing requirements set forth in the hydrology technical reports.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-2
The proposed project shall minimize the amount of urba n runoff to the extent possible by the following means:
• Maximize the permeable surfaces on-site;
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 204
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• Incorporate landscaped buffer areas between sidewalks and streets; • Use natural drainage systems;
• Where soil conditions are suitable, use perforated pipe or gravel filtration pits for low flow infiltration;
• Construct on-site ponding areas or retention f acilities to increase opportunities for infiltration consistent with vector control objectives.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-3
The proposed project shall minimize the impervious footprint by the following means:
• Construct streets, sidewalks and parking lot aisles to the minimum widths necessary, provided that public safety and a walkable environment for pedestrians are not compromised; • Minimize the use of impervious surfaces, such as decorative concrete, in the landscape design.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-4
The proposed project shall conserve those natural areas identified for conservation in the EIR by maximizing canopy interception and water conserva tion by preserving existing native trees and shrubs, and planting additional native or drought tolerant trees and large shrubs.

Monitoring/Implementing Phase Pre-construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-5
The proposed project shall minimize directly connected impervious areas by the following means:

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 205
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• Residential and commercial sites must be designe d to contain and infiltrate roof runoff, or direct roof runoff to vegetative swales or buffer areas, where feasible; • Where landscaping is proposed, drain impervious sidewalks, walkways, trails and patios into adjacent landscaping;
• Increase the use of vegetated drainage swales in lieu of underground piping or imperviously lined swales;
• Rural swale system: street sheet flows to vegetated swale or gravel shoulder, curbs at street corners, culverts under driveways and street crossings; • Urban curb/swale system: street slopes to cu rb, periodic swale inlets drain to vegetated swale/biofilter;
• Where landscaping is proposed in parking areas, incorporate landscape areas into the drainage design;
• Overflow parking (parking sta lls provided in excess of the Co-Permittee’s minimum parking requirements) may be constructed with permeable paving.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-6
The proposed project shall include the following source controls BMPs:
• Education for property owners, operators, tenants, occupants, or employees; • Activity restrictions;
• Irrigation system and landscape maintenance;
• Common area litter control;
• Street sweeping private streets and parking lots;
• Drainage facility inspection and maintenance;
• Municipally Separate Stormwater Sewer System (MS4) stenciling and signage; • Landscape and irrigation system design;
• Protect slopes and channels;
• Properly design trash storage areas;
• Properly design loading docks.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 206
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-16

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-7
The proposed project shall incorporate the following treatment control BMPs:
• Porous landscape detention;
• Filterra Stormwater Bioretention Filtration System;
Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Public Works Department Monitoring Agency City of Menifee Public Works Department MM IV.G-8
A preliminary determination regarding the jurisdicti onal status of the on-site washes should be submitted and approved by the U.S. Army Corps of Engineers and the California Department of Fish and Game.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency U.S. Army Corps of Engineers/Calif ornia Department of Fish and Game MM IV.G-9
If development of the proposed project should in any way encroach upon the potentially jurisdictional area, including temporary impacts such as fill placeme nt, the applicant should interface with the U.S.

Army Corps of Engineers, the U.S. Fish and Wildli fe Service, the California Department of Fish and Game, and the California Regional Water Quality Control Board to determine if permits are necessary.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency U.S. Army Corps of Engineers/Calif ornia Department of Fish and Game Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 207
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MM IV.G-10
The proposed project shall position, direct, and shield li ghting so as to avoid “light spill” into the adjacent avoidance/conservation habitat area and linear mitiga tion channel. Night lighting will not be used in areas adjacent to the designated open space and natural areas during construction.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-11
Noise from the project site will be minimized by the designation of a 27,651 square-foot (0.635 acres) urban/wildlands interface area surrounding the avoidance/conservation area.With the initiation of this mitigation measure, wildlife within the avoidance/con servation area should not be subject to a noise level exceeding residential noise standards, as required by Section 6.1.4 Guidelines. Existing freeway noise levels will not increase discernibly with project implementation.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-12
Unauthorized dumping of trash/debris will be minimized by having signage stating littering is punishable by a fine, dumpsters outside of the urban/wildla nds interface zone, and the planned native landscaping within the urban/wildlands, interface area surrounding the avoidance/conservation area. This area will be actively managed by the property owner association or similar entity.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-13
Urban and stormwater runoff shall be directed away from the avoidance/conservation area and linear mitigation channel. RR Cell No. 1 will only receive flows during storm events from the “waters” of the United States located south of the subject site, and RR Cell No. 3 will only receive flows from the outlet of the underground storm drain.

Monitoring/Implementing Phase Pre-Construction
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 208
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-18

Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-14
During long-term operation of the proposed project, hazardous materials such as solvents, cleaners, and petroleum products could be utilized and stored at the site. The presence of these materials, however, would be minimal and the users of these materials would be required to comply with all local, State, and federal laws pertaining to the safe management of hazardous materials and wastes. The subject site has potential for surficial staining and surface release from tanks, drums and equipment on-site. Prior to removal of existing on-site uses, the project applicant would be required to readily identify, terminate and clean up these areas. Compliance with this requireme nt would insure that none of these toxic materials would discharge into the mitigation area on-site.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-15
As per the MSHCP Section 6.1.4 Guidelines Pertai ning to Urban/Wildlands Interface, any invasive vegetative species within the enclosed Plate 4 – Conceptual Landscape Plan listed in Table 6-2, Plants that Should be Avoided Adjacent to the MSHCP Conservation Area, of the MSHCP will either not be utilized at all on the project site or will be located well away from the avoidance/conservation area. The avoidance/conservation area will be monitored until it reaches maturity for a period of five years and any invasive vegetation will be periodically removed.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-16
Propagation and recruitment of native plants and temporary watering will keep dust levels at manageable levels. Ground cover will become established w ithin the five-year monitoring period. The urban/wildlands interface area will be landscaped and irrigated to avoid any generation of dust.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 209
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-19

Monitoring Agency City of Menifee Planning Department
MM IV.G-17
The avoidance/conservation area, enhancement area and urban/wildlands interface area are located within a private commercial industrial project and is not accessible to the general public. Private security measures will ensure that no unauthorized activities o ccur in the avoidance/conservation, enhancement area or urban/wildlands interface.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-18
The avoided and conserved habitat with in RR Cell No .’s 1 and 3 will be enhanced with the additional planting of native riparian vegetation and native upl and vegetation within adjacent upland areas. The created mitigation channel will also be planted with co ast live oak trees and native shrubs. Coast live oak trees, Western sycamore, and native shrubs and gro undcover will be replanted within the enhancement portion of the avoided/conservation area. Oak acorns were collected from the site in 2006 and 2007 and will be collected again in 2008 and utilized on-site for planting.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.G-19
Planting of native vegetation in the enhancement portion of the avoidance/conservation area will replace riparian values eliminated from the project site. The proposed plant palette, as depicted in the enclose Plate 4 – Conceptual landscape plan , includes species such as coast liv e oak, California sycamore, red willow, arroyo willow, mulefat, ocellated Humboldt lily, matilija poppy, and coyote brush.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 210
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-20

MM IV.G-20
The proposed project will create a mitigation channe l to allow flow along the southern and eastern property boundaries. This channel will intercept and collect storm runoff from Zeiders Road as well as flows from off-site.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

LAND USE AND PLANNING
Because no significant cumulative impacts related to la nd use and planning have been identified, no mitigation measures are required.

NOISE
Required Mitigation Measures
Construction
While impacts from noise during construction of the pr oposed project would be less than significant, the following mitigation measures would further reduce noi se levels generated duri ng implementation of the proposed project.

MM IV.I-1
Construction-related activities shall be restricted to between the hours of 7:00 a.m. and 7:00 p.m.

Monday-Saturday (excluding federal and state Holidays). Exceptions to these standards shall be allowed only with written consent of the building Official per City Ordinance.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.I-2
All construction vehicles, equipment fixed or mobile shall be equipped w ith properly operating and maintained mufflers.

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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-21

Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.I-3
During construction, best efforts shall be made to locate construction staging areas along with the operation of earthmoving equipment as far away from vibration-sensitive uses as possible.

Monitoring/Implementing Phase Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
Operation
While impacts from noise during operation of the proposed project would be less than significant, the following mitigation measures would further reduce noi se levels generated duri ng implementation of the proposed project.

MM IV.I-4
Facility-related noise, as projected to any portion of any surrounding property containing a “sensitive receiver, habitable dwelling, hospital, school, libra ry or nursing home”, shall not exceed the following worst-case noise levels 45 dB(A) – 10 minute noise equiva lent level (“leq”), between the hours of 10:00 p.m. to 7:00 a.m. (nighttime standard) and 65 dB(A ) – 10 minute leq, between 7:00 a.m. and 10:00 p.m. (daytime standard).

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 212
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-22

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.I-7
Delivery truck noise shall be reduced by minimizing engine idling time during deliveries. In addition, truck deliveries and trash compactor activities are to be limited to daytime hours (7:00 a.m. to 10:00 p.m.).

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

POPULATION AND HOUSING
Required Mitigation Measures
Because no impacts related to population and housing would occur, no mitigation measures are required.

TRANSPORTATION/TRAFFIC
Required Mitigation Measures
MM IV.K-1
Prior to occupancy, the project applicant shall install a traffic signal and left-turn lane (or greater capacity as determined by the City) at the intersection of Sco tt and Murrieta Road. Alternatively, if the City has a Capital Improvement Program in place, the project applicant shall pay its fair share toward installation of this signal.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-2
Prior to occupancy, the project applicant shall modify the existing traffic signal and install eastbound (EB) and westbound (WB) thru-lanes and EB and WB right-turn lanes (or greater capacity as determined Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 213
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-23

by the City) at the intersection of Zeiders Road/Hau n Road and Scott Road. Additionally, the applicant shall pay its fair share of a new permanent traffic signal at this location.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-3
Prior to building permit issuance, the project applicant shall pay its fair share towards the installation of a new permanent traffic signal at the intersection of I-215 Southbound Ramps and Scott Road.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-4
Prior to building permit issuance, the project applicant shall pay its fair share towards the installation of a new permanent traffic signal at the intersection of I-215 Northbound Ramps and Scott Road.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

MM IV.K-5
Prior to occupancy, the project applicant shall install a traffic signal at the intersection of Antelope Road and Keller Road. Alternatively, the project applicant shall pay its fair share toward installation of this signal.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 214
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-24

MM IV.K-6
Prior to occupancy, the project applicant shall install a traffic signal at the intersection of Antelope Road and Clinton Keith Road or pay its fair share toward the installation of this signal.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-7
To mitigate the project’s contribution to cumulative impacts for all future sce narios, the following fees shall be paid in accordance with the provisions set forth in the referenced fee programs. a) Traffic Signal Mitigation Fees. The development impact fee (DIF) for traffic signals established in City and County Ordinance 659.6 for the Sun City / Menifee Valley area is $4,115 / acre for industrial land uses.
b) TUMFs. The project applicant shall particip ate in funding or construction of off-site improvements that are needed to sere cumula tive and long-range buildout conditions through the payment of Western Riverside County Transportation Uniform Mitigation Fees (TUMF).

TUMF program fees presently include $1.81 per square foot of an industrial project. 1 c) Miscellaneous Transportation Improvement Fe es. A portion of the DIF established by Ordnance No. 659.6 is allocated toward transportation improvements, other than signals.

These fees are currently $5,250 / acre for industrial land uses.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-8
Prior to occupancy, the project applicant shall install a traffic signal at the intersection of Haun Road and Holland Road. Alternatively, if the City has a Capital Improvement Program in place, the project applicant shall pay its fair share toward installation of this signal.

1 TUMF fees are subject to change and are paid at the time application is made for a building permit. The entire ordinance is located here: http://www.clerkoftheboard.co.riverside.ca.us/ords/800/824.2.htm.

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 215
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-25

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-9
Prior to occupancy, the project applicant shall insta ll a traffic signal at the intersection of Zeiders/Haun Road and Garbani Road. Alternatively, if the City has a Capital Improvement Program in place, the project applicant shall pay its fair share toward installation of this signal.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
MM IV.K-10
Implementation of Mitigation Measures MM IV.K-1 through MM IV.K-9 identified above for project specific impacts would also reduce the significant cu mulative impacts at the intersections of Murrieta Road at Scott Road, Antelope Road at Scott Road, Antelope Road at Keller Road, and Antelope Road at Clinton Keith Road. Implementation of Mitigati on Measures MM IV.K-2 through MM IV.K-4 would partially mitigate the significant impacts at Zeider s Road/Haun Road at Scott Road, I-215 Southbound Ramps at Scott Road, and I-215 Northbound Ramps at Scott Road, respectively. The residual cumulative impacts at these intersections would be mitigated to a less-than-significant level through implementation of the following additional improvements (or greater capacity as determined by the City) prior to occupancy:
• Intersection of Zeiders Road/Haun Road and Scott Road: Add 2 northbound (NB) left-turn lanes; 1 SB thru lane; 1 SB right-turn lane; 2 WB left-turn lanes;1 WB thru lane; one NB shared thru/right-lane; one NB right-turn lane; and WB right-turn overlap. • Intersection of I-215 Southbound Ramps and Sco tt Road: Add 2 SB left-turn lanes and right turn lanes; add 1 EB thru lane and 1 right- turn lane; add 2 WB thru lanes; • Intersect ion of I-215 Northbound Ramps and Scott Road: Add 2 NB left-turn lanes and right- turn lanes; add 2 EB left-turn lanes and thru lanes; add 2 WB thru lanes and 1 right-turn lane.

Monitoring/Implementing Phase Occupancy
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 216
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City of Menifee March 2009

Commerce Pointe Industrial Park Project V. Mitigation Monitoring Program Final Environmental Impact Report Page V-26

UTILITIES AND SERVICE SYSTEMS
Required Mitigation Measures
The following mitigation measure is recommended to reduce significant impacts associated with fire protection services.

MM IV.L-1
Development Impact Fee. The developer shall pay fees for future fire facilities in accordance with City Ordinance No. 659, the Development Impact Fee program.

Monitoring/Implementing Phase Pre-Construction
Implementing Party Applicant
Enforcement Agency City of Menifee Planning Department
Monitoring Agency City of Menifee Planning Department

Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 217
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APPENDICES
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 218
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 219
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APPENDIX A: COMMENT LETTERS
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 220
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 221
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From: Gordon Mize [mailto:[email protected]]
Sent: Wednesday, December 31, 2008 04:23 PM
To: [email protected]
Cc: [email protected]
Subject: Comments for Draft EIR for the proposed Commerce Point I and Commerce Point II Project
December 31, 2009
Ms. Nancy Hutar, Project Planner
City of Menifee
2983 New Hub Drive, Suite C
Menifee, CA 92586
Since I will be out of the office from January 2nd returning Tuesday, February 9th and the comment period for this document closes on January 28th, 2009, I have made some comments in this e-mail message.

Air Quality Analysis

1. On page IV.D-29, the lead agency states that construction emission factors from EMFAC2002 were used to estimate construction worker emissions but in the air quality analysis, the URBEMIS2007 model uses EMFAC2007 EIR.

2. The following apparent inconsistencies between the project description on page III-33 of the Draft EIR and in the air quality analysis (AQA) on page IV.D-41 should be addressed in the Final EIR:
• On page III-33 the project description includes two industrial parks with 51 total concrete tilt-up buildings being proposed but in the air quality analysis on page IV.D-41, the number is 61 buildings.
• The southern section of the project proposes 617,919 square feet (the same area as in the air quality analysis) with 33 individual buildings proposed. In the AQA, 30 proposed buildings are stated.
• In the northern section, the project description includes 209,858 square feet of construction but in the AQA, the amount is 208,901 square feet. • In the project description, the total project building space is described as 827,777 square feet but in the AQA, the amount is 826,820 square feet. The URBEMIS2007 input is also slightly different at 826, 330 square feet.

3. In the air quality analysis on page IV.D-30, the lead agency states that a computer model called the Beeline Software (BEEST) model was used to estimate localized significance thresholds and that the data sheets provided in Appendix ?D.? Appendix D refers to cultural issues and Appendix B refers to Air Quality. The localized significance threshold data sheets were not included in Appendix B (Air Quality) or Appendix D (Cultural Issues). The Comment Letter A
A-1
A-2
A-3
A-4
A-5
A-6
A-7
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 222
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Final EIR should include the localized significance thresholds air quality data sheets as well as discussion of the software itself, i.e., where it comes from, the emission factors, methodologies and assumptions used in the model, etc., for the benefit of the public and other reviewing agencies.

4. The lead agency uses the industrial park land use to model the air quality impacts for the proposed project using the URBEMIS2007 computer model but does not break down the long-term vehicle fleet by percentage of the fleet, number of trips for each vehicle type, vehicle miles traveled, etc. other than the information supplied by the model based on the default land use setting.

Further, on page IV.K-18 (transportation/traffic), the lead agency cites the 7th Edition ITE daily/project trip generation but does not include a breakdown of the vehicle fleet, number of trips for each type of vehicle or vehicle miles traveled (VMT) for each vehicle type. There is also no collaboration in the health risk assessment discussion regarding the vehicle fleet, vehicle trips by vehicle type or vehicle miles traveled by vehicle type. Therefore, it is difficult to substantiate the air quality emission estimates from the air quality and traffic analyses. In the Final EIR, the lead agency should include this detail in both the traffic and health risk analysis, as applicable.

5. There is not enough information or discussion to rule out that heavy duty diesel vehicles won?t be used at the site that may warrant further evaluation of potential health risks from potential diesel particulate truck emissions. In the Final EIR, the lead agency should include a discussion to substantiate its determination that diesel particulate emissions from diesel trucks will be less than significant. From the URBEMIS model, there are 6,080 daily one-way trips and a total of 63,340 VMT stated in the Draft EIR but outside of the default breakdown from the URBEMIS model, there is no discussion in the HRA of the fleet composition (see comment #4) that would explain whether or not a health risk assessment is warranted.

For further information, the SCAQMD has developed a methodology for estimating cancer risks from mobile sources in a document entitled Health Risk Assessment Guidance for Analyzing Cancer Risks from Mobile Source Diesel Emissions. This document can be downloaded from the AQMD?s CEQA web pages at the following URL:
http://www.aqmd.gov/ceqa/handbook/mobile_toxic/diesel_analysis.doc .

4. In the project description on page III-53, the lead agency states that there will be 13,890 cubic yards per day of onsite cut and fill in the northern site and 7,500 cubic yards of onsite cut and fill for the southern site. These emissions do not appear to have been estimated in the Draft EIR and should be included in the Final EIR along with the assumptions, methodologies, emission factors, equations, etc. used in estimating these emissions.

5. On page III-54 of the Draft EIR, the lead agency describes construction and road improvements to Zeiders Road that would include grading; 20,516 cubic Comment Letter A (Cont’d)
A-7
A-8
A-9
A-10
A-11
A-12
A-13
A-14
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 223
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yards of soil export; and 85,000 cubic yards of soil import. These emissions do not appear to have been estimated in the Draft EIR and should be included in the Final EIR along with the assumptions, methodologies, emission factors, equations, etc. used in estimating these emissions.

Gordon E. Mize
Air Quality Specialist
South Coast Air Quality Management District
CEQA Section
(909) 396-3302 phone
(909) 396-3324 fax
Comment Letter A (Cont’d)
A-14
(Cont’d)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 224
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 225
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Comment Letter B
B-1
B-2
B-3
B-4
B-5
B-6
B-7
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 226
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Comment Letter B (Cont’d)
B-8
B-9
B-10
B-11
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 227
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Comment Letter B (Cont’d)
B-12
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 228
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 229
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Comment Letter C
C-1
C-2
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 230
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Comment Letter C (Cont’d)
C-2
(Cont’d)
C-3
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 231
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Comment Letter C (Cont’d)
C-3
(Cont’d)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 232
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Comment Letter C (Cont’d)
C-4
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 233
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Comment Letter C (Cont’d)
C-4
(Cont’d)
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 234
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Comment Letter C (Cont’d)
C-5
C-6
C-7
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 235
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Comment Letter C (Cont’d)
C-8
C-9
C-10
C-11
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 236
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C-11
(Cont’d)
Comment Letter C (Cont’d)
C-12
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 237
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Comment Letter D
D-1
D-2
D-3
D-4
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 238
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Comment Letter D (Cont’d)
D-4
Cont’d
D-5
D-6
D-7
D-8
D-9
D-10
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 239
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D-10
Cont’d
Comment Letter D (Cont’d)
D-11
D-12
D-13
Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 240
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 241
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APPENDIX B: HEALTH RISK ASSESSMENT AND

AIR QUALITY DATA SHEETS
Item Title: 11.10
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Item Title: 11.10
Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 243
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Diesel Particulate Matter (DPM) Health Risk Assessment (HRA) of Diesel Trucks at the Commerce Point Project Menifee, California
Introduction
This health risk assessment (HRA) evaluates the chronic cancer risk and non-cancer health effects of diesel particulate matter (DPM) associated with trucks traveling within the proposed project.

Methodology
The methodologies and assumptions used in this HRA analysis are consistent with U.S. EPA, Cal/EPA, CARB, SCAQMD and the State’s Office of Environmental Health Hazard Assessment (OEHHA) guidance. The primary guidance documen t used in this analysis is the SCAQMD’s “Health Risk Assessment Guidance for Analyz ing Cancer Risks from Mobile Source Diesel Idling Emissions for CEQA Air Quality Anal ysis” (SCAQMD 2003) and OEHHA’s “Air Toxics Hot Spots Program Risk Assessment Guidelin es” (OEHHA 2003). The basic components of a risk assessment as identified in the guidance are as follows: (1) hazard identification; (2) exposure assessment; (3) dose response assessment; and (4) risk characterization.

Hazard Identification

The hazard identification portion of the project’s DPM HRA involves identifying if a hazard exists, and if so, what are the pollutants of c oncern and their associated potential adverse health effects. In this HRA, the primary hazard is emissions from vehicular sources (specifically heavy- duty, diesel delivery trucks) associated with the proposed Project. The State of California has identified DPM as a toxic air contaminant with potential cancer and chronic non-cancer effects.

Exposure Assessment

The exposure assessment estimates the extent of exposure to diesel exhaust for which potential cancer and chronic non-cancer effects will be evaluated. This asse ssment starts with an emission quantification, followed by dispersion modeling and an estimation of long-term exposure levels.

The quantification of diesel exhaust emissions requires a diesel exhaust emission rate from trucks.

The volume of truck traffic within the project was based on the fleet mix estimated from URBEMIS and the average daily trips from the traffic study. As presented in Table 1, Estimation of Diesel Trucks at Commerce Point, approximately 57 diesel trucks will enter the project site daily. An emission rate for the 57 diesel trucks was estimated based on emission factors for diesel-powered trucks obtained from the EMFAC2007 computer model. Table 2, Diesel Truck Exhaust Emissions, presents the annual average diesel exhaust emissions used to evaluate the potential chronic (long-term) cancer and non-cancer health impacts at residential receptors identified in the project vicinity. As there is no acute toxicity factor for diesel exhaust, potential acute (short-term) non-cancer health impacts we re not evaluated and maximum hourly diesel emissions were not forecasted.

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Dispersion modeling was performed using US EPA’s Industrial Source Complex—Short Term, Release 3 (ISCST3) model (Version 02035) to estim ate the ground-level diesel concentrations.

Truck traffic was modeled as a series of volume sources along truck routes within the project site.

The modeling utilized pre-processed meteorological data for upper air station 99999 and surface meteorological station 54139 (Riverside, CA), whic h are the stations nearest the site, obtained from the South Coast Air Quality Management District’s (SCAQMD) website (http://www.aqmd.gov/smog/metdata/MeteorologicalData.html).

The modeling results for the annual average DPM c oncentrations for each receptor are shown in Table 3, Annual Average Diesel Particulate Matter Concentrations.

Dose-Response
The dose-response assessment is the process of ch aracterizing the relationship between exposure to diesel exhaust and the incidence of an adverse health effect in exposed populations.

The estimation of potential inhalation cancer risk posed by exposure to DPM requires a cancer potency factor. Cancer potency factors (CPFs) are expressed as the upper bound probability of developing cancer assuming continuous lifetime exposure to diesel exhaust at a dose of one milligram per kilogram of body weight, and are expressed in units of inverse dose as a potency slope (i.e., [mg/kg/day]
-1). A CPF when multiplied by the dose of a carcinogen gives the associated lifetime cancer risk. The CPF for DPM is 1.1 x 10 0 [mg/kg/day]-1 (OEHHA, 2003).

The estimation of potential inhalation chronic non-cancer effects posed by exposure to DPM requires a chronic reference exposure level (REL). A chronic REL is a concentration level (that is expressed in units of micrograms per cubic meter (μg/m3) for inhalation exposures), at or below which no adverse health effects are anticipated following long-term exposure. The chronic REL for DPM is 5 μg/m3 (OEHHA, 2003). The chronic hazard index target organ for DPM is the respiratory system (OEHHA, 2003). Table 4, Toxicity Values for DPM presents the CPF and REL used in this HRA.

Risk Characterization
Risk characterization combines the maximum annual average ground-level DPM concentration from the exposure assessment and the cancer poten cy factor and chronic REL from the dose- response analysis to estimate the potential inhalation cancer risk and chronic hazard index (HI) from the exposure to DPM emissions.

The equation below was used to estimate exposure through inhalation as a function of respiration rate and the concentration of diesel exhaust in air (OEHHA, 2003, Equation 5.4.1 A) with the recommended default values.

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Dose-inh = [Cair * {DBR} * A * EF * ED * 10 -6] / AT
where:

Dose-inh = Dose through inhalation (mg/kg/day)
Cair = Concentration of DPM in air ( μg/m3)
{DBR} = Daily breathing rate (L/kg body weight - day) A = Inhalation absorption factor
EF = Exposure frequency (days/year)
ED = Exposure duration (years)
10 -6 = Micrograms to milligrams conversion, Liters to cubic meters conversion.

AT = Averaging time period over which exposure is averaged, in days The exposure factors used in this HRA are presented in Table 5. The daily breathing rates used in this HRA approximate the residential inhalation ra te is consistent with the average residential inhalation rates provided in OEHHA (2003) guidance for 30-year duration point-estimate calculations.

Carcinogenic Risk

The following equation was used to estimate the excess cancer risk based upon the calculated dosage.

Inhalation Cancer Risk = (Dose-inh, mg/kg/day) x (Cancer Potency Value, [mg/kg/day]-1) As shown in Table 6, Cancer Risk from DPM, all estimated incremental cancer risks are below SCAQMD’s significance threshold of 10 in a million.

Chronic Non-Cancer HI
The chronic HI is a calculated ratio. Exposures above the REL are indicated by an HI greater than one (1) and may indicate that the source has a potential to cause adverse non-cancer health effects.

HI = (Cair, μg/m3) / REL
As shown in Table 7, Chronic Non-cancer Health Impacts from DPM, all chronic non-cancer Hazard Indices are less than one, SCAQMD’s significance threshold for non-cancer impacts.

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Conclusions
The maximum cancer risks at nearby residentia l receptors from DPM emissions generated by truck traffic at the project site are below the significance criteria of 10 per one million.

Additionally, the maximum non-cancer hazard index is below 1. An HI of less than 1 is considered to be less than significant.

The estimated cancer risks and non-cancer hazard index presented in this HRA is based on a number of conservative assumptions, most of which are considered conservative. As a result of the effects of these conservative assumptions, the calculated risks are likely to overestimate actual risks. The following section summarizes some of these conservative estimates used in this HRA.

Emission Rates
The HRA assumes a constant emission rate from die sel-emitting vehicles. However, to decrease diesel particulate emissions, statewide programs and regulations are presently being developed and implemented by CARB and U.S. EPA to redu ce the risks of exposure to diesel exhaust.

These programs include emission control requireme nts along with subsidies for upgrading older diesel engines to low-emission models.

Exposure Assumptions
Health risks were calculated with the assumption that residents spend every hour of every day of exposure at that location for 30 years. However, few people will reside in the same location for this duration. Indeed, the USEPA has estimated that 50% of the population lives in the same residence for only nine years, while only 10 % remain in the same house for 30 years (USEPA 1997). Adults, moreover, spend only 68-73% of their total daily time at home (USEPA 1997), rather than the 100% assumed here. Accordingly, the actual risks to residents are likely to be lower than those calculated in this assessment.

Chemical Toxicity
There are a number of uncertainties in conducting a toxicity assessment. The primary areas of uncertainty include the assumption that adverse effects observed in animal experiments would also be observed in humans (animal-to-human extr apolation), and that the toxic effects observed after exposure by one route would occur following exposure by a different route (route-to-route extrapolation).

Calculation of Risk

The USEPA (1989) notes that the conservative assumptions used in a risk assessment are intended to assure that the estimated risks do not underestimate the actual risks posed by a site and that the estimated risks do not necessarily represent actual risks experienced by populations at or near a site. By using standardized con servative assumptions in a risk assessment, USEPA Item Title: 11.10
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further states that:
“These values [risk estimates] are upperbound estimat es of excess cancer risk potentially arising from lifetime exposure to the chemical in questio n. A number of assumptions have been made in the derivation of these values, many of which are likely to overestimate exposure and toxicity. The actual incidence of cancer is likely to be lower than these estimates and may be zero.” The estimated risks in this risk assessment ar e based primarily on a series of conservative assumptions related to predicted emission rates, c oncentrations, exposure, and chemical toxicity.

The use of conservative assumptions tends to pro duce upper-bound estimates of risk and is likely to result in substantial overestimates of exposure, and hence, risk.

I. REFERENCES
California Air Resources Board (CARB). Almanac Em issions Projection Data – 2006 Edition, website:
http://www.arb.ca.gov/app/emsinv/emssumcat.php. 2006.

Office of Environmental Health Ha zard Assessment (OEHHA), 2003. The Air Toxics Hot spots Program Guidance for Preparation of Health Risk Assessments. August 2003.

SCAQMD. Health Risk Assessment Guidance for Anal yzing Cancer Risks from Mobile Source Diesel Idling Emissions for CEQA Air Quality Analysis. August 2003.

United States Environmental Protection Agency (USEPA). 1997. Exposure Factors Handbook.

National Center for Environmental Assessment. Office of Research and Development.

Washington, D.C.

USEPA. 1989. Risk Assessment Guidance for Superfund: Volume I - Human Health Evaluation Manual (Part A). Office of Emergency and Remedial Response. Washington, D.C.

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4.36 4.01

3.76 3.57

3.383.313.24

3.13 2.81

2.08 4.90

4.20 3.70

3.33 3.07

2.882.792.69

2.55 2.33

1.81 4.32

3.82 3.40

3.11 2.912.812.72

2.55 2.21

1.68 5.33

4.57 4.09

3.62 3.34

3.092.982.87

2.63 2.24

1.33 4.96

4.43 3.99

3.47 3.002.752.52

2.12 1.45
.64759

5.504.763.802.912.151.831.541.26

1.04 .65058

4.513.041.981.681.571.481.31

1.07 .66766

3.852.452.041.751.631.531.36 1.16
.77678

4.673.763.182.762.612.492.27 1.93 1.37

5.704.754.093.643.473.303.02 2.59

1.88 6.185.074.373.863.693.523.22

2.75 1.94

5.474.634.193.993.803.42

2.83 1.16

6.01 5.08

4.684.434.12

3.47 2.75

1.75 5.965.635.31

4.77 3.97

2.59 6.806.12

5.06 3.60

1.44 7.897.076.42

5.44 4.18

2.42 7.787.126.57

5.71 4.58

2.94 7.586.906.32

5.48 4.46

2.84 7.847.126.52

5.56 4.43

2.73 8.237.296.50

5.48 4.16

2.55 6.726.03

5.02 3.80

2.39 6.92

5.995.605.23

4.59 3.44

2.20 6.70

5.67 4.954.674.42

4.00 3.26

2.19 5.774.974.384.143.933.58

3.04 2.08

6.625.344.594.053.843.653.33

2.85 1.99

6.315.134.403.893.683.503.202.74

1.93 6.235.094.363.853.653.473.162.711.90

6.375.174.413.893.693.523.212.75

1.93 6.695.394.544.043.833.653.34

2.85 1.95

5.954.984.334.083.863.54

2.98 2.08

6.92 5.74

4.834.544.27

3.86 3.28

2.26 6.67

5.735.294.88

4.39 3.71

2.45 6.766.14

5.30 4.27

2.70 8.097.366.63

5.60 4.23

2.65 7.236.566.02

5.33 4.30

2.65 5.104.944.77

4.33 3.60

2.39 7.607.317.126.375.39

5.31 5.20

5.19 5.18

5.43 6.406.416.396.345.706.195.525.805.65

5.99 6.55

7.06 7.18

7.37 7.647.057.047.727.577.427.427.256.497.016.79

6.48 6.20

6.28 6.67

7.01 7.24

7.51 7.63

7.71 8.03

8.01 8.06

7.657.407.307.357.607.567.226.817.18

7.33 6.90

7.18 6.69

6.81 6.48

6.19 6.55

6.07 6.63

6.29 6.50

6.62 4.76

6.83 5.11

6.99 5.345.205.115.094.77

7.25 4.99

7.31 4.91

7.40 4.89

7.26 4.90

7.198.118.037.084.94

8.238.23
Scale: 1" = 337.0 Meters Max = 8.23292 (483775.1, 3721189) C:\Documents and Settings\mike.wolf\Desktop\Projects\CommercePointe\Models\CO\CPCO_81_CO.GRF HIGH 1ST HIGH 1-HR VALUES FOR GROUP: ALL
Commerce Point
Commerce Pointe CO
Contours

1.0 2.0

3.0 4.0

5.0 6.0

7.0 8.0
Item Title: 11.10 Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 249
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1.44 1.29

1.11 .87229
.64951.62036.59296
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.42174
.2601

1.41 1.19

1.01 .84417
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1.12 .9162
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1.42 1.16
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1.23 .98886
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1.331.08.90803.77654.67462.63172.59258.52631
.42252
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1.361.10.91573.7704.71104.65882.56976
.43914
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1.641.271.01.82771.75051.68438.57358.4159
.23093

1.851.361.05.83242.74489.68803.60111.47947 .28212

1.991.431.10.90963.83769.77511.67241.51922
.26696

2.191.531.16.9477.86562.79206.66447
.46797
.26954

1.691.291.06.96428.8776.76321
.61872
.37164

2.08 1.64

1.331.191.08
.94402
.71816
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1.611.441.29

1.02 .62252
.32359

1.491.27
.98146
.65165
.2889

1.741.501.28
.97606
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.3027

1.581.271.04
.80414
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1.431.14.99971
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1.341.09.93221
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1.24.93102.81275
.68491
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1.01.7872
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1.86 1.271.05.87333
.6239
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.2749

2.09 1.43

1.07.93755.82402
.65383
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.27412

1.711.20.93203.83235.7468.61127
.43945
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2.191.531.13.83598.74216.67393.56186
.40792
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2.001.431.09.84836.75151.66763.52911.38571
.24086

1.891.371.06.85004.7697.70029.58576.42127.23791

1.861.331.03.83921.76936.71071.61467.47455
.24275

1.911.321.00.82514.76073.70675.61936
.4902
.2714

1.371.01.82002.75249.69529.601
.45563
.26052

1.54 1.10
.84539.75914.68159
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.28267

1.34 .93682.77362.66446
.54879
.46316
.30624

1.12.92926
.68745
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.337

1.251.02.84937
.69964
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.66604
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.92182.82755.73638
.57118
.44976
.29813

1.241.261.051.181.18

1.51 1.66

1.73 1.78

1.88 2.061.791.701.621.602.002.062.292.22

2.24 2.20

2.15 2.12

2.00 1.861.822.022.092.102.001.571.181.191.471.42

1.79 2.09

2.24 2.30

2.30 2.25

2.12 1.92

1.69 1.48

1.34 1.28

1.211.241.741.992.102.091.991.751.74

1.55 2.10

1.88 2.21

2.09 2.23

2.19 2.34

2.23 2.43

2.21 2.40

2.12 2.17

1.95 1.60

1.73 1.811.441.341.241.12

1.51 1.75

1.34 1.71

1.28 1.61

1.25 1.37

1.181.281.141.21.96864

2.432.43
Scale: 1" = 337.0 Meters Max = 2.42989 (484116, 3721466) C:\Documents and Settings\mike.wolf\Desktop\Projects\CommercePointe\Models\CO\CPCO_81_CO.GRF HIGH 1ST HIGH 8-HR VALUES FOR GROUP: ALL
Commerce Point
Commerce Pointe CO 8hr Averaging
Contours

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0.75 1.0

1.25 1.5

1.75 2.0

2.25 Item Title: 11.10 Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 250
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4.36 4.01

3.76 3.57

3.38 3.31

3.24 4.90

4.20 3.70

3.33 3.07

2.88 2.79

2.69 2.55

4.32 3.82

3.40 3.11

2.91 2.81

2.72 2.55

5.33 4.57

4.09 3.62

3.34 3.09

2.98 2.87

2.63 2.24

4.96 4.43

3.99 3.47

3.00 2.75

2.52 2.12

1.45 5.50

4.76 3.80

2.91 2.151.831.54

1.26 1.04

4.51 3.04

1.98 1.681.571.48

1.31 1.07

3.85 2.45 2.04 1.751.631.53 1.36

1.16 4.67 3.76 3.18 2.762.612.49 2.27 1.93

5.70 4.75 4.09 3.643.473.30 3.02

2.59 6.18

5.07 4.37

3.863.693.52

3.22 2.75

5.47 4.63

4.193.993.80

3.42 2.83

6.01 5.08

4.68 4.43

4.12 3.47

2.75 5.96

5.63 5.31

4.77 3.97

6.80 6.12

5.06 7.89

7.07 6.42

5.44 7.78

7.12 6.57

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6.32 7.84

7.12 6.52

8.23 7.29

6.50 5.48

6.72 6.03

5.02 6.92

5.99 5.60

5.23 4.59

3.44 6.70

5.67 4.95

4.67 4.42

4.00 3.26

5.77 4.97

4.384.143.93

3.58 3.04

6.62 5.34

4.59 4.053.843.65

3.33 2.85

6.315.134.403.893.683.503.20

2.74 6.235.094.363.853.653.473.162.71

6.375.174.413.893.693.523.21

2.75 6.69

5.39 4.54

4.043.833.65

3.34 2.85

5.95 4.98

4.334.083.86

3.54 2.98

6.92 5.74

4.83 4.54

4.27 3.86

3.28 6.67

5.73 5.29

4.88 4.39

3.71 6.76

6.14 5.30

8.09 7.36

6.63 5.60

7.23 6.56

6.02 5.10

4.94 4.77

7.60 7.31 7.12 6.37 5.39

5.31 5.20

5.19 5.18

5.43 6.40 6.41 6.39 6.34 5.70

6.19 5.52

5.80 5.65

5.99 6.55

7.06 7.18

7.37 7.647.057.047.727.577.427.427.256.49

7.016.79

6.48 6.20

6.28 6.67

7.01 7.24

7.51 7.63

7.71 8.03

8.01 8.06

7.65 7.40 7.30 7.35 7.60 7.56 7.22 6.81 7.18

7.33 6.90

7.18 6.69

6.81 6.48

6.19 6.55

6.07 6.63

6.29 6.50

6.62 4.76

6.83 5.11

6.99 5.34 5.20 5.11 5.09 4.77

7.25 4.99

7.31 4.91

7.40 4.89

7.26 4.90

7.19 8.11 8.03 7.08 4.94

8.238.23
Scale: 1" = 143.8 Meters Max = 8.23292 (483775.1, 3721189) C:\Documents and Settings\mike.wolf\Desktop\Projects\CommercePointe\Models\CO\CPCO_81_CO.GRF HIGH 1ST HIGH 1-HR VALUES FOR GROUP: ALL
Commerce Point
Commerce Pointe CO, Details
Contours

1.0 2.0

3.0 4.0

5.0 6.0

7.0 8.0
Item Title: 11.10 Ordinance Introductions for the First and Second Amendments to the Commerce Pointe Development Agreement Item Page Number: 251
Menifee Mayor and City Council                                                                               September 21, 2022 Page 1662 of 2787

CPCO_81_CO.LST

NO ECHO

BEE-Line ISCST3 "BEEST" Version 9.00
Input File - C:\Documents and
Settings\mike.wolf\Desktop\Projects\CommercePointe\Models\CO\CPCO_81_CO.DTA Output File - C:\Documents and
Settings\mike.wolf\Desktop\Projects\CommercePointe\Models\CO\CPCO_81_CO.LST Met File - C:\Documents and
Settings\mike.wolf\Desktop\Projects\CommercePointe\Models\Met\RIVERSD.ASC *** Message Summary For ISC3 Model Setup ***
--------- Summary of Total Messages --------

A Total of 0 Fatal Error Message(s)
A Total of 375 Warning Message(s)
A Total of 0 Informational Message(s)

******** FATAL ERROR MESSAGES ********
*** NONE ***

******** WARNING MESSAGES ********
RE W228 560 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 561 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 562 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 563 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 564 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 565 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 566 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 567 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 568 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 569 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 570 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 571 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 572 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 573 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 574 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 575 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 576 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 577 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 578 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 579 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 580 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 581 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 582 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 583 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 584 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART RE W228 585 DISCAR:Default(s) Used for Missing Parameters on Keyword DISCCART

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Menifee City CouncilSeptember 21, 2022

Menifee City Council
September 21, 2022