Agenda packet — Rancho Cordova City Council, June 5, 2023 (part 12 of 13)

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© L A U G E N O U R A N D M E I K L E © L A N E G U O U R A N D M E I K L E ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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ATTACHMENT 2
Exhibit A to the Resolution

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A N D M E I K L E
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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A N D M E I K L E
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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LMLAUGENOUR

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RECORD DRAWINGS
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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RECORD DRAWINGS
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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A N D M E I K L E © L A N E G U O U R A N D M E I K L E ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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A
169,536 SQ. FT.
36' INTERNAL CLR. HEIGHT
36 DOCK DOORS
2 GRADE LEVEL DOORS

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ZINFANDEL DRIVE
project number :scale :stampdrawn by :checked by :
plot date :
approved for the architect by :approved for the owner by :sheet no. :
2214068.00

AS NOTED
A INITIAL PLAN REVIEW SUBMITTAL 03-09-2022
issue : description : date :

OWNER / DEVELOPER:

TENANT'S DEVELOPMENT MANAGER:
500 Equity Avenue
Reno, NV 89502

GEORGE CONDON
Partner, West Region
PRELIMINARY DESIGN DOCUMENTS FOR:

CITY OF RANCHO CORDOVA, CALIFORNIA

BAROQUE DRIVE & ZINFANDEL DRIVE

SOUTH EAST CORNER OF

STONECREEK

INDUSTRIAL PARK
1223 HIGH STREET, AUBURN, CA 95603
(530) 885-0040

LANDSCAPE ARCHITECTURE

Y A M A S A K I
FAX (530) 885-0042
0' 60'
30' 120'
SCALE: 1"=30' NORTH

KEY MAP
L1.1 L1.2L1.4 L1.3

PLANTING PLAN A
L1.1
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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B
169,536 SQ. FT.
36' INTERNAL CLR. HEIGHT
37 DOCK DOORS
2 GRADE LEVEL DOORS

BAROQUE DRIVE
project number :scale :stampdrawn by :checked by :
plot date :
approved for the architect by :approved for the owner by :sheet no. :
2214068.00

AS NOTED
A INITIAL PLAN REVIEW SUBMITTAL 03-09-2022
issue : description : date :

OWNER / DEVELOPER:

TENANT'S DEVELOPMENT MANAGER:
500 Equity Avenue
Reno, NV 89502

GEORGE CONDON
Partner, West Region
PRELIMINARY DESIGN DOCUMENTS FOR:

CITY OF RANCHO CORDOVA, CALIFORNIA

BAROQUE DRIVE & ZINFANDEL DRIVE

SOUTH EAST CORNER OF

STONECREEK

INDUSTRIAL PARK
1223 HIGH STREET, AUBURN, CA 95603
(530) 885-0040

LANDSCAPE ARCHITECTURE

Y A M A S A K I
FAX (530) 885-0042
0' 60'
30' 120'
SCALE: 1"=30' NORTH

KEY MAP
L1.1 L1.2L1.4 L1.3

PLANTING PLAN B
L1.2
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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C
137,136 SQ. FT.
36' INTERNAL CLR. HEIGHT
37 DOCK DOORS
2 GRADE LEVEL DOORS
project number :scale :stampdrawn by :checked by :
plot date :
approved for the architect by :approved for the owner by :sheet no. :
2214068.00

AS NOTED
A INITIAL PLAN REVIEW SUBMITTAL 03-09-2022
issue : description : date :

OWNER / DEVELOPER:

TENANT'S DEVELOPMENT MANAGER:
500 Equity Avenue
Reno, NV 89502

GEORGE CONDON
Partner, West Region
PRELIMINARY DESIGN DOCUMENTS FOR:

CITY OF RANCHO CORDOVA, CALIFORNIA

BAROQUE DRIVE & ZINFANDEL DRIVE

SOUTH EAST CORNER OF

STONECREEK

INDUSTRIAL PARK
1223 HIGH STREET, AUBURN, CA 95603
(530) 885-0040

LANDSCAPE ARCHITECTURE

Y A M A S A K I
FAX (530) 885-0042
0' 60'
30' 120'
SCALE: 1"=30' NORTH

KEY MAP
L1.1 L1.2L1.4 L1.3

PLANTING PLAN C
L1.3
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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D
125,796 SQ. FT.
36' INTERNAL CLR. HEIGHT
34 DOCK DOORS
2 GRADE LEVEL DOORS
T T

ZINFANDEL DRIVE
project number :scale :stampdrawn by :checked by :
plot date :
approved for the architect by :approved for the owner by :sheet no. :
2214068.00

AS NOTED
A INITIAL PLAN REVIEW SUBMITTAL 03-09-2022
issue : description : date :

OWNER / DEVELOPER:

TENANT'S DEVELOPMENT MANAGER:
500 Equity Avenue
Reno, NV 89502

GEORGE CONDON
Partner, West Region
PRELIMINARY DESIGN DOCUMENTS FOR:

CITY OF RANCHO CORDOVA, CALIFORNIA

BAROQUE DRIVE & ZINFANDEL DRIVE

SOUTH EAST CORNER OF

STONECREEK

INDUSTRIAL PARK
1223 HIGH STREET, AUBURN, CA 95603
(530) 885-0040

LANDSCAPE ARCHITECTURE

Y A M A S A K I
FAX (530) 885-0042
0' 60'
30' 120'
SCALE: 1"=30' NORTH

KEY MAP
L1.1 L1.2L1.4 L1.3

PLANTING PLAN D
L1.4
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

Page 1277 of 1583 ends

project number :
scale :stampdrawn by :checked by :
plot date :
approved for the architect by :approved for the owner by :sheet no. :
2214068.00

AS NOTED
A INITIAL PLAN REVIEW SUBMITTAL 03-09-2022
issue : description : date :

OWNER / DEVELOPER:

TENANT'S DEVELOPMENT MANAGER:
500 Equity Avenue
Reno, NV 89502

GEORGE CONDON
Partner, West Region
PRELIMINARY DESIGN DOCUMENTS FOR:

CITY OF RANCHO CORDOVA, CALIFORNIA

BAROQUE DRIVE & ZINFANDEL DRIVE

SOUTH EAST CORNER OF

STONECREEK

INDUSTRIAL PARK
1223 HIGH STREET, AUBURN, CA 95603
(530) 885-0040

LANDSCAPE ARCHITECTURE

Y A M A S A K I
FAX (530) 885-0042

KEY MAP
L1.1 L1.2L1.4 L1.3

PLANT SCHEDULE

AND NOTES
L1.5
ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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project number : scale : stamp drawn by : checked by : plot date : approved for the architect by : approved for the owner by : sheet no. : 22011 AS NOTED WVN XX-XX-XXXX WVN A 03-09-2022 issue : description : date : OWNER / DEVELOPER: TENANT'S DEVELOPMENT MANAGER: 500 Equity Avenue Reno, NV 89502 GEORGE CONDON Partner, West Region PRELIMINARY DESIGN DOCUMENTS FOR: CITY OF RANCHO CORDOVA, CALIFORNIA BAROQUE DRIVE & ZINFANDEL DRIVE SOUTH EAST CORNER OF STONECREEK INDUSTRIAL PARK E1.1 OVERALL PHOTOMETRIC PLAN ITEM 18.1.

ATTACHMENT 2
Exhibit A to the Resolution

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ATTACHMENT 2
Exhibit A to the Resolution

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ATTACHMENT 2
Exhibit A to the Resolution

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ATTACHMENT 2
Exhibit A to the Resolution

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ATTACHMENT 2
Exhibit A to the Resolution

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ATTACHMENT 2
Exhibit A to the Resolution

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ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

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City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
On-Going Conditions

1. The proposed entitlement is for a Major Design Review Amendment Permit for Stonecreek Industrial Center at
Rancho Cordova as described in the City Council staff
report dated June 5, 2023 and attached Project Plans
(Exhibit A) with project conditions herein (Exhibit B), for project number PLND–1121-0020.

Project
Description
On-Going Planning

2. Applicant(s) agree to defend, indemnify and hold harmless with Counsel selected by the City of Rancho Cordova
(“City”) and its agents, officers, consultants, and employees (“City’s Agents”) from any and all claims, actions, suits, or proceedings against the City or the City’s agents to attack, set aside, void, annul, or modify an approval by the City, or the City’s Agents concerning the project (collectively
“Claim”). The City shall promptly notify the Applicant of any Claim and the City shall cooperate fully in the defense.

Nothing in this condition obligates the City to defend any Claim and the City is not required to pay or perform any settlement arising from any such Claim not defended by the City, unless the settlement is approved in writing by the City.

General On-Going Planning

3. Any future alteration to the buildings, change in use, intensification of the site, or modification to the parking and landscaped area must be reviewed by the City to ensure
compliance with all local, state, and federal regulations.

Minor modifications that are found to be in substantial conformance with the approved plans such as colors, plant materials, or minor lot line adjustments, may be approved administratively. Major modifications shall be approved by the applicable decision-making body.

General On-Going Planning

4. Applicant/Developer shall not carry a negative account General On-Going Planning

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ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

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City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
balance with the City for the processing of the project. If a negative account balance occurs, it will be the developer's responsibility to pay the balance due, in order to avoid delays in the processing of future permits or recordation of maps. Please email the Finance Department at
[email protected] for the status of your account with the City.

5. The Permit is valid for a period of three (3) years from the date of City Council approval unless an extension is
granted by the Community Development Director or
substantial construction of the permitted use or project has commenced and is diligently pursued to completion.

Expiration On-Going Planning

6. Noise sources associated with construction, repair,
remodeling, demolition, paving and/or grading of any real property must adhere to the development standards in the City’s Noise Element, RCMC 6.68 and RCMC

16.18.1407(F).

Noise On-Going Code Enforcement
/Building

7. The removal and replanting of landscape not listed on the approved plan set must be consistent with RCMC

23.716.080 through 23.716.090 and reviewed by the
Planning Department prior to the removal. All landscape care, maintenance, and tree pruning must adhere to RCMC

23.716.100 through 23.716.110.

Landscaping On-Going Planning

8. The trailer parking area shall be screened with solid fencing and landscaping along Baroque Drive. The solid
fencing/foundation shall be located outside of the SASD Easement Area (COA 24).

Trailer Parking
Screening
On-Going Planning

9. Applicant shall be responsible for all damage to City streets associated with construction of the project and shall repair any damage as soon as possible.

Sidewalk Repair On-Going Public Works

10. All storm drain facilities within private lots shall be privately maintained and shall be clearly labeled as “private” in the Storm Drain
Facilities
On-Going Public Works

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ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

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City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
improvement plans.

11. SASD Design Standards and Specifications require
minimum 6-inch lower laterals for commercial and industrial buildings.

Design Standards On-Going Sacramento Area
Sewer District

12. Construction of a grease trap or a sand oil separator may be required. The Applicant must verify with the applicable jurisdiction’s building department.

Grease Trap /
Sand Oil
Separator
On-Going Sacramento Area
Sewer District

13. If any proposed garbage enclosure will contain a drain to the sewer, it must be covered.

Trash Enclosure On-Going Sacramento Area
Sewer District

14. Any use of SASD sewer easements, which is not
compatible or interferes with the construction,
reconstruction, operation, maintenance, or repair of SASD sanitary sewer(s), must not be allowed. Each proposed
use must be reviewed and approved in writing by the
District Engineer prior to the use of the easement by the grantor. This includes landscaping.

Sewer Easements On-Going Sacramento Area
Sewer District

15. Access to the bike trail and the crossing at Zinfandel Drive shall be maintained and open at all times during
construction.

Trail Access On-Going Public Works
Department

16. Construction activities, including but not limited to grading, or any other construction activities shall be limited to 7am7pm, Monday through Friday. Unless otherwise approved by the Public Works Department, no lane(s) of traffic shall be closed to the public during the peak hours of 6:30am to 8:00am and 3:30pm-6pm, except as necessary for the
proper care of and protection of the work already
performed, or in case of an emergency repair as defined in Section 7-8.03, Emergency Repairs, of the Sacramento
County Standard Specifications. Any requests outside of these hours, including but not limited to concrete pours, must contact the Public Works and Planning Departments
and must provide a minimum 10-day notification to
Construction
Hours Notification
On-Going throughout
Construction
Public Works
Department

Page 1287 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 4 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
surrounding residences prior to operation.

17. Pest control will be provided during construction to include rodent control traps
Pest Control On-Going throughout
construction
Planning

18. Construction workers will not be permitted to park within the residential neighborhood.

Construction
Parking
On-Going throughout
construction
Planning

19. On site speed bumps will not be permitted Speed Bumps On-Going Planning

20. On site security will be utilized to monitor empty buildings Security On-Going Planning

21. Truck movements into, out of, and around the truck docks and trailer parking shall be limited to 6:00AM to 10:00PM.

No truck movements shall take place outside of these
hours.

Hours of
Operation
On-Going Planning

22. Daily sweeping is required of Zinfandel Drive and Baroque Drive, during construction along with the enforcement of CA fugitive dust requirements for construction sites.

Construction On-Going Throughout
Construction
Planning

23. During construction, the Project must utilize electric tools and vehicles to the extent feasible, including heavy
equipment tools and construction vehicles. Any heavy
equipment tools and vehicles not powered by electricity must be limited in the amount of time they are allowed to idle. City may request at any time, all equipment
maintenance records and data sheets, including design
specifications and emission control tier classifications. City may conduct an on-site inspection to verify compliance with this condition.

Construction
Equipment
On-Going Throughout
Construction
Planning

24. All projects are subject to Sacramento Metro Air District rules and regulations in effect at the time of construction.

Please visit our website to find a list of the most common rules that apply at the construction phase of projects.

Construction
Rules and
Regulation
Prior to beginning of
Construction
Sacramento
Metropolitan Air
District
Prior to Recordation of Final Maps

25. Property Owner/Applicant shall participate in or provide a funding mechanism for maintenance services for the fair Funding Prior to the
Recordation of the
Public Works

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ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

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City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
share of existing and all new public improvements
associated with the project including, but not limited to, streets, bridges/culverts, traffic signals, traffic signs, striping and legends, ITS operations, street lights and safety
lighting, public frontage and median and landscape
improvements, and trails. This may be accomplished
through annexation to the City’s Community Funding
District No. 2014-2 (Street, Lighting and Landscape
Maintenance), or other financial mechanism as may be
proposed and provided by the Property Owner for the same purpose of providing a financial mechanism to fund the
operation and maintenance of the Project’s public
improvements. Costs associated with the annexation shall be borne by the Property Owner/Applicant through payment of the annexation costs of the CFD annexation in the
amount of $5,000 per annexation. Contact Dalia Fadl at
916-851-8718 with regard to the process to satisfy this condition of approval.

Final Map

26. A note shall be placed on the final map stating that “Reciprocal access and parking between parcels shown
hereon shall be granted/reserved prior to the sale and/or conveyance of said parcels.

Reciprocal Access Prior to the
Recordation of the
Final Map
Public Works

27. Record a maintenance agreement involving all the parcels of the subject map assuring timely maintenance of the
private utilities.

Maintenance
Agreement
Prior to the
Recordation of the
Final Map
Public Works

28. Permanent structures, walls, signs, and footings will not be permitted within the existing SASD easement area unless express written permission is obtained from SASD. Solid fencing/foundations shall be located outside of the SASD Easement Area (COA 24).

Easement Prior to Recording of
Final Map/Approval of
Improvement Plans
SASD
Prior to Approval of Improvement Plans

Page 1289 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 6 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring

29. Show the design for a fire access roadway of not less than 20-feet of unobstructed width, 13-feet, 6-inches of vertical clearance, and turning radii of 25 feet inside and 50 feet outside dimension on the improvement plans. The access
roadway shall extend to within 150 feet of all portions of the exterior walls of the first story of any proposed building.

The use of turf-block or grass-crete or similar alternate road surfaces is not approved for installation in fire
apparatus access roadways.

Fire Access
Roadway
Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

30. Show the design for a minimum of 2 remote fire access roadways. Remote fire access roadways shall be spaced a distance apart that is no less than ½ the diagonal
measurement of the overall project site.

Fire Access Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

31. Show the design for aerial apparatus access. Aerial apparatus access shall conform to Sacramento Metro Fire Districts, Fire Prevention Standard #3.

Aerial Apparatus
Access
Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

32. Show the design for an approved fire apparatus turnaround.

The fire apparatus turnaround shall conform to Sacramento Metro Fire Districts, Fire Prevention Standard #3. The fire access turn-around shall be located within 50 feet of the end of the access roadway.

Fire Apparatus
Turnaround
Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

33. Show on the plan how Fire Lanes will be marked. Fire Lane identification shall be provided along the required fire access roadway. Fire Lane identification shall be in
accordance with the Sacramento Metro Fire Districts Fire Prevention Standard #3 and the California Vehicle Code.

Vehicle parking is prohibited on any street less than 28 feet in width. Vehicle parking is permitted on both sides of streets 36 feet or more in width. Roadway widths shall be measured between the gutter-line or edge of pavement on opposite sides of the road. Identification of fire apparatus Fire Lanes Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

Page 1290 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 7 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
access roadways may be required on private roads.

34. Provide a note on the plan that reads, “Fire apparatus access roads shall be designed and maintained to support the imposed live load of 80,000 pounds, with a maximum
axle load of 31,000 pounds, and meet Public Works
Standards for roadways. A report, prepared by a registered geotechnical engineer, verifying the ability of the road to bear the required minimum weight, shall be submitted with any plan indicating construction of roadway. Verification of constructed roadway shall be provided by a registered
geotechnical engineer prior to final of the project.”
Fire Apparatus
Access
Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

35. Show the location of the required fire hydrants for this project on the improvement plans. Approved fire hydrants capable of providing the required fire flow for the protection of any and all structures shall be located along the fire apparatus access roadway. The required fire hydrants
shall be installed and operational prior to any construction or on-site storage of combustible materials. The minimum required fire flow for the protection of commercial
developments is 1,500 gallons per minute (gpm) at a
pressure of 20 pounds per square inch (psi) for a two-hour duration.

Fire Hydrants Prior to Approval of
Improvement Plans
Sacramento
Metropolitan Fire
Department

36. The existing Emergency Vehicle Access (EVA) shall be relocated from Baroque Drive to Oselot Way in a location that is acceptable to Sacramento Metro Fire District,
Cordova Parks and Recreation, and the City.

Emergency
Vehicle Access
Prior to Approval of
Improvement Plan
Planning

37. Obtain an easement and right of entry from Cordova
Recreation and Park District for the developer’s installation of a driveway and bike path spurs per the tentative map and the satisfaction of the Department of Public Works and CRPD. Ongoing maintenance of asphalt and concrete
within the easement will be the responsibility of the
Infrastructure Prior to Approval of
Improvement Plans
CRPD/
Public Works

Page 1291 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 8 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
Stonecreek Industrial Center owner(s).

38. The plans shall include a note that states “The contractor shall be responsible for repairing all damaged trail
landscape and irrigation as a result of this project to an “as was” or better condition. The contractor shall coordinate all work on CRPD property with Construction Inspector.

Landscape and
irrigation around
trail
Prior to Approval of
Improvement Plans
Public
Works/CRPD

39. Number, size, and location of driveways are subject to approval by the Public Works Department.

Driveways Prior to Approval of
Improvement Plans
Public Works

40. Applicant shall photo-document the condition of the adjacent streets, sidewalks, and infrastructure to the
satisfaction of the Public Works Department
PhotodocumentationPrior to Approval of
Improvement Plans
Public Works

41. Enter into a frontage agreement and bond for construction of public improvements per the approved Public Works
plans to the satisfaction of the Public Works Department.

Frontage
Agreement
Prior to Approval of
Improvement Plans
Public Works

42. A final landscape plan shall be submitted in conjunction with improvement plan and or building permit submittal and approved by the Planning and Public Works Departments
prior to issuance of permits and/or any installations of landscape materials RCMC 23.716.020. The final
landscape planting and irrigation plan shall be prepared by a registered licensed landscape architect and include the following items per RCMC 22.180.060:
• Planting plan to scale that indicate slope
• Irrigation Plan
• Soils Test
• Water Use Calculations
Irrigation Schedule
Landscaping Prior to Approval of
Improvement Plans
Public Works

43. All new structures shall be protected from the 100-year (1 percent) flood event. Certified pad elevations (certified by a registered Civil Engineer or licensed Land Surveyor) shall be set at least one and two tenths foot (1.2’) above all sources of 100-year flooding (see Section 9-1 of
Floodplain
Management
Prior to Approval of
Improvement Plans
Public Works

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ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 9 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
improvement standards). The overland release path must
be shown on the plans and the hydraulic computation must be provided to estimate the flow depths along the overland release paths. The calculations must be in conformance
with Section 9-15 Improvement Standards.

44. An approved traffic control and pedestrian routing plan is required prior to any construction within City ROW.

Traffic Control Prior to Approval of
Improvement Plans
Public Works

45. Civil improvement plans shall not be approved by the City until a complete submittal for accompanying landscaping has been submitted.

Landscaping Prior to Approval of
Improvement Plans
Public Works

46. All non-passenger and commercial vehicles shall utilize Zinfandel Drive for ingress and egress purposes. Nonpassenger and commercial vehicles shall not be permitted to use Baroque Drive, Bear Hollow Drive, Airpark Drive, Spoto Drive, or other residential neighborhood roads.

Traffic Control Prior to Approval of
Improvement Plans
Public Works

47. The improvement plans shall incorporate all applicable post construction stormwater quality measures;
including source control (loading docks, waste
management areas, material storage areas, etc.) and
full capture trash control measures in conformance
with the most recent version of the Stormwater Quality
Design Manual for the Sacramento Region. In
addition, a maintenance covenant is required for all
proposed post construction stormwater quality
measures, as detailed in Appendix B of the
Stormwater Quality Design Manual for the Sacramento
Region.

Stormwater Prior to Approval of
Improvement Plans
Public Works

48. To obtain sewer service, construction of SASD sewer infrastructure will be required. Current SASD Standards and Specifications apply to any offsite or onsite public sewer construction or modification. These improvements
Sewer
Infrastructure
Prior to Approval of
Improvement Plans
Sacramento Area
Sewer District

Page 1293 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 10 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
must be shown on the plans. Field modifications to new or existing precast manhole bases are not allowed.

49. Each owner is responsible for installing collector sized sewer pipeline and appurtenances across the parcel
frontage as a condition of approval. These improvements must be shown on the plans.

SASD
Connections
Prior to Approval of
Improvement Plans
Sacramento Area
Sewer District

50. SASD requires each building on each lot with a sewage source to have a separate connection to SASD’s sewer
system. If there is more than one building in any single parcel and the parcel is not proposed for split, then each building on that parcel must have a separate connection to a private onsite sewer line or a separate connection to the SASD public sewer line. These improvements must be
shown on the plans.

SASD
Connections
Prior to Approval of
Improvement Plans
Sacramento Area
Sewer District

51. Alignment of all main lines and structures must provide a minimum of 1-foot vertical clearance and 5 feet horizontal clearance from all other utilities and improvements. Sewer is to be located a minimum of 10 feet (measured
horizontally) from any structure or footing. Show public sanitary sewer and water supply facilities in accordance with the Health and Safety Code.

Sewer Clearances Prior to Approval of
Improvement Plans
Sacramento Area
Sewer District

52. Lower Laterals must not directly connect to main lines more than 19 feet deep/directly to trunk lines (lines with flow greater than 1 MGD).

SASD
Connections
Prior to Approval of
Improvement Plans
Sacramento Area
Sewer District

53. The project has an approved Level 3 sewer study. Any changes to the approved study may require an addendum.

Prior to Approval of
Improvement Plans
Sacramento Area
Sewer District

54. The Applicant shall dedicate a 12.5-foot public utility easement for overhead and/or underground facilities and appurtenances adjacent to all public street rights-of-way.

Easement
Dedications
Prior to Approval of
Improvement Plans
SMUD

55. The Applicant shall dedicate any private drive, ingress and egress easement, (and 10-feet adjacent thereto) as a public utility easement for (overhead and) underground facilities Easement
Dedications
Prior to Approval of
Improvement Plans
SMUD

Page 1294 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

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City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
and appurtenances. All access roads shall meet minimum
SMUD requirements for access roads.

56. To provide adequate infrastructure and electrical capacity to prepare for future zero-emission future goods movement including EV charging for future zero-emission vehicles as well as electrical plugs at every dock station prior to usage for refrigerated trucks.

Infrastructure Prior to Approval of
Improvement Plans
Planning

57. EV Charging infrastructure to be installed upon construction of the facility and the site shall be EV ready as required by the California Building Code.

EV Infrastructure Prior to Approval of
Improvement Plans
Planning / Building
Prior to Issuance of Building Permit

58. Structural setbacks less than 14-feet shall require the applicant to conduct a pre-engineering meeting with all utilities to ensure property clearances are maintained.

Structural
Setbacks
Prior to Issuance of
Building Permit
SMUD

59. SMUD has existing underground 12kV facilities along Baroque Dr that will need to remain. The Applicant shall be responsible for maintaining all CalOSHA and State of
California Public Utilities Commission General Order No. 128 safety clearances during construction and upon
building completion. If the required clearances cannot be maintained, the Applicant shall be responsible for the cost of relocation.

Facilities Prior to Issuance of
Building Permit
SMUD

60. Any necessary future SMUD facilities located on the Applicant’s property shall require a dedicated SMUD
easement. This will be determined prior to SMUD
performing work on the Applicant’s property.

Facilities Prior to Issuance of
Building Permit
SMUD

61. In the event the Applicant requires the relocation or removal of existing SMUD facilities on or adjacent to the subject property, the Applicant shall coordinate with SMUD. The Facilities Prior to Issuance of
Building Permit
SMUD

Page 1295 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 12 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
Applicant shall be responsible for the cost of relocation or removal.

62. SMUD reserves the right to use any portion of its
easements on or adjacent to the subject property that it reasonably needs and shall not be responsible for any
damages to the developed property within said easement
that unreasonably interferes with those needs.

Easements Prior to Issuance of
Building Permit
SMUD

63. In the event the City requires an Irrevocable Offer of Dedication (IOD) for future roadway improvements, the
Applicant shall dedicate a 12.5-foot public utility easement (PUE) for overhead and/or underground facilities and
appurtenances adjacent to the City’s IOD.

Public Utility
Easement
Prior to Issuance of
Building Permit
SMUD

64. The Applicant shall dedicate a 12.5-foot public utility easement for overhead and/or underground facilities and appurtenances adjacent to all public street rights-of-ways.

Public Utility
Easement
Prior to Issuance of
Building Permit
SMUD

65. The Applicant shall disclose existing or proposed 69 kV electrical facilities to future and/or potential owners along Folsom South Canal.
69kV Prior to Issuance of
Building Permit
SMUD

66. The Applicant shall not place any building foundations within 5-feet of any SMUD trench to maintain adequate
trench integrity. The Applicant shall verify specific clearance requirements for other utilities (e.g., Gas, Telephone, etc.).

Utility Clearance Prior to Issuance of
Building Permit
SMUD

67. The Applicant shall comply with SMUD siting requirements (e.g., panel size/location, clearances from SMUD
equipment, transformer location, service conductors).

Information regarding SMUD siting requirements can be
found at: https://www.smud.org/en/Business-SolutionsSiting Requirements
Prior to Issuance of
Building Permit
SMUD

Page 1296 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 13 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
and-Rebates/Design-and-Construction-Services.

68. The Applicant shall dedicate and provide all-weather vehicular access for service vehicles that are up to 26,000 pounds. At a minimum: (a) the drivable surface shall be 20- feet wide; and (b) all SMUD underground equipment and
appurtenances shall be within 15-feet from the drivable surface.

Vehicular Access Prior to Issuance of
Building Permit
SMUD

69. The Rancho Cordova Police Department has the following recommendations for the project:
• Any glass doors should be secured with a deadbolt
lock with minimum throw of 1 inch. The outside ring
should be free moving.
• The jamb on all aluminum frame swinging doors shall
be so constructed or protected to withstand 1600lbs. of pressure in both vertical distance of 3 inches and a
horizontal distance of 1 inch each side of the strike, so as to prevent violation of the strike.
• Overhead roll-up doors should be so secured on the
inside that the lock cannot be defeated from the outside and should also be secured with a cylinder lock or
padlock from the inside.
• Doors with glass panel and door with glass panels
adjacent to the door frame should be secured with
burglary-resistant glazing or the equivalent, if doublecylinder deadbolt locks are not installed. • Windows that are capable of being opened should be
secured on the inside with a locking device capable of
withstanding a force of three hundred 300lbs. applied in any direction.
• Parking lots, driveways, circulations areas, aisles,
passageways, recesses, and grounds contiguous to
RCPD
Recommendations
Prior to Issuance of
Building Permit
Rancho Cordova
Police Department

Page 1297 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 14 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
buildings shall be provided with high intensity discharge lighting with sufficient wattage to provide adequate
illumination to make clearly visible the presence of any person on or about the premises during the hours of
darkness and provide a safe, secure environment for all persons, property, and vehicles on site. Such lighting
should be equipped with vandal resistant covers. A
lighting level of .5 to 1 foot candle minimum, maintained at ground level, is required. A combination of wall and pole mounted fixtures may be used.
• All exterior doors should be provided with a light source and should be adequately illuminated at all hours to
make clearly visible the presence of any person on or
about the premises and provide adequate illumination
for persons exiting the building.
• Graffiti resistant paint should be used on all exterior surfaces, to allow for efficient cleaning of any graffiti on the structure.
• Shatter resistant glass or glazing should be used for all first floor exterior-facing windows.
• Each premises, while closed for business after dark,
should be sufficiently lighted by use of interior night lights.
• Due to the amount of hours the facility will be
unoccupied, an alarm system should be installed. The
type of alarm is dependent upon the nature of the
individual business.

70. The applicant shall meet the following: Civil Site Plans and Architectural Plans shall be submitted and approved prior to Final Building Permit being issued. Fire Sprinkler and Fire Alarm plans shall be submitted prior to Final Building Permit being issued. Please note: The Sacramento Metro Fire
Plan Submittals Prior to Issuance of
Building Permits
Sacramento
Metropolitan Fire
Department

Page 1298 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 15 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
District does not allow deferred submittals for Fire
Sprinkler or Fire Alarm plans.

71. Where a bridge or elevated surface is part of a fire apparatus access road, the bridge shall be constructed and maintained in accordance with AASHTO HB-17.

Apparatus Access Prior to Issuance of
Building Permits
Sacramento
Metropolitan Fire
Department

72. Applicant shall complete improvement plans to the
satisfaction of the Public Works Department. Improvement plans shall include but shall not be limited to:
• All onsite civil improvements
• Civil plan shall include an ADA access plan
• Northbound and southbound approach to the
Baroque signal shall include a lighted LED W3-3
signal ahead sign or equivalent to the satisfaction of
the Public Works Department.
• New street striping as necessary to accommodate
improvements.
• Install frontage landscape along entire property
frontage adjacent to Zinfandel Drive to be
maintained by the property owner.
• New 7-foot detached sidewalks shall extend along
Zinfandel Drive and connect to the existing sidewalk
ramp located on the south side of Baroque Drive
where it intersects with Zinfandel Drive. The 7-foot
detached sidewalk shall then continue to the east to
connect with the existing bike trail.
• All landscape strips, medians, etc. that contain trees shall be installed with continuous root barriers.
• Driveways shall be Type A per County Standard 4-

35. • Utility laterals
• Provide a trail connection from the project site to the Improvement
Plans
Prior to Issuance of
Building Permits
Public Works

Page 1299 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 16 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
existing trail, where currently shown on plans across
from Tinta Fina Drive.
• Public improvement plans shall clearly delineate all
transitions to existing improvements.
• All improvements to be designed and constructed to
the satisfaction of the Public Works Department.
• A note shall be placed on the parcel map
summarizing the required public improvements.
• Other improvements deemed necessary by the City
for safe function of the development and roadway
system.
• The middle driveway on Zinfandel Drive shall be
designed such that trucks can complete the entire
right turn exit movement utilizing only the right-most
lane (ultimate #3 lane). Prior to plan approval
provide turning movement design demonstrating
that truck movements will not encroach on the #1 or
#2 lanes. Pedestrian refuge, including raised
concrete curbing shall be constructed within the
driveway apron to reduce the individual pedestrian
crossing to no more than 45 feet.
• Install striping to delineate six lanes generally from Spoto Drive to City/County’s southern jurisdictional
boundary.
• EVA access gate on Baroque Drive shall be set
back from roadway south of existing trail and per
Sacramento Metro Fire Department guidelines.
• The trail at the EVA access on Baroque Drive shall
not be realigned.

73. Designer shall certify that installed landscaping conforms to City water conservation landscape requirements.

Water
Conservation
Prior to Issuance of
Building Permit
Public Works

Page 1300 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 17 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring

74. The owner must contact Permit Services Unit at
[email protected] or by phone at (916) 876-
6100 to determine if sewer impact fees are due. Fees are to be paid prior to the issuance of building permits.

Sewer Impact
Fees
Prior to Issuance of a
Building Permit
Sacramento Area
Sewer District

75. A final landscape plan shall be submitted in conjunction with improvement plan and or building permit submittal and approved by the planning and public works departments
prior to issuance of permits and/or any installation of landscape materials RCMC 23.716.020. The final
landscape planting and irrigation plan shall be prepared by a registered licensed landscape architect and include the following items per RCMC 22.180.060:
• Planting plan to scale that indicate slope
• Irrigation Plan
• Soils Test
• Water Use Calculations
• Irrigation Schedule
• Permeability test for LID facilities’ locations
• Soil media specifications (LID features)
Landscape Plan Prior to Issuance of
Building Permit
Planning

76. Applicant shall submit a Final Landscape Plan for review with the Building Permit submittal. Final landscape plans shall comply with the June 5, 2023 approved plans.

Landscape Prior to Issuance of
Building Permit
Planning

77. Project building will include skylights as well as a roof that is designed to carry solar panels for future installation.

Roof Design Prior to Issuance of
Building Permit
Planning

78. Provide adequate parking for any trucks and trailers on-site not utilizing loading docks.

Truck Parking Prior to Issuance of
Building Permit
Planning

79. The Project shall provide an updated photometric plan showing foot-candle readings every 10 feet within the
property and 10 feet beyond the property lines, with the building permit submittal and shall also meet the following applicable requirements for Outdoor Lighting:

Outdoor Lighting Prior to Issuance of
Building Permits
Planning

Page 1301 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 18 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
• Nuisance Prevention: All outdoor lighting shall be
designed, located, installed, directed downward or
toward structures, shielded, and maintained in order
to prevent glare, light trespass, and light pollution.
• Maintenance: Fixtures and lighting shall be
maintained in good working order and in a manner
that serves the original design intent.
• Shielding: All outdoor lighting shall be constructed
with full shielding and/or recessed to reduce light
trespass to adjoining properties. Each fixture shall
be directed downward and away from adjoining
properties and public rights-of-way, so that no light
fixture directly illuminates an area outside of the
site.
• Levels of Illumination: Parking lots, driveways, trash enclosures/areas, public phones, and group
mailboxes shall be illuminated with a minimum
maintained one foot-candle of light and an average
not to exceed four foot-candles of light.
• Levels of Illumination: Pedestrian walkways shall
be illuminated with a minimum maintained one-half
foot-candle of light and an average not to exceed
two foot-candles of light.
• Levels of Illumination: Entryways and exterior doors
of non-residential structures shall be illuminated
during the hours of darkness, with a minimum
maintained one foot-candle of light, measured within
a five-foot radius on each side of the door at ground
level.
• Maximum Height of Freestanding Outdoor Light
Fixtures: The maximum height of freestanding
outdoor light fixtures shall be 24 feet. Height shall

Page 1302 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 19 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
be measured from the finish grade, inclusive of the
pedestal, to the top of the fixture.
• Energy-Efficient Fixtures Required: Outdoor lighting
shall utilize energy-efficient (high pressure sodium,
metal halide, low pressure sodium, hard-wired
compact fluorescent, or other lighting technology
that is of equal or greater efficiency) fixtures and
lamps. All new outdoor lighting fixtures shall be
energy-efficient with a rated average bulb life of not
less than 10,000 hours.

80. Should the building, or a portion of the building, be leased to a use that requires refrigerated trucks, loading dock plugs shall be installed and used at all times trucks are parked at loading docks to minimize truck idling.

Loading Dock
Electrical Outlets
Prior to Issuance of
Building Permit
Planning

81. EV chargers shall be provided for employee vehicle parking consistent with requirements of the California code.

EV Parking Prior to Issuance of
Building Permit
Planning

82. On-site public PA system or other address systems shall be located in areas that are controlled so that noise levels do not exceed 45 dba at property line
Noise Prior to Issuance of
Building Permit
Planning

83. Satisfy Performance Standard 30 pursuant to Section 512- 209 of the VOZSPA for purposes of Swainson’s hawk
foraging habitat.

VOZSPA
Requirements
Prior to Improvement
Plan Approval or
Issuance of Building
Permit, whichever
comes first
Planning

84. Short-Term and Long-Term bicycle parking shall be
included on-site as required by the Sacramento County
Zoning Code section 330-130.

Bike Parking Prior to Issuance of
Building Permit
Planning

85. The property owner/Applicant shall enlist the Hwy 50 TMA in designing a rideshare and public transportation program for on-site employees.

Employee
Transportation
Prior to Issuance of
Building Permit
Planning

Page 1303 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 20 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
Prior to Final Inspection

86. During and upon completion of the installation of the landscaping for the project, the project landscape
architect/designer shall certify that the installed landscape complies with the approved plans. Certification shall be accomplished by completion of site visits at key installation milestones. Key milestones at a minimum shall include:
rough grade, soil amendment verification, Plant material inspection, irrigation coverage test and final installation.

Certification shall include signed site observation reports, photographs and documentation verifying implementation
of soil report recommendations. Failure to submit complete and accurate documentation to the Planning Department
will delay final approval/occupancy of the project.

Landscaping Prior to Final Building
Inspection of the First
Unit
Public Works

87. Install improvements per the approved Public Works plans and to the satisfaction of the Public Works Department.

On-Site
Improvements
Prior First Certificate
of Occupancy
Public Works

88. As-built reproducible grading and improvement plans (1 full size and 1 half size hard copy), as well as a compact disc containing said plans in AutoCAD and pdf format, and a
GIS shape file, or equivalent to the satisfaction of the City Engineer shall be submitted and approved by the Public
Works Department.

Drawing
Recordation
Prior to First
Certificate of
Occupancy
Public Works

89. Approved numbers or addresses shall be placed on all new or existing buildings in such a position as to be easily read from the street or road fronting the property. The minimum size of the numbers shall not be less than six (6) inches and shall be mounted immediately adjacent to a light
source and shall also contrast with their background.

Addresses Prior to First
Certificate of
Occupancy
Sacramento
Metro Fire

Page 1304 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 21 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring

90. If gates are installed they shall be in accordance with Sacramento County Emergency Access Gates and Barriers
Standard. Plan submittal is required prior to installation.

Gates Prior to Final
Inspection/
Certificate of
Occupancy
Sacramento Metro
Fire

91. Provide Fire Access Agreement between all parcels
connected to and served by fire access. Fire Access
Agreement shall be recorded with the Public Recorders
Office having jurisdiction.

Fire Access
Agreement
Prior to Recordation of
Final Map or Cert of
Occupancy
Sacramento
Metropolitan Fire
Department

92. Provide Fire Access Roadway Maintenance Agreement
(RMA) between all parcels connected to and served by the fire access roadway. The Fire Access Roadway
Maintenance Agreement shall be recorded with the Public Recorders Office having jurisdiction. The roadway
maintenance agreement shall include the following:
• Provisions for the necessary repair and maintenance of the roadway surface.
• Removal of vegetation overgrowing the roadway and
infringing on the roadway clear vertical height of thirteen feet six inches (13’-6”) or width of twenty feet (20’)
• Provisions for the maintenance, repair, and/or
replacement of NO PARKING-FIRE LANE signage or
striping
• Provisions for the necessary repair and maintenance of vehicle and pedestrian access gates and opening
systems.

Fire Access
Roadway
Maintenance
Agreement
Prior to Recordation of
Final Map or Cert of
Occupancy
Sacramento
Metropolitan Fire
Department

93. If not already constructed by Logisticenter Project PLND 1021-0015, a new sound/screen wall shall be installed at the end of Debina Court and applicant shall pay for their fair share contribution. New sound/screen wall shall be
constructed consistent in height, materials, and
Screen Wall
Installation
Prior to First
Certificate of
Occupancy
Planning

Page 1305 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 22 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring
appearance, with existing subdivision walls and subject to approval of Public Works and Planning.

94. Applicant shall install screen walls at the middle entrance, per the approved site plan to screen the loading dock area in between the buildings.

Screening Prior to First
Certificate of
Occupancy
Planning

95. The following roadway and intersection improvements shall be completed:
a) Install a 3-way traffic signal for the T-intersection at the southwest property boundary.
b) Install a standard crosswalk at T-Intersection on the north leg.
c) The existing bike trail shall not be realigned.

Maintain current alignment through the intersection.
d) Install a left-in turn pocket at a minimum length of 325ft with the installation of the 3-way traffic signal. e) Northbound and southbound approaches to the
signal shall include lighted LED W3-3 signal ahead
signs or equivalent to the satisfaction of the Public
Works Department.
f) Pavement markings to the satisfaction of the Public
Works Department
Other improvements as deemed necessary by the City for
safe function of the development and roadway system.

Improvements Prior to First
Certificate of
Occupancy
Public Works

96. Install improvements per the approved Public Works plans and to the satisfaction of the Public Works Department.

Improvements Prior to First
Certificate of
Occupancy
Public Works

Page 1306 of 1583 ends

ITEM 18.1. ATTACHMENT 3
CONDITIONS OF APPROVAL Exhibit B to the Resolution

Page 23 of 23 ends

City Council Stonecreek Industrial Center
June 5, 2023 Major Design Review Amendment
Category Timing/
Implementation
Enforcement/
Monitoring

97. ADVISORY:
• PG&E: As a reminder, before any digging or excavation occurs, please contact Underground Service Alert (USA) by dialing 811 a minimum of 2 working days prior to commencing any work. This free and independent service will ensure that all existing underground utilities are identified and marked on-site.

Page 1307 of 1583 ends

City Council Staff Report – Page 1 of 9

MEMORANDUM
ITEM 11.2.

DATE: May 15, 2023
TO: Honorable Mayor and Council Members
FROM: Darcy Goulart, Planning Manager
SUBJECT: STONECREEK INDUSTRIAL CENTER MAJOR DESIGN REVIEW AMENDMENT; PROJECT NO. PLND-1121-0020
PROPERTY OWNER:

Dermody Properties
5500 Equity Avenue
Reno, Nevada 89502
APPLICANT/DEVELOPER:

Dermody Properties
5500 Equity Avenue
Reno, Nevada 89502
PROJECT: The applicant requests a Major Design Review Amendment for development of four light industrial warehouse with office accessory buildings totaling 602,004 square-feet that includes parking, lighting, and landscaping located within the Villages of Zinfandel Special Planning Area.

FILE: PLND-1021-0020
LOCATION: Southeast corner of Zinfandel Drive and Baroque Drive APN: 072-380-001 thru 018-0000
PLANNER: Darcy Goulart, Planning Manager

RECOMMENDATION
There is no staff recommendation at this time.

Staff will be seeking additional direction from Council for this project. Staff requests that the Council receive testimony, continue the public hearing to June 5, 2023, ask any questions, deliberate, and provide staff sufficiently detailed direction to return with final hearing documents and plan revisions at the June 5, 2023, City Council meeting.

RESULT OF RECOMMENDED ACTION
No final action. Continue the public hearing for final action on June 5, 2023.

PROJECT BACKGROUND
The project was presented on April 17, 2023, at the regularly scheduled City Council Meeting.

After the City Council was presented the project and took public testimony, the project was continued to May 15th and an Ad Hoc City Council Subcommittee was appointed to continue to work with the community and applicant on issues and comments that have been raised.

ITEM 18.1. ATTACHMENT 4

Page 1308 of 1583 ends

City Council Staff Report – Page 2 of 9
Since that time, two ad hoc subcommittee meetings with staff were held, as well as a community outreach meeting on May 4, 2023 The staff report includes a summary of the outreach meeting and modifications that the applicant is proposing to the project to address the various issues and comments that have been raised.

AD HOC CITY COUNCIL SUBCOMMITTEE COUMMUNITY OUTREACH MEETING A community outreach meeting with the Ad Hoc subcommittee was held on Thursday, May 4, 2023. Notice of the meeting was mailed out to all residential properties within Stone Creek and approximately 29 residents attended the meeting. Attendees participated in a roundtable discussion and provided a brief report out to the group on their suggested revisions to the project. Revisions were related to various aspects of the project associated with operations, design, layout, traffic and circulation, as well as raised a few questions. A summary of these comments is included as Attachment 4 to this report.

PROJECT MODIFICATIONS
The summary comments from the community outreach meeting were provided to the applicant and the following modifications have been proposed or comments provided on some of the requests that have been made. Some of these items will become conditions of approval of the project and some will result in modifications to the plans. All other comments that were included in the summary have not been agreed to by the applicant and are therefore not listed below.

This includes, but is not limited to, installation of triple pane windows, taller walls along Zinfandel, North Mather and Baroque, upgraded HVAC systems and air filters, lowering the building elevation by excavating the site and replacement of pool filters. • Height - The interior clear height of the building has been reduced from 36 feet to 32 feet. This has lowered the overall height of the buildings to 40 feet. • Green Walls on warehouse wall and sound wall along Baroque – proposal already utilizes trellises throughout the project for vines.
• Electric chargers – will be installed per code requirements. • Pest Control during construction – General contractor will maintain rodent control traps along the project boundary facing Baroque.
• Project Phasing – if phased, applicant proposes to construct buildings fronting Baroque to provide a barrier between the project and the homes along Baroque. • On street parking – parking will not be allowed on the streets and is already prohibited on Zinfandel and Baroque.
• Lighting – lighting will be consistent with code standards and will not spill over beyond property boundary.
• Policing empty warehouses – Dermody contracts with a security service to monitor all projects.
• Colors – agree to a condition that any change of the approved color pallet requires permit approval prior to changes.
• No construction workers parking in the neighborhood – agrees. • Water trucks on site – requirement of construction.
• No onsite speed bumps – agrees.

The Ad Hoc Subcommittee had a follow-up meeting with staff after the community meeting and suggested some additional revisions to the plans. Those include:

ITEM 18.1. ATTACHMENT 4

Page 1309 of 1583 ends

City Council Staff Report – Page 3 of 9
• Modify the entrance façade’s and extend windows to provide more of an office look to the buildings, similar to the previously approved elevations. The applicant has stated that they believe the proposed design meets this criteria.
• Replace the eucalyptus tree with another type of evergreen tree and where possible, increase the height of some of the trees to 10 ft. The applicant will replace the eucalyptus trees with an evergreen treen that is acceptable to the City arborist, as well as identify taller trees that are appropriately sized for long term viability. • Hours of operation –prohibit any on site truck activity between 10:00 p.m. and 6:00 a.m.

The applicant has agreed to this condition.
• There may be a need for overnight concrete pours. This will need to be requested in advance and will require a 10-day advance notice to surrounding residents. The applicant has agreed to this condition.

There were also several comments regarding enforcement of noise, trucks parking on roadways, cameras to monitor truck movements on city streets and consequences of violating truck routes or conditions. These are items that the City will be responsible for implementing and enforcing.

Another item that has been raised is the potential relocation of the Emergency Vehicle Access (EVA) from Baroque Drive to a location off of Oselot Way. Sacramento Metro Fire District is not opposed to the relocation of the EVA and has stated that it would be the preferred location between the two options. Both options would require a break in the pedestrian pathway. The Ad Hoc Subcommittee was amenable to either location and the applicant is open to relocating the EVA is that is the preference of the City Council. If relocated there is a possibility of a small reduction in the onsite truck parking stalls, but staff will work with the applicant to minimize the loss. Additionally, a pedestrian connection from the site to the Baroque trail should also be included.

Another change from what was previously presented at the April 17, 2023, City Council meeting is that the trail crossing at the southern portion of the site crossing Zinfandel will maintain its straight alignment. The straight trail alignment will be incorporated into one three-way intersection that includes through traffic for Zinfandel Drive and access to the proposed site’s south driveway.

Figure 1: Emergency Vehicle Access (EVA)

PROJECT ANALYSIS
ITEM 18.1. ATTACHMENT 4

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City Council Staff Report – Page 4 of 9
The April 17, 2023 City Council staff report has been included as an attachment (Attachment 2).

That report outlines the various aspects of the project including site layout, landscaping, design, and circulation. Modifications that the applicant has made to the project in response to the May 4, 2023, community outreach meeting have been outlined above. All other aspects of the project that was presented on April 17, 2023 have not changed. The below figures give context of the location, including a project description and proposed plans.

Figure 2: Site Location
MAJOR DESIGN REVIEW AMENDMENT:

Site Design
The applicant, Dermody Properties, is proposing the following:
• Four (4) warehouse/office buildings totaling 602,004 square feet will be built in 2 phases. • 605 vehicle parking spaces and 75 short and long term bicycle parking spaces • 144 building truck bays
• 85 trailer parking spaces
• 3 driveways and a new traffic signal on Zinfandel Drive • An emergency vehicle access driveway on Baroque Drive The proposed Stonecreek Industrial Center site plan layout includes building front elevations facing the north (along Baroque Drive) and the south (along the bike path) with the rear elevations that include truck dock doors facing interior to the site. The proposed uses for the four buildings are Warehouse use: 511,703 sq. ft. and Office use 90,301 sq. ft. The map will be consistent with the site plan development as 4 lots or less as a condition of approval.

ITEM 18.1. ATTACHMENT 4

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Figure 3: Proposed Site Plan
Figure 4: Proposed Typical Building Elevation
ITEM 18.1. ATTACHMENT 4

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City Council Staff Report – Page 6 of 9
Figure 5: Landscape Plan
ITEM 18.1. ATTACHMENT 4

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City Council Staff Report – Page 7 of 9
Figure 6: Loading Dock Screen Wall Location
Figure 7: Loading Dock Screen Wall Detail
Decorative
Screen walls
Zinfandel Drive
ITEM 18.1. ATTACHMENT 4

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Figure 8: Truck Trailer Parking Location

ENVIRONMENTAL
The Stonecreek Industrial Center Major Design Review Amendment is exempt from CEQA review under CEQA State Guidelines Section 15183. This exempts from CEQA projects that are consistent with the development density established by existing zoning, community plan, or general plan policies for which an Environmental Impact Report (EIR) was certified, except as might be necessary to examine whether there are project-specific significant effects which are peculiar to the project or its site and which were not addressed as significant effects in the prior EIR, or which substantial new information shows will be more significant than described in the prior EIR. The project is located within the Villages of Zinfandel Special Planning Area (VOZSPA). An EIR was certified by the Sacramento County Board of Supervisors in 1998 for the VOZSPA. Additionally, a Supplemental EIR was prepared and certified by the Sacramento County Board of Supervisors in 2002 for the plan area.

The Stonecreek Industrial Center Major Design Review Amendment involves development of a 602,004 square foot industrial shell building with parking and loading docks. The development also includes landscaping, drainage, and required screening/fencing for a loading dock area.

The Light Industrial (LI) site was identified in the Villages of Zinfandel Special Planning Area EIR and uses contemplated within the LI designation include those uses listed in the Sacramento County Zoning Code under the M-1 (Light Industrial) and MP (Industrial Office Park) use tables located in Chapter 25 and Chapter 30. Warehousing is permitted by right uses as listed in Table IV I.3.

Additional supplemental technical studies were prepared to further support that no additional project related impacts would occur as a result of the proposed project. These technical studies include additional traffic analysis, as well as a noise study. The traffic analysis results were Existing Masonry Wall
Screening: Solid
Fence and
Landscaping
Trailer Parking
ITEM 18.1. ATTACHMENT 4

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summarized above in this staff report. The noise study included the site plan, potential uses for the site, and the traffic analysis, completed by KD Anderson & Associates to complete the study. The study concluded that based on the analysis and results, noise levels associated with project generated off-site traffic and on-site operations at the proposed Stonecreek Industrial Center are expected to satisfy the applicable Rancho Cordova General Plan noise criteria at the nearest existing residential uses. As a result, no further consideration of noise mitigation measures would be warranted for the project.

As this Major Design Review Amendment is consistent with the Special Planning Area and the environmental documentation prepared for the Special Planning Area, it is exempt from CEQA review. So long as the project does not have any project-specific significant effects peculiar to the Major Design Review Amendment and not identified in the previous environmental documentation, the project is exempt and no additional environmental document pursuant to CEQA is required.

The project applicant is requesting approval of a Major Design Review Amendment for the proposed project. Additionally, under CEQA, the City lacks the discretion under the Major Design Review approval process to consider environmental effects not related to the design of the Project, including, but not limited to human health impacts from toxic air contaminants, greenhouse gas emissions, and impacts of biological resources.

RECOMMENDATION
Staff will be seeking additional direction from Council for this project. Staff requests that the Council receive testimony, continue the public hearing to June 5, 2023, deliberate, and provide staff sufficiently detailed direction to return with final hearing documents and plan revisions at the June 5, 2023, City Council meeting.

ATTACHMENT(S)

1. Project Plans

2. Staff Report Dated April 17, 2023

3. Miller Starr Regalia Letter Dated April 20, 2023

4. Ad Hoc Subcommittee Community Meeting Summary of Comments ITEM 18.1. ATTACHMENT 4

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DPML-58478\2651199.1
1331 N. California Blvd.

Suite 600
Walnut Creek, CA 94596
T 925 935 9400
F 925 933 4126
www.msrlegal.com
Nadia L. Costa
Direct Dial: 925 941 3235
[email protected]
Offices: Walnut Creek / San Francisco / Newport Beach
July 18, 2022

VIA E-MAIL
Mr. Adam Lindgren, Esq.

City Attorney
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Email: [email protected]
Re: Dermody LogistiCenter at Rancho Cordova Project - Agenda Item 18.1 Dear Mr. Lindgren:

This firm represents Dermody Properties (“Dermody”) in its application to develop an approximately 155,076 square foot modern logistics center northwest of the intersection of North Mather Boulevard and Bear Hollow Drive in the City (the “Project” and “Project Site”). Dermody is excited to work with the City on the Project, which will introduce a vibrant use to the Project Site consistent with the City’s longstanding development vision for the Zinfandel Special Planning Area (“ZSPA”). With this letter, we remind the City that Dermody has vested rights to develop the Project pursuant to the ZSPA and other standards set out in the “Villages of Zinfandel Development Agreement,” executed in 2003 (“Development Agreement”).

The Project Site has a General Plan land use designation of Office Mixed Use, is within the jurisdictional boundaries of the ZSPA, and is zoned Business and Professional Office Zinfandel Special Planning Area (“BP ZSPA”). The ZSPA sets out the applicable land use controls and regulations for the Project Site and other areas in its boundaries.

I. The Development Agreement.

On May 28, 2003, the original developer for the “Villages at Zinfandel” and the County of Sacramento entered into the Development Agreement, which covered the entirety of the approximately 671.39-acre ZSPA.1 The Development Agreement has 1 When the City incorporated later that year, the City succeeded to the County’s interests and obligations in the Development Agreement.

ITEM 18.1. ATTACHMENT 5

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July 18, 2022

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a term of twenty (20) years from its effective date of June 28, 2003, meaning that it remains in full force and effect.

The Development Agreement vests rights to develop lands within the ZSPA pursuant to the “Existing Land Use Regulations” (as defined in Section 1.2(m) of the Development Agreement) and other relevant provisions. Among others, the Development Agreement specifically references and incorporates the standards, requirements, and regulations set forth in the ZSPA.

In relevant part, the Development Agreement provides:
… [I]n accordance with the terms and conditions of [the] Agreement.

Developer’s vested right to proceed with the project shall be subject to any subsequent discretionary approvals required in order to complete the project, provided that any subsequent approvals shall not prevent, or impose further conditions, requirements or restrictions on development of the land for uses and to the density or intensity of development or rate of timing of development set forth in [the] Agreement and the [ZSPA]….
(Development Agreement, at § 4.1, emph. included.)
This right to develop the Project Site is vested as of the effective date of the Development Agreement and is in place until the term expires. It provides in relevant part:

II. Conclusion.

The development team looks forward to working with the City on the Project, which will help fulfill the City’s longstanding development vision for the Project Site.

ITEM 18.1. ATTACHMENT 5

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Mr. Adam Lindgren, Esq.

July 18, 2022

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Should you have any questions regarding the foregoing please do not hesitate to contact me directly.

Very truly yours,

MILLER STARR REGALIA
Nadia L. Costa
cc: Cyrus Abhar, City Manager, [email protected] Micah Runner, Deputy City Manager, [email protected] George Condon, Dermody Properties, [email protected]
Michelle Smira, MMS Strategies, [email protected] Travis Brooks, Miller Starr Regalia, [email protected] NLC:tzb
ITEM 18.1. ATTACHMENT 5

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H:\NRPortbl\iManage\TZB\Dermody Rancho Cordova Letter Regarding Scheduling of Hearing.docx 1331 N. California Blvd.

Suite 600
Walnut Creek, CA 94596
T 925 935 9400
F 925 933 4126
www.msrlegal.com
Arthur F. Coon
Direct Dial: 925 941 3233
[email protected]
Offices: Walnut Creek / San Francisco / Newport Beach
September 16, 2022

VIA E-MAIL
Mr. Cyrus Abhar
City Manager
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
[email protected]
Re: Dermody Industrial Properties – Scheduling of Hearing Regarding Mather Blvd. Project on November 7, 2022, City Council Meeting Agenda; DR PLND-1021-0015
Dear Mr. Abhar:

Miller Starr Regalia represents Dermody Properties (“Dermody”) in connection with its application to develop the Mather Boulevard modern logistics center located northwest of the intersection at North Mather Boulevard and Bear Hollow Drive in the city of Rancho Cordova (the “Project”). The Project requires City Council approval of a Major Design Review application and has vested rights to develop pursuant to the 2003 Villages of Zinfandel Development Agreement (“Development Agreement”) and approved Zinfandel Special Planning Area (“ZSPA”). After eleven months of processing and the incorporation of numerous Project modifications, the Project is ready for hearing. To ensure the city abides by its obligations in the Development Agreement to act on the application in a timely manner, Dermody requests the city schedule this Project for hearing on the Council’s November 7, 2022, agenda.

I. The Project Application is Complete and Ready for Hearing.

Dermody submitted its Project application on October 25, 2021. Dermody then:
submitted multiple detailed responses to the City’s application incompleteness letters, and received a completeness determination on January 12, 2022; held two interactive community meetings on November 16, 2021 and September 7, 2022; engaged in numerous meetings and discussions with City staff; and presented the Project before the City Council at its April 18 and July 18, 2022, meetings.

In response to comments and input received from city staff, decisionmakers, and the community, Dermody incorporated the following modifications to the Project’s design:

ITEM 18.1. ATTACHMENT 5

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H:\NRPortbl\iManage\TZB\Dermody Rancho Cordova Letter Regarding Scheduling of Hearing.docx • Added a twelve-foot-tall tilt up concrete wall along the section of Bear Hollow that borders the truck court for purposes of noise and view screening.
• Added a “pop out” feature on the building to further shield the truck court.
• Added articulation on the north and east elevations of the building, stepped the parapet tops, revised the west end of the north elevation to add more articulation including an additional recessed panel, and added horizontal canopies to add more horizontal projection.
• Revised proposed tree species and increased sizes of tree plantings.
• Changed the driveway orientation for right-turn in and out by trucks and added medians to Mather Boulevard and Bear Hollow Drive to direct arriving automobile drivers to the driveway on Mather Boulevard rather than Bear Hollow Drive.
• Added vertical window elements.
• Reduced lighting in parking areas to ensure that photometrics read below four footcandles.

This Project will introduce a vibrant modern logistics center that compliments the California Automobile Association building and new Coast Guard building immediately adjacent to the site. The Project has been refined in a manner that is sensitive to community concerns and is compatible with surrounding uses.

II. The Development Agreement Requires the City to Act on the Application in a Timely Fashion.

The Development Agreement requires the city to cooperate in good faith by timely processing the Project application and a failure to do so is an actionable default.

Specifically, the Development Agreement requires the City to “cooperate with [Dermody] in securing all permits, licenses, approvals or other entitlements necessary to develop the Project.” (Development Agreement, at § 4.3.) The city must do so in a timely and reasonable manner:

4.4 Timely Processing. Subject to compliance with submittal of information required…to deem an application complete…the [city] shall perform any environmental review and approval process for such application on a timely basis.

4.5 Good Faith. The [city] agrees that it shall, in good faith, accept for processing and review, and take action upon all complete applications for…entitlements for use of the
Property in accordance with the [ZSPA] and this Agreement.

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H:\NRPortbl\iManage\TZB\Dermody Rancho Cordova Letter Regarding Scheduling of Hearing.docx The [city] also agrees to act upon such applications in a timely and reasonable manner.
(Development Agreement, at §§ 4.4-4.5, emph. added.) A failure by the city to timely process the Project application is a clear default under the Agreement:

6.1. Default, Breach; Notice; Opportunity to Cure; Remedies.

Failure or delay by either party to perform any term of th[e] Agreement shall constitute a default….In the event of alleged default or breach of any terms or conditions of this Agreement, the party alleging such default or breach shall give the other party not less than sixty (60) days’ notice in writing specifying the nature of the alleged default….After notice of expiration of the sixty (60) day period, the party alleging default, at its option, may institute legal proceedings pursuant to the Agreement….

6.3. Default by [City]. In the event [city] does not accept, review, approve or issue necessary development permits or entitlements for use in a timely fashion as defined by this Agreement….
(Development Agreement, at § 6.1, emph. added.)
Either party may bring legal action to cure, correct, or remedy a default of the Agreement and a prevailing party in such action is entitled to recover their attorneys’ fees, costs, and expenses. (Development Agreement, at §§ 6.4, 8.13.) In sum, the Project application is complete and in a position to be considered and approved by the City Council pursuant to the Developer’s vested rights at the November 7th public hearing. Dermody has spent nearly a year modifying the Project to thoughtfully respond to and address staff and community input as appropriate and feasible. The Project is consistent with the ZSPA and the terms and conditions of the Development Agreement, which now obligates the city to act on the application in a timely manner.
***************************************************
We look forward to working with the city to bring the Project to hearing at the City Council’s November 7, 2022, meeting. Should you have any questions regarding the foregoing, please do not hesitate to contact me directly.

ITEM 18.1. ATTACHMENT 5

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September 16, 2022

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H:\NRPortbl\iManage\TZB\Dermody Rancho Cordova Letter Regarding Scheduling of Hearing.docx Very truly yours,

MILLER STARR REGALIA
Arthur F. Coon
Arthur F. Coon
AFC:tzb
cc: Adam Lindgren, Esq., City Attorney, [email protected] Elizabeth Sparkman, Community Development Director,
[email protected]
George Condon, Dermody, [email protected]
Nadia L. Costa, Esq., Miller Starr Regalia, [email protected] Travis A. Brooks, Esq., Miller Starr Regalia, [email protected] ITEM 18.1. ATTACHMENT 5

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DPML-58478\2688190.1
1331 N. California Blvd.

VIA E-MAIL
Mr. Cyrus Abhar
City Manager
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Email: [email protected]
Re: Dermody Industrial Properties – Appropriate Scope of CEQA Review for the Mather Blvd. Design Review Project
Dear Mr. Abhar:

As you know, this firm represents Dermody Properties in connection with its design review application for an approximately 155,077 square foot logistics center on a site located within the Zinfandel Special Planning Area (“ZSPA”), northwest of the intersection at North Mather Boulevard and Bear Hollow Drive (“Design Review Project”). As you are also well aware, the Design Review Project now before the City is fully consistent with the type, density and intensity of land use and development contemplated and authorized in the ZSPA planning document, and a Final Environmental Impact Report has been certified by the lead agency pursuant to CEQA that fully analyzed potential environmental impacts resulting from development within the ZSPA (“ZSPA FEIR”).

The Design Review Project requires the City’s approval of a “Major Design Review” application; therefore, given the limited scope and type of discretionary authority that the City is authorized to exercise at this stage of development under its local design review ordinance, we concur with the City’s determination that the Design Review Project qualifies for a streamlining exemption under CEQA Guidelines Section 15183.

We write to further augment the administrative record with respect to the appropriate scope of City’s environmental review of the Design Review Project under the California Environmental Quality Act (Pub. Res. Code § 21000 et seq.) and the CEQA Guidelines (CCR, Tit. 14, Div. 6, Chap. 3) (collectively, “CEQA”), which is strictly limited under the law to those design-related environmental effects that the City is authorized by its ordinance to address during its Major Design Review process. Here, the City’s Major Design Review process expressly limits the City’s ITEM 18.1. ATTACHMENT 5

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discretion to deny or condition approval of the Design Review Project based solely on the effects of its design components, not other effects of the previously authorized uses and density and intensity of those uses at the site. In other words, the City is not at liberty to use its limited design review authority to revisit environmental issues previously analyzed and laid to rest by the prior certified ZSPA EIR.

Accordingly, it is entirely appropriate – and, indeed, to the extent that the City conducts any further CEQA review, legally required – for the City to apply CEQA Guidelines section 15183, which provides for a partial exemption and streamlined CEQA review of the Design Review Project. As explained in more detail below, and just as it has done for other similar recent design review projects, the City’s determination to rely upon Section 15183 for the Design Review Project is proper under the law, and furthermore any analysis conducted thereunder must be limited to any potential design-related effects peculiar to the Design Review Project that were not studied or analyzed in the ZSPA EIR.

I. For CEQA Purposes, The City May Only Analyze Those Potential Impacts Which It Has Authority And Discretion Under Its Design Review Ordinance To Meaningfully Address.

CEQA review is only triggered for “discretionary” projects, which are those that require a local agency to exercise meaningful judgment or deliberation in deciding whether or how to approve a proposed activity. The “touchstone” in determining whether a project is discretionary for CEQA purposes is “whether the approval process involved allows the government to shape the project in any way” which could meaningfully respond to environmental concerns recognized by CEQA. (CEQA Guidelines, § 15357; McCorkle Eastside Neighborhood Group v. City of St.

Helena (2018) 31 Cal.App.5th 80; Friends of Juana Briones House v. City of Palo Alto (2010) 190 Cal.App.4th 286.) “CEQA does not apply to an agency decision simply because the agency may exercise some discretion in approving the project or undertaking. Instead [,] to trigger CEQA compliance the discretion must be of a certain kind; it must provide the agency with the ability and authority to mitigate… environmental damage to some degree.” (Sierra Club v. County of Sonoma (2017) 11 Cal.App.5th 11, 23, quoting San Diego Navy Broadway Complex Coalition v. City of San Diego (2010) 185 Cal.App.4th 924, 934.) As our state Supreme Court recently stated, a project only requires CEQA review if the:
relevant approval process…allows the government to shape the project in any way by requiring modifications which could respond to any of the concerns which might be identified by environmental review. (Protecting Our Water and Environmental Resources v. County of Stanislaus (2020) 10 Cal.5th 479, 493 (“POWER”); see also Friends of Westwood, Inc. v. City of Los Angeles (1987) 191 Cal.App.3d 259, 270 [CEQA review would be wasteful and meaningless exercise if decision maker lacks relevant discretion under applicable ITEM 18.1. ATTACHMENT 5

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law to deny or shape project through conditions to address environmental concerns revealed by the review].)
Where CEQA-triggering discretion exists, the scope of environmental review is limited to analyzing those environmental impacts that a local agency may actually address in its approval process. (McCorkle, supra, 31 Cal.App.5th at 89-90.) As the court in McCorkle noted:
the [CEQA] Guidelines recognize that the application of CEQA to a local ordinance is dependent upon the scope and interpretation of the local ordinance, rather than vice versa.
(Id. at 92.)
With regard to design review approvals like the instant one, where a city’s design review ordinance prevents it from disapproving or conditioning approval of a project for “non-design related reasons,” it lacks discretion to address non-design related effects through CEQA. (Id.; see also Friends of Davis v. City of Davis (2000) 83 Cal.App.4th 1004, 1010-15.) Relatedly, it is fundamental that CEQA does not confer independent power or authority on an agency to impose mitigation requirements or conditions on a project approval. Rather, when acting to mitigate or avoid a project’s significant effects on the environment, an agency may only exercise those express or implied powers provided by law other than CEQA, subject to the express or implied constraints or limitations of the other law. (Pub. Res.

Code, § 21004; see, e.g., Tiburon Open Space Committee v. County of Marin (2022) 78 Cal.App.5th 700 [scope of agency’s discretion, and hence scope of required CEQA review, is limited by constraints and obligations of other law].) II. The City’s Discretion Here Is Limited To Considering The Project’s Design Components.

As is apparent from review of the above-cited authorities, determining the existence and scope of an agency’s discretionary authority with respect to approval of a particular project requires careful analysis of the statute or ordinance authorizing and providing controls over the agency’s action. (Sierra Club v. Napa County Bd. of Sup’rs (2012) 205 Cal.App.4th 162; Sierra Club v. County of Sonoma, supra, 11 Cal.App.5th 11.) Here, the City’s review and approval of a Major Design Review application is governed by Chapter 23.141 of the City’s Municipal Code, which limits the City’s review of such applications to design-related issues.1 For projects requiring it, the purpose of the City’s design review process is to review “additional site and design considerations beyond conformance with minimum standards of the zoning code.” The intent of design review is “to promote orderly and harmonious 1 As will be discussed more fully in a letter sent by Miller Starr Regalia to the City under separate cover, the City’s ability to exercise discretion is also governed and further constrained by the vested rights granted to Dermody under the Development Agreement.

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growth within the City.” (RCMC, § 23.141.010.) The City Council “may approve or approve with conditions” an application for major design review upon making the following findings:

A. The proposed project is consistent with the objectives of the General Plan, complies with applicable zoning regulations, Specific Plan provisions, and special planning area provisions, and is consistent with the applicable Rancho Cordova design guidelines.

B. The proposed architecture, site design, and landscape are suitable for the purposes of the building and the site and will enhance the character of the neighborhood and community.

C. The architecture, including the character, scale, and quality of the design, relationship with the site and other buildings, building materials, screening of exterior appurtenances, exterior lighting and signing, and similar elements, establishes a clear design concept and is compatible with the character of existing or anticipated buildings on adjoining and nearby properties.

D. The proposed project will not create conflicts with vehicular, bicycle, or pedestrian transportation modes of circulation.
(RCMC, § 23.141.070.)
The City’s ability to require modifications to project plans, or to condition approval of a Major Design Review application, is expressly limited to addressing a project’s design features:

The council may require modifications to plans in whole or in part and may condition the major design review application to ensure specific design features, construction materials, and conformance with all applicable [design review provisions].
(RCMC, § 23.141.080, emph. added.)
Pursuant to the above provisions, the City’s Major Design Review approval provisions constrain the City’s discretion and authority, and preclude its ability to deny or condition the Design Review Project to address environmental effects that are not related to its design. The City therefore lacks discretion to consider or impose conditions addressing the Design Review Project’s potential non-design related impacts, such as, for example, those involving greenhouse gas emissions, transportation, biological resources, and/or air quality impacts. (See, e.g., San Diego Navy Broadway Complex Coalition v. City of San Diego, supra, 185 Cal.App.4th 924 [city’s approval of construction plans for waterfront development was ministerial where approval required only determination whether plans were ITEM 18.1. ATTACHMENT 5

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consistent with aesthetic criteria in urban design guidelines established in connection with redevelopment project reviewed and approved under earlier EIR; limited scope of city’s discretion in reviewing plans for conformity to guidelines’ aesthetic criteria did not give it ability to meaningfully respond to GHG and climate change impacts raised by project opponent]; McCorkle, supra, 31 Cal.App.5th at 94 [rejecting project opponent’s argument “that because the City had discretion to conduct design review the entire project was discretionary and subject to CEQA”]; Sierra Club v. County of Sonoma, supra, 11 Cal.App.5th 11 [vineyard development permit was ministerial where applicable regulations conferred no meaningful discretion to mitigate environmental damage].)
III. To the Extent Limited CEQA Review Is Required Here, The Design Review Project Qualifies For A Guidelines Section 15183 Partial Exemption And Streamlined Review.

As noted above, to the extent that CEQA applies to the Design Review Project, it qualifies for a CEQA Guidelines Section 15183 partial exemption for projects that are consistent with the densities/intensities established by the existing zoning, community plan, or general plan. Because an EIR was prepared and certified by the lead agency in accordance with CEQA, which covered full development of the Project site with the type and intensity of uses authorized when it adopted the ZSPA, the City’s additional CEQA review of the Design Review Project here must be narrowly limited to analysis of only the design review-related environmental effects of the Design Review Project (if any).

Moreover, any such CEQA review is further limited under Guidelines Section 15183 as follows:
(1) to those environmental effects that the city determines are peculiar to the project and were not studied in the EIR for the zoning, community plan, or general plan;
(2) to those environmental effects of the project that were not analyzed as significant effects in the EIR prepared for the general plan (or zoning action, or community plan);
(3) to potentially significant off-site impacts and cumulative environmental impacts of the project which were not discussed in the prior EIR prepared for the general plan (or zoning action or community plan); or (4) to previously identified significant effects which, as a result of substantial new information which was not known at the time the EIR was certified, are determined to have a more severe adverse impact than discussed in the prior EIR.

Here, the Design Review Project involves a land use that the ZSPA permits by right at the proposed density and intensity (also fully consistent with the ZSPA) — and for ITEM 18.1. ATTACHMENT 5

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which Dermody has vested rights under the Development Agreement to proceed — and all environmental impacts of such use, density and intensity were fully disclosed, analyzed and mitigated as required under CEQA in the certified ZSPA FEIR. Thus, in addition to the legal limitations on the application and scope of CEQA inherent in the Major Design Review process itself, the application of a Guidelines Section 15183 exemption is also entirely appropriate and is exactly the CEQA compliance pathway that the City has followed for similar recent projects in the ZSPA.2
With regard to any potential design-related environmental effects peculiar to the Design Review Project, we note that the applicant has already prepared a thoughtful noise study to confirm that it would not have any new significant and/or peculiar noise impacts not already analyzed in the ZSPA FEIR. The Project will also be required to – and will – comply with all applicable mitigation measures under the ZSPA MMRP, which further ensures that the Design Review Project will not result in any peculiar or more severe impacts than already discussed in the ZSPA FEIR.

Among other things, the MMRP includes measures to mitigate any potentially significant biological impacts, air quality impacts, water quality impacts, and noise impacts.

Finally, we note that following the preparation and certification of an EIR, CEQA places strict limitations on conducting subsequent CEQA review of a project (the conditions for which are not met here), and prescribes no “expiration date” for an EIR (or for any relevant type CEQA document, for that matter). (See Pub. Res.

Code, § 21166 and CEQA Guidelines § 15162 [setting forth the limited situations where subsequent or supplemental review may be required after an EIR has been prepared]; see also Latinos Unidos v. City of Napa (2013) 221 Cal.App.4th 192 [upholding city’s reliance on decades-old general plan EIR when approving a new housing element and determining no new EIR was required]; Committee for ReEvaluation of T-Line Loop v. San Francisco Municipal Transportation Agency (2016) 6 Cal.App.5th 1237, 1254 [16-year old EIR held adequate CEQA compliance for light rail line project]; Snarled Traffic Obstructs Progress v. City and County of San Francisco (1999) 74 Cal.App.4th 793 [nearly decade-old negative declaration held adequate CEQA compliance for parking structure project].) In sum, here it is entirely appropriate to apply the Guidelines Section 15183 partial exemption and streamlined CEQA review to the Design Review Project based on 2 Within the ZSPA, the Project site has a land use designation of Business and Professional Office where the proposed warehousing, delivery, and distribution type use is permitted by right, not requiring approval of a conditional use permit. (ZSPA, § 512-204 (D).) The Design Review Project at issue here has also been carefully designed so as to ensure that the height and size of the proposed building, setbacks, and site improvements are consistent with the development standards set forth in the ZSPA. (See, e.g., Development Agreement, at § 2.1; ZSPA, § 512-204 (D); 2003 Zoning Ordinance at § 230, Table IV.)
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October 3, 2022

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the extensive CEQA review already conducted in the certified ZSPA FEIR, which is now final, beyond legal challenge, and conclusively presumed to be adequate. To require any more extensive or repetitive review would violate fundamental principles of CEQA that seek to promote the finality of EIRs and avoid and prohibit meaningless, duplicative, wasteful, and/or unnecessary environmental review. ***************************************************
Your anticipated attention to the above information is greatly appreciated, and we hope it is helpful to you. Should you have any questions regarding the foregoing, please do not hesitate to contact the undersigned directly.

Very truly yours,

MILLER STARR REGALIA
Arthur F. Coon
AFC:tzb/klw
cc: Adam Lindgren, Esq., City Attorney, [email protected] Elizabeth Sparkman, Community Development Director,
[email protected]
George Condon, Dermody Properties, [email protected]
Lucy Crocker, Lucy & Company, [email protected]
Michelle Smira, MMS Strategies, [email protected] Nadia L. Costa, Esq., Miller Starr Regalia, [email protected] Travis A. Brooks, Esq., Miller Starr Regalia, [email protected] ITEM 18.1. ATTACHMENT 5

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1331 N. California Blvd.

VIA E-MAIL
Mayor Terry, Vice Mayor Budge, and
City Councilmembers
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Email:

[email protected]
Re: Dermody Properties – City’s Legal Obligations Under the Development Agreement Benefiting LogistiCenter at Rancho Cordova (Bear Hollow) Major Design Review Project No. PLND-1021-0015
Dear Mayor Terry, Vice Mayor Budge, and Honorable Members of the City Council:

This firm represents Dermody Properties (“Dermody”) in its application to develop a modern, approximately 155,077 square foot logistics center and related improvements (“Project”), located northwest of the intersection of North Mather Boulevard and Bear Hollow Drive in the City (“Project Site”). As discussed in more detail below, the Project proposes a light industrial use that is permitted by right, which has a development density and intensity that complies with the applicable objective development standards and is consistent with the applicable subjective design guidelines.

The Project, as an important job-generating use, will help to implement the overall land use vision for this area of the City, which has been planned for nearly two decades. Despite the fact this light industrial land use has been approved and in place for almost twenty years, opponents have sought to undermine or dismantle it during the Project’s design review process. The City, however, is contractually prohibited from changing course at this point. This is because the Project, as proposed, is protected against such vagaries pursuant to the 2003 “Villages of Zinfandel Development Agreement” (“Development Agreement”), which vests important contractual and property rights for Dermody’s benefit that are enforceable in court.

As explained more fully herein, in exchange for a developer commitment to make significant investments in infrastructure and other improvements in the vicinity and on the Project Site to facilitate implementation of the Villages at Zinfandel Special ITEM 18.1. ATTACHMENT 5

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Planning Area (“ZSPA”), the Development Agreement, inter alia, vests Dermody’s right to develop the Project Site in accordance with the rules and regulations that were in place in 2003.

It is true the Development Agreement allows the City to require that Dermody undertake subsequent discretionary approvals to implement the Project – here, this involves consideration and approval of a Major Design Review application.

However, in conducting this review, the Development Agreement expressly prohibits the City from denying the Project and also from imposing any design condition or restriction – based on a strained interpretation of a subjective design guideline, nonexistent CEQA mandates,1 or otherwise – which would prevent or restrict
development of permitted uses at the Project Site at the allowed density and intensity provided for in the ZSPA or that would otherwise be contrary to Dermody’s vested rights under the Development Agreement.

Dermody has worked diligently and in good faith with the City and the broader community for nearly a year, in an effort to address concerns raised. Dermody has voluntarily gone well above and beyond – at significant expense in terms of time and money – accommodating numerous requests to redesign Project elements and include additional off-site improvements.

It is now time for the City to adhere to its obligations under the Development Agreement and to approve the Project as proposed. To do otherwise would subject the City to litigation for violating Dermody’s vested rights, including City exposure to potential monetary damages and payment of attorneys’ fees and costs.

Accordingly, we respectfully request the City Council to approve the Project as proposed at its December 5th hearing.

I. The City is Bound by Its Obligations in the Development Agreement, and Legal Recourse is Available to Dermody if the City Fails to Honor Those Obligations.

A. Legislatively Approved Development Agreements Establish Enforceable Vested Rights.

Comprehensively planned developments like those contemplated by the ZSPA often take decades to complete and require significant early and ongoing investment by developers to come to fruition. To provide certainty to developers that a local agency will not “change the rules” mid-course, thereby wasting such investment and 1 Please see my letter dated October 3, 2022, which details the limited discretion, with the concomitant constraints on CEQA review, which are imposed on the City pursuant to applicable laws and regulations in connection with the Project’s design review process. As detailed therein, the City has no legal authority to request or mandate any additional mitigation measures on the Project in a purported attempt to address environmental concerns.

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preventing implementation of the planned vision, state law expressly authorizes local agencies to enter into development agreements that:
[a]llow a developer who needs additional discretionary approvals to complete a long-term development project as approved, regardless of any intervening changes in local regulations.
(City of West Hollywood v. Beverly Towers, Inc. (1991) 52 Cal.3d 1184, 1194; Gov.

Code, § 65864(b).)
A project protected by a development agreement may be developed over a period of numerous years “in accordance with existing policies, rules and regulations, and subject to conditions of approval . . .” even if generally applicable rules and regulations change. (Gov. Code, § 65864(b).) In exchange for granting these vested rights, development agreements provide local agencies with the opportunity to help ensure long-term planning efforts can be implemented. Furthermore, development agreements enable local agencies to negotiate for significant benefits in the form of direct monetary contributions as well as the funding and construction of infrastructure and improvements for the benefit of the broader community, which the local agencies would otherwise not be permitted to mandate under the law.

In other words, a “legislatively approved development agreement gives both parties vested contractual rights.” (Mammoth Lakes Land Acquisition, LLC v. Town of Mammoth (2010) 191 Cal.App.4th 435, 443-444 [court held “a legislatively approved development agreement gives both parties contractual rights” and upheld $30 million damages award in favor of developer against Town for anticipatory breach of contract]; North Murrieta Community v. City of Murrieta (2020) 50 Cal.App.5th 31, 43-44 [holding “[development] agreement is binding on both the City and the developer” (citing Gov. Code, § 65865.4), and observing: “The law says development agreements are contracts, enforceable like normal contracts.”]; Center for Community Action & Environmental Justice v. City of Moreno Valley (2018) 26 Cal.App.5th 689, 696-697 [“A development agreement ‘is an enforceable contract between the municipality and the developer.’”]; Oakland Bulk & Oversize Terminal, LLC v. City of Oakland (9th Cir. 2020) 960 F.3d 623 [holding development agreement entered into between city and commercial marine terminal developer pursuant to California law is enforceable under contract principles with no deference to city’s administrative hearing findings or interpretations of agreement’s provisions or what they require].)
A local agency that violates a development agreement is liable for breach of contract and, if it fails to appropriately process and approve applications for a protected project, can be held be liable for significant damages under specified circumstances. For example, in Mammoth Lakes Land Acquisition, LLC v. Town of Mammoth Lakes, the Court of Appeal upheld a $30 million damages award against the Town of Mammoth for its failure to process in good faith a development application in contravention of its obligations under a development agreement. Like ITEM 18.1. ATTACHMENT 5

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the instant Development Agreement, the agreement in Mammoth Lakes required the Town to process, consider and take actions on subsequent discretionary project approvals “reasonably, in good faith, and in a timely manner.” (Id., at 446.) However, several years after execution of that development agreement, the Town changed its priorities and refused to cooperate in timely advancing necessary project approvals. This failure to cooperate with the developer amounted to an actionable repudiation and anticipatory breach of the agreement resulting in the significant award of monetary damages to the developer. (Id., at 462-70.) B. Dermody Has Enforceable Vested Rights to Develop the Project as Proposed Under the Development Agreement.

As evinced by the foregoing authorities, legislatively approved development agreements entered into pursuant to California’s statutory Development Agreement Law create solemn, legally binding vested rights and contractual obligations on the part of the parties thereto, which rights and obligations courts take quite seriously and do not hesitate to enforce in the event of breach or repudiation by a party.

Similar to the project in Mammoth Lakes, the Project here benefits from the protections of a legislatively approved development agreement that requires the City to timely process an entitlement application and to comply with its contractual terms.

On May 28, 2003, the original property owner and developer of the Villages of Zinfandel project entered into the Development Agreement with the County of Sacramento, which established contractual vested rights and obligations for the signatories and their respective successors in interest.

The Development Agreement relates to the entire approximately 671.39-acre ZSPA and has a term of twenty (20) years from its effective date of June 28, 2003.2 Its purpose is to facilitate the phased development of the comprehensively planned ZSPA, including a complementary mix of residential, light industrial, business professional (including industrial office parks), and commercial uses. Consistent with the broad legislative purpose, the Development Agreement seeks to provide certainty to, and to reduce the economic risks incurred by, the developer(s) within the ZSPA, and to provide contractual rights for the benefit of the County (now City) to help implement the ZSPA’s planned uses and establish the planned infrastructure and improvements necessary to support this land use vision, which was anticipated to take several decades. (See DA, Recitals A, C.)
2 The City formally incorporated on July 1, 2003. However, the time limits set forth in Government Code section 65865.3 on the effectiveness of development agreements (8 to 15 years) from the date of incorporation of affected land into a new city do not apply because the election on incorporation of the City in November 2002 occurred before the parties entered into the Development Agreement in June 2003. (See Gov. Code, § 65865.3 (c)(2).) ITEM 18.1. ATTACHMENT 5

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Among other things, the Development Agreement vests Dermody’s rights to develop the Project Site pursuant to the “Existing Land Use Regulations” in effect as of the effective date of the Development Agreement,3 which are primarily set out in the ZSPA document that provides a comprehensive development vision for the approximately 671.39 acres within the ZSPA boundaries, which includes the Project Site.

Specifically, the Development Agreement vests Dermody’s right to develop the Project Site with those uses allowed under the ZSPA, as well as its right to develop those permitted uses at the “density and intensity” of development contemplated therein:

The permitted uses of the Property, the density and intensity of use, maximum height and size of proposed buildings, timing or phasing of development, zoning, provisions for reservation or dedication of land for public purposes, and the location and size of major transportation, sewer, drainage and water facilities and improvements shall be those set forth in the [ZSPA], [Mitigation, Monitoring, and Reporting Program set forth in the EIR for the ZSPA], and the [Villages of Zinfandel Public Facilities Financing Plan] . . . .
(DA, § 2.1.)
The Development Agreement further provides that:
[b]y entering into this Agreement, [the City] hereby grants to Developer (and successors in interest) a vested right to proceed with the development of the Property in accordance with the terms and conditions of [the] Agreement. Developer’s vested right to proceed with the project shall be subject to any subsequent discretionary approvals required in order to complete the project, provided that any subsequent approvals shall not prevent, or impose further conditions, requirements or restrictions on development of the land for uses and to the density or intensity of development or rate of timing of development set forth in [the] Agreement and the [ZSPA], and provided Developer is not in default under this Agreement.
(DA, § 4.1, emph. added.)
3 Such “Existing Land Use Regulations” include the “ordinances, resolutions, codes, rules, regulations, official policies, the General Plan, the Cordova Community and the [ZSPA] governing the permitted uses of land, rate of development, density, design, improvements and construction standards and specifications adopted by the [County] and in effect on the effective date.” (DA, § 1.2(m).)
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While the Development Agreement recognizes that subsequent discretionary approvals may be required to implement the Project, the City must exercise its discretion in accordance with Dermody’s vested rights and thus such discretionary approvals “shall not prevent, or impose further conditions, requirements or restrictions on, development of the land for the uses and to the density or intensity of development set forth in the [Development] Agreement and the [ZSPA].” (Id., § 2.2.)
The Development Agreement also requires the City to cooperate with Dermody in securing “all permits, licenses, approvals, or other entitlements necessary to develop the Project Site which the [City] may require.” (DA, §§ 4.2, 4.3.) Further, the City must process applications for any subsequent approvals on a “timely basis” and shall “take action upon all complete applications” for subsequent approvals in accordance with the Development Agreement. This includes an obligation to act upon such applications in a “timely and reasonable manner.” (DA, §§ 4.4-4.5.) The City is bound by the above enforceable obligations as it processes and considers Dermody’s design review application. In addition, the City is bound by the covenant of good faith and fair dealing, which is implied by California in all such contracts and also is expressly set forth in the Development Agreement. (Id. at § 8.5 [“Neither party shall do anything which shall have the effect of harming or injuring the right of the other party to receive the benefits of this Agreement; each party shall refrain from doing anything which would render its performance under this Agreement impossible; and each party shall do everything which this Agreement contemplates that such party shall do to accomplish the objectives and purposes of this Agreement.”].)
The Development Agreement contemplates a broad, cumulative, and nonexhaustive list of remedies for its breach, including the institution of legal action to remedy any default and enforce any covenant or agreement in it. Notably, it does not expressly or impliedly prohibit a monetary damages remedy for uncured defaults and breaches, and, in fact, expressly provides that the exercise of one or more of its expressly enumerated remedies does not waive or preclude “any other available remedy.” (DA, § 6.4.) Further, the prevailing party in any action brought to enforce rights and remedies under the Development Agreement will be entitled to its reasonable attorneys’ fees, expert fees, and costs and expenses of litigation in any judgment. (DA, § 8.13.)
C. In Exchange for Securing Its Vested Rights, Developer Has Been Required to Incur and Continues to Incur Significant Costs.

In exchange for the County’s (now the City’s) agreement to adhere to the obligations referenced above and detailed more fully in the Development Agreement in favor of Dermody, the Development Agreement imposes obligations with respect to significant developer investments. For example, the Development Agreement recognizes that it:

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requires major investment by Developer in public facilities, substantial pre-development investment in onsite and offsite improvements, and substantial commitment of the resources of Developer to achieve the public purposes and benefits of the Project for the [City].
(DA, Recital M.)
These required investments in public improvements, facilities, and services are set forth in the Villages of Zinfandel Public Facilities and Financing Plan (“PFFP”), with which Dermody is mandated to comply, and which will benefit the entire ZSPA.

Among other requirements, Dermody is also mandated to adhere to all applicable conditions of approval set forth in the ZSPA, PFFP, and the applicable mitigation measures adopted in the corresponding EIR. (See DA, §§ 3.1-3.3.) The foregoing developer obligations reflect the benefit of the bargain contemplated by the Development Agreement that the City and the broader community receive with the Project; i.e., to help ensure the cohesive and comprehensive buildout of the ZSPA with the long-planned land use vision that reflects a mix of uses as well as thoughtful coordination of infrastructure and improvements.

Dermody has complied and will continue to comply with all of its obligations under the Development Agreement as it develops the Project to ensure the City receives the benefit of this contemplated investment.

In addition to adhering to its obligations with respect to future investment, Dermody has already expended significant monies in reliance on the City abiding by its contractual obligations including, without limitation, monies spent acquiring the Project Site (with the concomitant carrying costs) and more than $800,000 on architectural, engineering and other technical consultant services to design the Project in compliance with applicable objective development standards and subjective design guidelines and then to redesign Project elements in an effort to accommodate additional requests made by the City and members of the public.

Furthermore, Dermody has volunteered to fund and install several off-site improvements for the benefit of the broader community in its ongoing effort to work cooperatively with the City and neighbors.4
Dermody desires to continue to work collaboratively with the City and the community to proceed with the Project at this point. However, if forced to do so because of the City’s improper delay or denial of the Project as proposed or the City’s imposition of design conditions or restrictions that conflict with Dermody’s vested rights, Dermody would have no choice but to pursue all available legal avenues, including, if 4 It goes without saying that no such voluntary off-site improvements would continue to be offered and implemented if Dermody is required to enforce its vested rights in court.

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successful, the right to recover monetary damages as well as its attorneys’ fees, costs, and expenses. (DA, §§ 6.4, 8.13.)
II. The Project Proposes a Use Permitted by Right under the ZSPA at the Allowed Density and Intensity Pursuant to the Objective Development Standards and is Consistent with the Subjective Design Guidelines.

The Project proposes a use that is permitted by right at the Project Site, and reflects a density and intensity that complies with the applicable provisions of the ZSPA as reflected in its objective development standards. The Project also is consistent with the applicable subjective design guidelines. Accordingly, the City has no legal authority to deny the Project as proposed.

The Project Site has a General Plan land use designation of Office Mixed Use, is within the jurisdictional boundaries of the ZSPA, and is zoned Business and Professional Office Zinfandel Special Planning Area (“BP ZSPA”). The ZSPA sets out the applicable land use controls and objective development standards for the Project Site and other areas within the ZSPA boundaries, as well as sets forth subjective design guidelines that may be considered.

A. The Project Proposes a Use that is Permitted By Right.

Within the Project Site’s BP ZSPA designation, permitted uses are the same as those in the 2003 CZO’s Business and Professional Office (BP), and Industrial – Office Park (MP) zones.5 (ZSPA, § 512-204 (D).) Within the referenced MP zone, the 2003 CZO permits by right a wide range of “research, service, and light industrial uses in an area containing visual and operational amenities.” (2003 CZO, § 230-040.) With relevance to the Project, the 2003 CZO expressly permits Wholesaling and Warehousing, Delivery Service, Messenger Service, and Warehousing and Storage Uses. (2003 CZO, § 230, Table IV; § 225, Table II.) Although the 2003 CZO does not expressly define these permitted uses, they have common and well-understood meanings and clearly align with the logistics center use proposed by the Project.

The Project’s proposed use is exactly the type of warehouse and/or delivery use that the ZSPA contemplates at the Project Site and is indisputably permitted by right. Thus, regardless of whether nearby neighbors or other members of the public disagree with the land use vision set forth in the ZSPA, this type of job-generating use has long been planned for this area and the City is prohibited under the Development Agreement from denying the proposed light industrial uses. 5 “Permitted uses within the BP Areas as shown in Section 512-215 are those permitted in the Business and Professional Office (BP), as listed in Zoning Code Section 225, and Industrial-Office Park (MP) Zone, as listed in Zoning Code Section 230. Public and institutional uses described above in Section 512-204 (B) (2) shall be permitted within the BP Area.” (ZSPA, § 512-204 (D).)
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B. The Project Complies with the Applicable Objective
Development Standards.

Development proposals within the ZSPA must comply with the applicable objective development standards. The ZSPA’s development standards “supersede the standards of the Zoning Code.” However, “[i]f the [ZSPA] . . . Development Standards do not provide direction regarding specific standards, the Provisions of Title I, II, III, and IV of the [2003 CZO] shall apply as appropriate.” (ZSPA, at §§ 512-205.)
The ZSPA sets out the following objective development standards for the relevant BP ZSPA zone:
 Setbacks: Front, min. 25 feet with 10 feet of landscaped area; Interior Side, min. 20 feet; Street Side, min. 25 feet; Rear, min. 25 feet.  Height: 24-40 feet (Note: relevant 2003 County zoning standards incorporated by reference in the ZSPA provide that in the BP ZSPA zone, the maximum height “shall be . . . 40 feet” on property which is not “contiguous to parcels zoned for [agricultural, agricultural-residential or residential purposes].” This contrasts with the 24-foot maximum height (which may be increased in certain circumstances through approval of a conditional use permit) that applies to property located within 100 feet or contiguous to parcels zoned for agricultural and/or residential uses. (2003 CZO, § 325-04 (b).)
 Lot Area: Min. 10,000 square feet.
 Parking: Min. 1 parking space for every 2,000 square feet of gross floor area for warehouse uses.
 Walls and Fencing: Min. 6-foot masonry wall required for areas adjacent to residential areas; Min. 2.5-foot masonry wall required for areas adjacent to street ROW.
(ZSPA, §§ 512-214.)
Particularly with respect to height, in the BP ZSPA zone, the maximum height for buildings on properties that are not contiguous to agricultural or residential zoned parcels – such as the Project Site – is 40 feet. (2003 CZO, § 325-04 (b).)6 6 Here, the Project Site is contiguous with: BP zoned parcels to the north, northwest, and northeast; a road and open space parcel to the east; and an airport use to the south.

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The Project fully conforms to and complies with each of the above objective development standards. In fact, the Project has been designed (and redesigned) not only to be compliant with but to exceed applicable minimum setback, landscape, screening and buffer standards in an effort to accommodate neighbor concerns, as follows:
 Minimum front setbacks of 110 feet, with at least 42 feet of landscaped area (well exceeds ZSPA minimum standards of 25 feet and 10 feet, respectively).
 Minimum interior side setbacks of 72 feet, 6 inches (well exceeds ZSPA minimum standard of 10 feet).
 Minimum street side setbacks of 35 feet (well exceeds ZSPA minimum standard of 25 feet) and includes a 25-foot pedestrian/landscape easement.  Minimum rear setbacks of 138 feet (well exceeds ZSPA minimum standard of 25 feet).
 Lot area is approximately 469,364 square foot lot (well exceeds ZSPA minimum standard of 10,000 square feet).
 Includes a total of 93 parking spaces (well exceeds ZSPA minimum of 78 spaces).
 Includes a 12-foot-high concrete wall in those areas adjacent to Bear Hollow Drive and Mather Boulevard (well exceeds ZSPA minimum standard of a

2.5-foot masonry wall).

Particularly with respect to height, we understand that some opponents are pressing the City to substantially reduce the height of the Project. Based on numerous statements reflected in the administrative record to date, these comments appear to be a thinly concealed attempt to pressure the City into denying the Project outright or through the imposition of improper development constraints that effectively prevent the Project from proceeding. However, even if these efforts are cloaked within the purported objective of trying to reduce the overall building mass, they remain impermissible since the City has no discretion in this regard because the Project complies with all objective development intensity standards, including the maximum height limit. At a maximum height of 39 feet, the Project fully complies with and is less than the 40-foot height maximum applicable to the Project Site.

Accordingly, the City has no legal authority to deny the Project as proposed or to condition approval on Dermody’s agreement to reduce the building height. Just as the City does not have the discretionary authority as part of the design review process to impose more stringent requirements with respect to, for example, objective parking, lot area, or setback standards, it has no discretion here to change ITEM 18.1. ATTACHMENT 5

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the height of the Project so long as it complies with the relevant objective development intensity standard.

In summary, the Project does not exceed the maximum height of 40 feet and proposes development at the density and intensity provided for in the ZSPA in accordance with its vested rights under the Development Agreement, and the City’s limited discretion under design review does not extend to changing objective development standards, such as height.

Accordingly, the Project proposes a development configuration, density, and intensity that complies fully with the applicable objective development standards set out in the ZSPA. The City has no legal authority to change the rules now and impose other development standards to appease neighbors and other opponents.

To do so would be unfair, illegal, and expose the City to substantial liability.

1. The Project Is Consistent with All Applicable Subjective ZSPA Design Guidelines.

The ZSPA’s Design Guidelines provide that they “shall be used to evaluate consistency of proposed projects to the objectives stated in the intent section of the SPA ordinance.” These are “intended to provide design guidance” for developers and City staff in the “planning, review and approval of individual development projects within the ZSPA.” (ZSPA Design Guidelines, at p. 1.) It is with these subjective design guidelines where the City has the opportunity to exercise its limited discretion. Nevertheless, this limited discretion may only be exercised in a manner that is in accordance with its broader obligations in the Development Agreement and Dermody’s vested rights thereunder. In other words, the City cannot apply or otherwise interpret any of its subjective design guidelines in a manner that would “prevent, or impose further conditions, requirements or restrictions on, development of the land for the uses and to the density or intensity of development set forth in the [Development] Agreement and the [ZSPA].” (DA, § 2.2.)
For illustrative purposes, we note for the administrative record that the Project is entirely consistent with the numerous flexible design guidelines for building orientation for non-residential uses. Examples include the following:
 To the maximum extent feasible, entries to office and public space, whether in the Village Core or the outlying business parks, should orient to streets, parks, plazas, and pedestrian corridors/pathways. Secondary entrances may orient to parking lots or garages.
 Where location of a parking area or lot directly adjacent to a public street cannot be avoided, cars will be screened from view by berms, walls, hedges, density of plant materials, or a combination of these.

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 Buildings should be sited such that they complement adjacent buildings and landscape. New structures should not clash with existing structures and sites.
 Building orientation and architecture should protect the privacy of adjacent developments. Landscape buffers and walls are required between residential and non-residential uses where backyards and parking or loading areas abut. Pedestrian access through parking lots should be provided. If the development abuts a residential neighborhood street access should be provided to/from the street.
(ZSPA Design Guidelines, at pp. 16-17.)
The record is also clear that the Project is consistent with design guidelines that encourage the following considerations regarding building form and massing:
 The bulk of building massing generally should be minimized especially where residential character predominates.
 Buildings should maintain a scale compatible with residential neighborhoods.

Building masses should be mitigated by elements such as canopies or trellises designed to focus attention to smaller-scaled elements of the building. Indentations, or other means of articulation, should be used to avoid a monolithic effect.
 Building form should avoid proportionally long, flat surfaces.  Building elevations must be attractively designed on all four sides. Walls at interior property lines or project phase lines must be given specific design attention, with color, physical relief, and/or landscaping. Backs and sides of buildings visible from public streets should incorporate window and door openings.
 Roofing materials should be architectural composition, shingle, clay tile, concrete tile, slate, or metal standing seam.
 Variation in the shape, color and texture of roof structures should be used to create diversity and interest. Use of composition shingles shall be limited to architectural, thick dimension, or random-cut types that provide relief and texture. Flat, monotonous surfaces shall be avoided.
 Non-residential uses adjacent to residential uses should consider the use of pitched roof elements.
(Id., at pp. 23-25.)
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As noted above, we acknowledge the City has some limited amount of discretion in its design review process to take into appropriate consideration the above guidelines and to work with Dermody to make feasible design modifications to the Project. This has occurred here in spades, with extensive design modifications being voluntarily made in an effort to be responsive to City and public input. For example, and as more fully detailed in our September 16, 2022, letter, Dermody has made substantial design changes – at great cost in terms of money and time – to accommodate City and community input. These changes involve, among others, the following:
 Adding a twelve-foot-tall tilt up concrete wall along the section of Bear Hollow that borders the truck court for purposes of noise and view screening.  Adding a “pop out” feature on the building to further shield the truck court.  Adding articulation on the north and east elevations of the building, stepped the parapet tops, revised the west end of the north elevation to add more articulation including an additional recessed panel, and adding horizontal canopies to add more horizontal projection.
 Revising the proposed tree species and increased sizes of tree plantings.  Changing the driveway orientation for right-turn in and out by trucks and addition of medians to Mather Boulevard and Bear Hollow Drive to direct arriving automobile drivers to the driveway on Mather Boulevard rather than Bear Hollow Drive.
 Adding vertical window elements.
 Reducing lighting in parking areas to ensure that photometrics read below four footcandles.

The City, however, has no legal authority to interpret subjective design guidelines in a manner that conflicts with Dermody’s vested rights through the imposition of design conditions or restrictions that would limit or prohibit development of permitted uses that comply with the density and intensity of development contemplated in the ZSPA.

One such condition or restriction would be a requirement to reduce the maximum height of the Project to below the 40-foot height limit or to otherwise impose massing restrictions. As Dermody has communicated to the City on multiple occasions and as set forth in the administrative record, based on the nature of their operations, modern logistics and distribution tenants demand building heights in the range of those proposed by the Project and cannot feasibly operate in shorter ITEM 18.1. ATTACHMENT 5

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buildings.7 Accordingly, any conditions that would change the height, FAR, massing, or site orientation beyond what is currently being proposed would render the building and site plan functionally obsolete and infeasible for the permitted and planned use. This would be an effective denial of the Project, thus violating the City’s obligations in the Development Agreement.

III. Conclusion.

Based on the foregoing, Dermody has the vested right to proceed with the Project as proposed, and in doing so will be developing a high-quality, thoughtfully designed, job-generating use, thereby helping to bring the long-planned ZSPA land use vision to fruition. For these reasons, and because the City Council is contractually obligated to timely consider and approve the Project as proposed, we respectfully request that the City Council do so at its December 5th hearing.

Very truly yours,

MILLER STARR REGALIA
Arthur F. Coon
AFC:tzb/klw
cc: Cyrus Abhar, City Manager ([email protected]) Micah Runner, Deputy City Manager ([email protected]) Elizabeth Sparkman, Community Development Director,
([email protected])
Adam Lindgren, City Attorney ([email protected]) George Condon, Dermody Properties ([email protected]) Lucy Crocker, Lucy & Company ([email protected])
Michelle Smira, MMS Strategies ([email protected]) Nadia L. Costa, Esq., Miller Starr Regalia ([email protected]) Travis A. Brooks, Esq., Miller Starr Regalia ([email protected]) 7 For example, the Commercial Real Estate Development Association notes that to support modern logistics uses, buildings of 150,000 square feet and greater should provide 36-foot interior clearance, which requires an exterior height of approximately 40 feet. (See Rules of Thumb for Distribution/Warehouse Facilities Design, Commercial Real Estate Development Association, at 33.)
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1331 N. California Blvd.

VIA E-MAIL
Mayor Terry, Vice Mayor Budge, and City
Councilmembers
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Email: [email protected]
Re: Dermody Properties – LogistiCenter at Rancho Cordova (Bear Hollow) Major Design Review Project No. PLND-1021-0015
Dear Mayor Terry, Vice Mayor Budge, and Honorable Members of the City Council:

Miller Starr Regalia represents Dermody Properties in its application for design review approval of the LogistiCenter Project on Bear Hollow Drive (“Project”) in the City, an application that has been pending before the City for more than one year.

At our most recent December 5 hearing, Council Members and the City Attorney made several comments we found both confusing and concerning, which appeared to indicate a refusal to respect the City’s legal obligations under the Development Agreement. This is because these obligations, which, along with the legal limitations on the City’s approval authority in the design review process, strictly circumscribe the City’s discretion to deny or impose further conditions or restrictions on the Project. The basis for this position is explained in great detail in my letters to this Council dated October 3, 2022 and November 29, 2022, and raises significant questions as to whether the City intends to act in good faith and honor its obligations in this regard.

Please be advised that we intend to submit in advance of the January 17 Council hearing a subsequent letter that details the legal and factual issues at hand from our perspective. That said, we believe it would be beneficial for a positive resolution to highlight now just a few examples of statements made at the Council hearing that gave us great pause. For instance, it appeared the Council may believe it has the legal right to require further CEQA review of the Project to address alleged air quality and traffic impacts (including based on alleged new PM 2.5 emissions, which have been a well-known environmental issue since the 1990’s), and that it may seek to apply a supposed but nonexistent 1,000-foot statewide warehouse setback standard. We are hopeful the City Attorney will clarify for the Council before the January 17 hearing that it has no such legal authority under CEQA. To further clarify ITEM 18.1. ATTACHMENT 5

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December 14, 2022

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this point, we respectfully direct the Council to review our prior correspondence on this matter and we intend to submit further evidence to be included in the Project’s administrative record in this regard.

In addition, the Council requested that Dermody Properties return on January 17 with new visual simulations and significant “design” changes1 that would effectively kill the Project through a demand for modifications that are not allowed to be imposed under the express terms of the Development Agreement, and at the same time, rendering it infeasible. Whether it is by intention or fiat, this would violate the City’s obligations thereunder.

We understand the Council’s desire to be responsive to its constituents and thus perhaps the Council believes it can fashion an acceptable “compromise” as indicated at its December 5 hearing. Unfortunately, however, attempting to impose unlawful conditions and/or improper additional environmental review will only result in litigation against the City for its failure to adhere to its obligations under the Development Agreement. In so doing, the City would have substantial exposure for monetary damages as well as payment of attorneys’ fees and costs.

The Development Agreement substantially limits the City’s approval authority in the design review process, strictly limiting its discretion to deny or impose further conditions or restrictions on the Project. The Project already fully complies with all applicable use, density, intensity and design standards of the VOZSPA and 2003 County Code.

The Development Agreement now requires the Council to approve the Project without further delay. Dermody Properties has worked for more than a year incorporating extensive design modifications responsive to community and City comments, and further has conditionally committed to spend a significant sum of money on off-site improvements that are extremely beneficial to the City, but which are unrelated and have no nexus to any actual Project impacts.2 Dermody 1Among other things, the Council requested that Dermody Properties: incorporate significant reductions in building height – an objective intensity standard protected by the DA – that would make the Project unmarketable to tenants; plant decades old / fully grown trees at the site; make aesthetic changes to “all four sides” of the Project’s elevations, yet at the same time somehow add screening to make the Project fully “invisible” to all surrounding uses; and re-configure the Project to somehow match someone’s never codified or contractually expressed subjective conception of what a “warehouse” looked like twenty years ago, thereby entirely disregarding the clear and objective density and intensity standards of the VOZSPA and Code.
2 The Development Agreement does not require Dermody Properties to make these off-site improvements, the City has no legal authority to require them. Accordingly, our client reserves all its rights not to move forward with any of these voluntary off-site improvements if the City fails to meet its contractual obligations by approving the Project at the next January 17, 2023 Council hearing.

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Properties has voluntarily offered such public amenities in good faith, based on the assumption that the City would comply with its obligations under the Development Agreement.

Because we are only months away from the end of the Development Agreement’s term, the Project’s design review application has been pending for well over a year, and the Council’s conduct is raising serious concerns about whether it is proceeding (and will proceed) in good faith with respect to its obligation to timely process and act on the Project, it is imperative that the matter promptly be brought to closure. By the date of the January 17 continued hearing, the Council will most certainly have all the information relevant to making whatever decision it ultimately chooses to make.

We therefore respectfully request that City staff prepare alternate resolutions, to be considered by the Council on January 17, 2023, approving, and denying the Project as currently proposed, and that the Council make a decision — one way or another — at this hearing.

Thank you for your prompt attention to those important issues.

Very truly yours,

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1331 N. California Blvd.

VIA EMAIL
Mayor Budge, Vice Mayor Sander, and City
Councilmembers
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Email: [email protected]
Re: Dermody Properties - LogistiCenter at Rancho Cordova (Bear Hollow) Major Design Review Project No. PLND-1021-0015
Dear Mayor Budge, Vice Mayor Sander, and Honorable Members of the City Council:

As you know, this firm represents Dermody Properties (“Dermody”) in its design review application for the LogistiCenter Project on Bear Hollow Drive (“Project”) in the City. As we expressed in my December 14, 2022 letter, we are concerned with the City’s ongoing misinterpretation of its legal obligations under the Development Agreement. As has repeatedly been made clear in our past correspondence to the City on this topic, these obligations strictly limit your ability to deny or impose further conditions on the Project during the design review process. The City has reviewed the Project application for more than a year, during which time Dermody has made several costly and thoughtful refinements to respond to City and community input.

Dermody did so in good faith and with the reasonable expectation that the City would honor its obligations under the Development Agreement.

As described in our prior letters to the City sent on October 3, November 29, and December 14, 2022, and also as reflected in my comments to the Council at the December 5, 2022 hearing, the Project’s design, configuration, proposed use, density, and intensity all comply with the applicable objective standards set out in the VOZSPA and 2003 County Code. The Development Agreement now mandates that the Council approve the Project with no further conditions, restrictions, or requirements. Unfortunately, based on its recent comments and actions made during the December 5, 2022 hearing, the Council appears to be poised to violate the Development Agreement by making new unreasonable and unwarranted requests for design changes that would contravene Dermody’s vested rights under it and, if ever implemented, also would result in an inferior, outdated, and likely failed project. At this point, with the expiration of the Development Agreement just a few ITEM 18.1. ATTACHMENT 5

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months away, it is imperative that the Council make a decision on the Project at the close of its January 17, 2023, hearing. We remain hopeful that the Council will adhere to its obligation under the Development Agreement to approve the Project as proposed and avoid the prospect of litigation with the risk of incurring significant monetary damages and attorneys’ fees as expressly provided for thereunder.

In the interest of further augmenting the administrative record, we provide additional comments to the Council below.

I. The City Cannot Impose Further Conditions or Restrictions on the Project without Violating the Development Agreement.

As detailed in our November 29, 2022 letter, the Project proposes a permitted use that complies with all objective development standards included in the VOZSPA.1 The Project proposes a use at the density and intensity of development set forth in the Development Agreement and the City cannot impose any further conditions, requirements, or restrictions on its development. (DA, § 4.1; see my November 29, 2022, letter at pages 4-6.) Unfortunately, the Council has apparently ignored our prior communications on this point.

Regarding building height, the Council has demanded that the Project be redesigned at a height significantly below the VOZSPA’s only applicable objective intensity standard – a 40-foot height limit on property that is not contiguous to agricultural or residentially zoned property. This appears to be a misguided attempt by the Council to mollify neighbor concerns but lacks any support under either the Development Agreement or any Existing Land Use Regulations it incorporates. As we already discussed in detail, such a reduction in height is not permitted under the law; just as the City would be prohibited from changing other objective development standards to impose more onerous requirements (e.g., the City could not demand that more parking spaces be installed than required under the applicable development standard), the City is prohibited from changing the objective development intensity standard as it relates to height. Moreover, such a height restriction would effectively render the Project infeasible since the building could not physically accommodate the type of use that Class A tenants require; this de facto denial of the proposed use also conflicts with Dermody’s vested rights. Both of the foregoing serve as separate, independent legal reasons that the Council is prohibited from imposing a more stringent height limitation on the Project.

Furthermore, doing so would have a tremendously damaging practical impact on the community. As Dermody has already explained at length, a shorter building cannot physically accommodate a high-quality light industrial tenant’s use because the additional height is necessary to conduct its operations. Therefore, even assuming that Dermody acquiesced – which, to be clear, Dermody will not do – the end result 1 As detailed in the November 29, 2022 letter, the Project complies with all applicable objective setback, height, lot area, parking, and fencing standards. (VOZSPA, § 512-214.)
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would be an inferior, functionally obsolete building that could not be leased in an economically viable manner. Realistically, this would then mean that this building would likely sit vacant for all or much of the time (or be periodically leased to lower quality tenants, at best). The end result: rather than a high-quality, aesthetically pleasing, substantially landscaped, well-maintained modern structure that could accommodate a Class A industrial tenant use that is consistent with the VOZPA’s long-held vision for the site, the City would be forcing the landowner to build an economically inviable project, which would inevitably turn to blight. Such a shortsighted approach to land use would only disserve the community, both in the short- and long-term.

As to the Council’s many other new or contemplated requests, these are entirely arbitrary and capricious, relating to no identifiable standards in the VOZPA, Development Agreement, or elsewhere. For example, at the December 5th hearing the Council requested or “suggested” that Dermody make the following major changes to the Project, among others:
 Plant decades-old and fully grown trees at the Project site, giving the appearance that a “forest” surrounds the Project building.  Make aesthetic changes to “all four sides” of the Project building. Some of these included a request to add several large faux windows to the side of an industrial building to give it an “office like” or “retail like” appearance.  Somehow add screening to make the Project fully invisible to all surrounding uses.
 Reconfigure the Project to somehow match an ambiguous, undefined, uncodified, and subjective understanding of what a generic “warehouse” looked like when the Development Agreement was executed in 2003.

Each of the above items departs from the Development Agreement’s concrete, express and objective terms and vested rights, and deviates into the realm of the Council’s unrealistic, shifting, and subjective preferences that are impermissible and unenforceable under the Development Agreement and applicable law. Despite this, and although it is not required to do so, Dermody has acted in good faith to address the City’s numerous prior design requests to the extent reasonable, with many of these efforts detailed in our November 29, 2022 letter to the Council. After the December 5th hearing, Dermody further updated the exterior paint colors (including a “Tuscan” color theme, based on Council direction) and added 64 more mature trees (28 in 36” boxes and 36 in 48” boxes, with 18 total new trees for a total of 205) to further screen the Project building from public vantage points.2 The Development 2 Dermody also previously voluntarily agreed to invest a significant sum of money on off-site improvements that have no nexus to anticipated Project impacts, and thus are not contractually or otherwise required. However, Dermody continues to reserve all its rights not to move forward with any of these voluntary off-site improvements if the City fails to meet its ITEM 18.1. ATTACHMENT 5

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Agreement does not require Dermody to make any further design changes; any continued demands that Dermody do so or that it reduce the Project’s already fullycompliant intensity or density violate the Development Agreement in multiple ways.

II. The Project is Not Required to Match Someone’s Uncodified and Subjective Idea of What a Generic Warehouse Looked Like in 2003.

Regarding the final bullet point above, on December 5, the City Attorney made a troubling statement that Dermody’s vested rights under the plain language of the Development Agreement are somehow limited by a supposed (albeit sub silentio and unwritten) requirement that Dermody construct a warehouse that matches a never codified or contractually expressed idea of what a generic warehouse looked like in 2003. There is nothing in the Development Agreement, the VOZSPA, or any other law that remotely supports this highly subjective and legally baseless notion.

The Development Agreement clearly and expressly vests Dermody’s right to develop the Project site with those uses allowed under the VOZPA at the codified “density and intensity” of development. Nothing requires Dermody to build a project that is “downsized” from the expressly permitted objective density and intensity standards, or somehow constructed to meet obsolete market demands or other circumstances that may have existed and influenced warehouse designs two decades ago.

In fact, this would not only be illogical and violative of the Development Agreement’s express terms, but it would be entirely counterproductive and harmful for the City (as well as Dermody). Dermody is proposing an innovative modern use with highquality design amenities and site improvements. The quality of these design components and improvements far exceeds those typically required or expected from warehouse development 20 years ago.

We note that even assuming arguendo the Project were required to look like someone’s subjective idea of what a typical or generic warehouse looked like in 2003, that would still not allow the City to circumvent its obligations under the Development Agreement because, in actual fact, there are many pre-2003 warehouses in Sacramento County with heights and size, i.e. density and intensity, quite similar in relevant respects to the Project. A non-exhaustive list of such buildings includes:
 6003 88th Street, constructed in 2002, 127,249 square feet, 32-foot interior clearance (i.e. same clearance height as proposed by the Project).
 6350 Sky Creek Road, constructed in 2001, 108,956 square feet, 32- foot interior clearance.
contractual obligations by approving the Project as proposed at the January 17, 2023 Council hearing.

ITEM 18.1. ATTACHMENT 5

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 6271 Florin Perkins, constructed in 2002, 57,000 square feet, 32-foot interior clearance.

Despite their construction in the circa 2003-timeframe, the City would surely not desire Dermody’s LogistiCenter Project to emulate any of these examples, none of which incorporate the same high-quality landscaping, screening, and design that Dermody’s LogistiCenter Project proposes. Attached as Exhibit A are photographs of each of the above examples, which demonstrate this point.

III. There is No Statewide 1,000-Foot Setback Requirement.

During the December 5th hearing, the Council also appeared to seriously entertain the completely false notion that a 1,000-foot statewide warehouse setback standard exists in some applicable law, and that such a “standard” should be imposed on the Project. It is unfortunate that the Council’s misapprehension was not remedied during the hearing. We therefore take the opportunity to do so now. To confirm in no uncertain terms, no such standard exists or has ever existed and the Council has no legal authority to impose such a nonexistent “standard” on the Project.

In support of the supposed standard, reference was made to a 2022 settlement agreement among the Sierra Club, the California Attorney General, and the City of Fontana in CEQA litigation that challenged Fontana’s approval of a warehouse project. Obviously, a litigation settlement agreement among such parties related to a local approval did not – and could not – result in any statewide 1,000-foot setback standard for warehouse uses. But even beyond that, the local standard agreed upon by the City in that settlement was far more limited. Indeed, the warehouse ordinance (Ordinance 1891) adopted by Fontana as result of this settlement includes the following minimum buffer and setback standards, all of which Dermody’s Project easily complies with and, in fact, far exceeds:
 For any warehouse building larger than 50,000 square feet: a ten-foot wide landscaping buffer, measured from the property line of all adjacent sensitive receptors.
 For any warehouse building larger than 400,000 square feet in size: a twenty-foot landscape buffer, measured from the property line of all adjacent sensitive receptors.
 For any warehouse building larger than 400,000 square feet in size: the building’s loading docks shall be located a minimum of 300 feet away, measured from the property line of the sensitive receptor to the nearest dock door which does not exclusively serve electric trucks.
(See City of Fontana, Ordinance No. 1891, approved and adopted on April 12, 2022, at § 9-71. A copy of the Stipulation for Entry of Final Judgment on Consent resulting from this settlement, including the text of said Ordinance No. 1891, is attached hereto as Exhibit B.)
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Even if the above requirements formed the basis for a statewide standard – which, to reiterate, they do not – the instant Project would readily satisfy and far exceed them. Here, the Project proposes a warehouse of approximately 155,076 square feet and has no adjacent sensitive receptors. As verified by your own staff’s report, and as I personally pointed out to the Council at the December 5, 2022 hearing, the nearest property lines associated with sensitive residential uses lie 790 feet distant to the north and 930 feet distant to the east, as measured from the Project’s property line (not loading docks), thus far exceeding the 300-foot setback requirement from loading docks actually adopted by City of Fontana ordinance for much larger warehouse projects.

We note that in 2022, Attorney General Rob Bonta issued a guidance document entitled “Warehouse Projects: Best Practices and Mitigation Measures to Comply with the California Environmental Quality Act” (“Warehouse Guidance Document”).

This Warehouse Guidance Document does not establish any enforceable legal standards, but notably it does reference the setback standards from the Fontana Ordinance as “an example [for cities] to review and build upon.” (Warehouse Guidance Document, at p. 4, attached hereto as Exhibit C.) In summary and contrary to the false assertions being urged upon and entertained by the Council at the December 5th hearing, there is no enforceable statewide standard requiring a 1,000-foot setback between warehouse uses and nearby sensitive uses. Notwithstanding this, the Project’s proposed setback and landscaping buffers significantly exceed all applicable legal requirements and even the examples cited by the state Attorney General as “best practices” for warehouse projects. The fact that the Council spent considerable time discussing ways in which this nonexistent standard could be imposed on the Project is further evidence of a lack of good faith and fair dealing in the Council’s treatment of the Project and its view of the City’s obligations under the Development Agreement.

IV. There is No Justification for Requiring Further CEQA Review.

During the December 5th hearing, it also appeared the Council may believe it has the legal right to require further CEQA review of the Project to address alleged air quality and traffic impacts. It does not. As we detailed in our attached letter to the City Manager dated October 3, 2022, it is entirely proper to adopt a CEQA Guidelines section 15183 partial exemption and streamlined CEQA review of this Project as staff proposes. (See October 3, 2022, letter attached hereto as Exhibit D). A CEQA Guidelines section 15183 partial exemption is appropriate in situations such as this one where a proposed project is consistent with the densities and intensities established by existing and CEQA-reviewed zoning, community plan, or general plan. (See Exhibit D, pages 5-6.)
Here, there is simply no justification or legal basis for requiring any further CEQA review of the Project. The City already prepared and certified a comprehensive Environmental Impact Report (“EIR”) fully analyzing potential environmental impacts resulting from buildout of the VOZSPA. Following preparation and certification of an EIR, CEQA places strict limitations on conducting subsequent CEQA review of a ITEM 18.1. ATTACHMENT 5

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project and prescribes no “expiration date” for an EIR. None of the very limited circumstances that would permit subsequent environmental review under CEQA are present here. (See Exhibit D, pages 6-7.)
On a related note, discussions at the December 5th hearing regarding the possible need for subsequent review of air quality impacts associated with the allegedly “new issue” of PM 2.5 emissions were also woefully wrong and misguided, with no correction by the City Attorney or opportunity for correction provided to Dermody’s counsel. First, PM 2.5 emissions have been a well-known environmental issue since at least the 1990s and the proper time for the public or anyone to have raised objections regarding the VOZPA EIR’s air quality analysis regarding these impacts was prior to or at the time that the County certified the EIR in 2002. (See, e.g., 62 Fed. Reg. 38652 et seq. (July 18, 1997) (U.S. EPA adding two new PM 2.5 standards to 40 CFR Part 50, National Ambient Air Quality Standards for Particulate Matter).) Further, in this vein, it is well established that environmental issues known or knowable at the time the EIR was certified cannot constitute “significant new information” or “changed circumstances” justifying subsequent CEQA review. (See, e.g., Citizens Against Airport Pollution v. City of San Jose (2014) 227 Cal.App.4th 788, 806-808 [new regulatory requirement did not constitute significant new information, nor did “potential environmental impact of greenhouse gas emissions [which] has been known since the 1970’s.”]; Citizens for Responsible Equitable Environmental Development v. City of San Diego (2011) 196 Cal.App.4th 515, 531- 532 [“SEIR is not required absent new information, and . . . information on the effect of greenhouse gas emissions on climate was known long before the City approved the 1994 FEIR”].)
Second, as detailed in our October 3, 2022, letter to the City Manager, because the only discretionary approval required for the Project is design review, the City fundamentally lacks authority to address non-design related effects, such as alleged effects related to air quality. (See, e.g., McCorkle Eastside Neighborhood Group v.

City of St. Helena (2019) 31 Cal.App.5th 80 [city’s limited discretion under local design review ordinance did not extend to addressing environmental effects and thus did not implicate or trigger CEQA]; San Diego Navy Broadway Complex Coalition v. City of San Diego (2010) 185 Cal.App.4th 924 [limited scope of city’s discretion in reviewing construction plans for conformity to urban design guidelines’ aesthetic criteria did not give it ability to address GHG/climate change impacts so as to trigger CEQA].)
Appropriately, and consistent with the applicable legal authorities, use of the CEQA Guidelines section 15183 partial exemption and streamlined review has been the City’s CEQA approach for similar projects requiring design review in the VOZSPA. (See Exhibit D, pages 2-3; see also March 2, 2020, letter from City Attorney (Meyers Nave) to M. R. Lozeau regarding GLP Stores, LLC Warehouse, attached hereto as Exhibit E.)
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V. Conclusion.

Outright denial of the Project is a clearly untenable option that is foreclosed by the Development Agreement. As detailed herein and otherwise in the administrative record, a Council decision that seeks to impose illegal restrictions as a condition of Project approval is equally unlawful. The Council here must recognize that no matter what illegal conditions it may attempt to impose on the Project, it will never please or placate the Project’s dedicated opponents; the vehemence of this small group of citizens will not be assuaged regardless. Instead, such a decision will make no one happy and will instead simply expose the City to litigation and substantial risk of monetary damages and attorneys’ fees.

Again, we are only months away from the end of the Development Agreement’s term. At this juncture, the Council can no longer require Dermody to make design changes without violating the Agreement. It is therefore imperative that the matter promptly be brought to closure before this Council, one way or another. At the conclusion of the January 17, 2023, hearing, the Council will have all the information needed to decide on the Project. Again, to bring this matter to a final decision – one way or another – at the administrative level, we request that City staff prepare alternate resolutions, to be considered by the Council on January 17, 2023, approving and denying the Project as currently proposed.

In conclusion, city councils do what is best for their community; they keep their word, act within their legal authority, and fulfill their contractual obligations and commitments; they make financially reasonable and prudent decisions, and avoid unnecessary risk to the public fiscal health. While city councils represent their constituents’ best interests, they also make factually and legally informed decisions for their community as a whole and are not swayed by the “clamor of the mob.” They educate their constituents to the facts and governing law when there is a need to do so. We are hopeful the Council will demonstrate sound leadership here and approve the Project as proposed.

Thank you for your anticipated attention to the foregoing issues.

Very truly yours,

MILLER STARR REGALIA
Arthur F. Coon
AFC:tzb
encls.
cc: Micah Runner, City Manager ([email protected]) ITEM 18.1. ATTACHMENT 5

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Elizabeth Sparkman, Community Development Director,
([email protected])
Adam Lindgren, City Attorney ([email protected]) George Condon, Dermody Properties ([email protected]) Lucy Crocker, Lucy & Company ([email protected])
Michelle Smira, MMS Strategies ([email protected]) Nadia L. Costa, Esq., Miller Starr Regalia ([email protected]) Travis A. Brooks, Esq., Miller Starr Regalia ([email protected]) ITEM 18.1. ATTACHMENT 5

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EXHIBIT A
ITEM 18.1. ATTACHMENT 5

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6003 88
th Street 6350 Sky Creek Road
6271 Florin Perkins Road 6271 Florin Perkins Road
ITEM 18.1. ATTACHMENT 5

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EXHIBIT B
ITEM 18.1. ATTACHMENT 5

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1 STIPULATION FOR ENTRY OF FINAL JUDGMENT ON CONSENT

ROB BONTA
Attorney General of California

CHRISTIE VOSBURG
Supervising Deputy Attorney General
ROBERT D. SWANSON
Deputy Attorney General
State Bar No. 295159
1300 I Street, Suite 125
P.O. Box 944255
Sacramento, CA 94244-2550
Telephone: (916) 210-7808
Fax: (916) 327-2319
E-mail: [email protected]
Attorneys for People of the State of California
ex rel. Rob Bonta, Attorney General
ABIGAIL A. SMITH
Law Office of Abigail Smith, a
Professional Corporation
State Bar No. 228087
2305 Historic Decatur Road, Suite 100
San Diego, CA 92106
Telephone: (951) 808-8595
Facsimile: (951) 972-8488
Email: [email protected]
Attorney for Sierra Club
Exempt from Filing Fees pursuant to
Government Code section 6103

SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO

SIERRA CLUB,
Petitioner,
v.

CITY OF FONTANA,
Respondent.

Case Nos.: CIVSB2121605, CIVSB2121829
Assigned to: Hon. Donald Alvarez
Dept.: S23
Actions Filed: July 23, 2021

STIPULATION FOR ENTRY OF

FINAL JUDGMENT ON CONSENT
[CEQA CLAIM]
(Code of Civ. Proc., § 664.6)

PEOPLE OF THE STATE OF

CALIFORNIA,
Petitioner,
v.

CITY OF FONTANA,
Respondent.

DUKE REALTY CORPORATION,
Real Party in Interest.

ITEM 18.1. ATTACHMENT 5

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2 STIPULATION FOR ENTRY OF FINAL JUDGMENT ON CONSENT
Petitioners Sierra Club and People of the State of California (collectively, “Petitioners”), Respondent, City of Fontana (“Respondent”), and Real Party in Interest, Duke Realty Corporation (“Real Party”) (collectively “the Parties”), stipulate as follows:

RECITALS
WHEREAS, on July 23, 2021, Petitioners each filed a Petition for Writ of Mandate (“Petition”) alleging that Respondent violated the California Environmental Quality Act (“CEQA”) in its approval of the Slover & Oleander Industrial/Duke Realty Project (“the Project”); and,
WHEREAS, the Parties have engaged in settlement discussions. In these discussions, Sierra Club was represented by Abigail Smith of the Law Office of Abigail Smith, the People of the State of California were represented by the Office of the Attorney General of the State of California, the City of Fontana was represented by Alisha Winterswyk and Sarah Owsowitz of Best Best & Krieger LLP and Duke Realty Corporation was represented by Jonathan Shardlow of Allen Matkins Leck Gamble Mallory & Natsis LLP.

WHEREAS, the Parties have arrived at an agreement to resolve all of Petitioners’ claims.

STIPULATION
In light of the foregoing recitals, the Parties stipulate and agree that:

1. The Parties stipulate to the terms of the [Proposed] Final Judgment on Consent (“[Proposed] Final Judgment”). A copy of the [Proposed] Final Judgment is attached to this Stipulation as Exhibit 1. The Parties consent to the entry of the [Proposed] Final Judgment by this Court without hearing or adjudication of any fact or law herein. The Parties waive their rights to a hearing on the matters alleged in the Petitions. The Parties agree that the [Proposed] Final Judgment is a fair and reasonable resolution of the matters alleged in the Petitions and avoids the expense and uncertainty of litigation over the matters alleged in the Petitions.

2. The Parties agree that if the Court does not enter the [Proposed] Final Judgment, this Stipulation and the [Proposed] Final Judgment shall have no legal force and effect, the Parties are not bound by the terms of this Stipulation or the [Proposed] Final Judgment, and each Party ITEM 18.1. ATTACHMENT 5

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3 STIPULATION FOR ENTRY OF FINAL JUDGMENT ON CONSENT
reserves any and all rights as to any issue or cause of action raised in the Petitions filed in this matter.

3. The undersigned have the authority to enter into this Stipulation on behalf of each of their respective clients.

4. The undersigned each acknowledge and represent that they have read this Stipulation and [Proposed] Final Judgment in their entirety, understand all of its terms and provisions, and sign this Stipulation voluntarily and of their own free will, knowing that it is a legally binding document and with the intent to be bound hereby.

5. The undersigned each acknowledge and represent that they are effecting this compromise and settlement and are executing this Stipulation (i) after they and their respective legal counsel had the opportunity to and did conduct an independent investigation of the relevant facts; and (ii) without relying on any representation made by the other Party or the other Party’s attorney(s).

6. This Stipulation may be executed in counterparts and all such counterparts, when executed, including via electronic signature, shall constitute a valid and binding agreement.

Dated: _______, 2022 LAW OFFICE OF ABIGAIL SMITH
By: ______________________________
Abigail Smith
Attorney for Petitioner, Sierra Club
Dated: _______, 2022 ROB BONTA
Attorney General of California

CHRISTIE VOSBURG
Supervising Deputy Attorney General
_________________________________

ROBERT SWANSON
Deputy Attorney General
Attorneys for Petitioner, People of the State of
California
April 14
April 14
ITEM 18.1. ATTACHMENT 5

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Dated:(0 ,2022 BEST BEST & KRIEGER LLP
2 By:

AlishaWinterswyk
Sarah E. Owsowitz
Tiffany M. Michou
Attorneys forRespondent,City of Fontana
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1 Dated: April 14, 2022 ALLEN MATKINS LECK GAMBLE

MALLROY & NATSIS LLP
By: hondlar
Jonatharshardlow
Attorneys for Real Party in Interest, Duke
Realty Corporation
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ITEM 18.1. ATTACHMENT 5

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EXHIBIT 1
ITEM 18.1. ATTACHMENT 5

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1 [PROPOSED] FINAL JUDGMENT ON CONSENT

ROB BONTA
Attorney General of California

SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO

SIERRA CLUB,
Petitioner,
v.

CITY OF FONTANA,
Respondent.

Case Nos.: CIVSB2121605, CIVSB2121829
Assigned to: Hon. Donald Alvarez
Dept.: S23
Actions Filed: July 23, 2021
[PROPOSED] FINAL JUDGMENT ON

CONSENT
[CEQA CLAIM]
(Code of Civ. Proc., § 664.6)

PEOPLE OF THE STATE OF

CALIFORNIA,
Petitioner,
v.

CITY OF FONTANA,
Respondent.

DUKE REALTY CORPORATION,
Real Party in Interest.

ITEM 18.1. ATTACHMENT 5

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Having reviewed the Parties’ Stipulation for Entry of Final Judgment on Consent (“Stipulation”), and good cause appearing, it is hereby ORDERED that:

1. DEFINITIONS.
a. “Sierra Club” refers to the Sierra Club and its related and or affiliated entities, respective past and present officers, directors, employees, agents, partners, members, managers, representatives, predecessors, successors, parents, subsidiaries, shareholders, executors, administrators, trustees, heirs, attorneys, insurers, and assigns.
b. The “People of the State of California,” “People of California,” or “People” refer to the People of the State of California, acting by and through the Attorney General of the State of California.
c. “City of Fontana” or “City” refers to the City of Fontana, California, and its related and or affiliated entities, respective past and present officers, directors, employees, agents, partners, members, managers, representatives, predecessors, successors, parents, subsidiaries, shareholders, executors, administrators, trustees, heirs, attorneys, insurers, and assigns.
d. “Duke” or “Developer” refers to Duke Realty Corporation, an Indiana corporation, and its related and affiliated entities, respective past and present officers, directors, employees, agents, partners, members, managers, representatives, predecessors, successors, parents, subsidiaries, shareholders, executors, administrators, trustees, heirs, attorneys, insurers, and assigns. e. “Parties” refers to Sierra Club, the People, the City, and Duke. “Party” refers to any one of Sierra Club, the People, the City, and Duke. f. “Petitions” refers to the Petitions for Writ of Mandate filed by Sierra Club and the People in the above-captioned matter on July 23, 2021.
g. The “Ordinance” refers to an Ordinance Of The City Council Of The City Of Fontana, California Amending Chapter 9 Of The Fontana Municipal Code To ITEM 18.1. ATTACHMENT 5

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Revise Article V For Modifications And Clarification To Buffering And Screening Requirements, Methods To Improve Traffic Circulation, Requirements For Alternative Energy, And Improvements To Construction Requirements As It Relates To Industrial Commerce Centers Throughout The City, which is attached hereto as Exhibit A and incorporated into this Final Judgment on Consent (“Final Judgment”).
h. The “Project” refers to the City of Fontana Master Case No. 20-072 for Tentative Parcel Map Number 20367 (TPM Number 20-018), and Design Review Number 20-027, the proposed development of an approximately 205,949 square-foot logistics and distribution facility at the southwest corner of Slover and Oleander Avenues in Fontana, California.
i. The “Development Approvals” refers to the City of Fontana Planning Commission’s approval on April 20, 2021, of the Project and adoption of an Initial Study/Mitigated Negative Declaration pursuant to the California Environmental Quality Act (CEQA) for the Project.
j. “Project-Specific Provisions/Measures” refers to the terms to which the Parties have agreed in Exhibit B, which is attached hereto and incorporated into this Final Judgment.

2. JURISDICTION AND VENUE. This Court has subject matter jurisdiction over the matters alleged in the Petitions and personal jurisdiction over the Parties, and venue in this Court is proper.

3. APPLICABILITY. The Stipulation and this Final Judgment shall apply to and be binding on Sierra Club, the People, the City of Fontana, and Duke.

4. MATTERS COVERED AND RESERVED CLAIMS.
a. “Claims” refers to all claims arising out of the Development Approvals that were brought or could have been brought in the Petitions or Answers to the Petitions. b. As to Sierra Club, the Stipulation and this Final Judgment is a final and binding resolution and settlement of all Claims. Sierra Club also agrees not to file any ITEM 18.1. ATTACHMENT 5

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litigation challenging the Development Approvals, any current or future approvals necessary to construct the Project, including building or other site development permits, or current or future approvals necessary to implement this Final Judgment. Sierra Club further agrees not to file litigation challenging approvals for future modifications or iterations of the Project that would not trigger environmental review pursuant to CEQA.
c. As to the People, the Stipulation and this Final Judgment is a final and binding resolution and settlement of all Claims. The People also agree not to file any litigation challenging the Development Approvals, any current or future approvals necessary to construct the Project, including building or other site development permits, or current or future approvals necessary to implement this Final Judgment. The People further agree not to file litigation challenging approvals for future modifications or iterations of the Project that would not trigger environmental review pursuant to CEQA.
d. As to the City, the City covenants not to sue the People or Sierra Club regarding any circumstance, thing or event alleged, related, or pertaining to the Project. The City also agrees to forever release any and all claims it may have against the People or the Sierra Club arising out of any circumstance, thing or event alleged, related, or pertaining to the Project.
e. As to Duke, Duke covenants not to sue the People or Sierra Club regarding any circumstance, thing or event alleged, related, or pertaining to the Project. Duke also agrees to forever release any and all claims it may have against the People or the Sierra Club arising out of any circumstance, thing or event alleged, related, or pertaining to the Project.
f. All claims other than those listed above are reserved. The Parties affirm that nothing in this Final Judgment in any way affects the People’s or Sierra Club’s rights, claims, or defenses in any past, present, or future lawsuit or dispute against the City related to any project other than the Project. Additionally, except as ITEM 18.1. ATTACHMENT 5

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5 expressly provided herein, nothing in this Final Judgment is intended nor shall be construed to limit the People from taking appropriate enforcement actions or otherwise exercising their authority under any law.
g. The Parties specifically waive their rights under California Civil Code section 1542 only as they pertain to claims under the State Planning and Zoning Law and the California Environmental Quality Act. Section 1542 provides as follows: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." With this provision, the People do not waive or extinguish any criminal liability.

Siera Club
Initials:e
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People Duke City
PS Initials: Initials:

Paragraphs 4.b and 4.c are subject to the condition that the Project is implemented in accordance with all terms of this Final Judgment, including the Project-Specific Provisions/Measures identified in Exhibit B. If the Project is not implemented in accordance with the terms of this Final Judgment, Paragraphs 4.b and 4.c are null and void.

Nothing in this Final Judgment shall limit any party from enforcing the terms of this Final Judgment.
h.
i.

5. INJUNCTIVE TERMS.

City ofFontana:
a. In consideration of the terms of this Final Judgment, the City hasenacted the Ordinance, Exhibit A to this Final Judgment.
b. The City shall defend all terms of the Ordinance against legal challenge, including appeal of any loss to any court at which appeal by right is avalable, unless written consent to non-defense is provided by Sierra Club and the People. The City may 5 [PROPOSED] FINAL JUDGMENT ON CONSENT
ITEM 18.1. ATTACHMENT 5

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settle any legal challenge to the Ordinance without written consent by Sierra Club and the People, subject to Paragraph 5.c.
c. The City shall enforce compliance with the Ordinance consistent with its general enforcement of other City laws and ordinances.
d. The City shall abide by all terms and obligations set forth in Exhibit B that expressly apply to the City and shall enforce the Project Mitigation Measures applicable to Duke identified therein.

Duke:
a. Duke shall comply with the terms of this Final Judgment, including the injunctive obligations set forth in Exhibit B to this Final Judgment.

6. COMPROMISE OF DISPUTED CLAIMS. This Final Judgment is a compromise of disputed claims and shall never at any time or for any purpose be considered an admission of any liability or responsibility on the part of any Party; nor shall the furnishing of any consideration for the execution of this Final Judgment constitute or be construed as an admission of any liability whatsoever by any Party.

7. COMPLIANCE WITH APPLICABLE LAW. Nothing in this Final Judgment shall excuse the City or Duke from meeting any requirements that may be imposed by applicable law or by changes in the applicable law.

8. NO LIABILITY OF THE PEOPLE. The People or any agency of the State of California shall not be liable for any injury or damage to persons or property resulting from acts or omissions by the City or Duke, or other persons acting in concert or participating with the City or Duke, in carrying out activities pursuant to this Final Judgment, nor shall the People be held as a party to or guarantor of any contract entered into by the City or Duke, or other persons acting in concert or participating with the City or Duke, in carrying out the requirements of this Final Judgment.

9. COSTS AND ATTORNEYS’ FEES. Except to the extent provided herein, in Exhibit B, or in any separate indemnification agreement, each Party shall bear their own costs and ITEM 18.1. ATTACHMENT 5

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7 [PROPOSED] FINAL JUDGMENT ON CONSENT
attorneys’ fees, and no Party is a “prevailing party” for purposes of claiming either costs or attorneys’ fees.

10. CAPTIONS. Paragraph titles and captions contained in this Final Judgment are inserted as a matter of convenience and for reference, and are not a substantive part of this Final Judgment.

11. INTEGRATION. This Final Judgment constitutes the entire agreement between the Parties with respect to all Claims related to the Development Approvals and may not be amended or supplemented except as provided for herein. No oral representations have been made or relied on, and this Final Judgment supersedes any and all other agreements whether oral or written between the Parties.

12. JOINT PREPARATION. This Final Judgment has been jointly drafted. No presumptions or rules of interpretation based upon the identity of the party preparing or drafting the Final Judgment, or any part thereof, shall be applicable or invoked.

13. AMENDMENTS AND MODIFICATIONS. This Final Judgment may only be amended or modified on a noticed motion by one of the Parties with subsequent approval by the Court, or upon written consent by all of the Parties and the subsequent approval of the Court. No provision of this Final Judgment, or breach of any provision, can be waived except in writing.

Waiver of any provision or breach shall not be deemed to be a waiver of any other provision, or of any subsequent breach of the same or other provision.

14. TIME OF THE ESSENCE. Time is expressly declared to be of the essence in this Final Judgment, and of every provision in which time is an element, if any.

15. BENEFIT AND BURDEN. The Parties agree that this Final Judgment is freely assignable and that this Final Judgment shall be binding upon and inure to the benefit of the Parties and their heirs, executors, administrators, trustors, trustees, beneficiaries, predecessors, successors, assigns, partners, partnerships, parent companies, subsidiaries, affiliated and related entities, officers, directors, principals, agents, servants, employees, and representatives.

16. DUKE AS APPLICANT. The Parties understand and agree that although Duke was the applicant of the Project, an affiliate or successor-in-interest to Duke may develop and/or build ITEM 18.1. ATTACHMENT 5

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the actual Project. Duke shall notify and provide a copy of this Final Judgment in full to any affiliate or successor-in-interest, and the obligations set forth in Exhibit B will be carried out by whichever entity actually develops the Project, and, with the exception of item 25 (“Attorney’s Fees”), only if the Project is actually built.

17. NO ASSIGNMENT. Each Party represents and warrants that it has not assigned or transferred any claims released herein, and that it is the sole owner of that claim.

18. NO BROADER APPLICATION. The Parties agree that Exhibit B does not apply to any other development projects proposed by Duke or approved by the City, or that may be proposed or approved in the future by Duke or the City, respectively. This paragraph does not apply to any modifications or iterations of the Project.

19. SEVERABILITY. Even if a court holds one or more parts of this Final Judgment ineffective, invalid, or void, all remaining provisions shall remain valid.

20. RETENTION OF JURISDICTION. The Parties agree that this Court has continuing jurisdiction to interpret and enforce the provisions of this Final Judgment and to address any other matters arising out of or regarding this Final Judgment.

21. VALIDITY OF FINAL JUDGMENT. All Parties agree that this Final Judgment is valid and enforceable and waive any collateral attack on this Final Judgment or other assertion that this Final Judgment is contrary to law.

22. ENFORCEMENT OF FINAL JUDGMENT. No action for breach of this Final Judgment shall be brought or maintained until: (a) the non-breaching Party provides written notice to the breaching Party which explains with particularity the nature of the claimed breach, and (b) within thirty (30) calendar days after receipt of said notice, the breaching Party fails to cure the claimed breach or, in the case of a claimed breach which cannot be reasonably remedied within a thirty (30) day period, the breaching Party fails to commence to cure the claimed breach within such thirty (30) day period, and thereafter diligently complete the activities reasonably necessary to remedy the claimed breach.

23. NOTICES. Any notice, request, or communication required to be given to the Parties under this Final Judgment shall be given in writing and shall be personally delivered or ITEM 18.1. ATTACHMENT 5

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mailed by prepaid registered or certified mail to the addresses below. Notice shall also be delivered by e-mail at or before the time of personal or mail delivery. Notices shall be deemed received on the date of personal delivery or facsimile transmission; on the date shown on a signed return receipt or acknowledgment of delivery; or, if delivery is refused or notice is sent by regular mail, seventy-two (72) hours after deposit. Until a Party gives notice of a change, notices shall be sent to:

FOR SIERRA CLUB: Sierra Club
Sierra Club San Gorgonio Chapter Chair
P. O. Box 5425
Riverside, CA 92517
[email protected]
WITH A COPY TO: Abigail Smith, Esq.

Law Office of Abigail Smith
2305 Historic Decatur Road, Suite 100
San Diego, CA 92106
[email protected]
Attorney for Sierra Club
FOR DUKE: Allen Matkins Leck Gamble Mallory & Natsis LLP Jonathan E. Shardlow
1900 Main Street, 5th Floor
Irvine, CA 92614-7321
[email protected]
Attorney for Duke
AND A COPY TO: Duke Realty
Attn: Joe Hawkins
8711 River Crossing Boulevard
Indianapolis, IN 46240
[email protected]
FOR THE PEOPLE: Robert Swanson
Deputy Attorney General
California Department of Justice
1300 I Street, Suite 125
P.O. Box 944255
Sacramento, CA 94244-2550
[email protected]
FOR THE CITY OF FONTANA: City of Fontana
Attn: Phillip Burum, Deputy City Manager
8353 Sierra Ave
ITEM 18.1. ATTACHMENT 5

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Fontana, CA 92335
[email protected]
AND A COPY TO: Best Best & Krieger, LLP
Ruben Duran, City Attorney
2855 E. Guasti Rd.

Suite 400
Ontario, CA 91761
[email protected]

24. CHOICE OF LAW AND CHOICE OF FORUM. This Final Judgment shall be deemed to have been executed and delivered within the State of California; the rights and obligations of the Parties hereunder shall be governed, construed and enforced in accordance with the laws of the State of California. The venue for any dispute arising from or related to this Final Judgment, its performance, and its interpretation shall be the Superior Court of California, County of San Bernardino.

25. DAMAGES. The Parties agree that the sole and exclusive remedy for breach of this Final Judgment shall be an action for specific performance or injunction. In no event shall any Party be entitled to monetary damages for breach of this Final Judgment.

26. EFFECTIVE DATE. This Final Judgment is effective as of the date on which the Court enters this Final Judgment on the Court’s docket.

ITEM 18.1. ATTACHMENT 5

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IT IS ORDERED THAT THE FINAL JUDGMENT BE ENTERED.

Dated: __________________ ___________________________________

JUDGE OF THE SUPERIOR COURT
ITEM 18.1. ATTACHMENT 5

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EXHIBIT A
ITEM 18.1. ATTACHMENT 5

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ORDINANCE NO. 1891

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF FONTANA, CALIFORNIA AMENDING CHAPTER 9 OF THE FONTANA MUNICIPAL

CODE TO REVISE ARTICLE V FOR MODIFICATIONS AND

CLARIFICATION TO BUFFERING AND SCREENING REQUIREMENTS,

METHODS TO IMPROVE TRAFFIC CIRCULATION, REQUIREMENTS

FOR ALTERNATIVE ENERGY, AND IMPROVEMENTS TO

CONSTRUCTION REQUIREMENTS AS IT RELATES TO INDUSTRIAL
COMMERCE CENTERS THROUGHOUT THE CITY.

WHEREAS, the City of Fontana (the “City”) is a municipal corporation, duly organized under the constitution and laws of the State of California; and WHEREAS, on or about May 7, 2021, the governing board of the South Coast Air Quality Management District (“SCAQMD”) adopted Rule 2305, the Warehouse Indirect Source Rule (“Rule 2305”); and
WHEREAS, Rule 2305 requires warehouses greater than 100,000 square feet to directly reduce nitrogen oxide and diesel particulate matter emissions, or to otherwise facilitate emission and exposure reductions of these pollutants in nearby communities; and
WHEREAS, SCAQMD has also adopted Rule 402 prohibiting emissions that cause injury and/or annoyance to a substantial number of people, including odors; Rule 403 requiring dust control measures during construction; Rule 1113 requiring the use of low Volatile organic compounds (“VOC”) paints and coatings; Rule 1186 requiring use of SCAQMD certified street sweepers; and Rule 2202 requiring establishment of rideshare programs for facilities employing more than 250 employees; and WHEREAS, the California Air Resources Board (“CARB”) adopted Rule 2485 restricting diesel engine idling to five minutes or less; and WHEREAS, California Building Standards Commission adopted Part 11, Title 24 of the California Code of Regulations, known as CALGreen, which generally requires low energy use features, low water use features, all-electric vehicle (“EV”) parking spaces and charging facility accommodation, carpool/vanpool parking spaces, and short-term and long-term bicycle parking facilities; and
WHEREAS, the City of Fontana currently regulates industrial commerce centers in Specific Plans, Chapter 30 of the Zoning and Development Code, and in Chapter 9, and Article V (Industrial Commerce Centers Sustainability Standards) of the Municipal Code. Furthermore, Ordinance No. 1879 that established Article V in Chapter 9 of the Municipal Code was adopted by City Council on February 8, 2022; and DocuSign Envelope ID: 440205DF-A281-45CB-BF15-211C45B14006 ITEM 18.1. ATTACHMENT 5

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Ordinance No. 1891

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WHEREAS, the City initiated Municipal Code Amendment (AMD) No. 21-001R1 amend Chapter 9 (Environmental Protection and Resource Extraction) of the Municipal Code to modify Article V to revise Industrial Commerce Centers Sustainability Standards, which includes modifications and clarification to buffering and screening requirements, methods to improve traffic circulation, requirements for alternative energy, and improvements to construction as it relates to industrial commerce centers throughout the city; and
WHEREAS, December 21, 2021, the City Council held the second reading and adopted Ordinance No. 1879 for Municipal Code Amendment (AMD) No. 21-001 to add Article V to establish sustainability standards for industrial commerce centers throughout the city; and
WHEREAS, On March 22, 2022, the City Council held a duly noticed public hearing on Municipal Code Amendment (AMD) No. 21-001R1, and the supporting documents in evidence, the City Council found that the Municipal Code Amendment is in conformance with General Plan and does not change any of the Land Use Designation of any properties and it is consistent with the General Plan and furthers Action B of Goal 3 in Chapter 12 to promote renewable energy programs for government, Fontana businesses, and Fontana residences; and
WHEREAS, a notice of the public hearing was published in the local San Bernardino County Sun newspaper on Saturday, March 12, 2022 and posted at City.

THE CITY COUNCIL OF THE CITY OF FONTANA DOES ORDAIN AS
FOLLOWS:

Section 1. The above recitals are true and correct and are fully incorporated herein.

Section 2. Article V of Chapter 9 of the Fontana Municipal Code is hereby amended and renumbered follows:

ARTICLE V. – Industrial Commerce Centers Sustainability Standards Sec. 9-70. – Applicability.

This Article is applicable to all Warehouse uses throughout the city, as defined in Section 30-12 of Chapter 30, Article 1, Division 4; and as listed as a type of “Warehousing Use” in Table No. 30-530 and includes all warehouse uses in Specific Plans. The following sections shall supersede any existing requirements in the Municipal Code and Specific Plans.

Sec. 9-71. – Buffering and Screening / Adjacent uses.
(1) For any Warehouse building larger than 50,000 square feet in size, a ten-foot-wide landscaping buffer shall be required, measured from the property line of all adjacent sensitive receptors. For any Warehouse DocuSign Envelope ID: 440205DF-A281-45CB-BF15-211C45B14006 ITEM 18.1. ATTACHMENT 5

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building larger than 400,000 square feet in size, a twenty-foot-wide landscaping buffer shall be required, measured from the property line of all adjacent sensitive receptors. The buffer area(s) shall include, at a minimum, a solid decorative wall(s) of at least ten feet in height, natural ground landscaping, and solid screen buffering trees, as described below, unless there is an existing solid block wall. For any Warehouse building equal to or less than 50,000 square feet in size, a solid decorative wall(s) of at least ten feet in height shall be required when adjacent to any sensitive receptors. Sensitive receptor shall be defined as any residence including private homes, condominiums, apartments, and living quarters, schools, preschools, daycare centers, in-home daycares, health facilities such as hospitals, long term care facilities, retirement and nursing homes, community centers, places of worship, parks (excluding trails), prisons, and dormitories.
(2) Trees shall be used as part of the solid screen buffering treatment. Trees used for this purpose shall be evergreen, drought tolerant, minimum 36- inch box, and shall be spaced at no greater than 40-feet on center. The property owner and any successors in interest shall maintain these trees for the duration of ownership, ensuring any unhealthy or dead trees are replaced timely as needed.
(3) All landscaping shall be drought tolerant, and to the extent feasible, species with low biogenic emissions. Palm trees shall not be utilized. (4) All landscaping areas shall be properly irrigated for the life of the facility to allow for plants and trees to maintain growth.
(5) Trees shall be installed in automobile parking areas to provide at least 35% shade cover of parking areas within fifteen years. Trees shall be planted that are capable of meeting this requirement.
(6) Unless physically impossible, loading docks and truck entries shall be oriented away from abutting sensitive receptors. To the greatest extent feasible, loading docks, truck entries, and truck drive aisles shall be located away from nearby sensitive receptors. In making feasibility decisions, the City must comply with existing laws and regulations and balance public safety and the site development’s potential impacts to nearby sensitive receptors. Therefore, loading docks, truck entries, and drive aisles may be located nearby sensitive receptors at the discretion of the Planning Director, but any such site design shall include measures designed to minimize overall impacts to nearby sensitive receptors.” (7) For any Warehouse building larger than 400,000 square feet in size, the building’s loading docks shall be located a minimum of 300 feet away, measured from the property line of the sensitive receptor to the nearest DocuSign Envelope ID: 440205DF-A281-45CB-BF15-211C45B14006 ITEM 18.1. ATTACHMENT 5

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dock door which does not exclusively serve electric trucks using a direct straight-line method.

Sec. 9-72. – Signage and Traffic Patterns.
(1) Entry gates into the loading dock/truck court area shall be positioned after a minimum of 140 feet of total available stacking depth inside the property line. The stacking distance shall be increased by 70 feet for every 20 loading docks beyond 50 docks. Queuing, or circling of vehicles, on public streets immediately pre- or post-entry to an industrial commerce facility is strictly prohibited unless queuing occurs in a deceleration lane or right turn lane exclusively serving the facility. (2) Applicants shall submit to the Engineering Department, and obtain approval of, all turning templates to verify truck turning movements at entrance and exit driveways and street intersection adjacent to industrial buildings prior to entitlement approval. Unless not physically possible, truck entries shall be located on Collector Streets (or streets of a higher commercial classification), and vehicle entries shall be designed to prevent truck access on streets that are not Collector Streets (or streets of a higher commercial classification), including, but not limited to, by limiting the width of vehicle entries.
(3) Anti-idling signs indicating a 3-minute diesel truck engine idling restriction shall be posted at industrial commerce facilities along entrances to the site and in the dock areas and shall be strictly enforced by the facility operator.
(4) Prior to issuance of certificate of occupancy facility operators shall establish and submit for approval to the Planning Director a Truck Routing Plan to and from the State Highway System based on the City’s latest Truck Route Map. The plan shall describe the operational characteristics of the use of the facility operator, including, but not limited to, hours of operations, types of items to be stored within the building, and proposed truck routing to and from the facility to designated truck routes that avoids passing sensitive receptors, to the greatest extent possible. The plan shall include measures, such as signage and pavement markings, queuing analysis and enforcement, for preventing truck queuing, circling, stopping, and parking on public streets. Facility operator shall be responsible for enforcement of the plan. A revised plan shall be submitted to by the Planning Director prior to a business license being issued by the City for any new tenant of the property. The Planning Director shall have discretion to determine if changes to the plan are necessary including any additional measures to alleviate truck routing and parking issues that may arise during the life of the facility.

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(5) Signs and drive aisle pavement markings shall clearly identify the onsite circulation pattern to minimize unnecessary on-site vehicular travel. (6) Facility operators shall post signs in prominent locations inside and outside of the building indicating that off-site parking for any employee, truck, or other operation related vehicle is strictly prohibited. City may require facility operator to post signs on surface or residential streets indicating that off-site truck parking is prohibited by City ordinance and/or the Truck Routing Plan.
(7) Signs shall be installed at all truck exit driveways directing truck drivers to the truck route as indicated in the Truck Routing Plan and State Highway System.
(8) Signs shall be installed in public view with contact information for a local designated representative who works for the facility operator and who is designated to receive complaints about excessive dust, fumes, or odors, and truck and parking complaints for the site, as well as contact information for the SCAQMD’s on-line complaint system and its complaint call-line: 1-800-288-7664. Any complaints made to the facility operator’s designee shall be answered within 72 hours of receipt. (9) All signs under this Section shall be legible, durable, and weather-proof. (10) Prior to issuance of a business license, City shall ensure for any facility with a building or buildings larger than 400,000 total square feet, that the facility shall include a truck operator lounge equipped with clean and accessible amenities such as restrooms, vending machines, television, and air conditioning.”
Sec. 9-73. – Alternative Energy.
(1) On-site motorized operational equipment shall be ZE (zero emission). (2) All building roofs shall be solar-ready, which includes designing and constructing buildings in a manner that facilitates and optimizes the installation of a rooftop solar photovoltaic (PV) system at some point after the building has been constructed.
(3) The office portion of a building’s rooftop that is not covered with solar panels or other utilities shall be constructed with light colored roofing material with a solar reflective index (“SRI”) of not less than 78. This material shall be the minimum solar reflective rating of the roof material for the life of the building.”
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(4) On buildings over 400,000 square feet, prior to issuance of a business license, the City shall ensure rooftop solar panels are installed and operated in such a manner that they will supply 100% of the power needed to operate all non-refrigerated portions of the facility including the parking areas.
(5) At least 10% of all passenger vehicle parking spaces shall be electric vehicle (EV) ready, with all necessary conduit and related appurtenances installed. At least 5% of all passenger vehicle parking spaces shall be equipped with working Level 2 Quick charge EV charging stations installed and operational, prior to building occupancy.

Signage shall be installed indicating EV charging stations and specifying that spaces are reserved for clean air/EV vehicles. Unless superior technology is developed that would replace the EV charging units, facility operator and any successors in interest shall be responsible for maintaining the EV charging stations in working order for the life of the facility.
(6) Unless the owner of the facility records a covenant on the title of the underlying property ensuring that the property cannot be used to provide chilled, cooled, or freezer warehouse space, a conduit shall be installed during construction of the building shell from the electrical room to 100% of the loading dock doors that have potential to serve the refrigerated space. When tenant improvement building permits are issued for any refrigerated warehouse space, electric plug-in units shall be installed at every dock door servicing the refrigerated space to allow transport refrigeration units (TRUs) to plug in. Truck operators with TRUs shall be required to utilize electric plug-in units when at loading docks. (7) Bicycle racks are required per Section 30-714 and in the amount required for warehouse uses by Table 30-714 of the Zoning and Development Code. The racks shall include locks as well as electric plugs to charge electric bikes. The racks shall be located as close as possible to employee entrance(s). Nothing in this section shall preclude the warehouse operator from satisfying this requirement by utilizing bicycle parking amenities considered to be superior such as locating bicycle parking facilities indoors or providing bicycle lockers.

Sec. 9-74. – Operation and Construction.
(1) Cool surface treatments shall be added to all drive aisles and parking areas or such areas shall be constructed with a solar-reflective cool pavement such as concrete.

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(2) To ensure that warehouse electrical rooms are sufficiently sized to accommodate the potential need for additional electrical panels, either a secondary electrical room shall be provided in the building, or the primary electrical room shall be sized 25% larger than is required to satisfy the service requirements of the building or the electrical gear shall be installed with the initial construction with 25% excess demand capacity.
(3) Use of super-compliant VOC architectural and industrial maintenance coatings (e.g., paints) shall be required.
(4) The facility operator shall incorporate a recycling program. (5) The following environmentally responsible practices shall be required during construction:
a. The applicant shall use reasonable best efforts to deploy the highest rated CARB Tier technology that is available at the time of construction. Prior to permit issuance, the construction contractor shall submit an equipment list confirming equipment used is compliant with the highest CARB Tier at the time of construction. Equipment proposed for use that does not meet the highest CARB Tier in effect at the time of construction, shall only be approved for use at the discretion of the Planning Director and shall require proof from the construction contractor that, despite reasonable best efforts to obtain the highest CARB Tier equipment, such equipment was unavailable.
b. Use of electric-powered hand tools, forklifts, and pressure washers.
c. Designation of an area in any construction site where electricpowered construction vehicles and equipment can charge. d. Identification in site plans of a location for future electric truck charging stations and installation of a conduit to that location. e. Diesel-powered generators shall be prohibited except in case of emergency or to establish temporary power during construction. (6) A Property Maintenance Program shall be submitted for review and approval by the Planning Director or his/her designee prior to the issuance of building permits. The program shall provide for the regular maintenance of building structures, landscaping, and paved surfaces in good physically condition, and appearance. The methods and maximum intervals for maintenance of each component shall be specified in the program.

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(7) Property owner shall provide facility operator with information on incentive programs such as the Carl Moyer Program and Voucher Incentive Program and shall require all facility operators to enroll in the United States Environmental Protection Agency’s SmartWay Program.

Section 3. Based on the foregoing, the City Council determines that the project is categorically exempt from further review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15061(B)(3) (the common-sense exemption) and, alternatively, pursuant to CEQA Guidelines Section 15307 (Actions by Regulatory Agencies for Protection of Natural Resources) and 15308 (Actions by Regulatory Agencies for Protection of the Environment), and Section No. 3.22 of the 2019 Local Guidelines for Implementing CEQA, as implementation of this Ordinance is to improve the environment. The Council hereby directs staff to prepare, execute and file with the San Bernardino County Clerk a notice of exemption within five working days after the adoption of this Ordinance.

Section 4. If any section, sentence, clause or phrase of this Ordinance or the application thereof to any entity, person or circumstance is held for any reason to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect other provisions or applications of this Ordinance which can be given effect without the invalid provision or application, and to this end the provisions of this Ordinance are severable.

The people of the City of Fontana hereby declare that they would have adopted this Ordinance and each section, sentence, clause or phrase thereof, irrespective of the fact that any one or more section, subsections, sentences, clauses or phrases be declared invalid or unconstitutional.

Section 5. This Ordinance shall take effect thirty (30) days after the date of its adoption.

Section 6. The City Clerk shall certify to the adoption of this Ordinance. Not later than fifteen (15) days following the passage of this Ordinance, the Ordinance, or a summary thereof, along with the names of the City Council members voting for and against the Ordinance, shall be published in a newspaper of general circulation in the City of Fontana. The City Clerk is the custodian of records for this Ordinance and the records are available at 8353 Sierra Avenue, Fontana CA 92335.

APPROVED AND ADOPTED 12th day of April, 2022.

READ AND APPROVED AS TO LEGAL FORM:
__________________________________________
City Attorney
I, Germaine McClellan Key, City Clerk of the City of Fontana, and Ex-Officio Clerk of the City Council, do hereby certify that the foregoing Ordinance is the actual Ordinance DocuSign Envelope ID: 440205DF-A281-45CB-BF15-211C45B14006 ITEM 18.1. ATTACHMENT 5

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adopted by the City Council and was introduced at a regular meeting on the 22nd day of March, 2022, and was finally passed and adopted not less than five days thereafter on the 12th day of April, 2022, by the following vote to wit:

AYES: Mayor Warren, Mayor Pro Tem Garcia, Council Members, Cothran, Roberts and Sandoval
NOES: None
ABSENT: None
ABSTAIN: None
______________________________
City Clerk of the City of Fontana
_____________________________
Mayor of the City of Fontana
ATTEST:
______________________________
City Clerk
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NOTICE OF EXEMPTION
PTO: Clerk of the Board of Supervisors
County of San Bernardino
385 N. Arrowhead Avenue, 2nd Floor
San Bernardino, CA 92415-0130
FROM: City of Fontana
Planning Department
8353 Sierra Avenue
Fontana, CA 92335

1. Project Title: Municipal Code Amendment (MCA) No. 21-001R1 for an Amendment to Chapter 9 of the Municipal Code to Modify Article V to Revise Sustainability Standards for Industrial Commercial Centers throughout the City.

2. Project Location - Specific: Citywide

3. (a) Project Location - City: Fontana
(b) Project Location - County: San Bernardino

4. Description of nature, purpose, and beneficiaries of Project: The proposed Municipal Code Amendment (MCA) No. 21-001R1 is for the amendment of Chapter 9 of the Municipal Code to modify Article V to revise industrial commerce centers sustainability standards. That includes modifications and clarification to buffering and screening requirements, clarification on building orientation, requirements for alternative energy, and improvements to construction as it relates to industrial commercial centers throughout the city.

5. Name of Public Agency approving project: City of Fontana

6. Name of Person or Agency carrying out project: City of Fontana

7. Exempt status: (Check one)
(a) _____ Ministerial project.
(b) _____ Not a project.
(c) _____ Emergency Project.
(d) __X__ Categorical Exemption. State type and class number Sections 15307 (Actions by Regulatory Agencies for Protection of Natural Resources) and 15308 (Actions by Regulatory Agencies for Protection of the Environment) and Section No. 3.22 of the Local 2019 Guidelines for Implementing the CEQA.
(e) _____ Declared Emergency.
(f) _____ Statutory Exemption. State Code section number: _______________________ (g) __ X__Other. Explanation: ___15061(B)(3) (the common-sense exemption)_________ Reason why project was exempt: The Ordinance includes additional more restrictive standards and clarification of existing standards for industrial commerce centers to improve environmental quality and does not include the construction of any structures. All new projects involving construction of industrial commerce centers will continue to be subject to an Administrative Site Plan/Design Review, where a project-specific analysis based on location and project details will be conducted, subject to CEQA review/documentation. Therefore, all industrial commerce center projects will be subject to CEQA, standard Conditions of Approval, and all other State/Federal/Local requirements.

8. Contact Person: Rina Leung, Senior Planner Telephone: (909) 350-6566 Date Received for Filing: __________________________________ DiTanyon Johnson
Principal Planner
(Clerk Stamp Here) ATTACHMENT NO. 2
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NOTICE OF PUBLIC HEARING
SI DESEA INFORMACION EN ESPAÑOL REFERENTE A ESTA NOTIFICACION O PROYECTO, FAVOR DE COMUNICARSE AL (909) 350-6728.

In compliance with Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132) and the federal rules and regulations adopted in implementation thereof, the Agenda will be made available in appropriate alternative formats to persons with a disability. Should you need special assistance to participate in this meeting, please contact the City Clerk’s Department by calling (909) 350-7602 or email at [email protected]. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

A PUBLIC HEARING HAS BEEN SCHEDULED BEFORE THE CITY COUNCIL OF THE CITY OF FONTANA FOR THE FOLLOWING:

Municipal Code Amendment (MCA) No. 21-001R1 for an Amendment to Chapter 9 of the Municipal Code to Modify Article V to Revise Sustainability Standards for Industrial Commerce Centers throughout the City
Municipal Code Amendment (MCA) No. 21-001R1 to amend Chapter 9 of the Municipal Code to modify Article V revise sustainability standards that includes modifications and clarification to buffering and screening requirements, methods to improve traffic circulation, requirements for alternative energy, and improvements to construction as it relates to industrial commerce centers throughout the city.

Environmental
Determination:

This project qualifies for a categorical exemption
pursuant to the California Environmental Quality
Act (CEQA) Guidelines Section 15061(B)(3) (the
common-sense exemption) and, alternatively,
pursuant to CEQA Guidelines Section 15307
(Actions by Regulatory Agencies for Protection of
Natural Resources) and 15308 (Actions by
Regulatory Agencies for Protection of the
Environment), and Section No. 3.22 of the 2019
Local Guidelines for Implementing CEQA, as
implementation of this Ordinance is to improve the
environment.

Location of
Property:

Citywide
Date of
Hearing:

March 22, 2022
Place of
Hearing:

City Hall Council Chambers
8353 Sierra Avenue
Fontana, CA 92335
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Time of
Hearing:
7:00 pm
Should you have any questions concerning this project, please contact, Rina Leung, at (909) 350-6566 or [email protected]

ANY INTERESTED PARTY MAY PROVIDE INFORMATION BY LETTER OR EMAIL WHICH MAY BE OF ASSISTANCE TO THE CITY COUNCIL. A COPY OF THE ENVIRONMENTAL DOCUMENTATION IS AVAILABLE FOR INSPECTION. PLEASE CONTACT THE PLANNER LISTED ABOVE.

IF YOU CHALLENGE IN COURT ANY ACTION TAKEN CONCERNING A PUBLIC HEARING ITEM, YOU

MAY BE LIMITED TO RAISING ONLY THOSE ISSUES YOU OR SOMEONE ELSE RAISED AT THE

PUBLIC HEARING DESCRIBED IN THIS NOTICE, OR IN WRITTEN CORRESPONDENCE TO THE CITY AT, OR PRIOR TO, THE PUBLIC HEARING.

Publish:
¼ Page
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City of Fontana
Action Report
City Council Meeting
8353 Sierra Avenue
Fontana, CA 92335
File #: 21- 1256
Agenda #: B.

Agenda Date: 3/ 22/ 2022
Category: Public Hearing
FROM:

Planning Department
SUBJECT:

Read by title only and waive further reading of and introduce Ordinance No. , an Ordinance of the City Council of the City of Fontana, approving Municipal Code Amendment ( MCA) No. 21- 001R1 for an amendment to Chapter 9 of the Municipal Code to modify Article V to revise sustainability standards for industrial commerce centers throughout the city, and the reading of the title constitutes the first thereof.

COUNCIL GOALS:

To promote economic development by pursuing business retention, expansion and attraction.

To promote economic development by establishing a quick, consistent development process.

DISCUSSION:

The City of Fontana currently regulates industrial commerce centers in Specific Plans, Chapter 30 of the Zoning and Development Code, and in Chapter 9, and Article V ( Industrial Commerce Centers Sustainability Standards) of the Municipal Code. Ordinance No. 1879 that established Article V in Chapter 9 of the Municipal Code was adopted by City Council on February 8, 2022.

The proposed Municipal Code Amendment ( MCA) No. 21- 001R1 is for the amendment of Chapter 9 of the Municipal Code to modify Article V to revise industrial commerce centers sustainability standards. That includes modifications and clarification to buffering and screening requirements, methods to improve traffic circulation, requirements for alternative energy, and improvements to construction as it relates to industrial commerce centers throughout the city.

The following is a brief summary of the revised standards that shall apply to all industrial commerce centers in the City of Fontana ( a detailed comprehensive list of all the requirements is located in the Ordinance, Attachment No. 1):

1. Additional requirements for larger buildings over 400, 000 square feet:
a. A 20-foot wide landscaping buffer adjacent to sensitive receptors; b. A minimum of 300 feet separation of the building' s loading dock from a sensitive receptor; and
c. A requirement to include a truck operator lounge.

City of Fontana Page 1 of 2 Printed on 3/ 17/ 2022
pHavvr¢.ra.:.:h9 by L.! uy„,}flsta ,,, 107
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File #: 21- 1256
Agenda #: B.

Agenda Date: 3/ 22/ 2022
Category: Public Hearing

2. An additional requirement for parking lot trees to provide at least 35% shade cover of parking areas within fifteen years.

3. Clarification on orientation of loading docks and truck entries.

4. Additional alternative energy improvements to require the office portion that is not covered with solar panels or utilities to include light colored roofing with a solar reflective index of not less than 78.

5. Revision of VOC paints to be super -compliant instead of low.

6. Clarification of documentation requirements in utilizing the available highest rated CARB Tier technology during construction.

ENVIRONMENTAL FINDING:

This project is exempt per the California Environmental Quality Act ( CEQA) pursuant to Guidelines Section 15061( B)( 3) ( the common- sense exemption) and, alternatively, pursuant to CEQA Guidelines Section 15307 ( Actions by Regulatory Agencies for Protection of Natural Resources) and 15308 Actions by Regulatory Agencies for Protection of the Environment), and Section No. 3. 22 of the 2019 Local Guidelines for Implementing CEQA, as implementation of this Ordinance is to reduce potential impacts to air and environmental quality.

FISCAL IMPACT:

None
MOTION:

Approve staff' s recommendation
ATTACHMENTS:

1. City Council Ordinance

2. Notice of Exemption

3. Public Hearing Notice
City of Fontana Page 2 of 2 Printed on 3/ 17/ 2022
by . uy.}fl Y. rf ,, 108
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Certificate Of Completion
Envelope Id: 440205DFA28145CBBF15211C45B14006 Status: Completed Subject: URGENT Please DocuSign: Ordinance 1891
Source Envelope:

Document Pages: 14 Signatures: 4 Envelope Originator:

Certificate Pages: 5 Initials: 0 City Clerk
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
8353 Sierra Avenue
Fontana, CA 92335
[email protected]
IP Address: 192.146.186.96
Record Tracking
Status: Original
4/13/2022 | 12:23 PM
Holder: City Clerk
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Ruben Duran
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 174.195.132.203
Signed using mobile
Sent: 4/13/2022 | 12:23 PM
Resent: 4/13/2022 | 04:07 PM
Viewed: 4/13/2022 | 04:15 PM
Signed: 4/13/2022 | 04:16 PM
Electronic Record and Signature Disclosure:

Accepted: 4/13/2022 | 04:15 PM
ID: dbe602b4-daf0-4fac-94ee-91f20b9558f7
Acquanetta Warren
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 108.184.102.134
Sent: 4/13/2022 | 04:16 PM
Resent: 4/13/2022 | 04:37 PM
Viewed: 4/13/2022 | 04:51 PM
Signed: 4/13/2022 | 04:51 PM
Electronic Record and Signature Disclosure:

Accepted: 4/13/2022 | 04:51 PM
ID: 502d94e8-da6b-4b13-86e8-e6617b288e64
Germaine McClellan Key
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 107.201.246.59
Sent: 4/13/2022 | 04:51 PM
Viewed: 4/13/2022 | 04:58 PM
Signed: 4/13/2022 | 04:59 PM
Electronic Record and Signature Disclosure:

Accepted: 4/13/2022 | 04:58 PM
ID: 598fbdf8-f0a9-44c5-82ad-9d141b1f8c47
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
ITEM 18.1. ATTACHMENT 5

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Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Evelyne Ssenkoloto
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/13/2022 | 04:59 PM
Electronic Record and Signature Disclosure:

Accepted: 10/13/2021 | 04:17 PM
ID: e7145250-7347-428b-af51-3066469cc29f
Kathy Kasinger
[email protected]
Records Coordinator
Security Level: Email, Account Authentication
(None)
Sent: 4/13/2022 | 04:59 PM
Electronic Record and Signature Disclosure:

Accepted: 4/12/2022 | 07:28 AM
ID: 6bf6d243-6517-4841-a35f-dcf0ba649302
Susana Gallardo
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/13/2022 | 04:59 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Brittany Medrano
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/13/2022 | 04:59 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/13/2022 | 12:23 PM
Certified Delivered Security Checked 4/13/2022 | 04:58 PM Signing Complete Security Checked 4/13/2022 | 04:59 PM
Completed Security Checked 4/13/2022 | 04:59 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
ITEM 18.1. ATTACHMENT 5

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Electronic Record and Signature Disclosure created on: 2/2/2017 | 06:54 AM Parties agreed to: Ruben Duran, Acquanetta Warren, Germaine McClellan Key, Evelyne Ssenkoloto, Kathy Kasinger ITEM 18.1. ATTACHMENT 5

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EXHIBIT B
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1 PROJECT-SPECIFIC PROVISIONS/MEASURES
(Duke Obligations)

1. Solar Power
a. Solar Capability. Developer shall construct all Project buildings to accommodate a solar array that accommodate the maximum coverage of PV panels in the future. b. Solar Power. Developer shall install Photo Voltaic (“PV”) system(s) on the roof(s) of the building(s) and/or in Project parking areas with a capacity of at least 100 kWdc electrical power.
c. The installation of the PV system shall be completed, fully operational, and have its permit to operate from the appropriate utility prior to the issuance of the certificate of occupancy permit. At either Petitioner’s request, Developer shall notify the requesting Petitioner of the completion of installation of the PV system and provide Petitioner with proof of completion by mail. Developer shall be responsible for maintaining the PV system(s) at not less than 80% of the rated power for 20 years.

2. Restrictions/Additions on Southern Boundary.
a. The drive aisle on the Project’s southern boundary shall be restricted to emergency vehicles only.
b. Project shall be constructed to include appropriate gate barrier to prohibit nonemergency vehicles from using southern drive aisle. c. No shipping containers shall be stored on the Project’s southern boundary within the drive aisle.
d. No trash compactors or trash or recycling receptacles shall be located on the Project’s southern boundary.
e. The two truck trailer stalls on the southwest corner of the Project as indicated on current site plans shall be removed and replaced with landscaping.

3. Roof Material. Any building roof areas not covered by solar panels shall be constructed with materials with an initial installation Solar Reflective Index Value of not less than .29. This material shall meet the minimum solar reflective rating of the roof material for the life of the Project.

4. LEED Design. The building shall be certified to the LEED Silver standard under the most current version of LEED in place at the time of this Final Judgment. A copy of that the LEED certification letter shall be furnished to Petitioners’ counsel within three months of the issuance of the first certificate of occupancy.

5. Concrete Parking Areas. Developer shall use concrete instead of asphalt in all Project parking lots. Concrete shall have an initial solar reflectance value of at least .29 as determined in accordance with American Society for Testing and Materials (ASTM) Standards E1980 or E1918.

6. Skylights. Developer shall incorporate sky lights in worker areas interior to the Project buildings, and Developer shall use best efforts to design and construct the Project buildings in a manner to make optimal use of natural daylight in worker areas in interior spaces.

7. Lighting. No outdoor light poles shall exceed 34-feet on the Project site. No outdoor light poles shall exceed 34-feet on the southern elevation. Only low-emitting sodium or LED light bulbs shall be permitted on outdoor light poles.

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2 8. Outdoor Public Address System. The use of an outdoor PA system shall be prohibited between the hours of 7 p.m. and 7 a.m., unless necessary for emergency purposes.

9. Construction Fleet. Developer shall encourage construction contractors to apply for South Coast AQMD “SOON” funds. The “SOON” program provides funds to applicable fleets for the purchase of commercially available low-emission heavy-duty engines to achieve near-term reduction of NOx emissions from in-use off-road vehicles.

10. Construction Hours. Construction activities shall comply with the City of Fontana Municipal Code, Chapter 18, Art. II, Sec. 18-63 (7).

11. Construction Recycling. Developer shall recycle a minimum of 75% of the Project’s “construction waste materials” as that term is defined by CalGreen.

12. Truck Idling and Signage.
a. Truck idling shall be limited to no more than three minutes (total) at the Project site.
b. All truck and trailer parking areas shall provide permanent, large lettered, reflective signs that (i) truck idling is limited to a period of three minutes total while at the Project site; (ii) trucks must turn off headlights once docked; (iii) idling of Auxiliary Power Units (APUs) for more than three minutes total is prohibited while at the Project site; (iv) trucks with transport refrigeration units (TRUs) are required to plug-in. These signs shall be printed in both English and Spanish, be readily visible from truck cabs and posted at prominent locations in all parking areas. Signs shall not be blocked or obscured by trucks parked on site.

Signs shall be placed near truck docks and on all interior walls that are visible from truck docks including approximately every 40-feet along the boundary walls in truck parking areas, and signs shall be visible from truck cabs. All signs shall remain posted and be maintained for the life of the Project.

13. Truck Routes, Circulation, and Parking/Tenant Leases. a. Leases with tenants shall state that tenants shall not permit any parking by its employees, agents, subtenants, customers, invitees, concessionaires or visitors on the streets surrounding the Project site, including overnight truck parking, in violation of any ordinances or postings by any public authorities having jurisdiction. Leases with tenants shall also state that tenants agree to cooperate with Developer and the City with respect to enforcing truck route and parking restrictions, and shall answer and address complaints from the public regarding violations of these restrictions.
b. Developer shall make all reasonable efforts, including but not limited to installation of signage, to ensure that Project trucks shall not idle or park, including any overnight parking, on residential streets. c. At the time of Project construction, Developer shall seek City approval to install, and shall install signage on the Project boundary, if approved by the City, in prominent locations which are visible from truck cabs stating that truck parking including overnight parking, or idling on any residential street is prohibited. d. Developer shall post signs in prominent locations inside and outside of the building indicating that off-site parking for any employee, truck, or other operation-related vehicle is strictly prohibited.

14. APU Electricity
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3 a. Trucks with diesel APUs shall not be permitted to idle its diesel APU for a period of longer than 3 minutes (total) while at the Project site. b. Developer shall install, at the time of building construction, appropriate infrastructure, in sufficient quantity, to allow for the charging of electric APUs.

15. Electrified and Non-diesel Equipment
a. Upon and following occupancy of the Project by any tenant, all on-site forklifts and yard trucks (a.k.a. yard goats or yard hostlers) shall be zero emission. For purposes of this agreement, “zero emission” does not include natural gas or propane powered equipment.
b. Developer shall encourage use of electric sweepers with high-efficiency particulate air (HEPA) filters during Project operation when commercially available in the southern California market.
c. Developer shall require that yard maintenance/landscaping crews shall utilize only electric equipment or equipment certified to the highest current California Air Resources Board (CARB) standards in all Project areas now and in the future for the life of the Project. Developer shall contract only with a yard maintenance crew which is capable of meeting this requirement, and yard maintenance contracts shall specify this requirement for the life of the Project. d. With the exception of any emergency equipment, there shall be no diesel-powered generators allowed on the site.

16. Cold Storage. Developer agrees that the Project will not be used for cold storage for a period of 20 years. If/when tenant improvement building permits are issued for any refrigerated warehouse space, electric plug-in units shall be installed at every dock door servicing the refrigerated space to allow TRUs to plug in. Truck operators with TRUs shall be required to utilize electric plug-in units when at loading docks.

17. Landscaping.
a. Trees shall be installed in automobile parking areas to provide 35% shade cover of parking areas within fifteen years. Trees shall be planted that are capable of meeting this requirement.
b. All landscaping shall be drought tolerant, and to the extent feasible, species with low biogenic emissions. Palm trees shall not be utilized. c. All landscaping areas shall be properly irrigated for the life of the facility to allow for plants and trees to maintain growth. All trees shall be allowed to grow to full height without undue pruning.

18. On-Site Circulation. Signs and drive aisle pavement markings shall clearly identify the on-site circulation pattern to minimize unnecessary on-site vehicular travel.

19. Bike Lockers. Bike lockers, carpool/vanpool parking stalls, and electric vehicle parking stalls shall be provided and be placed as close to entrance as possible. Bike lockers shall be provided with locking mechanisms.

20. Construction Practices. The following shall be required during Project construction. a. Developer shall deploy the highest rated CARB Tier technology that is available at the time of construction. Prior to permit issuance, the construction contractor shall submit an equipment list confirming equipment used is compliant with the highest CARB Tier at the time of construction. Equipment proposed for use that does not meet the highest CARB Tier in effect at the time of construction, shall only be approved for use at the discretion of the Planning Director and shall ITEM 18.1. ATTACHMENT 5

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4 require proof from the construction contractor that, despite reasonable best efforts to obtain the highest CARB Tier equipment, such equipment was unavailable. b. Use of electric-powered hand tools, forklifts, and pressure washers. c. Designation of an area in any construction site where electric-powered construction vehicles and equipment can charge.
d. Diesel-powered generators shall be prohibited except in case of emergency or to establish temporary power during construction.
e. Use of super-compliant (as defined by the South Coast Air Quality Management District) VOC architectural and industrial maintenance coatings (e.g., paints) shall be required.

21. Information on Incentive Programs. Developer shall provide facility operator with information on incentive programs such as the Carl Moyer Program and Voucher Incentive Program.

22. Site Maintenance.
a. Developer agrees to perform maintenance at the Project site on a monthly or as needed basis, or more frequently as needed, to remove any graffiti from Project walls, on both sides, and to remove trash/litter from the Project site including in landscaped areas, or areas between walls/fences.
b. Developer shall remove graffiti and trash/litter within 72 hours upon being notified of the issue.
c. Developer shall provide a phone number with voicemail enabled for neighbors to report graffiti, trash/litter, idling, and off-site parking issues associated with the Project. The phone number shall be posted on a prominent sign near the main entrance(s) to the Project site. The sign shall be visible from the street and the sign’s text shall be readable from a distance of 20 feet. The permanent, weatherresistant sign shall remain posted for the life of the Project, and the sign shall be replaced as necessary. Developer shall designate an employee to answer complaints, and all complaints shall be answered in a reasonable time frame.

23. Tenant Lease Agreements. Developer is responsible for all ongoing obligations in this Exhibit unless Developer passes the obligation to a tenant or facility operator by including the corresponding provision in a current and binding tenant lease agreement. If a tenant or facility operator is in violation of a provision in this Exhibit that Developer has passed to a tenant of facility operator via a tenant lease agreement, Developer is responsible for enforcing the tenant lease agreement.

24. Community Benefit Fund. Developer shall provide $210,000.00 to benefit the immediate community, to be distributed and spent as follows:
a. $50,000 to the Fontana Unified School District, to be used to enhance landscaping along the northern boundary of the Jurupa Hills High School property. The enhanced landscaping shall include mature, evergreen trees that can reach a height of 45 feet, and that shall be staggered, if feasible.
b. $140,000 to the City of Fontana for the distribution of air filters to residents of southern Fontana. Specifically:
i. The funds shall be used only for the purchase of air filters, and not for program administration;
ii. The City shall distribute the air filters free of charge; iii. The air filters shall be rated MERV 13 or higher;
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5 iv. Air filters shall be made available to residents of southern Fontana, defined as Fontana residents with a household address located south of Interstate Highway 10;
v. Each household shall receive a maximum of 10 air filters; vi. Until all funds have been expended, the City shall promote the availability of free air filters on its website, including information stating how eligible residents can receive the benefit;
vii. Until all funds have been expended, the City shall report to Sierra Club and the People annually, by January 1 each year, the following: the amount spent on air filters, the number of air filters that have been distributed, the number of households that have received air filters, and the amount of funds remaining. The City shall maintain receipts, invoices, and/or any other proof of expenditures; applications received; and any proof of distribution of the air filters; until one year after the City provides its final annual report.
viii. If funds remain after a fifth annual report, households that had previously received air filters shall be eligible for up to 10 additional air filters. c. $20,000 to the City of Fontana as an administrative fee for the distribution of air filters as set forth above.

25. Attorney’s Fees. Developer shall pay Sierra Club’s attorney’s fees in the amount of $80,750 within 20 calendar days of submission by the parties of the Stipulation for Entry of Final Judgment on Consent to the Superior Court. Payment shall be made and sent to the Law Office of Abigail Smith, A Professional Corporation.

26. Certification of Compliance. Developer shall submit by mail and email a letter certifying compliance to Sierra Club and the People when all Project Mitigation Measures described herein are complete.

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PROOF OF SERVICE VIA U.S. MAIL AND E-MAIL
At the time of service, I was over 18 years of age and not a party to this action.

My business address is 1300 I Street, Suite 125, P.0. Box 944255, Sacramento, California 94244-2550.

On April 14, 2022, I served the following document(s):

STIPULATION FOR ENTRY OF FINAL JUDGMENT ON CONSENT;
[PROPOSED] FINAL JUDGMENT ON CONSENT
By United States mail. I enclosed the documents in a sealed envelope or package addressed to the persons at the addresses listed below, and placed the envelope for collection and mailing, following our ordinary business practices. I am readily familiar with this business's practice for collecting and processing correspondence for mailing.

On the same day that correspondence is placed for collection and mailing, it is deposited in the ordinary course of business with the United States Postal Service, in a sealed envelope with postage fully prepaid. I am a resident or employed in the county where the mailing occurred. The envelope or package was placed in the mail at Sacramento, CA.

AND
By email or electronic transmiss'ion. Based on a court order or an agreement of the parties to accept service by e-mail or electronic transmission, I caused the documents to be sent to the persons.at the e-mail addresses listed below. I did not receive, within a reasonable time after the transmission, any electronic message or other indication that the transmission was unsuccessful.

ALISHA WINTERSWYK
[email protected]
SARAH E. OWSOWITZ
[email protected]
TIFF ANY M. MICHOU
[email protected]

BEST BEST & KRIEGER LLP
3390 University Avenue, 5th Floor
p.o. Box 1028
Riverside, California 92502
Attorneys for Respondent City of Fontana

JONATHAN SHARDLOW
[email protected]
Alien Matkins Leek Gamble Mallory &
Natsis LLP
1900 Main Street, 5th Floor
Irvine, CA 92614-7321
Attorney for Real Party in Interest Duke
Realty Corporation

ABIGAIL SMITH
[email protected]
Law Office of Abigail Smith
2305 Historic Decatur Road, Suite 100
San Diego, CA 92106
Attorney for Petitioner Sierra Club
20 22
24 26
27 1
PROOF OF SERVICE VIA U.S. MAIL AND E-MAIL
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I declare under penalty of perjury under the laws of the State of California that the above is true and correct.

Executed on April 14, 2022, at Sacramento, CA.

RuthAnn Reshke
28 2
PROOF OF SERVICE VIA U.S. MAIL AND E-MAIL
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EXHIBIT C
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l
ROB BONTA State of California
Attorney General DEPARTMENT OF JUSTICE
Warehouse Projects: Best Practices and
Mitigation Measures to Comply with the
California Environmental Quality Act
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Table of Contents
I. Background .......................................................................................................................... 1 II. Proactive Planning: General Plans, Local Ordinances, and Good Neighbor Policies ......... 3 III. Community Engagement ..................................................................................................... 4 IV. Warehouse Siting and Design Considerations ..................................................................... 5 V. Air Quality and Greenhouse Gas Emissions Analysis and Mitigation ................................ 7 VI. Noise Impacts Analysis and Mitigation ............................................................................. 10 VII. Traffic Impacts Analysis and Mitigation ........................................................................... 11 VIII. Other Significant Environmental Impacts Analysis and Mitigation .................................. 12 IX. Conclusion ......................................................................................................................... 13 ITEM 18.1. ATTACHMENT 5

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Updated September 2022
1 In carrying out its duty to enforce laws across California, the California Attorney General’s Bureau of Environmental Justice (Bureau)1
regularly reviews proposed warehouse
projects for compliance with the California Environmental Quality Act (CEQA) and other laws.

When necessary, the Bureau submits comment letters to lead agencies regarding warehouse projects, and in rare cases the Bureau has filed litigation to enforce CEQA.2 This document builds upon the Bureau’s work on warehouse projects, collecting information gained from the Bureau’s review of hundreds of warehouse projects across the state.3 It is meant to help lead agencies pursue CEQA compliance and promote environmentally-just development as they confront warehouse project proposals.4
While CEQA analysis is necessarily project-specific,
this document provides information on feasible best practices and mitigation measures, nearly all of which have been adapted from actual warehouse projects in California.

I. Background
In recent years, the proliferation of e-commerce and rising consumer expectations of rapid shipping have contributed to a boom in warehouse development.5 California, with its ports, population centers, and transportation network, has found itself at the center of this trend.

In 2020, the Ports of Los Angeles, Long Beach, and Oakland collectively accounted for over 34% of all United States international container trade.6 The Ports of Los Angeles and Long Beach alone generate about 35,000 container truck trips every day.7 Accordingly, the South Coast Air Basin now contains approximately 3,000 warehouses of over 100,000 square feet each, with a total warehouse capacity of approximately 700 million square feet, an increase of 20 percent over the last five years.
8 This trend has only accelerated, with e-commerce growing to 1 https://oag.ca.gov/environment/justice. 2 https://oag.ca.gov/environment/ceqa; People of the State of California v. City of Fontana (Super. Ct. San Bernardino County, No. CIVSB2121829); South Central Neighbors United et al. v. City of Fresno et al. (Super. Ct. Fresno County, No. 18CECG00690). 3 This September 2022 version revises and replaces the prior March 2021 version of this document.
4 Anyone reviewing this document to determine CEQA compliance responsibilities should consult their own attorney for legal advice.
5 As used in this document, “warehouse” or “logistics facility” is defined as a facility consisting of one or more buildings that stores cargo, goods, or products on a short- or long-term basis for later distribution to businesses and/or retail customers. 6 Data from the Bureau of Transportation Statistics, Container TEUs (Twenty-foot Equivalent Units) (2020), https://data.bts.gov/stories/s/Container-TEU/x3fb-aeda/ (Ports of Los Angeles, Long Beach, and Oakland combined for 14.157 million TEUs, 34% of 41.24 million TEUs total nationwide) (last accessed September 18, 2022).
7 U.S. Dept. of Transportation, Federal Highway Administration, FHWA Operations Support – Port Peak Pricing Program Evaluation (2020), available at https://ops.fhwa.dot.gov/publications/fhwahop09014/sect2.htm (last accessed September 18, 2022).
8 South Coast Air Qual. Mgmt. Dist., Final Socioeconomic Assessment for Proposed Rule 2305 – Warehouse Indirect Source Rule – Warehouse Actions and Investments to Reduce Emissions (WAIRE) Program and Proposed Rule 316 – Fees for Rule 2305, at 7-8, 41 (May 2021).

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Updated September 2022
2 13% of all retail sales and 2021 being a second consecutive record year for new warehouse space leased.9
The latest data and forecasts predict that the next wave of warehouse development will be in the Central Valley.10
When done properly, these activities can contribute to the economy and consumer welfare. However, imprudent warehouse development can harm local communities and the environment. Among other pollutants, diesel trucks visiting warehouses emit nitrogen oxide (NOx)—a primary precursor to smog formation and a significant factor in the development of respiratory problems like asthma, bronchitis, and lung irritation—and diesel particulate matter (a subset of fine particular matter that is smaller than 2.5 micrometers)—a contributor to cancer, heart disease, respiratory illnesses, and premature death. 11 Trucks and on-site loading activities
can also be loud, bringing disruptive noise levels during 24/7 operation that can cause hearing damage after prolonged exposure.12 The hundreds, and sometimes thousands, of daily truck and passenger car trips that warehouses generate contribute to traffic jams, deterioration of road surfaces, and traffic accidents.

These environmental impacts also tend to be concentrated in neighborhoods already suffering from disproportionate health impacts and systemic vulnerability. For example, a comprehensive study by the South Coast Air Quality Management District found that communities located near large warehouses scored far higher on California’s environmental justice screening tool, which measures overall pollution and demographic vulnerability.13 That 9 U.S. Census Bureau News, Quarterly Retail E-Commerce Sales 4th Quarter 2021 (February 22, 2022), https://www.census.gov/retail/mrts/www/data/pdf/ec_current.pdf (last accessed September 18, 2022); CBRE Research, 2022 North America Industrial Big Box Report: Review and Outlook, at 2-3 (March 2022), available at https://www.cbre.com/insights/reports/2022- north-america-industrial-big-box#download-report (last accessed September 18, 2022). 10 CBRE Research, supra note 9, at 4, 36; New York Times, Warehouses Are Headed to the Central Valley, Too (Jul. 22, 2020), available at
https://www.nytimes.com/2020/07/22/us/coronavirus-ca-warehouse-workers.html. 11 California Air Resources Board, Nitrogen Dioxide & Health, https://ww2.arb.ca.gov/resources/nitrogen-dioxide-and-health (last accessed September 18, 2022) (NOx); California Air Resources Board, Summary: Diesel Particular Matter Health Impacts, https://ww2.arb.ca.gov/resources/summary-diesel-particulate-matter-health-impacts (last accessed September 18, 2022); Office of Environmental Health Hazard Assessment and American Lung Association of California, Health Effects of Diesel Exhaust, https://oehha.ca.gov/media/downloads/calenviroscreen/indicators/diesel4-02.pdf (last accessed September 18, 2022) (DPM).
12 Noise Sources and Their Effects,
https://www.chem.purdue.edu/chemsafety/Training/PPETrain/dblevels.htm (last accessed September 18, 2022) (a diesel truck moving 40 miles per hour, 50 feet away, produces 84 decibels of sound).
13 South Coast Air Quality Management District, “Final Socioeconomic Assessment for Proposed Rule 2305 – Warehouse Indirect Source Rule – Warehouse Actions and Investments to Reduce Emissions (WAIRE) Program and Proposed Rule 316 – Fees for Rule 2305” (May 2021), at 4-5.

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Updated September 2022
3 study concluded that, compared to the South Coast Air Basin averages, communities in the South Coast Air Basin near large warehouses had a substantially higher proportion of people of color; were exposed to more diesel particulate matter; had higher rates of asthma, cardiovascular disease, and low birth weights; and had higher poverty and unemployment rates.14 Each area has its own unique history, but many of these impacts and vulnerabilities reflect historic redlining practices in these communities, which devalued land and concentrated poverty, racial outgroups, and pollution into designated areas.
15 II. Proactive Planning: General Plans, Local Ordinances, and Good Neighbor Policies To systematically guide warehouse development, we encourage local governing bodies to proactively plan for logistics projects in their jurisdictions. Proactive planning allows jurisdictions to prevent land use conflicts before they materialize and direct sustainable development. Benefits also include providing a predictable business environment, protecting residents from environmental harm, and setting consistent expectations jurisdiction-wide.

Proactive planning can take many forms. Land use designation and zoning decisions should channel development into appropriate areas. For example, establishing industrial districts near major highway and rail corridors but away from sensitive receptors16 can help attract investment while avoiding conflicts between warehouse facilities and residential communities.

Transition zones with lighter industrial and commercial land uses may also help minimize conflicts between residential and industrial uses.

In addition, general plan policies, local ordinances, and good neighbor policies should set minimum standards for logistics projects. General plan policies can be incorporated into existing economic development, land use, circulation, or other related general plan elements. Many jurisdictions alternatively choose to consolidate policies in a separate environmental justice element. Adopting general plan policies to guide warehouse development may also help 14 Id. at 5-7.
15 Beginning in the 1930s, federal housing policy directed investment away from Black, immigrant, and working-class communities by color-coding neighborhoods according to the purported “riskiness” of loaning to their residents. In California cities where such “redlining” maps were drawn, nearly all of the communities where warehouses are now concentrated were formerly coded “red,” signifying the least desirable areas where investment was to be avoided.

See University of Richmond Digital Scholarship Lab, Mapping Inequality, https://dsl.richmond.edu/panorama/redlining/#loc=12/33.748/-118.272&city=los-angeles-ca (Los Angeles), https://dsl.richmond.edu/panorama/redlining/#loc=13/32.685/-117.132&city=sandiego-ca (San Diego), https://dsl.richmond.edu/panorama/redlining/#loc=11/37.81/- 122.38&city=oakland-ca (Oakland),
https://dsl.richmond.edu/panorama/redlining/#loc=13/37.956/-121.326&city=stockton-ca (Stockton), https://dsl.richmond.edu/panorama/redlining/#loc=12/36.751/-119.86&city=fresnoca (Fresno) (all last accessed September 18, 2022). 16 In this document, “sensitive receptors” refers to residences, schools, public recreation facilities, health care facilities, places of worship, daycare facilities, community centers, or incarceration facilities.

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Updated September 2022
4 jurisdictions comply with their obligations under SB 1000, which requires local government general plans to identify objectives and policies to reduce health risks in disadvantaged communities, promote civil engagement in the public decision making process, and prioritize improvements and programs that address the needs of disadvantaged communities.17 Local ordinances and good neighbor policies that set development standards for all warehouses in the jurisdiction are a critical and increasingly common tool that serve several goals. When well-designed, these ordinances direct investment to local improvements, provide predictability for developers, conserve government resources by streamlining project review processes, and reduce the environmental impacts of industrial development. While many jurisdictions have adopted warehouse-specific development standards, an ordinance in the City of Fontana provides an example to review and build upon.18 Good neighbor policies in Riverside County and by the Western Riverside Council of Government include additional measures worth consideration.19
The Bureau encourages jurisdictions to adopt their own local ordinances that combine the strongest policies from those models with measures discussed in the remainder of this document.

III. Community Engagement
Early and consistent community engagement is central to establishing good relationships between communities, lead agencies, and warehouse developers and tenants. Robust community engagement can give lead agencies access to community residents’ on-the-ground knowledge and information about their concerns, build community support for projects, and develop creative solutions to ensure new logistics facilities are mutually beneficial. Examples of best practices for community engagement include:
• Holding a series of community meetings at times and locations convenient to members of the affected community and incorporating suggestions into the project design.
• Posting information in hard copy in public gathering spaces and on a website about the project. The information should include a complete, accurate project description, maps and drawings of the project design, and information about how the public can provide input and be involved in the project approval process. The 17 For more information about SB 1000, see https://oag.ca.gov/environment/sb1000. 18 https://oag.ca.gov/system/files/attachments/pressdocs/Final%20Signed%20Fontana%20Ordinance.pdf (last accessed September 18, 2022). 19 For example, the Riverside County policy requires community benefits agreements and supplemental funding contributions toward additional pollution offsets, and the Western Riverside Council of Governments policy sets a minimum buffer zone of 300 meters between warehouses and sensitive receptors. https://www.rivcocob.org/wpcontent/uploads/2020/01/Good-Neighbor-Policy-F-3-Final-Adopted.pdf (last accessed September 18, 2022) (Riverside County);
http://www.wrcog.cog.ca.us/DocumentCenter/View/318/Good-Neighbor-Guidelines-for-SitingWarehouse-Distribution-Facilities-PDF?bidId= (last accessed September 18, 2022) (Western Riverside Council of Governments).

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Updated September 2022
5 information should be in a format that is easy to navigate and understand for members of the affected community.
• Providing notice by mail to residents and schools within a certain radius of the project and along transportation corridors to be used by vehicles visiting the project, and by posting a prominent sign on the project site. The notice should include a brief project description and directions for accessing complete information about the project and for providing input on the project. • Providing translation or interpretation in residents’ native language, where appropriate.
• For public meetings broadcast online or otherwise held remotely, providing for access and public comment by telephone and supplying instructions for access and public comment with ample lead time prior to the meeting. • Partnering with local community-based organizations to solicit feedback, leverage local networks, co-host meetings, and build support.
• Considering adoption of a community benefits agreement, negotiated with input from affected residents and businesses, by which the developer provides benefits to the affected community.
• Creating a community advisory board made up of local residents to review and provide feedback on project proposals in early planning stages. • Identifying a person to act as a community liaison concerning on-site construction activity and operations, and providing contact information for the community liaison to the surrounding community.
• Requiring signage in public view at warehouse facilities with contact information for a local designated representative for the facility operator who can receive community complaints, and requiring any complaints to be answered by the facility operator within 48 hours of receipt.

IV. Warehouse Siting and Design Considerations
The most important consideration when planning a logistics facility is its location.

Warehouses located in residential neighborhoods or near sensitive receptors expose community residents and those using or visiting sensitive receptor sites to the air pollution, noise, traffic, and other environmental impacts they generate. Therefore, placing facilities away from sensitive receptors significantly reduces their environmental and quality of life harms on local communities. The suggested best practices for siting and design of warehouse facilities does not relieve lead agencies’ responsibility under CEQA to conduct a project-specific analysis of the project’s impacts and evaluation of feasible mitigation measures and alternatives; lead agencies’ incorporation of the best practices must be part of the impact, mitigation and alternatives analyses to meet the requirements of CEQA. Examples of best practices when siting and designing warehouse facilities include:

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6 • Per California Air Resources Board (CARB) guidance, siting warehouse facilities so that their property lines are at least 1,000 feet from the property lines of the nearest sensitive receptors.
20 • Providing adequate amounts of on-site parking to prevent trucks and other vehicles from parking or idling on public streets and to reduce demand for off-site truck yards.
• Establishing setbacks from the property line of the nearest sensitive receptor to warehouse dock doors, loading areas, and truck drive aisles, and locating warehouse dock doors, loading areas, and truck drive aisles on the opposite side of the building from the nearest sensitive receptors—e.g., placing dock doors on the north side of the facility if sensitive receptors are near the south side of the facility.
• Placing facility entry and exit points from the public street away from sensitive receptors—e.g., placing these points on the north side of the facility if sensitive receptors are adjacent to the south side of the facility. • Ensuring heavy duty trucks abide by the on-site circulation plans by constructing physical barriers to block those trucks from using areas of the project site restricted to light duty vehicles or emergency vehicles only. • Preventing truck queuing spillover onto surrounding streets by positioning entry gates after a minimum of 140 feet of space for queuing, and increasing the distance by 70 feet for every 20 loading docks beyond 50 docks. • Locating facility entry and exit points on streets of higher commercial classification that are designed to accommodate heavy duty truck usage. • Screening the warehouse site perimeter and onsite areas with significant truck traffic (e.g., dock doors and drive aisles) by creating physical, structural, and/or vegetative buffers that prevent or substantially reduce pollutant and noise dispersion from the facility to sensitive receptors.
• Planting exclusively 36-inch box evergreen trees to ensure faster maturity and four-season foliage.
• Requiring all property owners and successors in interest to maintain onsite trees and vegetation for the duration of ownership, including replacing any dead or unhealthy trees and vegetation.
• Posting signs clearly showing the designated entry and exit points from the public street for trucks and service vehicles.
• Including signs and drive aisle pavement markings that clearly identify onsite circulation patterns to minimize unnecessary onsite vehicle travel. • Posting signs indicating that all parking and maintenance of trucks must be conducted within designated on-site areas and not within the surrounding community or public streets.
20 CARB, Air Quality and Land Use Handbook: A Community Health Perspective (April 2005), at ES-1. CARB staff has released draft updates to this siting and design guidance which suggests a greater distance may be warranted in some scenarios. CARB, Concept Paper for the Freight Handbook (December 2019), available at https://ww2.arb.ca.gov/sites/default/files/2020- 03/2019.12.12%20-%20Concept%20Paper%20for%20the%20Freight%20Handbook_1.pdf (last accessed September 18, 2022).

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7 V. Air Quality and Greenhouse Gas Emissions Analysis and Mitigation Emissions of air pollutants and greenhouse gases are often among the most substantial environmental impacts from new warehouse facilities. CEQA compliance demands a proper accounting of the full air quality and greenhouse gas impacts of logistics facilities and adoption of all feasible mitigation of significant impacts. Although efforts by CARB and other authorities to regulate the heavy-duty truck and off-road diesel fleets have made excellent progress in reducing the air quality impacts of logistics facilities, the opportunity remains for local jurisdictions to further mitigate these impacts at the project level. Lead agencies and developers should also consider designing projects with their long-term viability in mind. Constructing the necessary infrastructure to prepare for the zero-emission future of goods movement not only reduces a facility’s emissions and local impact now, but it can also save money as demand for zero-emission infrastructure grows. In planning new logistics facilities, the Bureau strongly encourages developers to consider the local, statewide, and global impacts of their projects’ emissions.

Examples of best practices when studying air quality and greenhouse gas impacts include:
• Fully analyzing all reasonably foreseeable project impacts, including cumulative impacts. In general, new warehouse developments are not ministerial under CEQA because they involve public officials’ personal judgment as to the wisdom or manner of carrying out the project, even when warehouses are permitted by a site’s applicable zoning and/or general plan land use designation.21 • When analyzing cumulative impacts, thoroughly considering the project’s incremental impact in combination with past, present, and reasonably foreseeable future projects, even if the project’s individual impacts alone do not exceed the applicable significance thresholds.
• Preparing a quantitative air quality study in accordance with local air district guidelines.
• Preparing a quantitative health risk assessment in accordance with California Office of Environmental Health Hazard Assessment and local air district guidelines.
• Refraining from labeling compliance with CARB or air district regulations as a mitigation measure—compliance with applicable regulations is required regardless of CEQA.
• Disclosing air pollution from the entire expected length of truck trips. CEQA requires full public disclosure of a project’s anticipated truck trips, which entails calculating truck trip length based on likely truck trip destinations, rather than the distance from the facility to the edge of the air basin, local jurisdiction, or other truncated endpoint. All air pollution associated with the project must be considered, regardless of where those impacts occur.
21 CEQA Guidelines § 15369.

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Rancho Cordova City CouncilJune 5, 2023

Rancho Cordova City Council
June 5, 2023