Agenda packet — Santa Ana City Council, October 15, 2024 (part 6 of 7)

*Resource Name or #: Whitten House
B1. Historic Name: Whitten House
B2. Common Name: Same
B3. Original Use: Single-family Residence B4. Present Use: Single-family Residence *B5. Architectural Style: Bungalow/Craftsman
*B6. Construction History: (Construction date, alterations, and date of alterations): Constructed circa 1920.

August 26, 1929. Relocate residence.

September 7, 1943. Reroof.

December 6, 1976. Patio cover.
*B7. Moved? No Yes Unknown Date: August 26, 1929 Original Location:_Unknown____________________ *B8. Related Features:

None.

B9a. Architect: Unknown b. Builder: Unknown
*B10. Significance: Theme Residential Architecture Area Santa Ana Period of Significance: circa 1920-1954 Property Type: Single-family Residence Applicable Criteria: C (Discuss importance in terms of historical or architectural context as defined by theme, period, and geographic scope. Also address integrity) The Whitten House is architecturally significant as the best example of the Craftsman style in the Wilshire Square neighborhood. According to previous research (Wilshire Square Neighborhood Association, 1990), it was constructed around 1920. The bungalow was moved in 1929 from an unknown location to its current site, a lot in Wilshire Square purportedly purchased for $10.00, by Roy Langley, a resident of Cypress Avenue and proprietor of Langley Oil Company. The first occupants following relocation were Herbert and Gladys Whitten. Mr. Whitten was a meat cutter for E. R. Urbine in the Grand Central Market. In 1931, Lawrence Brown, a salesman, and his wife, Ferne, took up residence in the bungalow. Featured in the 1990 Wilshire Square Historic Home Tour, the property also contains three walnut trees in the back yard, a reminder of the earlier agricultural use of the Wilshire Square area. (See Continuation Sheet 3 of 4.)
B11. Additional Resource Attributes: (List attributes and codes) *B12. References:

City of Santa Ana Building Permits
Santa Ana History Room Collection, Santa Ana Public Library Sanborn Maps
(See Continuation Sheet 4 of 4.)
B13. Remarks:
*B14. Evaluator: Leslie J. Heumann
*Date of Evaluation: October 1, 2003
DPR 523B (1/95) *Required information
Sketch Map
(This space reserved for official comments.)
Whitten House
1106 South Parton Street
City Council 23 – 217 10/15/2024
State of California  The Resources Agency Primary # _____________________________________________ DEPARTMENT OF PARKS AND RECREATION HRI # ________________________________________________ CONTINUATION SHEET Trinomial _____________________________________________

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*Recorded by Leslie J. Heumann, SAIC *Date October 1, 2003 ⌧ Continuation Update DPR 523L
*B10. Significance (continued):

Santa Ana was founded by William Spurgeon in 1869 as a speculative town site on part of the Spanish land grant known as Rancho Santiago de Santa Ana. The civic and commercial core of the community was centered around the intersection of Main and Fourth Streets. Stimulated by the arrival of the Santa Fe Railroad and incorporation as a city in 1886, and selection as the seat of the newly created County of Orange in 1889, the city grew outwards, with residential neighborhoods initially developing to the north, south, and east of the city center. Agricultural uses predominated in the outlying areas, with cultivated fields and orchards dotted with widely scattered farmhouses.

The Whitten House is located in Wilshire Square, a neighborhood located south of the city center and bounded by West McFadden Avenue on the north, West Edinger Avenue on the south, South Main Street on the east, and South Flower Street on the west. This area remained agricultural in use into the early twentieth century, the landscape dotted with walnut and orange groves. The 1912 plat map of Santa Ana showed South Main Street and Fairview Avenue (now McFadden Avenue) as the only streets in the area, with the majority of the property held by a few landowners: N. Palmer, H. K.

Hanson, O’Brien, and Lewis.

Development of Wilshire Square began circa 1923, when newspaper advertisements for newly subdivided lots costing between $635.00 and $1,875.00 boasted “five foot sidewalks, curbs, electricity, gas, sewer, city water and ornamental trees” (Santa Ana Register, April 12, 1923). By 1923, all of Flower, Garnsey, Van Ness, Ross, and Borchard and portions of the remaining streets had been laid out. Lathrop Junior High School, designed by architect Frederick Eley in 1921 (demolished circa 1970), was constructed on the southwest corner of Fairview and Main and became an anchor of the neighborhood. In 1925, over 65 homes had been built in Wilshire Square, according to a count of addresses listed in the city directories. A 1927 map indicated that the area was zoned for single-family residences, except the east side of Sycamore, which was set aside for “courts and apartments,” apparently as a buffer for the “neighborhood business” zone on South Main Street. By 1930, maps of the City showed that, with the exception of a gap between Borchard and Edinger Avenues on Birch, Broadway, and Sycamore, all the streets in Wilshire Square were in place. Mapped by the Sanborn Company between 1931 and 1940, the neighborhood was substantially developed prior to the beginning of World War II.

Built in three phases, Wilshire Square primarily showcases the revival architectural styles popular during the first phase, circa 1923 to 1931, when 326 homes were built: variations of the Tudor Revival, the Spanish Colonial Revival, and the Colonial Revival. A handful of Craftsman bungalows completed the picture. A second phase, from 1935 to 1942, marked the recovery from the Great Depression and the war preparation years, and resulted in another 171 homes. The post World War II building boom added 91 homes, many in the newly popular California Ranch style. Enhanced by the canopies of mature trees that line many of the streets, Wilshire Square developed as a middle class neighborhood of white and blue collar workers. Homes were both owner and speculator built, and, regardless of style, are unified by their one-story height, scale, common setbacks, and the placement of detached garages in the rear of each property. Retaining these qualities today (2003), the neighborhood was recognized for excellence in urban design by the Orange County Chapter of the American Institute of Architects in 1997.

The Whitten House qualifies for listing in the Santa Ana Register of Historical Properties under Criterion 1, as a building with the “distinguishing characteristics of an architectural style or period.” It is a well-executed illustration of the horizontal massing and detailing, materials, and exposed structural features associated with the Craftsman era. Additionally, the house has been categorized as “Key” for its distinctive architectural style and quality as an example of the Craftsman style.

Character defining exterior features of the Whitten House that should be preserved include, but may not be limited to:
materials and finishes (wood, clapboard, stucco); roof configuration and treatment; massing and composition; original doors and windows; porch and porte cochere; and architectural detailing (porch supports, beams and braces, window surrounds).

City Council 23 – 218 10/15/2024
State of California  The Resources Agency Primary # _____________________________________________ DEPARTMENT OF PARKS AND RECREATION HRI # ________________________________________________ CONTINUATION SHEET Trinomial _____________________________________________

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*Recorded by Leslie J. Heumann, SAIC *Date October 1, 2003 ⌧ Continuation Update DPR 523L
*B12. References (continued):

Harris, Cyril M. American Architecture: An Illustrated Encyclopedia. New York, WW Norton, 1998.

Marsh, Diann. Santa Ana, An Illustrated History. Encinitas, Heritage Publishing, 1994.

McAlester, Virginia and Lee. A Field Guide to American Houses. New York: Alfred A. Knopf, 1984.

National Register Bulletin 16A. “How to Complete the National Register Registration Form.” Washington DC: National Register Branch, National Park Service, US Dept. of the Interior, 1991.

Office of Historic Preservation. “Instructions for Recording Historical Resources.” Sacramento: March 1995.

Historic maps in the collection of the History Room of the Santa Ana Public Library.

Santa Ana and Orange County Directories, 1905-1931.

Santa Ana Register, April 12, 1923.
“Vintage Santa Ana Right On Track.” The Register, January 13, 1990. “Neighbors Gear Up For Big Project.” Los Angeles Times, August 6, 1992. “Neighborliness Lives On Wilshire Square’s Streets.” Los Angeles Times, October 5, 1996. “Wilshire Square—A Profile in Pride of Ownership.” City Line, July/August 2001.

Wilshire Square Neighborhood Association, Home Tour Brochures, 1989-1994. www.wilshiresquare.com
www.geocities.com/Heartland/3383/aia.htm
City Council 23 – 219 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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Exhibit C
Exterior work shall be reviewed by the Historic Resources Commission and subject to the U.S.

Secretary of the Interior’s Standards for Rehabilitation of Historic Buildings, as follows:

1. Every reasonable effort shall be made to provide a compatible use for a property which requires minimal alteration of the building, structure, or site and its environment, or to use a property for its originally intended purpose.

2. The distinguishing original qualities or character of a building, structure or site and its environment shall not be destroyed. The removal or alteration of any historic material or distinctive architectural features should be avoided when possible.

3. All buildings, structures, and sites shall be recognized as products of their own time. Alterations that have no historical basis and which seek to create an earlier appearance shall be discouraged.

4. Changes which may have taken place in the course of time are evidence of the history and development of a building, structure, or site and its environment.

These changes may have acquired significance in their own right, and this significance shall be recognized and respected.

5. Distinctive stylistic features or examples of skilled craftsmanship which characterize a building, structure, or site shall be treated with sensitivity.

6. Deteriorated architectural features shall be repaired rather than replaced, whenever possible. In the event replacement is necessary, the new material should match the material being replaced in composition, design, color, texture, and other visual qualities. Repair or replacement of missing architectural features should be based on accurate duplications of features, substantiated by historic, physical, or pictorial evidence rather than on conjectural designs or the availability of different architectural elements from the other buildings or structures.

7. The surface cleaning of structures shall be undertaken with the gentlest means possible. Sandblasting and other cleaning methods that will damage the historic building materials shall not be undertaken.

8. Every reasonable effort shall be made to protect and reserve archaeological resources affected by, or adjacent to any project.

9. Contemporary design for alterations and additions to existing properties shall not be discouraged when such alterations and additions do not destroy significant historical, architectural or cultural material, and such design is compatible with City Council 23 – 220 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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size, scale, color, material and character of the property, neighborhood, or environment.

10. Wherever possible, new additions or alterations to structures shall be done in such a manner that if such additions or alterations need to be removed in the future, the essential form and integrity of the structure would be unimpaired.

City Council 23 – 221 10/15/2024
Exhibit D: Proposed Structure Improvements (“Work Plan”) 1106 South Parton Street
Item Year Improvement
1 2024 Landscape improvements: Trimming of all of the foliage on the street-facing portions of the property, and enhancement of lawn maintenance. 2 2025 Landscape improvements: Trimming of all of the trees on the property. Trim overgrown foliage throughout the remaining yard areas.
3 2026 Repair all deteriorated areas of wood eaves.
4 2028 Repaint house.
5 2030 Preserve/restore exterior wood elements
6 2034 Repair wood siding along the north elevation of the detached garage, located towards the rear of the property
City Council 23 – 222 10/15/2024
Planning and Building Agency
Item # c
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Historic Resources Commission Staff Report
September 5, 2024
Topic: HPPA No. 2024-12 – The Whitten House (1106 South Parton Street)

RECOMMENDED ACTION
Recommend that the City Council authorize the City Manager and City Clerk to execute a Historic Property Preservation Agreement (Mills Act) with Jennifer Schutza for the property located at 1106 South Parton Street, subject to non-substantive changes approved by the City Manager and City Attorney (Exhibit 1).

EXECUTIVE SUMMARY
Jennifer Schutza is requesting approval to execute a Mills Act Agreement with the City of Santa Ana at an existing residence located at 1106 South Parton Street that is currently listed on the Santa Ana Register of Historical Properties.

DISCUSSION
Project Location and Site Description
The subject property, known as the Whitten House, consists of an existing one-story Craftsman bungalow style residence that is approximately 1,125 square feet in size on a 6,100-square-foot residential lot. The Whitten House was added to the Santa Ana Register of Historical Properties (“Register”) in 2003 and categorized as “Key.” Analysis of the Issues
Ordinance No. NS-2382 authorized the Historic Resources Commission to execute Historic Property Preservation Agreements (HPPA), commonly known as Mills Act agreements, for eligible properties. The property is listed on the Register and categorized as Key, making it eligible for a Mills Act Agreement. The agreement provides monetary incentives to the property owner in the form of a property tax reduction in exchange for the owner’s voluntary commitment to maintain the property in a good state of repair as necessary to maintain its character and appearance. Once recorded, the agreement generates a different valuation method in determining the property’s assessed value, resulting in tax savings for the owner. Aside from the tax savings, the benefits include:

City Council 23 – 223 10/15/2024
HPPA No. 2024-12 – The Whitten House (1106 South Parton Street) September 5, 2024

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• Long term preservation of the property and visual improvement to the neighborhood • Allows for a mechanism to provide for property rehabilitation • Provides additional incentive for potential buyers to purchase historic structures • Discourages inappropriate alterations to the property In 2003, the Historic Resources Commission placed the Whitten House on the Register and within the “Key” category for its distinctive architectural style and quality as an example of Craftsman styling. Character-defining exterior features of the Whitten House that should be preserved include, but may not be limited to: materials and finishes (wood, clapboard, stucco); roof configuration and treatment; massing and composition; original doors and windows; porch and porte-cochere; and architectural detailing (porch supports, beams and braces, window surrounds).

The property was briefly owned by the City of Santa Ana in 2009. In August 2009, residential alteration applications were approved by the Planning and Building Agency (PBA) for the following exterior modifications: reroof house and attached garage, removing existing composition shingles and replacing them in-kind; change-out (11) windows and front and rear doors; and wood porch posts replaced with redwood or pressure-treated wood. All work was finalized in September 2009 and all exterior modifications were consistent with the Secretary of Interior Standards for Rehabilitation.

The property was subsequently sold the current property owner in April 2010. It was noted during the 2024 site visit that all aforementioned items were implemented to staff’s satisfaction at the subject property.

Additional future improvements proposed by the homeowner during the initial ten years of the Mills Act Agreement include the repair of all deteriorated areas of the wood eaves and repainting of the residence. Staff will ensure that the proposed work will be done sensitively and will maintain the property’s character-defining features as part of the Mills Act Agreement for this property. As part of the required Work Plan, staff is recommending additional improvements, including landscape improvements (e.g., trimming of all of the trees around the property, trim overgrown foliage throughout the front yard and rear yard, etc.), preserve/restore exterior wood elements, and repair wood siding along the north elevation of the detached garage, located towards the rear of the property.

As part of the Mills Act approval process, staff will work with the applicant to ensure that a bronze plaque is installed honoring and recognizing the structure. The plaque will include the historic name, address, year built, and local historic register designation.

Lastly, the site will be subject to general maintenance and upkeep requirements including, but not limited to, replacement or restoration of damaged character-defining features, landscaping upkeep, painting, etc. These improvements will be subject to review and approval by staff. Upon consideration of the application, it is recommended that the City enter into a Historic Property Preservation Agreement.

City Council 23 – 224 10/15/2024
HPPA No. 2024-12 – The Whitten House (1106 South Parton Street) September 5, 2024

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ENVIRONMENTAL IMPACT
Pursuant to the California Environmental Quality Act (CEQA) and the CEQA Guidelines, the project is exempt from further review pursuant to Section 15331 of the CEQA Guidelines (Class 31 – Historical Resource Restoration/Rehabilitation) as these actions are designed to preserve historic resources. Based on this analysis, a Notice of Exemption, Environmental Review No. 2024-70, will be filed for this project.

FISCAL IMPACT
The Historic Property Preservation Agreement will reduce the Property Tax revenue account 01102002-50011 to the City by an estimated $407.48 annually, for a period of not less than ten years.

EXHIBIT(S)

1. Mills Act Agreement

2. Vicinity Map – 1106 South Parton Street

3. Site Photos – 1106 South Parton Street

4. Action Minutes HRC (1106 South Parton Street)
Submitted By:

James Williams, Contract Planner
Approved By:

Minh Thai, Executive Director of Planning and Building Agency, Planning and Building Agency
City Council 23 – 225 10/15/2024

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Santa Ana
20 Civic Center Plaza (M-30)
Santa Ana, CA 92702
Attn: City Clerk’s Office
FREE RECORDING PURSUANT TO GOVERNMENT CODE § 27383
_________________________________________________________________________

HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement (“Agreement”) is made and entered into by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the of the State of California (hereinafter referred to as “City”), and Jennifer Mary Schutza, an unmarried woman, (hereinafter collectively referred to as “Owner”), owner of real property located at 1106 South Parton Street, Santa Ana, California, in the County of Orange and listed on the Santa Ana Register of Historical Properties.

RECITALS
A. The City Council of the City of Santa Ana is authorized by California Government Code Section 50280 et seq. (known as the “Mills Act”) to enter into contracts with owners of qualified historical properties to provide for appropriate use, maintenance, rehabilitation and restoration such that these historic properties retain their historic character and integrity.

B. The Owner possesses fee title in and to that certain qualified real property together with associated structures and improvements thereon, located at 1106 South Parton Street, Santa Ana, California, Santa Ana, CA, 92707 and more particularly described in Exhibit “A,” attached hereto and incorporated herein by reference, and hereinafter referred to as the “Historic Property.” C. The Historic Property is officially designated on the Santa Ana Register of Historical Properties pursuant to the requirements of Chapter 30 of the Santa Ana Municipal Code.

D. City and Owner, for their mutual benefit, now desire to enter into this Agreement which defines and limits the use and alteration of this Historic Property in order to enhance and maintain its value as a cultural and historical resource for Owner and for the community; to prevent inappropriate alterations to the Historic Property and to ensure that repairs, additions, new building, and other changes are appropriate; and to ensure that rehabilitation and maintenance are carried out in an exemplary manner.

City Council 23 – 226 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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E. Owner and City intend to carry out the purposes of California Government Code, Chapter 1, Part 5 of Division 1 of Title 5, Article 12, Section 50280 et seq., which will enable the Historic Property to qualify for an assessment of valuation as a restricted historical property pursuant to Article 1.9, Sec. 439 et seq., Chapter 3 Part 2 of Division 1 of the California Tax and Revenue Code.

NOW, THEREFORE, the City of Santa Ana and the Owner of the Historic Property agree as follows:

1. Effective Date and Terms of Agreement.

This Agreement shall be effective and commence on November 20, 2024, and shall remain in effect for a term of ten (10) years thereafter. Each year, upon the anniversary of the effective date of this Agreement, such initial term will automatically be extended as provided in California Government Code Sections 50280 through 50290 and in Section 2, below.

2. Renewal.
a. Each year on the anniversary of the effective date of this Agreement, a year shall automatically be added to the initial ten (10) year term of this Agreement unless written notice of nonrenewal is served as provided herein.
b. If the Owner or the City desire(s) in any year not to renew the Agreement, the Owner or City shall serve written notice of nonrenewal of the Agreement on the other party.

Unless such notice is served by the Owner to the City at least ninety (90) days prior to the annual renewal date, or served by the City to the Owner at least sixty (60) days prior to the annual renewal date, one (1) year shall automatically be added to the term of the Agreement as provided herein.
c. Within 30 days from receipt of City’s notice of nonrenewal, the Owner may file a written protest of City’s decision of nonrenewal. The City may, at any time prior to the annual renewal date of the Agreement, withdraw its notice to the Owner of nonrenewal. d. If either the Owner or the City serves notice to the other of nonrenewal in any year, the Agreement shall remain in effect for the balance of the term then remaining, either from its original execution or from the last renewal of the Agreement, whichever may apply.

3. Standards and Conditions for Historic Property.

During the term of this Agreement, the Historic Property shall be subject to the following conditions, requirements and restrictions:
a. Owner shall maintain the Historic Property in a good state of repair and shall preserve, maintain, and, where necessary, restore or rehabilitate the property and its characterdefining features described in the “Historical Property Description” attached hereto, marked as Exhibit B, notably the general architectural form, style, materials, design, scale, proportions, organization of windows, doors, and other openings, textures, details, mass, roof line, porch and other aspects of the appearance of the exterior to the satisfaction of the City.

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MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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b. All changes to the Historic Property shall comply with applicable City plans and regulations, and conform to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, namely the U.S. Secretary of the Interior’s Standards and Guidelines for Historic Preservation Projects. These guidelines are attached hereto, marked as Exhibit C, and incorporated herein by this reference. Owner shall continually maintain the Historic Property in the same or better condition.
c. A view corridor enabling the general public to see the Historic Property from the public right-of-way shall be maintained, and Owner shall not be permitted to block the view corridor to the property with any new structure, such as walls, fences or shrubbery, so as to prevent the viewing of the historic landmark by the public. d. The following are prohibited: demolition of the Historic Property or destruction of character-defining features of the building or site; removal of trees and other major vegetation unless removal is approved by a rehabilitation plan approved by the Historic Resources Commission; paving of yard surface; exterior alterations or additions unless approved by the Historic Resources Commission and such alterations are in keeping with the Secretary of Interior’s Standards; deteriorating, dilapidated or unrepaired structures such as fences, roofs, doors, walls, and windows; storage of junk, trash, debris, discarded or unused objects such as cars, appliances, or furniture; and other unsightly by decoration, structure or vegetation which is unsightly by reason of its height, condition, or inappropriate location. e. Owner shall allow reasonable periodic inspection by prior appointment, as needed or at least every five (5) years after the initial inspection, of the interior and exterior of the Historic Property by representatives of the City of Santa Ana, the County Assessor, the State Department of Parks and Recreation, and the State Board of Equalization, to determine the Owner’s compliance with the terms and provisions of this Agreement. f. Owner shall implement the rehabilitation and restoration work items as discussed in detail in Exhibit D, “Proposed Structure Improvements” and the City Council Historic Property Preservation Agreement (HPPA No. 2024-12) staff report dated September 5, 2024. All work items shall be completed within the first ten years of the Mills Act Agreement. Proof of completion, as requested by the City of Santa Ana, will be required in order to satisfy and maintain the Mills Act Agreement. Staff approval is required before items are amended or removed/replaced from the improvements list.

4. Furnishing of Information.

The Owner hereby agrees to furnish the City with any and all information requested which may be necessary or advisable to determine compliance with the terms and provisions of this Agreement.

5. Cancellation.
a. The City, following a duly noticed public hearing by the City Council as set forth in Government Code Section 50280, et. seq., may cancel this Agreement if it determines that the City Council 23 – 228 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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Owner have breached any of the conditions of this Agreement, or has allowed the property to deteriorate to the point that it no longer meets the standards for a qualified Historic Property, or if the City determines that the Owner have failed to restore or rehabilitate the property in the manner specified in Section 3 of this Agreement. If a contract is cancelled for these reasons, the Owner shall pay a cancellation fee to the County Auditor as set forth in Government Code Section 50286. This cancellation fee shall be a percentage (currently set at twelve and one-half (12 ½) percent by Government Code Section 50286) of the current fair market value of the property at the time of the cancellation, as determined by the county assessor, without regard to any restriction imposed pursuant to this Agreement.
b. If the Historic Property is destroyed by earthquake, fire, flood or other natural disaster such that in the opinion of the City Building Official more than sixty (60) percent of the original fabric of the structure must be replaced, this Agreement shall be canceled immediately because, in effect, the historic value of the structure will have been destroyed. No fee shall be imposed in the case of destruction by acts of God or natural disaster. c. If the Historic Property is acquired by eminent domain and the City Council determines that the acquisition frustrates the purpose of this Agreement, this Agreement shall be cancelled and no fee imposed, as specified in Government Code Section 50288.

6. Enforcement of Agreement.
a. In lieu of and/or in addition to any provisions to cancel the Agreement as referenced herein, City may specifically enforce, or enjoin the breach of, the terms of the Agreement. In the event of a default, under the provisions to cancel the Agreement by Owner, the City shall give written notice to Owner by registered or certified mail, and if such a violation is not corrected to the reasonable satisfaction of the City Manager or designee within thirty (30) days thereafter, or if not corrected within such a reasonable time as may be required to cure the breach or default, or default cannot be cured within thirty (30) days (provided that acts to cure the breach or default may be commenced within thirty (30) days and shall thereafter be diligently pursued to completion by Owner), then City may, without further notice, declare a default under the terms of this Agreement and may bring any action necessary to specifically enforce the obligations of Owner growing out of the terms of this Agreement, apply to any court, state or federal, for injunctive relief against any violation by Owner or apply for such relief as may be appropriate.
b. City does not waive any claim of default by the Owner if City does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City’s regulations governing historic properties are available to City to pursue in the event that there is a breach of this Agreement. No waiver by City of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.

City Council 23 – 229 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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7. Binding effect of Agreement.
a. Owner hereby subjects the Historic Property, located at 1106 South Parton Street, Santa Ana, California, Assessor Parcel Number, 013-092-16, and more particularly described in Exhibit A, in the City of Santa Ana, to the covenants, conditions, and restrictions as set forth in this Agreement.
b. City and Owner hereby declare their specific intent that the covenants, conditions and restrictions as set forth herein shall be deemed covenants running with the land and shall pass to and be binding upon Owner’s successors and assigns in title or interest to the Historic Property. Every contract, deed, or other instrument hereinafter executed, covering or conveying the Historic Property or any portion thereof, shall conclusively be held to have been executed, delivered, and accepted subject to the tenants, restrictions, and reservations expressed in this Agreement regardless of whether such covenants, conditions and restrictions are set forth in such contract, deed, or other instrument.
c. This property is listed in the Santa Ana Register of Historical Properties (Register). In any real property transaction, the owner of this property or the owner’s representative shall provide the buyer of this property with notice that the property is listed on the City’s historic Register.

8. No Compensation.

Owner shall not receive any payment from City in consideration of the obligation imposed under this Agreement, it being recognized that the consideration for the execution of this Agreement is the substantial public benefit to be derived therefrom and the advantage that will accrue to Owner as a result of the effect upon the assessed value of the Property on the account of the restrictions on the use and preservation of the Property.

9. Notice.

Any notice required by the terms of this Agreement shall be sent to the address of the respective parties as specified below or at other addresses that may be later specified by the parties hereto.

City: City of Santa Ana
20 Civic Center Plaza (M-30)
Santa Ana, CA 92702
Attn: City Clerk’s Office
Owners: Jennifer Mary Schutza
1106 South Parton Street
Santa Ana, CA 92707
City Council 23 – 230 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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10. General Provisions.
a. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions or conditions cause them to be considered joint ventures or members of any joint enterprise.
b. The Owner agrees to and shall indemnify and hold the City and its elected and appointed officials, officers, agents, and employees harmless from liability for damage or claims for damage for personal injuries, including death, and claims for property damage which may arise from the direct or indirect use or operations of the Owner or those of his or her contractor, subcontractor, agent, employee, or other person acting on his or her behalf which relates to the use, operation, and maintenance of the Historic Property. The Owner hereby agrees to and shall defend the City and its elected and appointed officials, officers, agents, and employees with respect to any and all actions for damages caused by, or alleged to have been caused by, reason of the Owner's activities in connection with the Historic Property. c. This hold harmless provision applies to all damages and claims for damages suffered, or alleged to have been suffered, and costs of defense incurred, by reason of the operations referred to in this Agreement regardless of whether or not City prepared, supplied, or approved the plans, specifications or other documents for the Historic Property. d. All of the agreements, rights, covenants, conditions, and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns, and all persons acquiring any part or portion of the Historic Property, whether by operation of law on in any manner whatsoever. e. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, reservations, or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorney’s fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
f. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
g. This Agreement shall be construed and governed in accordance with the laws of the State of California, with venue in Orange County.

11. Recordation.

No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Orange.

City Council 23 – 231 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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12. Amendments.

This Agreement may be amended, in whole or in part, only by a written recorded instrument executed by the parties hereto.

13. Effective Date
This Agreement shall be effective on the day and year first written above in Section 1. {Signature page follows}
City Council 23 – 232 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
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ATTEST: CITY OF SANTA ANA
________________________ _________________________
JENNIFER L. HALL ALVARO NUÑEZ
City Clerk City Manager
OWNER
Date: ______________________ _________________________

JENNIFER MAY SCHUTZA
APPROVED AS TO FORM: RECOMMENDED FOR APPROVAL:

SONIA CARVALHO
City Attorney
By: _____________________ _____________________

BRANDON SALVATIERRA MINH THAI
Deputy City Attorney Executive Director
Planning and Building Agency
City Council 23 – 233 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
- 9 -

EXHIBIT A

LEGAL DESCRIPTION
LOT 2 OF BLOCK A OF TRACT NO. 869, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 26, PAGE 29 MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL OIL, GAS, MINERAL AND OTHER HYDROCARBONS, AS RESERVED IN INSTRUMENTS OF RECORD.

Assessor’s Parcel Number: 013-092-16
City Council 23 – 234 10/15/2024
State of California  The Resources Agency Primary #______________________________________________ DEPARTMENT OF PARKS AND RECREATION HRI #__________________________________________________ PRIMARY RECORD Trinomial______________________________________________ NRHP Status Code_____________________________________
Other Listings_____________________________________________________________________ Review Code________ Reviewer________________________ Date_______________ Page _1_ of _4_ Resource name(s) or number (assigned by recorder) Whitten House P1. Other Identifier:
*P2. Location: Not for Publication Unrestricted *a. County Orange County *b. USGS 7.5’ Quad TCA 1667 Date:
*c. Address 1106 South Parton Street City Santa Ana Zip 92707 *e. Other Locational Data: Assessor’s Parcel Number 013-092-16 N TR 869 BLK A LOT 2 *P3a. Description: (Describe resource and its major elements. Include design, materials, condition, alterations, size, setting, and boundaries.) Strong horizontal lines and exposed structural elements keynote the design of this one-story Craftsman bungalow. The extremely low-pitched roof is arranged in a cross-gabled configuration, with two gables facing front and an extended side gable topping a continuous front porch and porte cochere. Braces are exposed in the overhanging eaves; rafter tails have been cut off. Truncated pillars sitting on heavy tapered piers support the porch roof. An elaborate design of brackets and beams braced with repeated vertical posts carries the roof superstructure. The porch space is further defined by a wood slat railing punctuated by a tapered pedestal. Clapboard of alternating heights sheathes the building. Two large, fixed windows, each banded by a row of rectangular lights across the top, face the street. The entry is located at the south end of the porch.

All of the openings feature extended headers, which reinforce the horizontal theme of the design. Other than the removal of the rafter tails, the bungalow appears unaltered since its move to this location in 1929. *P3b. Resource Attributes: (list attributes and codes) HP2. Single-family Property *P4. Resources Present: Building Structure Object Site District Element of District Other P5b. Photo: (view and date)
East elevation
September 2003
*P6. Date Constructed/Age and
Sources: historic
Circa 1920
*P7. Owner and Address:

Albar and Judith C. Velasco
1106 South Parton Street
Santa Ana, CA 92707
*P8. Recorded by:

Leslie J. Heumann
SAIC
35 S. Raymond Ave. # 204
Pasadena, CA 91105
*P9. Date Recorded:

October 1, 2003
*P10. Survey Type:

Intensive Survey
*P11. Report Citation: (Cite survey report and other sources, or enter “none”) None.
*Attachments: None Location Map Sketch Map Continuation Sheet Building, Structure, and Object Record Archaeological Record District Record Linear Feature Record Milling Station Record Rock Art Record Artifact Record Photograph Record Other (list)
DPR 523A (1/95) *Required information
P5a. Photo
City Council 23 – 235 10/15/2024
State of California  The Resources Agency Primary #__________________________________________ DEPARTMENT OF PARKS AND RECREATION HRI#______________________________________________

BUILDING, STRUCTURE, AND OBJECT RECORD

Page 2 of 4 ends

August 26, 1929. Relocate residence.

September 7, 1943. Reroof.

December 6, 1976. Patio cover.
*B7. Moved? No Yes Unknown Date: August 26, 1929 Original Location:_Unknown____________________ *B8. Related Features:

None.

City of Santa Ana Building Permits
Santa Ana History Room Collection, Santa Ana Public Library Sanborn Maps
(See Continuation Sheet 4 of 4.)
B13. Remarks:
*B14. Evaluator: Leslie J. Heumann
*Date of Evaluation: October 1, 2003
DPR 523B (1/95) *Required information
Sketch Map
(This space reserved for official comments.)
Whitten House
1106 South Parton Street
City Council 23 – 236 10/15/2024
State of California  The Resources Agency Primary # _____________________________________________ DEPARTMENT OF PARKS AND RECREATION HRI # ________________________________________________ CONTINUATION SHEET Trinomial _____________________________________________

Page 3 ends

*Recorded by Leslie J. Heumann, SAIC *Date October 1, 2003 ⌧ Continuation Update DPR 523L
*B10. Significance (continued):

Hanson, O’Brien, and Lewis.

City Council 23 – 237 10/15/2024
State of California  The Resources Agency Primary # _____________________________________________ DEPARTMENT OF PARKS AND RECREATION HRI # ________________________________________________ CONTINUATION SHEET Trinomial _____________________________________________

Page 4 ends

*Recorded by Leslie J. Heumann, SAIC *Date October 1, 2003 ⌧ Continuation Update DPR 523L
*B12. References (continued):

Harris, Cyril M. American Architecture: An Illustrated Encyclopedia. New York, WW Norton, 1998.

Marsh, Diann. Santa Ana, An Illustrated History. Encinitas, Heritage Publishing, 1994.

McAlester, Virginia and Lee. A Field Guide to American Houses. New York: Alfred A. Knopf, 1984.

National Register Bulletin 16A. “How to Complete the National Register Registration Form.” Washington DC: National Register Branch, National Park Service, US Dept. of the Interior, 1991.

Office of Historic Preservation. “Instructions for Recording Historical Resources.” Sacramento: March 1995.

Historic maps in the collection of the History Room of the Santa Ana Public Library.

Santa Ana and Orange County Directories, 1905-1931.

Wilshire Square Neighborhood Association, Home Tour Brochures, 1989-1994. www.wilshiresquare.com
www.geocities.com/Heartland/3383/aia.htm
City Council 23 – 238 10/15/2024

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
- 1 -
Exhibit C
Exterior work shall be reviewed by the Historic Resources Commission and subject to the U.S.

Secretary of the Interior’s Standards for Rehabilitation of Historic Buildings, as follows:

4. Changes which may have taken place in the course of time are evidence of the history and development of a building, structure, or site and its environment.

These changes may have acquired significance in their own right, and this significance shall be recognized and respected.

5. Distinctive stylistic features or examples of skilled craftsmanship which characterize a building, structure, or site shall be treated with sensitivity.

8. Every reasonable effort shall be made to protect and reserve archaeological resources affected by, or adjacent to any project.

MILLS ACT AGREEMENT
1106 South Parton Street
Santa Ana, CA 92707
- 2 -
size, scale, color, material and character of the property, neighborhood, or environment.

City Council 23 – 240 10/15/2024
Exhibit D: Proposed Structure Improvements (“Work Plan”) 1106 South Parton Street
Item Year Improvement
1 2024 Landscape improvements: Trimming of all of the foliage on the street-facing portions of the property, and enhancement of lawn maintenance.. 2 2025 Landscape improvements: Trimming of all of the trees on the property. Trim overgrown foliage throughout the remaining yard areas.
3 2026 Repair all deteriorated areas of wood eaves.
4 2028 Repaint house.
5 2030 Preserve/restore exterior wood elements
6 2034 Repair wood siding along the north elevation of the detached garage, located towards the rear of the property
City Council 23 – 241 10/15/2024
HPPA 2024-12
1106 S. PARTON STREET

WHITTEN HOUSE

P L A N N I N G AND B U I L D I N G A G E N C Y
500’ RADIUS
SITE
City Council 23 – 242 10/15/2024
HPPA-2024-12
The Whitten House – 1106 South Parton Street

SITE PHOTOS
EXHIBIT 3
City Council 23 – 243 10/15/2024
City Council 23 – 244 10/15/2024
END OF CONSENT CALENDAR**

BUSINESS CALENDAR
C.

Commissioner Lutz contacted Mr. & Mrs. Randy Simons regarding the Historic Resources Commission Application tVo. 2003-42 and Historic Register Categorization No. 2003-45.

WORK STUDY SESSION
D. HISTORIC REGISTRY DISCLOSURE FOR REAL ESTATE TRANSACTIONS Vice Chair inquired if there is historic registry disclosure on property transactions for real estate agents. City provides accessibility information on website which is periodically updated.

Commissioner Kings recommends city staff recap benefits of Historic Registry; conduct educational forum on specific properties for real estate community. Ms. De Rosa noted a property owner welcome letter to the registry is mailed on the Friday following the HRC meeting.
n PROCEDURAL RULES

PUBLIC HEARINGS
1 Melanie McCann)
Filed by the City of Santa Ana to place and categorize various structures on the Santa Ana Register of Historical Properties.

ADDRESS STRUCTU E NAME RECOMMENDEQ

CATEGORY
1106 South Parton Street 52/54 Whitten House Ke
1102 South Birch Street (56158) O'Brien House Key
1226 South Birch Street (53/55) Sandstrom Howse (1 Contributive 1310 South Birch Street 54/56 Masin House Contributive
1101 South Birch Street (55157) Pimental House Contributive 1115 South Birch Street 57/59 Gardenier House Contributive 1205 South Birch Street (58/60 Levengood House Contributive 1218 South Broadwa 59/61 Bowman House Contributive
1230 South Birch Street (60/62) Sandstrom Howse (2) Contributive 1229 South Broadway (61!63) Irish House Contributive
PUBLISHED IN THE ORANGE COUNTY REPORTER:

PUBLICLY NOTICED:

RESOURCES COMMISSION MINUTES
November 21, 2003
November 21, 2003
DECEMBER 4, 2003
City Council 23 – 245 10/15/2024
RECOMMENDATION:

RECOMMENDATION:

Adopt a resolution approving Historic Resources Commission Application Nos. 2003-52 through 2003-61.

2. Adopt a resolution approving Historic Register Categorization Nos. 2003-54 through 2003-63.

Melanie McCann, Associate Planner, provided staff report and recommendation.

Vice Chairman Schaefer opened the public hearing.

One written communication received from property owner at 1115 South Birch Street regarding a permit issue; there were no speakers on the matter.

Vice Chairman Schaefer closed the public hearing.

Motion to receive and file resolutions approving various structures on the Santa Ana Register ofHistorical Properties and requesting a 30-day continuance on the following properties: (1) 1115 South Birch Street (57/59) Gardenier House, written communication received from owners, and (2) 1230 South Birch Street (60/62) Sandstrom House.

MOTION: Lutz SECOND: Chinn
AYES: Chinn, Corpin, Lutz, Schaefer (4)
NOES: None (0)
ABSTAIN: ~~' ~~~;;;
ABSENT: Bustamante, Gartner, Giles (3)

2. Melanie McCann)
By direction of the City .Council the Historic Resources Commission shall reconsider the placement and categorization of the structure located at 1310 North Louise Street (Miller House) as Contributive on the Santa Ana Register of Historical Properties.

PUBLISHED IN THE ORANGE COUNTY REPORTER:. November 21, 2003 PUBLICLY NOTICED: November 21, 2003
RECOMMENDATION:

Adopt a resolution affirming the placement of the property on the Santa Ana Register of Historical Properties, Historic Resources Commission Application No. 2003-42.

2. Adopt a resolution .affirming the categorization of the property, Historic Register Categorization No. 2003-45.

Melanie McCann, Associate Planner, provided staff report and recommendation. Ms.

McCann noted property owner filed appeal for reconsideration of historical placement.

Vice Chairman Schaeferopened the public hearing.

Mr. Randy Simons requests 60-day continuance on Miller House due to additional construction on home and allow time for him to obtain information on Mills Act with regards to historical property classification.

Vice Chairman Schaefer closed the public hearing.

HISTORIC RESOURCES COMMISSION MINUTES 3 DECEMBER 4, 2003 City Council 23 – 246 10/15/2024
Motion to continue item to av Days (renruary y, wu4j.

Motion to continue item to 60 days (February 9, 2004).

MOTION: Lutz SECOND: O'Callaghan
AYES: Chinn, Corpin, Kings, Lutz, O'Callaghan, Schaefer (6) NOES: None (0)
ABSENT: Bustamante, Gartner, Giles (3)

3. Public Comments (items not on the agenda)
Vice Chairman Schaefer opened the public hearing.

No written communications were received and there were no speakers on the matter.

Vice Chairman Schaefer closed the public hearing.

STAFF AND COMMISSION C011QMENTS

4. STAFF COMMENTS
Ms. De Rosa stated copy of approved loan program is forthcoming and communicated that the advertising firm, DGWB, won their appeal for tax credits.

5. COMMISSIONER COMMENTS
Commissioner Chinn
RDA loan program up to $250,000 (historical loan fof rehabilitation); Armstrong Phillips Ranch will be on historical tour.

Congratulations to CommissionerO'Callaghan for attending LA Conservancy conference on preservation.

Requested update on Artist Village Fountain. Ms. De Rosa indicated Matt Lamb attending January meeting for update.

Commissioner Corpin
Welcome new staff.

Requests staff to use her cellular telephone for messages and not home telephone number.

Requested update on Mike Harrah project; she was unformed item will be continued on December 22 Planning Commission Agenda.

Requested update on Broadway One project. Planning Manager cited project still in process, discussing environmental issues on plaza area, parking structure, and mitigation details. Item moved to Planning Commission agenda in January; P&D contract extended to deal with environmental issues.

Commissioner Kings
Welcomed new staff.

Mentioned French Park having holiday home tours on December 13 and 14.

Excused self from January 8, 2004 meeting as she will be attending a design conference in central coast.

CommissionerO'Callaghan
Attended seminar at Los Angeles Conservancy conference on preservation; noted Santa Ana praised for great work done by staff.

Recommends commission hold study sessions on nQw construction properties with information on appeals.

Requested update on Wilshire Square.

Ms. De Rosa mentjq ~d reviewing mid-year objectives to review changes in policy on future element and implementation strategy.

City Council 23 – 247 10/15/2024
City Council 23 – 248 10/15/2024
Planning and Building Agency
www.santa-ana.org/planning-and-building
Item # 24
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 15, 2024
TOPIC: California State Department of Housing and Community Development Prohousing Designation Program Application

AGENDA TITLE
Application to the California State Department of Housing and Community Development for the Prohousing Designation Program under the Permanent Regulations

RECOMMENDED ACTION
Adopt a resolution authorizing application to the California State Department of Housing and Community Development Prohousing Designation Program.

RESOLUTION NO. 2024-XXX entitled A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF SANTA ANA AUTHORIZING APPLICATION TO AND PARTICIPATION

IN THE PROHOUSING DESIGNATION PROGRAM
GOVERNMENT CODE §84308 APPLIES: No

DISCUSSION
In 2019, Assembly Bill (AB) 101 established the Prohousing Designation Program administered by the California Department of Housing and Community Development (HCD). The program provides several benefits to cities and jurisdictions, which include the following:
• Additional funding opportunities like the Affordable Housing and Sustainable Communities (AHSC) and Infill Infrastructure Grant (IIG) • Accelerated affordable housing production through the Prohousing Incentive Program
• Priority processing and funding points when applying for funding programs • Recognition of the City’s commitment to addressing California’s housing shortage
Eligibility to receive the Prohousing Designation requires the applicant to have an adopted housing element, be current on submission of the Annual Progress Report, and be in compliance with applicable State housing law. Applicants must also submit a resolution, with language and format as required by HCD, authorizing application and participation in the program. Jurisdictions that meet these requirements qualify for the City Council 24 – 1 10/15/2024
California State Department of Housing and Community Development Prohousing Designation Program Application
October 15, 2024

Page 2 ends

validation phase of the application, which is based on the following four scoring categories:
• Favorable Zoning and Land Use
• Acceleration of Housing Production Timeframes
• Reduction of Construction and Development Costs
• Providing Financial Subsidies
A minimum score of 30 points is required to receive a Prohousing Designation, and applicants must demonstrate that they have enacted or proposed at least one policy in each of the four categories.

Planning Division staff first applied for the Prohousing Designation under the emergency regulations in December 2023. Permanent regulations for the program were subsequently approved in January 2024, resulting in the City needing to re-apply under these updated regulations.

If this item is approved, staff will submit the application and resolution to HCD for review. HCD will then either approve or provide feedback on the application within 60 days. If awarded, the Prohousing Designation remains valid for three years.

ENVIRONMENTAL IMPACT
There is no environmental impact associated with this action.

FISCAL IMPACT
There is no fiscal impact associated with this action.

EXHIBITS

1. Resolution – Authorizing Application to Program

2. Draft Prohousing Designation Program Application
Submitted By: Minh Thai, Executive Director of Planning and Building Agency Approved By: Alvaro Nuñez, City Manager
City Council 24 – 2 10/15/2024
Resolution No. 2024-XXX

Page 1 of 4 ends

RESOLUTION NO. 2024-XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

SANTA ANA AUTHORIZING APPLICATION TO AND

PARTICIPATION IN THE PROHOUSING DESIGNATION

PROGRAM
WHEREAS, Government Code section 65589.9 established the Prohousing Designation Program (“PDP” or “Program”), which creates incentives for jurisdictions that are compliant with state housing element requirements and that have enacted Prohousing local policies; and
WHEREAS, such jurisdictions will be designated Prohousing, and, as such, will receive additional points or other preference during the scoring of their competitive applications for specified housing and infrastructure funding; and WHEREAS, the Department of Housing and Community Development (“Department”) has adopted regulations (Cal. Code Regs., tit. 25, § 6600 et seq.) to implement the Program (“Program Regulations”), as authorized by Government Code section 65589.9, subdivision (d); and
WHEREAS, the City of Santa Ana (“Applicant”) desires to submit an application for a Prohousing Designation (“Application”).

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS:

1. Applicant is hereby authorized and directed to submit an Application to the Department.

2. Applicant acknowledges and confirms that it is currently in compliance with applicable state housing law.

3. Applicant acknowledges and confirms that it will continue to comply with applicable housing laws and to refrain from enacting laws, developing policies, or taking other local governmental actions that may or do inhibit or constrain housing production. Examples of such local laws, policies, and actions include moratoriums on development; local voter approval requirements related to housing production; downzoning; and unduly restrictive or onerous zoning regulations, development standards, or permit procedures. Applicant further acknowledges and confirms that the Prohousing Policies in its Application comply with its duty to Affirmatively Further Fair Housing pursuant to Government Code sections 8899.50 and City Council 24 – 3 10/15/2024
Resolution No. 2024-XXX

Page 2 of 4 ends

65583. Applicant further acknowledges and confirms that its general plan is in alignment with an adopted sustainable communities strategy pursuant to Public Resources Code section 21155 - 21155.4. Applicant further acknowledges and confirms that its policies for the treatment of homeless encampments on public property comply with and will continue to comply with the Constitution and that it has enacted best practices in its jurisdiction that are consistent with the United States Interagency Council on Homelessness’ “7 Principles for Addressing Encampments” (June 17, 2022, update).

4. If the Application is approved, Applicant is hereby authorized and directed to enter into, execute, and deliver all documents required or deemed necessary or appropriate to participate in the Program, and all amendments thereto (the “Program Documents”).

5. Applicant acknowledges and agrees that it shall be subject to the Application; the terms and conditions specified in the Program Documents; the Program Regulations; and any and all other applicable law.

6. The Executive Director of Planning and Building is authorized to execute and deliver the Application and the Program Documents on behalf of the Applicant for participation in the Program.

ADOPTED this 15th day of October, 2024.
_______________________
Valerie Amezcua
Mayor
APPROVED AS TO FORM:

Sonia R. Carvalho, City Attorney
By:________________________
Kyle Nellesen
Assistant City Attorney
AYES: Councilmembers _______________________________________ NOES: Councilmembers _______________________________________ City Council 24 – 4 10/15/2024
Resolution No. 2024-XXX

Page 3 of 4 ends

ABSTAIN: Councilmembers _______________________________________ NOT PRESENT: Councilmembers _______________________________________ City Council 24 – 5 10/15/2024
Resolution No. 2024-XXX

Page 4 of 4 ends

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall, City Clerk, do hereby attest to and certify the attached Resolution No. 2024-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on _______________, 2024.

Date: ________________ ____________________________________ City Clerk
City of Santa Ana
City Council 24 – 6 10/15/2024
Prohousing Designation Program Application
State of California
Governor Gavin Newsom
Melinda Grant, Undersecretary
Business, Consumer Services and Housing Agency
Gustavo Velasquez, Director
Department of Housing and Community Development
Megan Kirkeby, Deputy Director
Division of Housing Policy Development
2020 West El Camino, Suite 500
Sacramento, CA 95833
Website: https://www.hcd.ca.gov/community-development/prohousing Email: [email protected]
January 2024
City Council 24 – 7 10/15/2024
Prohousing Designation Program Application Package
Instructions
The applicant is applying for a Prohousing Designation under the Prohousing Designation Program (“Prohousing” or “Program”), which is administered by the Department of Housing and Community Development (“Department”) pursuant to Government Code section 65589.9.

The Program creates incentives for Jurisdictions that are compliant with State Housing Element Law and that have enacted Prohousing Policies. These incentives will take the form of additional points or other preference in the scoring of applications for competitive housing and infrastructure programs. The administrators of each such program will determine the value and form of the preference.

In order to be considered for a Prohousing Designation, the applicant must accurately complete all sections of this application, including any relevant appendices. The Department reserves the right to request additional clarifying information from the applicant.

This application is subject to Government Code section 65589.9 and to the regulations (Cal.

Code Regs., tit. 25, § 6600 et seq.) adopted by the Department in promulgation thereof (“Regulations”). All capitalized terms in this application shall have the meanings set forth in the Regulations.

All applicants must submit a complete, signed application package to the Department, in electronic format, in order to be considered for a Prohousing Designation. Please direct electronic copies of the completed application package to the following email address:

[email protected].

A complete application will include all items identified in the Application Checklist.

In relation to Appendix 1, the Formal Resolution for the Prohousing Designation Program, please use strikethrough and underline if proposing any modifications to the text of the Resolution. Please be aware, any sustentative deviations from the Formal Resolution may result in an incomplete application and will likely be subject to additional internal review and potential delays.

Appendix 2, the Proposed Policy Completion Schedule, applies only if an application includes proposed policies.

Appendix 3, Project Proposal Scoring Sheet and Sample Project Proposal Scoring Sheet, includes a blank template to be completed by the applicant as part of the application, as well as a Sample Project Proposal Scoring Sheet with an example of how this template may be completed.

Appendix 4 lists examples of Prohousing Policies with enhancement factors to aid applicants in understanding how enhancement factors may be applied.

Appendix 5 is where the applicant will include any additional information and supporting documentation for the application.

City Council 24 – 8 10/15/2024
If you have questions regarding this application or the Program, or if you require technical assistance in preparing this application, please email [email protected].

City Council 24 – 9 10/15/2024
Application Checklist
Yes No
Application Information ☒ ☐
Certification and Acknowledgement ☐ ☐
The Legislative Information form is completed. ☒ ☐
The Threshold Requirements Checklist is completed. ☒ ☐
A duly adopted and certified Formal Resolution for the Prohousing Designation Program is included in the application package. (See Appendix 1 for the Formal Resolution for the Prohousing Designation Program form.)
☐ ☐
If applicable, the Proposed Policy Completion Schedule is completed. (See Appendix 2.)
☒ ☐
The Project Proposal Scoring Sheet is completed. (See Appendix 3 for the Project Proposal Scoring Sheet and the Sample Project Proposal Scoring Sheet.)
☒ ☐
Additional information and supporting documentation (Applicant to provide as Appendix 5)
☒ ☐
Application Information
Applicant (Jurisdiction): City of Santa Ana
Applicant Mailing Address: 20 Civic Center Plaza
City: Santa Ana
ZIP Code: 92701
Website: https://www.santa-ana.org/
Authorized Representative Name Minh Thai
Authorized Representative Title: Executive Director of Planning and Building
Phone:

Email: [email protected]
Contact Person Name: Holli Safran
Contact Person Title: Associate Planner
Phone: 714-667-2746
Email: [email protected]
Proposed Total Score (Based on
Appendix 3):
46 City Council 24 – 10 10/15/2024

CERTIFICATION AND ACKNOWLEDGMENT
As authorized by the Formal Resolution for the Prohousing Designation Program (Resolution No. ), which is attached hereto and incorporated by reference as if set forth in full, I hereby submit this full and complete application on behalf of the applicant.

I certify that all information and representations set forth in this application are true and correct.

I further certify that any proposed Prohousing Policy identified herein will be enacted within two (2) years of the date of this application submittal.

I acknowledge that this application constitutes a public record under the California Public Records Act (Gov. Code, § 6250 et seq.) and is therefore subject to public disclosure by the Department.

Signature: __________________________________________
Name and Title: ______________________________________
Date: _______________________________________________
Legislative Information
District Number Legislators Name(s)
State
Assembly
District
68 Avelino Valencia
State
Senate
District
34 Thomas J. Umberg
Applicants can find their respective State Senate representatives at https://www.senate.ca.gov/, and their respective State Assembly representatives at https://www.assembly.ca.gov/
City Council 24 – 11 10/15/2024
Threshold Requirements Checklist
The applicant meets the following threshold requirements in accordance with Section 6604 of the Regulations:

Yes No
The applicant is a Jurisdiction. ☒ ☐
The applicant has adopted a Compliant Housing Element. ☒ ☐ The applicant has submitted or will submit a legally sufficient Annual Progress Report prior to designation.
☒ ☐
The applicant has completed or agrees to complete, on or before the relevant statutory deadlines, any rezone program or zoning that is necessary to remain in compliance with Government Code sections 65583, subdivision (c)(1), and 65584.09, subdivision (a), and with California Coastal Commission certification where appropriate. ☒ ☐
The applicant is in compliance, at the time of the application, with applicable state housing law, including, but not limited to those included in Government Section 65585, subdivision (j); laws relating to the imposition of school facilities fees or other requirements (Gov. Code, § 65995 et seq.); Least Cost Zoning Law (Gov. Code, § 65913.1); Permit Streamlining Act (Gov. Code, § 65920 et seq.); and provisions relating to timeliness of CEQA processing by local governments in Public Resources Code sections 21080.1, 21080.2, and 21151.5(a). ☒ ☐
The applicant further acknowledges and confirms that its treatment of homeless encampments on public property complies with and will continue to comply with the constitutional rights of persons experiencing homelessness and that it has submitted a one-page summary to the Department demonstrating how the applicant has enacted best practices in their jurisdiction related to the treatment of unhoused individuals camping on public property, consistent with United States Interagency Council on Homelessness’ “7 Principles for Addressing Encampments,” (June 17, 2022 update), hereby incorporated by reference. ☒ ☐
The applicant has duly adopted and certified, by the applicant’s governing body, a Formal Resolution for the Prohousing Designation Program, which is hereby incorporated by reference. (A true and correct copy of the resolution is included in this application package.) ☐ ☐
The applicant demonstrates that they engaged in a diligent public participation process that included outreach to engage all segments of the community and submit documentation of comments received during this process.
☒ ☐
City Council 24 – 12 10/15/2024
Project Proposal
Category 1: Favorable Zoning and Land Use
Category Prohousing Policy Description Points
1A Sufficient sites, including rezoning, to accommodate 150 percent or greater of the current or draft RHNA, whichever is greater, by total and income category. These additional sites must be identified in the Jurisdiction’s housing element adequate sites inventory, consistent with Government Code section 65583, subdivisions (a)(3) and (c)(1). 3 1B Permitting missing middle housing uses (e.g., duplexes, triplexes, and fourplexes) by right in existing low-density, single-family residential zones in a manner that exceeds the requirements of SB 9 (Chapter 162, Statutes of 2021, Gov. Code, §§ 65852.21, 66411.7). 3 1C Sufficient sites, including rezoning, to accommodate 125 to 149 percent of the current or draft RHNA, whichever is greater, by total and income category. These points shall not be awarded if the applicant earns three points pursuant to Category (1)(A) above. These additional sites must be identified in the Jurisdiction’s housing element adequate sites inventory, consistent with Government Code section 65583, subdivisions (a)(3) and (c)(1).
2 1D Density bonus programs that allow additional density for additional affordability beyond minimum statutory requirements (Gov. Code, § 65915 et seq.).
2 1E Increasing allowable density in low-density, single-family residential areas beyond the requirements of state Accessory Dwelling Unit Law, (Gov. Code, §§ 65852.2, 65852.22) (e.g., permitting more than one converted ADU; one detached, new construction ADU; and one JADU per single-family lot), and in a manner that exceeds the requirements of SB 9 (Chapter 192, Statutes of 2021, Gov. Code, §§ 65852.21, 66411.7). These policies shall be separate from any qualifying policies under Category (1)(B).
2 1F Eliminating minimum parking requirements for residential development as authorized by Government Code section 65852.2; adopting vehicular parking ratios that are less than the relevant ratio thresholds at subparagraphs (A), (B), and (C) of Gov. Code section 65915, subdivision (p)(1); or adopting maximum parking requirements at or less than ratios pursuant to Gov. Code section 65915, subdivision (p).
2 1G Zoning or incentives that are designed to increase affordable housing development in a range of types, including, but not limited to, large family units, Supportive Housing, housing for transition age foster youth, and deep affordability targeted for Extremely Low-Income Households in all parts of the Jurisdiction, with at least some of the zoning, other land use designation methods, or incentives being designed to increase affordable housing development in higher resource areas shown in the TCAC/HCD Opportunity Map, and with the Jurisdiction having confirmed that it considered and addressed potential environmental justice issues in adopting and implementing 2 City Council 24 – 13 10/15/2024
this policy, especially in areas with existing industrial and polluting uses.
1H Zoning or other land use designation methods to allow for residential or mixed uses in one or more non-residential zones (e.g., commercial, light industrial). Qualifying non-residential zones do not include open space or substantially similar zones.
1 1I Modification of development standards and other applicable zoning provisions or land use designation methods to promote greater development intensity. Potential areas of focus include floor area ratio, height limits, minimum lot or unit sizes, setbacks, and allowable dwelling units per acre. These policies must be separate from any qualifying policies under Category (1)(B) above.
1 1J Establishment of a Workforce Housing Opportunity Zone, as defined in Government Code section 65620, or a Housing Sustainability District, as defined in Government Code section 66200.
1 1K Establishment of an inclusionary housing program requiring new developments to include housing affordable to and reserved for lowand very low-income households, consistent with the requirements of AB 1505 (Chapter 376, Statutes of 2017, Gov. Code, § 65850.01). 1 1L Other zoning and land use actions not described in Categories (A)-(K) of this section that measurably support the Acceleration of Housing Production.
1 City Council 24 – 14 10/15/2024
Project Proposal
Category 2: Acceleration of Housing Production Timeframes Category Prohousing Policy Description Points
2A Establishment of ministerial approval processes for multiple housing types, including, for example, single-family, multifamily and mixed-use housing.
3 2B Acceleration of Housing Production through the establishment of streamlined, program-level CEQA analysis and certification of general plans, community plans, specific plans with accompanying Environmental Impact Reports (EIR), and related documents. 2 2C Documented practice of streamlining housing development at the project level, such as by enabling a by-right approval process or by utilizing statutory and categorical exemptions as authorized by applicable law, (e.g., Pub. Resources Code, §§ 21155.1, 21155.4, 21159.24, 21159.25; Gov. Code, § 65457; Cal Code Regs., tit. 14, §§ 15303, 15332; Pub. Resources Code, §§ 21094.5, 21099, 21155.2, 21159.28).
2 2D Establishment of permitting processes that take less than four months to complete. Policies under this category must address all approvals necessary to issue building permits.
2 2E Absence or elimination of public hearings for projects consistent with zoning and the general plan.
2 2F Priority permit processing or reduced plan check times for homes affordable to Lower-Income Households.
1 2G Establishment of consolidated or streamlined permit processes that minimize the levels of review and approval required for projects, and that are consistent with zoning regulations and the general plan. 1 2H Absence, elimination, or replacement of subjective development and design standards with objective development and design standards that simplify zoning clearance and improve approval certainty and timing.
1 2I Establishment of one-stop-shop permitting processes or a single point of contact where entitlements are coordinated across city approval functions (e.g., planning, public works, building) from entitlement application to certificate of occupancy.
1 2J Priority permit processing or reduced plan check times for ADUs/JADUs or multifamily housing.
1 2K Establishment of a standardized application form for all entitlement applications.
1 2L Documented practice of publicly posting status updates on project permit approvals on the internet.
1 2M Limitation on the total number of hearings for any project to three or fewer. Applicants that accrue points pursuant to category (2)(E) are not eligible for points under this category.
1 2N Other policies not described in Categories (2)(A)-(M) of this section that quantifiably decrease production timeframes or promote the streamlining of approval processes.
1 City Council 24 – 15 10/15/2024
Project Proposal
Category 3: Reduction of Construction and Development Costs Category Prohousing Policy Description Points
3A Waiver or significant reduction of development impact fees for residential development with units affordable to Lower-Income Households. This provision does not include fees associated with the provision of housing affordable to Lower-Income Households (e.g., inclusionary in lieu fees, affordable housing impact fees, and commercial linkage fees).
3 3B Adoption of policies that result in less restrictive requirements than Government Code sections 65852.2 and 65852.22 to reduce barriers for property owners to create ADUs/JADUs. Examples of qualifying policies include, but are not limited to, development standards improvements, permit processing improvements, dedicated ADU/JADU staff, technical assistance programs, and pre-approved ADU/JADU design packages.
2 3C Adoption of other fee reduction strategies separate from Category (3)(A), including fee deferrals and reduced fees for housing for persons with special needs. This provision does not include fees associated with the provision of housing affordable to Lower-Income Households (e.g., inclusionary in lieu fees, affordable impact fees and commercial linkage fees).
1 3D Accelerating innovative housing production through innovative housing types (e.g., manufactured homes, recreational vehicles, park models, community ownership, and other forms of social housing) that reduce development costs.
1 3E Measures that reduce costs for transportation-related infrastructure or programs that encourage active modes of transportation or other alternatives to automobiles. Qualifying policies include, but are not limited to, publicly funded programs to expand sidewalks or protect bike/micro-mobility lanes, creation of on-street parking for bikes, transit-related improvements, or establishment of carshare programs. 1 3F Adoption of universal design ordinances pursuant to Health and Safety Code section 17959.
1 3G Establishment of pre-approved or prototype plans for missing middle housing types (e.g., duplexes, triplexes, and fourplexes) in lowdensity, single-family residential areas. 1 3H Adoption of ordinances that reduce barriers, beyond existing law, for the development of housing affordable to Lower-Income Households. 1 3I Other policies not described in Categories (3)(A)-(H) of this section that quantifiably reduce construction or development costs. 1 City Council 24 – 16 10/15/2024
Project Proposal
Category 4: Providing Financial Subsidies
Category Prohousing Policy Description Points
4A Establishment of a housing fund or contribution of funds towards affordable housing through proceeds from approved ballot measures.
2 4B Establishment of local housing trust funds or collaboration on a regional housing trust fund, which include the Jurisdiction’s own funding contributions. The Jurisdiction must contribute to the local or regional housing trust fund regularly and significantly. For the purposes of this Category, “regularly” shall be defined as at least annually, and “significant” contributions shall be determined based on the impact the contributions have in accelerating the production of affordable housing.
2 4C Demonstration of regular use or planned regular use of funding (e.g., federal, state, or local) for preserving assisted units at-risk of conversion to market rate uses and conversion of market rate uses to units with affordability restrictions (e.g., acquisition/rehabilitation).

For the purposes of this category, “regular use” can be demonstrated through the number of units preserved annually by utilizing this funding source.
2 4D Provide grants or low-interest loans for ADU/JADU construction affordable to Lower- and Moderate-Income Households.
2 4E A comprehensive program that complies with the Surplus Land Act (Gov. Code, § 54220 et seq.) and that makes publicly owned land available for affordable housing, or for multifamily housing projects with the highest feasible percentage of units affordable to Lower Income Households. A qualifying program may utilize mechanisms such as land donations, land sales with significant write-downs, or below-market land leases.
2 4F Establishment of an Enhanced Infrastructure Financing District or similar local financing tool that, to the extent feasible, directly supports housing developments in an area where at least 20 percent of the residences will be affordable to Lower-Income Households. 2 4G Prioritization of local general funds to accelerate the production of housing affordable to Lower-Income Households.
2 4H Directed residual redevelopment funds to accelerate the production of affordable housing.
1 4I Development and regular (at least biennial) use of a housing subsidy pool, local or regional trust fund, or other similar funding source sufficient to facilitate and support the development of housing affordable to Lower-Income Households.
1 City Council 24 – 17 10/15/2024
4J Prioritization of local general funds for affordable housing. This point shall not be awarded if the applicant earns two points pursuant to Category (4)(G).
1 4K Providing operating subsidies for permanent Supportive Housing. 1 4L Providing subsidies for housing affordable to Extremely Low-Income Households.
1 4M Other policies not described in Categories (4)(A)-(L) of this section that quantifiably promote, develop, or leverage financial resources for housing affordable to Lower-Income Households.
1 City Council 24 – 18 10/15/2024
Project Proposal
Enhancement Factors
The Department shall utilize enhancement factors to increase the point scores of Prohousing Policies. An individual Prohousing Policy may not use more than one enhancement factor.

Each Prohousing Policy will receive extra points for enhancement factors in accordance with the chart below.

Category Prohousing Policy Description Points
1 The policy represents one element of a unified, multi-faceted strategy to promote multiple planning objectives, such as efficient land use, access to public transportation, housing affordable to Lower-Income Households, climate change solutions, and/or hazard mitigation.
2 2 Policies that promote development consistent with the state planning priorities pursuant to Government Code section 65041.1. 1 3 Policies that diversify planning and target community and economic development investments (housing and non-housing) toward placebased strategies for community revitalization and equitable quality of life in lower opportunity areas. Such areas include, but are not limited to, Low Resource and High Segregation & Poverty areas designated in the most recently updated TCAC/HCD Opportunity Maps, and disadvantaged communities pursuant to Health and Safety Code sections 39711 and 39715 (California Senate Bill 535 (2012).
1 4 Policies that go beyond state law requirements in reducing displacement of Lower-Income Households and conserving existing housing stock that is affordable to Lower-Income Households. 1 5 Rezoning and other policies that support intensification of residential development in Location Efficient Communities.
1 6 Rezoning and other policies that result in a net gain of housing capacity while concurrently mitigating development impacts on or from Environmentally Sensitive or Hazardous Areas.
1 7 Zoning policies, including inclusionary housing policies, that increase housing choices and affordability, particularly for Lower-Income Households, in High Resource and Highest Resource areas, as designated in the most recently updated TCAC/HCD Opportunity Maps.
1 8 Other policies that involve meaningful actions towards Affirmatively Furthering Fair Housing outside of those required pursuant to Government Code sections 65583, subdivision (c)(10), and 8899.50, including, but not limited to, outreach campaigns, updated zoning codes, and expanded access to financing support.
1 City Council 24 – 19 10/15/2024
Project Proposal Scoring Sheet Instructions
The Department shall validate applicants’ scores based on the extent to which each identified Prohousing Policy contributes to the Acceleration of Housing Production. The Department shall assess applicants’ Prohousing Policies in accordance with statutory requirements and the Regulations.

The Department shall further assess applicants’ Prohousing Policies using the following four scoring categories: Favorable Zoning and Land Use, Acceleration of Housing Production Timeframes, Reduction of Construction and Development Costs, and Providing Financial Subsidies. Applicants shall demonstrate that they have enacted or proposed at least one policy that significantly contributes to the Acceleration of Housing Production in each of the four categories. A Prohousing Designation requires a total score of 30 points or more across all four categories.

Instructions
Please utilize one row of the Scoring Sheet for each Prohousing Policy.  Category Number: Select the relevant category number from the relevant Project Proposal list in this application. Where appropriate, applicants may utilize a category number more than once.  Concise Written Description of Prohousing Policy: Set forth a brief description of the enacted or proposed Prohousing Policy.
 Enacted or Proposed: Identify the Prohousing Policy as enacted or proposed. For proposed Prohousing Policies, please complete Appendix 2: Proposed Policy Completion Schedule.  Documentation Type: For enacted Prohousing Policies, identify the relevant documentary evidence (e.g., resolution, zoning code provisions). For proposed Prohousing Policies, identify the documentation which shows that implementation of the policy is pending.
 Web Links/Electronic Copies: Insert the Web link(s) to the relevant documentation or indicate that electronic copies of the documentation have been attached to this application as Appendix 5.  Points: Enter the appropriate number of points using the relevant Project Proposal list in this application.  Enhancement Category Number (optional): If utilizing an enhancement factor for a particular Prohousing Policy, enter the appropriate category number using the relevant Project Proposal list in this application.  Enhancement Points (optional): If utilizing an enhancement factor for a particular Prohousing Policy, enter the point(s) for that Prohousing Policy.
 Total Points: Add the enhancement point(s) to the Prohousing Policy’s general point score.

City Council 24 – 20 10/15/2024
Formal Resolution for the Prohousing Designation Program (New 01/24)
Appendix 1: Formal Resolution for the Prohousing Designation Program Formal Resolution for the PROHOUSING Designation Program RESOLUTION NO. [INSERT RESOLUTION NUMBER]

A RESOLUTION OF THE GOVERNING BODY OF
[INSERT THE NAME OF THE CITY OR COUNTY] AUTHORIZING APPLICATION TO

AND PARTICIPATION IN THE PROHOUSING DESIGNATION PROGRAM WHEREAS, Government Code section 65589.9 established the Prohousing Designation Program (“Program”), which creates incentives for jurisdictions that are compliant with state housing element requirements and that have enacted Prohousing local policies; and WHEREAS, such jurisdictions will be designated Prohousing, and, as such, will receive additional points or other preference during the scoring of their competitive Applications for specified housing and infrastructure funding; and
WHEREAS, the California Department of Housing and Community Development (“Department”) has adopted regulations (Cal. Code Regs., tit. 25, § 6600 et seq.) to implement the Program (“Program Regulations”), as authorized by Government Code section 65589.9, subdivision (d); and
WHEREAS, the [INSERT THE NAME OF THE CITY OR COUNTY]
(“Applicant”) desires to submit an Application for a Prohousing Designation (“Application”).

THEREFORE, IT IS RESOLVED THAT:

1. Applicant is hereby authorized and directed to submit an Application to the Department.

2. Applicant acknowledges and confirms that it is currently in compliance with applicable state housing law.

Examples of such local laws, policies, and actions include moratoriums on development; local voter approval requirements related to housing production; downzoning; and unduly restrictive or onerous zoning regulations, development standards, or permit procedures. Applicant further acknowledges and confirms that the Prohousing Policies in its Application comply with its duty to Affirmatively Further Fair Housing pursuant to Government Code sections 8899.50 and 65583. Applicant further acknowledges and confirms that its general plan is in alignment with an adopted sustainable communities strategy pursuant to Public Resources Code sections 21155- 21155.4. Applicant further acknowledges and confirms that its policies for the treatment of homeless encampments on public property comply do and will continue to comply with the Constitution and that it has enacted best practices in its jurisdiction City Council 24 – 21 10/15/2024
that are consistent with the United States Interagency Council on Homelessness’ “7 Principles for Addressing Encampments” (June 17, 2022, update).

5. Applicant acknowledges and agrees that it shall be subject to the Application, the terms and conditions specified in the Program Documents, the Program Regulations, and any and all other applicable law.

6. [INSERT THE TITLE OF THE APPLICANT’S AUTHORIZED
SIGNATORY] is authorized to execute and deliver the Application and the Program Documents on behalf of the Applicant for participation in the Program.

PASSED AND ADOPTED this day of , 2024, by the following vote:

AYES: [Insert #] NOES: [Insert #] ABSENT: [Insert #] ABSTAIN: [Insert #] The undersigned, [INSERT NAME AND TITLE OF SIGNATORY] of Applicant, does hereby attest and certify that the foregoing is a true and full copy of a resolution of the Applicant’s governing body adopted at a duly convened meeting on the date above-mentioned, and that the resolution has not been altered, amended, or repealed.

SIGNATURE: DATE:

NAME: TITLE:

City Council 24 – 22 10/15/2024
Appendix 2: Proposed Policy Completion Schedule
Category
Number
Concise Written Description of
Proposed Policy
Key Milestones and
Milestone Dates
Anticipated
Completion
Date
Notes
1I Comprehensive Zoning Code
Update
- RFP released
on February
21, 2023
- Consultant
awarded at the
October 17,
2023 City
Council
Meeting
- Public
Engagement
commenced in
Spring 2024
May 2026 - Develop a Unified
Development Code with the
intent to modernize and
update the existing zoning
districts to incorporate best
practices for ease of use and
consistent application
- Establish a single
implementation section for all
application types (residential
and non-residential) with
clear procedures for zoning
related applications, and
identify opportunities for
process simplification and
flexibility consistent with
identified community goals
and proposed objectives
- Draw upon the successes of
existing, newer SPs and SDs
to inform the zoning district
standards for the Focus
Areas
- Absorb as many of the builtout SDs as possible into
newly-created zoning
districts
2E City plans to update the
development review processes and
standards for the Metro East Mixed
Use Overlay Zone and Harbor
- RFP released
on February
21, 2023
May 2026 - Develop a Unified
Development Code with the
intent to modernize and
update the existing zoning
City Council 24 – 23 10/15/2024
Mixed Use Transit Corridor Specific
Plan areas to streamline and
incentivize by-right housing and
mixed use developments. These
eliminate the need for public
hearings consistent with zoning
and general plan.
- Consultant
awarded at the
October 17,
2023 City
Council
Meeting
districts to incorporate best
practices for ease of use and
consistent application
- Establish a single
implementation section for all
application types (residential
and non-residential) with
clear procedures for zoning
related applications, and
identify opportunities for
process simplification and
flexibility consistent with
identified community goals
and proposed objectives
- Draw upon the successes of
existing, newer SPs and SDs
to inform the zoning district
standards for the Focus
Areas
- Absorb as many of the builtout SDs as possible into
newly-created zoning
districts
2H City plans to create comprehensive
objective design standards as part
of the Zoning Code Update to
address the unique needs of
residential/mixed-use products and
provide a level of development
design certainty to the community
and developers alike
- RFP released
on February
21, 2023
- Consultant
awarded at the
October 17,
2023 City
Council
Meeting
-
May 2026 - Develop a Unified
Development Code with the
intent to modernize and
update the existing zoning
districts to incorporate best
practices for ease of use and
consistent application
- Establish a single
implementation section for all
application types (residential
and non-residential) with
clear procedures for zoning
City Council 24 – 24 10/15/2024
related applications, and
identify opportunities for
process simplification and
flexibility consistent with
identified community goals
and proposed objectives
- Draw upon the successes of
existing, newer SPs and SDs
to inform the zoning district
standards for the Focus
Areas
- Absorb as many of the builtout SDs as possible into
newly-created zoning
districts
City Council 24 – 25 10/15/2024
Appendix 3: Project Proposal Scoring Sheet and Sample Project Proposal Scoring Sheet Project Proposal Scoring Sheet
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
1A
Santa Ana HE identifies
6,914 housing pipeline
projects. This is 220% of
the City's RHNA allocation.

The City's RHNA of 3,137
units for the planning
period is being met by 443
very low, 701 low, 6
moderate, 5,764 above
moderate income units for
a total of 6,914. This
number does not include
the ADU projection which
includes 181 very low, 311
low, 217 moderate, 14
above moderate income
ADU units for a total of
723. 6,914 units divided by
3,137 units for RHNA is
220% of the allocation.

E
Housing
Element
Update Page
C-7 (page 183-
186 of PDF
copy)
Housing
Element Pg. C7 electronic
copy attached
3 0 0 3
City Council 24 – 26 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
1B
Santa Ana allows for urban
lot splits and 2 unit projects
within single family
residential zones. Allowed
In any sub-zone within
Specific Development No.
84 (Transit Zoning
Code), Specific Plan No. 2
(Harbor Mixed Use Transit
Corridor
Specific Plan), and Metro
East Mixed Use Overlay
Zone (OZ-1)
where single-family and
live-work uses are allowed
and any single family zone
not restricted by the list of
factors such as
environmental criteria.

Enhancement Factor 2:

Promotes infill
development and
promotes efficient land
use.

E
Ordinance NO.

NS-3013 (link
provided)
https://library.
municode.com/
ca/santa_ana/
ordinances/cod
e_of_ordinanc
es?nodeId=11
26174
3 2 1 4
City Council 24 – 27 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
1H
Metro East Mixed Use
Overlay Zone (MEMU):

The MEMU overlay zone
allows for high-intensity,
mixed use in a previously
developed mid-rise office
environment. This plan has
an expected unit outcome
of 5,551 housing units. The
City's General Plan has
also designated several
corridors as Focus Areas.

The focus areas are
geographically distributed
throughout the city, and
each allows Santa Ana to
meet its diverse needs in
different ways including
additional housing.

Enhancement Factor 5:
rezoning and enacted
policies such as the
General Plan support the
intensification of residential
developments along major
corridors in the City.

E Plans
https://www.sa
ntaana.org/docum
ents/metroeast-mixeduse-overlayzone-2018/
https://generalplan-santaanaca.proudcity.co
m/
1 5 1 2
1I
Housing Element Program
#18: Zoning Code Update.

The City's Zoning Code
Update is modernizing the
code for ease of use by
community and staff. New
P RFP Electronic
Copy Attached 1 0 0 1
City Council 24 – 28 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
standards will be adopted
to match the General Plan
development intensities as
well as new standards to
enhance the quality of the
zoning code for existing
neighborhoods and
corridors.
1L
Harbor Mixed Use Transit
Corridor Specific Plan (SP2): existing housing units in this specific plan area (in
2013) was 739, This
specific plan zoning allows
for 1,726-4,623 potential
housing units. 272
additional units have been
completed which brings
the total to 1,011 units in
this specific plan. Permit
Data has been provided for
SP2.

Enhancement Factor 1:

This policy represents one
element of a unified, multifaceted strategy to
promote multiple planning
objectives such as land
use and housing for lower
income households.

E Land Use Plan
https://www.sa
ntaana.org/docum
ents/land-useplan-anddevelopmentstandards/1 1 2 3
City Council 24 – 29 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
2A
The City permits licensed
residential care homes
with six or fewer persons
as a by-right use in all
single-family zones (B-46).

ADUs in Santa Ana are
permitted by right in all
zoning districts that allow
residential uses (B-11).

Multiple-family housing is
permitted by right within all
zones covered by the TZC.

E
Housing
Element
Update Page
B-46, B-11
Electronic
Copy Attached 3 0 0 3
2B
The City included programlevel CEQA analysis and
certification of its General
Plan with accompanying
Environmental Impact
Reports (EIR).

E
Environmental
Documents
https://www.sa
ntaana.org/genera
l-planenvironmentaldocuments/
2 0 0 2
2D
Permit processing
timeframe for condos and
multi-family residences
that require discretionary
actions take up to 3
months while single-family
residences are approved
typically within 2-4 weeks.

E
Housing
Element
Update Page
B-42
Electronic
Copy Attached 2 0 0 2
2E
City plans to update the
development review
processes and standards
for the Metro East Mixed
Use Overlay Zone and
Harbor Mixed Use Transit
P
Housing
Element
Update Page
43 Electronic
Copy Attached 2 0 0 2
City Council 24 – 30 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
Corridor Specific Plan
areas to streamline and
incentivize by-right housing
and mixed use
developments. These
eliminate the need for
public hearings consistent
with zoning and general
plan for these two areas.
2G
The Transit Zoning Code
that applies to an identified
Specific Development Area
SD84, applications that are
consistent with the
applicable standards of the
code and consistent with
the General Plan are to be
approved administratively
with no hearings (by-right
approvals).

E Zoning Code
https://library.
municode.com/
ca/santa_ana/c
odes/code_of_
ordinances?no
deId=div1
1 0 0 1
2H
City plans to create
comprehensive objective
design standards as part of
the Zoning Code Update to
address the unique needs
of residential/mixed-use
products and provide a
level of development
design certainty to the
community and developers
alike. The update is an
overhaul of the
P
Housing
Element
Update Page
43-44
Electronic
Copy Attached 1 0 0 1
City Council 24 – 31 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
implementing zoning
districts and removing the
subjective design
standards completely from
the City's code.
2L
The City utilizes an
interactive projects map to
provide details and
updates of ongoing
projects. The map is
updated on a quarterly
basis. The map can be
found on the City's
Planning webpage along
with links to the Monthly
Development Project
Reports and a list of all
current planning projects
with links and information
on each.

E Online Map
https://storyma
ps.arcgis.com/
stories/e0a28b
b311b040af86f
6194abc548bb
d
https://www.sa
ntaana.org/majorplanningprojects-andmonthlydevelopmentproject-reports/ 1 0 0 1
2N
City has developed
additional resources to
support expedited and
efficient development
project review, such as an
applicant guide and online
e-plan check that is open
to the public allowing
residents and developers
to submit everything online
without having to visit the
City counter.

E Web Site
https://www.sa
ntaana.org/pba-eplan/
1 0 0 1
City Council 24 – 32 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
3B
City has published preapproved ADU prototype
plans to provide greater
certainty and quality in the
development of such
housing. The plans and
user guides and frequently
asked questions can be
found on the City's
website.

Enhancement Factor 1:

This policy represents one
element of a multi-faceted
strategy to promote
multiple planning
objectives, such as
efficient land use and
housing affordable to lower
income households.

E 0
https://www.sa
ntaana.org/docum
ents/preapprovedaccessorydwelling-unitadu-holdharmlessstatement/ 2 1 2 4
City Council 24 – 33 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
3E
Central Santa Ana
Complete Streets Plan:

This plan provides
guidance to create a
network of bicycle and
pedestrian corridors to
connect destinations to
and from Central Santa
Ana. Santa Ana's General
Plan as includes an
updated Mobility Element
to improve the quality of
life in Santa Ana by
providing more complete
streets, offering ways to be
more active, and
conserving our natural
resources.

Enhancement Factor 1:

This policy represents one
element of a multi-faceted
strategy to promote
multiple planning
objectives, such as
efficient land use and
access to public
transportation. These
elements all coincide with
the City's General Plan.

E Plan
https://storage.
googleapis.co
m/proudcity/sa
ntaanaca/uplo
ads/2022/05/D
raft-CentralSanta-AnaCompleteStreetsPlan.pdf
https://generalplan-santaanaca.proudcity.co
m/mobilityelement/
1 1 2 3
City Council 24 – 34 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
3I
Dedicated webpage for
ADUs with easy to follow
Q&A that allows
developers and
homeowners to find
answers to typical
questions asked of City
staff at the Counter.

Information is provided on
all forms, applications,
handouts, codes, guides,
and programs available for
ADU production. The
webpage was created to
reduce time spent by City
staff and
developers/homeowners
when it comes to getting a
project started allowing for
more time and money to
be spent on the design and
construction of the units.

Enhancement factor 2: The
resources provided to the
public on the website
promote efficient land use
by encouraging the
development of ADUs and
JADUs to increase the
housing stock.

E Web Site
https://www.sa
ntaana.org/access
ory-dwellingunits/
1 2 1 2
City Council 24 – 35 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
4A
Municipal Code Section
41-1909. City has an
inclusionary housing fund
which is used to increase
and improve the supply of
housing affordable to
moderate, low, very low,
and extremely low income
households.

Enhancement factor 8:

This policy relates to the
City’s actions to
affirmatively further fair
housing. In the City's
Housing Element one goal
under the AFFH is to
provide more opportunities
for housing. The City's
Housing Element contains
numerous programs that
tie into Housing availability
and providing funding such
as program 25 and 29.

E 0
https://library.
municode.com/
ca/santa_ana/c
odes/code_of_
ordinances?no
deId=PTIITHC
O_CH41ZO_A
RTXVIII.I2021

AFHOOPCRO
R_S41-
1909INHOFU
2 8 1 3
4E
Housing Policy HE-2.11:

The City plans to comply
with the Surplus Land Act
to promote affordable
housing development on
unused or underutilized
public land. When public
land is available, the City’s
E RFP Electronic
Copy Attached 2 0 0 2
City Council 24 – 36 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
RFPs will include the
information
4H
City provides Successor
Housing Agency funds with
other sources of funding to
support the production
and/or rehabilitation of
affordable housing for
extremely low-, very low-,
and low-income families.

E
Housing
Element
Update Page
45 Electronic
Copy Attached 1 0 0 1
City Council 24 – 37 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
4I
The City has worked with
the Orange County
Housing Finance Trust
(OCHFT) to secure funding
for the following projects
during 2020-2022:

Westview House: 85-unit
permanent supportive
housing project;
Crossroads: 86-unit
permanent supportive
housing project; North
Harbor Village: 91-unit
permanent supportive
housing project; FX
Residences: 17-unit
permanent supportive
housing project.

Enhancement factor 8:

Through the City's Housing
Element, multiple
programs are targeted
toward providing a variety
of housing types and
affirmatively furthering fair
housing, such as variety in
unit sizes for larger
households (program 27)
and providing greater
housing mobility through
program 43.

E
Housing
Element
Update Page
C-29
Agreements
for Westview
House,
Crossroads at
Washington,
North Harbor
Village, FX
Residences
Electronic
Copy Attached 1 8 1 2
City Council 24 – 38 10/15/2024
Category Concise Written Description of
Prohousing Policy
Enacted
or
Proposed
Documentation
Type (e.g.,
resolution,
zoning code)
Insert Web Links
to Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points
Enhancement
Category
Number
Enhancement
Points
Total
Points
4M
Housing Rehabilitation.

The City of Santa Ana
provides financing to
acquire and rehabilitate
multiple-family apartments,
as affordable to
low and extremely lowincome households. The
City’s focus in past
housing element cycles
was acquisition and
rehabilitation, and the City
continues to facilitate
acquisition and
rehabilitation of apartment
properties to increase the
supply of affordable rental
housing for families.

Enhancement factor 1:

This policy represents one
element of a multi-faceted
strategy to promote
multiple planning
objectives, such as
efficient land use and
housing affordable to lower
income households.

E Web Site
https://www.sa
ntaana.org/housin
grehabilitationprograms/
1 1 2 3
Sample Project Proposal Scoring Sheet
City Council 24 – 39 10/15/2024
Note: This is a Sample Project Proposal Scoring Sheet; an actual submission may include more specificity when an applicant completes the “Concise Written Description of Prohousing Policy.” Category
Number
Concise Written
Description of
Prohousing Policy
Enacted or
Proposed
Documentation
Type (e.g.,
resolution, zoning
code)
Insert Web
Links to
Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points Enhancement
Category
Number
Enhancement
Points
Total Points
1B Permitted missing
middle housing uses by
allowing duplexes and
triplexes by right in
existing low-density,
single-family residential
zones beyond what is
required by SB 9.

E Zoning code Electronic
copy attached
3 6 1 4
1C Sufficient sites to
accommodate 131
percent of the current
RHNA with rezoning by
total or income
category.

P Resolution Electronic
copy attached
2 1 2 4
1D Density bonus program
exceeds statutory
requirements by 12
percent.

E Zoning code Electronic
copy attached
2 2
1F Eliminated parking
requirements for
residential development
as authorized by
Government Code
section 65852.2.

E Zoning code Electronic
copy attached
2 2
1G Zoning that that is
designed to increase
affordable housing for a
range of types and for
extremely low-income
households.

E Zoning code Electronic
copy attached
1 1 2 3
City Council 24 – 40 10/15/2024
Category
Number
Concise Written
Description of
Prohousing Policy
Enacted or
Proposed
Documentation
Type (e.g.,
resolution, zoning
code)
Insert Web
Links to
Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points Enhancement
Category
Number
Enhancement
Points
Total Points
1H Modified development
standards/other
applicable zoning
provisions to allow for
residential uses in nonresidential zones (light
industrial).

E Zoning code Electronic
copy attached
1 1 2 3
1L Other zoning and land
use actions that
measurably support the
Acceleration of Housing
Production.

P Resolution Electronic
copy attached
1 1
2B Streamlined programlevel CEQA analysis
and certification of
general plans,
community plans,
specific plans with
accompanying
Environmental Impact
Reports (EIR), and
related documents.

E Zoning code Electronic
copy attached
2 2
2G Consolidated permit
processes that
minimize the levels of
review and approval
required for projects.

E Zoning code Electronic
copy attached
1 1
2I Established a one-stopshop permitting
process.

P Resolution Electronic
copy attached
1 1 2 3
2N Other actions that
quantifiably decrease
production timeframes.

E Zoning code Electronic
copy attached
1 1
City Council 24 – 41 10/15/2024
Category
Number
Concise Written
Description of
Prohousing Policy
Enacted or
Proposed
Documentation
Type (e.g.,
resolution, zoning
code)
Insert Web
Links to
Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points Enhancement
Category
Number
Enhancement
Points
Total Points
3A Waiver of residential
development impact
fees.

E Zoning code Electronic
copy attached
3 3
3B Adopted policies that
result in less restrictive
requirements than
Government Code
sections 65852.2 and
65852.22.

P Resolution Electronic
copy attached
2 1 2 4
3E Measures that reduce
costs for transportationrelated infrastructure.

E Zoning code Electronic
copy attached
1 1
3I Other actions that
quantifiably reduce
construction or
development costs.

E Zoning code Electronic
copy attached
1 1
4A Local housing trust
funds.

E Zoning code Electronic
copy attached
2 2
4C Regular use of funding
for preserving assisted
units at-risk of
conversion to marketrate uses.

E Zoning code Electronic
copy attached
2 2 1 3
4E Establishes a program
that complies with the
Surplus Land Act and
offers below-market
land leases for
affordable housing.

E Zoning code 2 2
4G Prioritization of local
general funds for
affordable housing.

E Zoning code 2 2
City Council 24 – 42 10/15/2024
Category
Number
Concise Written
Description of
Prohousing Policy
Enacted or
Proposed
Documentation
Type (e.g.,
resolution, zoning
code)
Insert Web
Links to
Documents or
Indicate that
Electronic
Copies are
Attached as
Appendix 5
Points Enhancement
Category
Number
Enhancement
Points
Total Points
4M Other actions that
leverage financial
resources for housing.

E Zoning code 1 1
TOTAL 33 12 45
City Council 24 – 43 10/15/2024
Appendix 4: Examples of Prohousing Policies with Enhancement Factors If a Prohousing Policy incorporates any of the enhancement factors specified in the Project Proposal Enhancement Factors chart, it will receive extra points as indicated therein.

Examples of such qualifying Prohousing Policies include the following:

Category 1: Favorable Zoning and Land Use
 Rezoning sufficient sites to accommodate 150 percent or greater of the Regional Housing Needs Allocation by total or income category, including sites in Location Efficient Communities.
 Rezoning sufficient sites to accommodate 150 percent or greater of the Regional Housing Needs Allocation by total or income category, including sites in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).
 Rezoning to accommodate 125 to 149 percent of the Regional Housing Needs Allocation in downtown commercial corridors or other infill locations.  Expanding density bonus programs to exceed statutory requirements by 10 percent or more in Location Efficient Communities.
 Reducing or eliminating parking requirements for residential development as authorized by Government Code section 65852.2 in Location Efficient Communities.  Increasing allowable density in low-density, single-family residential areas beyond the requirements of state Accessory Dwelling Unit Law in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).
 Modification of development standards and other applicable zoning provisions to promote greater development intensity in downtown commercial corridors or other infill locations.
 Coupling rezoning actions with policies that go beyond state law requirements in reducing displacement of lower-income households and conserving existing housing stock that is affordable to lower-income households.

Category 2: Acceleration of Housing Production Timeframes  Ministerial approval processes for multifamily housing in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).
 Streamlined, program-level CEQA analysis and certification of specific plans in Location Efficient Communities.
 Documented practice of streamlining housing development at the project level in downtown commercial corridors and other infill locations.  Expedited permit processing for housing affordable to lower-income households in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).

Category 3: Reduction of Construction and Development Costs  Fee waivers for affordable housing in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).

City Council 24 – 44 10/15/2024
 Fee waivers or reductions for higher density housing in downtown commercial corridors or other infill locations.
 Measures that reduce costs and leverage financial resources for transportation-related infrastructure or programs in Low Resource and High Segregation & Poverty areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).  Adoption of universal design ordinances to increase housing choices and affordability for persons with disabilities in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).  Permitting innovative housing types, such as manufactured homes, recreational vehicles or park models, in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).

Category 4: Providing Financial Subsidies
 Targeting local housing trust funds to acquisition or rehabilitation of existing affordable units, or to affordable units at risk of converting to market rate uses, in Low Resource and High Segregation & Poverty areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).
 Marketing grants and other financial products for ADUs/JADUs in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).
 Utilizing publicly owned land for affordable housing in High Resource and Highest Resource areas (as designated in the most recently updated TCAC/HCD Opportunity Maps).
 Establishment of an Enhanced Infrastructure Financing District or similar local financing tool in a Low Resource or High Segregation & Poverty area (as designated in the most recently updated TCAC/HCD Opportunity Maps).  Directing residual redevelopment funds or general funds to conservation or preservation of affordable housing in areas at high risk of displacement.

City Council 24 – 45 10/15/2024
Santa Ana's Encampment Response - Appendix 6
City Council 24 – 46 10/15/2024

Page 1 of 3 ends

Rev 4/8/24
STATE OF CALIFORNIA - BUSINESS, CONSUMER SERVICES AND HOUSING AGENCY GAVIN NEWSOM, Governor

DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT

DIVISION OF HOUSING POLICY DEVELOPMENT
2020 W. El Camino Avenue, Suite 500
Sacramento, CA 95833
(916) 263-2911 / FAX (916) 263-7453
www.hcd.ca.gov
Prohousing Designation: Encampment Template
Subchapter 6.6 Prohousing Designation Program requires applicants to confirm that its treatment of encampments on public property complies with and will continue to comply with the constitutional rights of persons experiencing homelessness. Please complete this form to demonstrate how the applicant has enacted best practices in their jurisdiction related to the treatment of unhoused individuals camping on public property, consistent with the United States Interagency Council on Homelessness’ “7 Principles for Addressing Encampments” (June 17, 2022).

Name of Jurisdiction: Santa Ana

1. Was the Jurisdiction awarded Encampment Resolution Funding (ERF) Program funds (Yes/No)? If so, indicate the round of funding (i.e., ERF-1, ERF-2-L, ERF-2-R, ERF-3-L, or ERF-3-R), the date the grant was awarded, and attach the approved proposal.

Round of funding: _______________
Date of grant award: _______________

2. What is the Jurisdiction’s role in the Coordinated Entry System (lead, support, etc.)? Max. 100 characters. If applicable, attach any supporting documents.

3. Does the Jurisdiction receive a direct allocation of federal funds from HUD (Yes/No)? If so, indicate the type of federal funds, the award amount, and how the federal funds are being utilized to serve the homeless population. Also, attach the jurisdiction’s consolidated plan. Max. 100 characters.

Type of federal funds: _______________________
Award amount: _______________________
How the federal funds are being utilized:

The City of Santa Ana’s role in the Coordinated Entry System (CES) is an access point. The City accepts CES referrals of people experiencing homelessness who are eligible for and in need of permanent housing.Since November 2015, the City has funded and created 425 PSH units in nine (9) different projects.

Housing Choice Voucher Program
$13,852,045
Funds are being utilized for PBVs, HUD-VASH, and other tenant based vouchers over a 12 month period. Supporting documentation shows the breakdown of all vouchers funded with this award.

City Council 24 – 47 10/15/2024

Page 2 of 3 ends

Rev 4/8/24
Each Jurisdiction’s response to homelessness is based on the unique needs of the population they serve. Based on these efforts, the United States Interagency Council on Homelessness’ 7 Principles for Addressing Encampments provides best practice guidance to support communities as they develop and implement a comprehensive response to encampments. Please provide a response on how the Jurisdiction meets each of the principles noted below. Attach and reference any supporting documentation along with the page numbers accordingly.
• Principle 1: Establish a Cross-Agency, Multi-Sector Response to Encampments (Describe how system partners work together. Attach communication and coordination plans. 350 characters max) • Principle 2: Engage Encampment Residents to Develop Solutions (Describe street outreach efforts to engage with encampment residents to find alternative shelter, housing, and service options before an existing encampment is closed. 350 characters max)
• Principle 3: Conduct Comprehensive and Coordinated Outreach (Describe multidisciplinary connection strategies and linkages to resources and permanent housing solutions. If applicable, describe how the jurisdiction uses the coordinated entry system to connect individuals to resources and permanent housing. 350 characters max)
• Principle 4: Address Basic Needs and Provide Storage (Describe efforts to meet basic needs, health, safety, and access to storage for people experiencing unsheltered homelessness. 350 characters max)
Our Quality of Life team, consisting of Parks and Recreation, Planning and Building (Code Enforcement), the Santa Ana Police Department, and Public Works, was established to provide a cross-agency response to encampments. Additional information provided in attached documentation.

The City of Santa Ana’s outreach program combines proactive engagement with individuals living in encampments and responding to hotline and community calls about residents seeking shelter. Case managers connect with potential clients by sharing the Outreach and Engagement contact information, allowing those who need more time to enroll to reach out later. For clients who engage immediately, case managers provide essential services such as hygiene kits, food and water packs, ID card vouchers, and other paperwork that may have been lost or expired due to homelessness. These documents are required to be considered document-ready for housing needs.

For those needing to update their medical records or obtain a new diagnosis to reinstate supplemental support, our case managers arrange transportation and attend appointments as advocates, offering support every step of the way. They also ensure that unhoused veterans are reconnected with Veterans Affairs, providing transportation to local offices or acting as intermediaries if clients lack personal phones or consistent communication. Utilizing the coordinated entry system and reviewing an individual’s history with outreach and engagement and other partner agencies, a tailored list is created so that case management plans can better connect clients to Cal Aim or BHBH programs. Our case managers frequently collaborate with homeless liaison teams and local police departments to conduct necessary background checks for clients entering emergency shelters while working towards permanent housing.

Our mission is to ensure that every individual feels supported and has access to the resources they need to transition to a more stable and secure living situation.

The City of Santa Ana’s Outreach and Engagement team delivers information, services, and resources to individuals in encampments. Build trust by visiting each encampment area several times a week, delivering and assisting with basic needs such as snack bags, hygiene items, showers, and transportation. Each individual has access to their belongings, which are stored by our Parks and Recreation staff at the Santa Ana City Yard.

City Council 24 – 48 10/15/2024

Page 3 of 3 ends

Rev 4/8/24
• Principle 5: Ensure Access to Shelter or Housing Options (Include a list of shelter or housing options, such as transitional housing, permanent supportive housing, emergency shelters, etc., within the jurisdiction and/or accessible within nearby communities. Also, indicate the shelter/housing name, address, target population and funding sources applied towards the development(s).) • Principle 6: Develop Pathways to Permanent Housing and Supports (Describe Housing First strategies emphasizing low barriers, a harm-reduction model, and services to support people obtaining permanent housing more efficiently. Identify efforts to align federal, state, and local funding/programs to provide clear pathways to permanent housing. 350 characters max) • Principle 7: Create a Plan for What Will Happen to Encampment Sites After Closure (Describe plans for former encampment spaces. Include efforts to emphasize safety, accessibility, and inclusivity that improve infrastructure. Example: Communities can include curb cuts to increase mobility access and enhanced lighting to encourage safety. 350 characters max) - Housing First strategy is designed to meet people where they are, offering low-barrier access to housing while providing supportive services that help them maintain stability. Housing First removes traditional barriers. Harm reduction acknowledges that individuals may continue to engage in behaviors like substance use but offers services and supports without judgment. The focus is on minimizing harmful behaviors rather than mandating abstinence or compliance with treatment, which fosters trust and long-term engagement. Clients are encouraged to work on their issues in their own time while maintaining access to housing. - Federal, state and local funding programs involve cross-agency collaboration, where housing, health, and social service agencies work together to pool resources and offer comprehensive solutions that will provide a pathway to permanent housing by ensuring that individuals receive the right combination of housing and services to support their long-term stability.

Since Santa Ana has very few encampments around the city, the spaces where encampments are or were located will return to their intended purposes.

City Council 24 – 49 10/15/2024
Planning and Building Agency
www.santa-ana.org/planning-and-building
Item # 25
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
October 15, 2024
TOPIC: Related Bristol Specific Plan Amendment Application and Development Agreement Ordinances Second Readings (3600 S Bristol Street)

AGENDA TITLE
Amendment Application No. 2023-03 and Development Agreement No. 2023-02 for Related Bristol Specific Plan Amendment Application and Development Agreement Ordinances (3600 S Bristol Street) (Second Readings)
First reading October 1, 2024 City Council meeting and approved by a vote of (6-0-1, Phan abstaining due to recusal).

RECOMMENDED ACTIONS

1. Conduct a second reading and adopt an ordinance approving Amendment Application (AA) No. 2023-03.

ORDINANCE NO. NS-3070 entitled AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2023-03 TO ESTABLISH THE RELATED BRISTOL SPECIFIC PLAN (SP NO. 5) AND TO APPROVE A ZONE CHANGE FOR THE 41-ACRE SITE GENERALLY LOCATED AT 3600 BRISTOL STREET FROM GENERAL COMMERCIAL (C2)

AND COMMERCIAL RESIDENTIAL (CR) TO RELATED BRISTOL SPECIFIC PLAN (SP NO. 5)

2. Conduct a second reading and adopt an ordinance approving Development Agreement No. 2023-02.

ORDINANCE NO. NS-3071 entitled AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING DEVELOPMENT AGREEMENT NO. 2023-02 FOR A MIXED-USE DEVELOPMENT, KNOWN AS THE RELATED BRISTOL SPECIFIC PLAN PROJECT, AT 3600 BRISTOL STREET BETWEEN

THE CITY OF SANTA ANA AND GREENVILLE RANCH LLC, BSG WEST

BRISTOL LLC, AND MCG BRISTOL WEST LLC
City Council 25 – 1 10/15/2024
Related Bristol Specific Plan Ordinances Second Readings (3600 S Bristol Street) October 15, 2024

Page 2 ends

3. Determine that, pursuant to the California Environmental Quality Act (CEQA), the ordinances’ second readings are covered by the Final Supplemental Environmental Impact Report (SEIR) No. 2022-01 (SCH No. 2020029087), including environmental findings of fact pursuant to the California Environmental Quality Act, the Statement of Overriding Considerations, and the Mitigation Monitoring and Reporting Program that were certified and adopted by the City Council on October 1, 2024 for the project (Notice of Determination filed on October 2, 2024).

GOVERNMENT CODE §84308 APPLIES: Yes
Yes.

DISCUSSION
At its September 17, 2024, regular meeting, the City Council held a public hearing and considered the staff report, recommendations by staff, and public testimony concerning the subject applications. Following closure of the public hearing, City Council posed questions for answer by staff and the applicant, and continued the item to the October 1, 2024 regular meeting. During the October 1, 2024 meeting, the City Council deliberated the following topics:

1. Formation of a citizen oversight committee. During its August 12, 2024 public hearing and recommendation to the City Council, the Planning Commission unanimously voted to recommend City Council approval of the requested entitlements and Development Agreement (DA), but with a recommendation to form a citizen oversight committee to make recommendations on the spending of the $22 million community benefit payment required by the DA. Following deliberation on this topic, the City Council voted to approve the requested entitlements and DA without the citizen oversight committee. However, the City Council did emphasize to the City Manager that consideration be given towards allocations of these funds in future annual budgeting processes for a new community center/library in Ward 4, and with equitable dispersal of the same funds in other City Council wards with consideration on affordable housing, libraries, and education.

2. Select modifications to the Specific Plan. During the October 1, 2024 City Council meeting, the City Council, as part of its motion to approve the project, took into consideration select modifications to the Specific Plan, including:
a. Requiring a Class IV (protected) bike path on Bristol Street, MacArthur Boulevard, and Sunflower Avenue;
b. Increasing residential bicycle parking from minimum four spaces per building to minimum 10 locker spaces in each multifamily building, which may be in garages, and for other use types to have bicycle parking either on primary frontages or in open space areas;
City Council 25 – 2 10/15/2024
Related Bristol Specific Plan Ordinances Second Readings (3600 S Bristol Street) October 15, 2024

Page 3 ends

c. Requiring a conditional use permit for alcohol sales, both on- (restaurants) and off- (stores) site sales;
d. In the Specific Plan design guidelines, requiring screening (“shall” instead of “may”) on any blank garage or building walls, for architectural enhancement;
e. Specifying that “iconic” architecture is required for all new buildings; f. Requiring private security officers to be on site 24 hours per day, 7 days per week, and to routinely patrol the site; and
g. Specifying the approved truck hauling route in the Specific Plan as recommended by Staff.

Regarding truck routes, following City Council consideration and approval of the item with stipulations specifying the approved truck hauling routes as recommended by Staff, Planning and Building Agency staff worked diligently with the Public Works Agency to include additional clarifying language to aid the future implementation of the included restrictions in the Specific Plan. The language has been drafted to clearly require the submission of a truck route for review and approval by the City for each of the three major construction phases of the project and the approved route for each phase prioritizes the protection of existing, established residential communities surrounding the project site and minimizes noise impacts onto surrounding properties. The additional language also clarifies that the included restrictions are for the protection of existing known residential developments at the time of the adoption of the Specific Plan. This is to ensure adequate future access to the site for construction purposes in the event future residential uses are established at locations conflicting with these restrictions.

The modifications have been included in the updated Specific Plan that is posted to the City’s project webpage and are included in this staff report as Exhibit 3.

In addition to the two items deliberated above, staff recommended that the City Council consider a modification to Condition No. 13(g) on the resolution approving Vesting Tentative Tract Map No. 2023-01 for the project. The modification clarifies and requires coordination with the City of Costa Mesa for a project driveway on Sunflower Avenue.

The modification has been included in the resolution’s conditions of approval and is included in this staff report as Exhibit 4.

Lastly, following approval of the first reading of the ordinance for the DA, staff modified the DA to:

1. Address a minor, non-substantive typo in Section 3.1.4, which referenced Section 1.1.19 (Ground Lease) instead of Section 1.1.18 (Future Project Approvals). The correct section to be referenced is Section 1.1.18 (Future Project Approvals). The DA has been corrected with this new reference; and

2. Add ordinance and resolution numbers to fields in the DA that were left blank prior to the ordinance’s first reading.

City Council 25 – 3 10/15/2024
Related Bristol Specific Plan Ordinances Second Readings (3600 S Bristol Street) October 15, 2024

Page 4 ends

The requested entitlements and DA were unanimously approved on October 1, 2024 (6- 0-0-1) with Mayor Pro Tem Phan abstaining. As the requested entitlements include two ordinances, they require second readings pursuant to Section 413 of Division 2 of Article IV (City Council) of the City’s Charter.

ENVIRONMENTAL IMPACT
General Plan Update (GPU) Final Program Environmental Impact Report (Final PEIR) In April 2022, the City certified the GPU Final PEIR (SCH No. 2020029087) and adopted the GPU. The GPU Final PEIR is a Program Environmental Impact Report (PEIR) that examines the existing environment and the total scope of environmental effects that would occur as a result of buildout of the GPU land uses. As a Program EIR, the document comprehensively evaluated the potential environmental impacts stemming from adoption of the General Plan Update and subsequent implementing projects. Moreover, this type of EIR allows subsequent implementing activities, such as the proposed Specific Plan, to be evaluated through “tiering.” Tiering refers to the coverage of general matters in broader EIRs, such as the GPU Final PEIR, with subsequent narrower EIRs or ultimately site-specific EIRs incorporating by reference the general discussions and concentrating solely on the issues specific to the EIR subsequently prepared, such as in the case of the Related Bristol Specific Plan’s Supplemental EIR, which has been prepared for the Project. Tiering is appropriate when the sequence of EIRs is (1) from a general plan, policy, or program EIR to a program, plan, or policy EIR of lesser scope or to a site-specific EIR, (2) from an EIR on a specific action at an early stage to a subsequent EIR or a supplement to an EIR at a later stage.

The Project site is located within the South Bristol Street Focus Area and has a land use designation of District Center-High (DC-5), which has a maximum Floor Area Ratio (FAR) of 5.0, or 125 dwelling units per acre (du/ac) and a maximum height of 25 stories that allows up to 8,958,114 SF of mixed uses, inclusive of residential uses, within the Project site. This level of redevelopment was included in the GPU Final PEIR buildout, and applicable mitigation measures were identified, as necessary, to reduce impacts.

A project is consistent with the GPU if the development density does not exceed what was contemplated and analyzed for the parcel(s) in the certified GPU EIR and complies with the associated standards applicable to that development density (State CEQA Guidelines Section 15183(i)(2)/Public Resources Code Section 21000 et seq.).

Development density standards can include the number of dwelling units per acre, the number of people in a given area, FAR, and other measures of building intensity, building height, size limitations, and use restrictions.

Supplemental Environmental Impact Report (SEIR)
In compliance with the California Environmental Quality Act (CEQA), and as required by Public Resources Code (PRC) section 21166 and CEQA Guidelines section 15162, the City Council 25 – 4 10/15/2024
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City of Santa Ana has prepared a Supplemental EIR (SEIR) that evaluates the potential of the proposed Project to result in new or substantially greater environmental impacts than previously identified in the GPU Final PEIR. The City’s certified PEIR examines the impacts associated with buildout of the Santa Ana General Plan. Once a Program EIR is prepared, subsequent activities within the program or changes to the program must be evaluated to determine whether additional CEQA documentation needs to be prepared.

The Project site is within the South Bristol Street Focus Area and development of the site was analyzed in the FEIR at a programmatic level at 5.0 floor area ratio and 125 dwelling units per unit assumption per the General Plan District Center-High (DC-5) designation. The Related Bristol Specific Plan proposes the phased redevelopment of site, consistent with the General Plan District Center-High (DC-5) land use designation, and the City conducted project-level analysis to determine if the development of the Project would involve new significant environmental effects or a substantial increase in the impacts that were previously identified GPU Final PEIR. Following this project-level analysis, the City of Santa Ana prepared an SEIR that evaluated the potential of the proposed Project to result in new or substantially greater impacts than previously identified; applied the mitigation measures prescribed in the GPU FEIR; and where new or more significant impacts were identified, included Project specific mitigation measures. In addition, where impacts could not be mitigated to below a less than significant level, the SEIR made new significant and unavoidable findings.

The Project’s SEIR also provides information regarding short-term, long-term, direct, indirect, and cumulative environmental effects of the Project. It identifies feasible mitigation measures and alternatives that would minimize or eliminate the potentially significant impacts associated with implementation of the Project.

SEIR’s Notice of Preparation (NOP)
On March 17, 2023, the City sent to the Office of Planning and Research and each responsible trustee agency a Notice of Preparation (NOP), stating that a Supplemental Environmental Impact Report (SEIR) would be prepared. A total of 20 comments were received during the 30-day NOP period which began on March 17, 2023, and ended on April 17, 2023. Pursuant to PRC section 21083.9 and CEQA Guidelines Sections 15082(c)(1) and 15083, the City hosted a public scoping meeting on March 30, 2023, to solicit comments on the scope of the environmental review of the proposed Project.

Approximately 60 residents attended the meeting and raised concerns about traffic, pedestrian safety, population growth, aesthetics, and if cumulative impacts would be adequately considered. These issues were addressed in the Draft SEIR.

City Council 25 – 5 10/15/2024
Related Bristol Specific Plan Ordinances Second Readings (3600 S Bristol Street) October 15, 2024

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SEIR Scoping Meeting
The City hosted a public scoping meeting for the draft SEIR on March 30, 2023, to solicit comments on the scope of the environmental review of the proposed Project.

Draft and Final SEIR Public Review and Availability
The City determined at the onset of review and preparation based on analyses, the General Plan Final PEIR, existing site conditions, setting, and responses to the NOP, that the Project would have no impact or a less than significant impact on the following environmental topic areas and that no further, detailed analysis of these topics was required in the SEIR: Aesthetics, Agriculture and Forestry Resources, Biological Resources, Mineral Resources, and Wildfire. In particular with respect to aesthetics, Public Resources Code Section 21099 provides that “aesthetic and parking impacts of a residential, mixed-use residential, or employment center project on an infill site within a transit priority area shall not be considered significant impacts on the environment.” Here, the proposed Project is located in a Transit Priority Area and therefore the SEIR did not include a detailed analysis of aesthetics. However, a discussion on the topic is included in the Land Use and Planning section of the SEIR.

For each topical area of potential significance, the SEIR evaluates impacts of the project, what was evaluated by the GPU Final PEIR, mitigation measures already in place and adopted by the GPU Final PEIR’s MMRP, and project-specific mitigation measures. Section 15126.2(b) of the CEQA Guidelines requires an EIR to describe “any significant impacts, including those which can be mitigated but not reduced to a level of insignificance.” Potential environmental effects of the proposed project and mitigation measures are discussed in detail throughout Chapter 5 of the SEIR. The Draft SEIR determined that mitigation measures were required to mitigate impacts to a less than significant level for the following resource areas: air quality, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, noise, and tribal cultural resources.

However, the Draft SEIR concluded that despite the incorporation of all feasible mitigation measures, the proposed Project would nonetheless result in significant and unavoidable impacts to air quality and parks and recreation. • Air Quality. Implementation of the proposed Project would result in short-term emissions of criteria air pollutants during Project construction and long-term emissions of criteria air pollutants from vehicular emissions, natural gas consumption, landscaping, applications of architectural coatings, and use of City Council 25 – 6 10/15/2024
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consumer products. The emissions from the proposed project are primarily from vehicle trips and use of consumer products that emit nitrous oxide or reactive organic gasses. The majority of the Project’s emission exceedances are from consumer product and mobile sources and cannot feasibly be reduced by either the City or Project Applicant below the SCAQMD thresholds. Emissions from both consumer products and motor vehicles are controlled by State and federal standards and the City and applicant have no control over these standards. Due to the Project exceedance of the thresholds, impacts would be cumulatively considerable and significant and unavoidable.
• Parks and Recreation. As detailed in Section 5.12 of the SEIR (Parks and Recreation), the City currently has approximately 1.2 acres of public park and/or recreational space per every 1,000 residents, which is below the City’s parkland aspirational standard of three (3) acres of parkland per 1,000 residents. Based on the City’s parkland aspirational standard of three (3) acres of public park and/or recreational space per 1,000 residents, buildout of the project in the SP results in a need for approximately 27.7 additional acres of parkland to serve the estimated 9,238 new residents of the project site. The 13.1 acres of publicly accessible open space within a required 17.21 acres of common or private open space for residents provided by the project would be approximately 10.49 acres less than the City’s parkland aspirational standard, which would exacerbate the existing citywide parkland deficiency. Although the proposed Project and cumulative projects would be required to provide park and recreational facilities, private open space, and/or pay in-lieu fees as required by the Santa Ana Municipal Code, the impacts related to the amount of parkland within the City would be cumulatively considerable and cumulative impacts related to parks and recreational facilities would be significant.

The SEIR also evaluated the following alternatives to the proposed Project that would feasibly avoid or lessen the proposed Project’s significant environmental impacts while attaining most of the proposed Project’s objectives: Alternative 1 (No project/No build), Alternative 2 (Reduced project alternative that reduces the commercial component to 250,000 square feet and eliminates the 250 hotel room keys), and Alternative 3 (Building of the existing zoning designations of C2 and CR, producing a maximum total of 1,032,774 square feet of commercial uses, 1,375 multi-family units, 250 hotel room keys, and 200 senior continuum of care living units). A detailed analysis of environmental impacts and feasibility of each alternative is included in the Final SEIR.

A Mitigation Monitoring and Reporting Program (MMRP) has been prepared and is attached to the resolution certifying the Final Supplemental Environmental Impact Report No. 2022-01. A Statement of Overriding Considerations will be necessary should the City Council decide to approve the Project because of the significant and unavoidable impacts to air quality and parks and recreation. The Statement of City Council 25 – 7 10/15/2024
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Overriding Considerations and Findings for the Project is attached as Exhibit A to the same resolution.

As required by CEQA Guidelines section 15087(a), the City filed a Notice of Completion with the Governor’s Office of Planning and Research, State Clearinghouse, indicating that the Draft SEIR had been completed and was available for public review. On July 6, 2023, a Notice of Availability of the Draft SEIR was published and the Draft SEIR was circulated for at least a 45-day public review and comment period from July 6, 2023 through August 21, 2023. During the public comment period, copies of the Draft SEIR and technical appendices were available for review and inspection at City Hall, on the City’s project webpage, and at the City of Santa Ana Public Library (Civic Center location). The City received a total of 15 comments from various individuals, organizations, or government agencies during this period, and one comment after the public review period.

On August 1, 2024, the City released the Final SEIR, which contains the Draft SEIR, all technical appendices prepared in support of the Draft SEIR, all written comment letters received on the Draft SEIR, written responses to all written comment letters received on the Draft SEIR, and errata to the Draft SEIR and technical appendices. In accordance with PRC Section 21092.5, copies of the written responses to public agencies that submitted comments during the 45-day review period will be forwarded to those agencies at least 10 days prior to certification of the Final SEIR by the City Council, with copies of the Final SEIR document. Pursuant to CEQA Guidelines Section 15089(b), lead agencies may provide an opportunity for review of the Final SEIR by the public or by commenting agencies before a project is approved, but is not required to do so; the Final SEIR is available for review on the City’s website at www.santa-ana.org/relatedcalifornia-bristol-specific-plan/, at the City of Santa Ana Newhope Public Library, and at City Hall.

On October 1, 2024, the City Council adopted a resolution certifying the Final Supplemental Environmental Impact Report (SEIR) No. 2022-01 (SCH No. 2020029087), including adopting environmental findings of fact pursuant to the California Environmental Quality Act, the Statement of Overriding Considerations, and the Mitigation Monitoring and Reporting Program. A Notice of Determination was filed on October 2, 2024 for the Project.

EXHIBIT(S)

1. Amendment Application Ordinance

2. Development Agreement Ordinance

3. Specific Plan Redlines

4. Link to Updated (Clean) Specific Plan

5. Vesting Tentative Tract Map Resolution with Updated Conditions of Approval

6. Link to October 1, 2024 City Council Meeting.

City Council 25 – 8 10/15/2024
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Submitted By: Minh Thai, Executive Director, Planning and Building Agency Approved By: Alvaro Nuñez, City Manager
City Council 25 – 9 10/15/2024
Ordinance No. NS-____

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ORDINANCE NO. NS-_

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY

OF SANTA ANA APPROVING AMENDMENT APPLICATION
NO. 2023-03 TO ESTABLISH THE RELATED BRISTOL
SPECIFIC PLAN (SP NO. 5) AND TO APPROVE A ZONE
CHANGE FOR THE 41-ACRE SITE GENERALLY LOCATED
AT 3600 BRISTOL STREET FROM GENERAL
COMMERCIAL (C2) AND COMMERCIAL RESIDENTIAL
(CR) TO RELATED BRISTOL SPECIFIC PLAN (SP NO. 5)

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS:

Section 1. The City Council of the City of Santa Ana hereby finds, determines, and declares as follows:

A. Steven Oh, with RCR Bristol, LLC (“Applicant”), on behalf of Greenville Ranch LLC, BSG West Bristol LLC, and MCG Bristol West LLC (“Property Owners”), is seeking to construct a mixed-use development (“Project”), known as the Related Bristol Specific Plan Project, at 3600 Bristol Street (“Project Site”).

B. The Project entails, among other things, (1) demolition of the existing sixteen (16) structures on the Project Site; (2) the establishment of a new Related Bristol Specific Plan (SP No. 5) and a change of zone for the Project Site to the new Related Bristol Specific Plan (SP No. 5) designation; (3) redevelopment of the Project Site into 3,750 residential units, up to 350,000 square feet of commercial space, 250 hotel rooms, and 200 senior care units, including 6,520 onsite parking spaces, and 13.1 acres of onsite open space; and (4) approval of Vesting Tentative Tract Map (“VTTM”) No. 2023-01.

C. The general northern portion of the Project Site is currently in the General Commercial (C2) zoning district and the general southern portion of the Project Site is in the Commercial Residential (CR) zoning district.

D. The Applicant is requesting approval and adoption of Amendment Application No. 2023-03 to: (1) establish the new Related Bristol Specific Plan (SP No. 5) and (2) approve a change of zone for the entire Project Site from General Commercial (C2) and Commercial Residential (CR) to Related Bristol Specific Plan (SP No. 5) (the “Zone Change”).

E. Pursuant to Section 27-13 of the Santa Ana Municipal Code (“SAMC”), the City Council must approve a proposed plan adoption and amendment.

Moreover, pursuant to Section 27-12 of the SAMC, prior to being submitted to the City Council, each proposed plan adoption or amendment shall be submitted to the Planning Commission for its review and City Council 25 – 10 10/15/2024
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recommendation after the Planning Commission holds at least one (1) duly-noticed public hearing on the proposed plan adoption or amendment.

F. Pursuant to Section 41-667 of the SAMC, the City Council must hold a hearing on and approve any proposed amendment of any sectional district map (“Zone Change”). Moreover, pursuant to Sections 41-664 and 41- 666 of the SAMC, prior to being submitted to the City Council, a public hearing on the proposed Zone Change must be held before the Planning Commission and the Planning Commission must transmit its recommendation on the proposed Zone Change to the City Council.

G. On August 12, 2024, the Planning Commission of the City of Santa Ana held a duly-noticed public hearing on the entirety of Amendment Application No. 2023-03, including both the proposed adoption of the Related Bristol Specific Plan (SP No. 5) and the proposed Zone Change, recommending approval of the Amendment Application No. 2023-03 to the City Council.

H. Based on the entire record before the City Council and all written and oral evidence presented, the City Council finds that the entirety of Amendment Application No. 2023-03, including both the proposed adoption of the Related Bristol Specific Plan (SP No. 5) and the proposed Zone Change, is consistent with the General Plan, including, but not limited to, its goals and policies, as follows:

The Project and requested Amendment Application No. 2023-03 to establish Specific Plan No. 5 are consistent with the following General Plan goals and policies:
• Goal CM-1: Recreation and Culture. Provide opportunities for public and private recreation and cultural programs that meet the needs of Santa Ana’s diverse population.
o Policy CM-1.6 Recreation on Private Property. Promote the development and use of privately-owned recreation and
entertainment facilities that help meet the needs of Santa Ana residents.
• Goal CM-3: Active Living and Well-being. Promote the health and wellness of all Santa Ana residents.
o Policy CM-3.2 Healthy Neighborhoods. Continue to support the creation of healthy neighborhoods by addressing public safety, land use conflicts, hazardous soil contamination, incompatible uses, and maintaining building code standards.
o Policy CM-3.5 Community Spaces. Encourage positive
community interactions and neighborhood pride to create secure communities and promote safe public spaces.

City Council 25 – 11 10/15/2024
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o Policy CM-3.8 Underutilized Spaces. Repurpose underutilized spaces and City-owned vacant land as a strategy to improve community health and increase the number and accessibility of opportunities for health and recreation activities. Prioritize the redevelopment of such sites within environmental justice area boundaries and other areas underserved by parks and
recreation opportunities
The Project is consistent with these General Plan Community Element goals and policies, as it provides for publicly-accessible recreation opportunities on the Project Site through its 13.1 acres of publiclyaccessible, programmable open space areas. The Project results in the redevelopment of a 41-acre site by introducing a mixed-use, urban village that encourages active and passive recreation. While the existing commercial development has no onsite open space acreage, the proposed specific plan requires the provision of onsite open space for both publicly-accessible and private open space areas. • Goal M-1: Comprehensive Circulation. A comprehensive and multimodal circulation system that facilitates the safe and efficient movement of people, enhances commerce, and promotes a
sustainable community.
o Policy M-1.6 Complete Streets. Transform travelways to accommodate all users through street design and amenities, such as sidewalks, trees, landscaping, street furniture, and bus shelters.
• Goal M-3: Active Transportation. A safe, balanced, and integrated network of travelways for nonmotorized modes of transportation that connects people to activity centers, inspiring healthy and active lifestyles.
o Policy M-3.2 Nonmotorized Travelway Amenities. Enhance nonmotorized travelways with amenities such as landscaping, shade trees, lighting, benches, crosswalks, rest stops, bicycle parking, and support facilities that promote a pleasant and safe experience.
o Policy M-3.7 Complete Streets Design. Enhance streets to facilitate safe walking, bicycling, and other nonmotorized forms of transportation through community participatory design. • Goal M-4: Transportation, Land Use, and Design. Coordinated transportation planning efforts with land use and design strategies that encourage sustainable development and achieve broader community goals.

City Council 25 – 12 10/15/2024
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o Policy M-4.1 Intense Development Areas. Program multimodal transportation and public realm improvements that support new development in areas along transit corridors and areas planned for high intensity development.
o POLICY M-4.2 Project Review. Encourage active transportation, transit use, and connectivity through physical improvements and public realm amenities identified during the City’s Development Review process.
o Policy M-4.5 Land Use Development Design. Ensure that building placement and design features create a desirable and active streetscape, by prioritizing pedestrian access directly from the street and placing parking lots to the rear of a development site.
o Policy M-4.7 Parking. Explore and implement a flexible menu of parking options and other strategies to efficiently coordinate the response to parking demands.
• Goal M-5: Sustainable Transportation. A transportation system that is attractive, safe, state-of-the-art, and supports community, environmental, and conservation goals.
o Policy M-5.1 Enhanced Street Design. Improve the beauty, character, and function of travelways with amenities such as landscaped parkways and medians, bike lanes, public art, and other amenities.

The Project is consistent with these General Plan Mobility Element goals and policies, as it provides for redevelopment of an existing, auto-oriented commercial center with a new mixed-use urban village that encourages multi-modal transit. Moreover, the proposed specific plan will introduce a walkable grid of streets and paseos, further encouraging pedestrian, bicycle, and alternate means of transportation both within and to/from the Project Site.
• Goal EP-1: Job Creation and Retention. Foster a dynamic local economy that provides and creates employment opportunities for all residents in the city.
o Policy Attract Business Strengthen and expand citywide business attraction efforts in order to achieve the city’s full employment potential.
• Goal EP-3: Business Friendly Environment. Promote a business friendly environment where businesses thrive and build on Santa Ana’s strengths and opportunities.

City Council 25 – 13 10/15/2024
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o Policy EP-3.4 Complete Communities. Encourage the
development of “complete communities” that provide a range of housing, services, amenities, and transportation options to support the retention and attraction of a skilled workforce and employment base.
o Policy EP-3.10 Rethinking Strip-Commercial. Promote the creation of distinctive neighborhood serving districts through the renovation or redevelopment of existing strip-commercial development.

The Project is consistent with these General Plan Economic Prosperity Element goals and policies, as it provides for redevelopment of an existing, auto-oriented commercial center with a new mixed-use urban village. The Project will contain a diverse range of employment opportunities for the commercial, senior continuum care, hotel, and residential communities that will take shape on the Project Site. • Goal OS-1: Parks, Open Space, and Recreation. Provide an integrated system of accessible parks, recreation facilities, trails, and open space to serve the City of Santa Ana.
o Policy OS-1.2 Parks and Recreation System. Provide and support a comprehensive and integrated network of parks, recreation facilities, trails, and open space that is diverse, with a variety of active and passive recreational opportunities. o Policy OS-1.5 Park and Open Space Types. Provide a mix of community, neighborhood, and special use parks, along with greenway corridors, natural areas, and landscape areas, to meet community needs for greenspace, recreation space, social space, and trail connectivity.
o Policy OS-1.9 New Development. Require all new development to provide adequate parks and open space, including via parkland dedication or development fees, in order to meet the City’s park standard. Ensure that new development includes pedestrian and multi-modal travelways to promote a quality living environment. For new development within park deficient and environmental justice areas, prioritize the creation and dedication of new public parkland over the collection of impact fees.
o Policy OS-1.10 Creative Solutions for Deficiencies. Develop creative and flexible solutions to provide greenspace and recreation activities in park-deficient neighborhoods. Encourage private and commercial recreational facilities that are physically City Council 25 – 14 10/15/2024
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open to the public and are affordable to residents of surrounding neighborhoods, and serve community needs.

The Project is consistent with these General Plan Open Space Element goals and policies, as it provides for redevelopment of an existing, auto-oriented commercial center with a new mixed-use urban village. The Project will contain 13.1 acres of total onsite public open space, which will be maintained for public access and enjoyment through both the Specific Plan’s goals and development standards, as well as the Project’s proposed Development Agreement (No. 2023-02).

The 13.1 acres of onsite open space comprise almost one-third of the entire site’s 41 acres, and will be programmed for both passive and active uses, with a minimum of four community events per year.

Moreover, the Project’s street frontages will contain new bike lanes, with stretches built as protected bike lanes, encouraging active recreation to and from the Project Site.
• Goal LU-1: Growing Responsibly. Provide a land use plan that improves quality of life and respects our existing community o Policy LU-1.1 Compatible Uses. Foster compatibility between land uses to enhance livability and promote healthy lifestyles. o Policy LU-1.3 Equitable Creation and Distribution of Open Space. Promote the creation of new open space and community serving amenities in park-deficient areas that keeps pace with the increase in multi-unit housing development, with priority given to those that are also within environmental justice area boundaries.
o Policy LU-1.5 Diverse Housing Types. Incentivize quality infill residential development that provides a diversity of housing types and accommodates all income levels and age groups. o Policy LU-1.6 Transit Oriented Development. Encourage residential mixed-use development, within the City’s District Centers, Urban Neighborhoods, and adjacent to high quality transit.
o Policy LU-1.8 Development Tradeoffs. Ensure that new
development projects provide a net community benefit.
o Policy LU-1.9 Public Facilities and Infrastructure. Evaluate individual new development proposals to determine if the proposals are consistent with the General Plan and to ensure that they do not compound existing public facility and service deficiencies.

City Council 25 – 15 10/15/2024
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• Goal LU-2: Land Use Needs. Provide a balance of land uses that meet Santa Ana’s diverse needs.
o Policy LU-2.1 Employment Opportunities. Provide a broad spectrum of land uses and development that offer employment opportunities for current and future Santa Ana residents. o Policy LU-2.2 Capture Local Spending. Encourage a range of commercial uses to capture a greater share of local spending, and offer a range of employment opportunities.
o Policy LU-2.3 Supportive Spaces. Provide a diversity of land uses that support residents, visitors, and businesses, such as open space, areas for community gatherings, and outdoor entertainment venues
o Policy LU-2.4 Cost and Benefit of Development. Balance the benefits of development with its fiscal impacts on the city and on quality of life for the community.
o Policy LU-2.5 Benefits of Mixed-Use. Encourage infill mixed-use development at all ranges of affordability to reduce vehicle miles traveled, improve jobs/housing balance, and promote social interaction.
o Policy LU-2.7 Business Incubator. Support land use decisions that encourage the creation, development, and retention of businesses in Santa Ana.
o Policy LU-2.8 City Image. Encourage land uses, development projects, and public art installations that promote the city’s image as a cultural, governmental, and business-friendly regional center.
o Policy LU-2.10 Smart Growth. Focus high density residential in mixed-use villages, designated planning focus areas, Downtown Santa Ana, and along major travel corridors.
• Goal LU-4: Complete Communities. Support a sustainable Santa Ana through improvements to the built environment and a culture of collaboration.
o Policy LU-4.5 VMT Reduction. Concentrate development along high quality transit corridors to reduce vehicle miles traveled (VMT) and transportation-related carbon emissions.

The Project is consistent with these General Plan Land Use Element goals and policies, as it provides for redevelopment of an existing, auto-oriented commercial center with a new mixed-use urban village.

City Council 25 – 16 10/15/2024
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The Project has been thoroughly evaluated for environmental impacts, as well as for market, fiscal impact, economic impact, and community benefits through multiple analyses. The proposed specific plan establishes a foundation for future developments within the specific plan area that provide a balance of commercial and residential land uses, conforming to the General Plan’s DC-5 land use designation and the South Bristol Street Focus Area’s goals. The infill nature of the Project encourages smart growth by conserving resources and locating new development in an already-urbanized, transit-oriented area adjacent to or near major employment centers. The Project conforms to all Vehicle Miles Travelled (VMT) guidelines adopted by the City and enhances the City’s image at a major intersection leading into Santa Ana.
• Goal UD-1: Physical Character. Improve the physical character and livability of the City to promote a sense of place, positive community image, and quality environment.
o Policy UD-1.1 Design Quality. Ensure all developments feature high quality design, materials, finishes, and construction. o Policy UD-1.2 Public Art. Require public art as part of major developments and the public realm improvements.
o Policy UD-1.4 Safety Through Design. Incorporate public safety design features into private and public developments to prevent loitering, vandalism, and other undesirable activities. o Policy UD-1.5 Attractive Public Spaces. Encourage community interaction through the development and enhancement of
plazas, open space, people places, and pedestrian connections with the public realm.
o Policy UD-1.6 Active Transportation Infrastructure. Support the creation of citywide public street and site amenities that accommodate and promote an active transportation-friendly environment.
• Goal UD-2: Sustainable Environment. Improve the built environment through sustainable development that is proportional and aesthetically related to its setting.
o Policy UD-2.1 Enhanced Public Realm Experience. Encourage development to enhance the existing environment through the use of creative architectural design and sustainable streetscape treatments that are consistent on each corridor.

City Council 25 – 17 10/15/2024
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o Policy UD-2.2 Compatibility and Use With Setting. Employ buffers and other urban design strategies to encourage the compatibility of new development with the scale, bulk, and pattern of existing development.
o Policy UD-2.4 Intentional Design. Encourage design and architecture on private and public property that accentuate focal points, activity nodes, and historic areas.
o Policy UD-2.5 Relation to Surroundings. Ensure new
development exhibits a functional, comfortable scale in relation to its neighborhood.
o Policy UD-2.7 Building and Strengthening Identity. Collaborate with community stakeholders to strengthen and foster
development of community and neighborhood identity and
district character through complementary architecture, unique streetscapes, and programming.
o Policy UD-2.10 Greening the Built Environment. Promote planting of shade trees and require, where feasible,
preservation and site design that uses appropriate tree species to shade parking lots, streets, and other facilities, with the goal of reducing the heat island effect.
• Goal UD-3: Attractive Travelways. Create and maintain safe and attractive travelways through coordinated streetscape design. o Policy UD-3.3 Foster Community Building. Promote a safe environment that facilitates social interaction and improves active transportation along corridors.
o Policy UD-3.4 Improvements to Streetscape. Promote
streetscape improvement plans that are responsive to
community needs, the nature of adjacent uses, path
characteristics, street classification, pedestrian scale, and view corridors.
o Policy UD-3.6 Linear Park System. Support open space
improvements along roadways and nonvehicular paths, such as bike or multiuse trails, to create linear open space that connect to a network of parks and activity areas throughout the city. o Policy UD-3.8 Pleasant Travel Experience. Maximize the use of street trees and parkway landscaping to create a pleasant travel experience and positive city image.
• Goal UD-4: Nodes and People Places. Create nodes and urban hubs throughout the City to foster community, education, arts and culture, City Council 25 – 18 10/15/2024
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business activities, entertainment, and establish Santa Ana as a vibrant center.
o Policy UD-4.1 Intentional Development. Support development growth in nodes consistent with the City’s vision as the dynamic urban center of Orange County.
o Policy UD-4.2 Image Making Through Architecture. Promote development within nodes to reflect the significance of the area and cultivate a positive image of Santa Ana through high quality architecture.
o Policy UD-4.3 Activate Open Space. Ensure architectural and landscape design activates open space as a means to promote community interaction and enhance the aesthetic quality of development.
o Policy UD-4.4 Vibrant Street Life. Encourage development within nodes that promotes pedestrian activities, enhanced amenities, and engaging designs that allow for discovery, excitement, and social interaction.
• Goal UD-5: Focus Intersections. Create focal points at major intersections to enhance community identity and open space. o Policy UD-5.1 Building Presence at Intersections. Create a strong presence at focus intersections by locating intense building mass and open space areas along the street that include high quality design and materials.
• Goal UD-7: Gateways. Create and strengthen gateways into the City that promote a sense of arrival.
o Policy UD-7.1 First Impression. Strengthen the architectural design of developments near gateways to communicate a sense of arrival and inspire positive images of the City.
o Policy UD-7.2 Streetscape Improvements. Enhance Santa Ana’s gateways to include unique and distinctive streetscape improvements.

The Project is consistent with these General Plan Urban Design Element goals and policies. The Project improves a major site at a gateway intersection leading into Santa Ana by redeveloping an outdated, autooriented strip-commercial center with a dynamic, mixed-use urban village that complements the scale an intensity of existing developments surrounding the Project Site. Through onsite private streets and improvements to public streets along the site’s street frontages, the specific plan will create attractive travelways and establish activity nodes City Council 25 – 19 10/15/2024
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at the intersections of Bristol Street and Sunflower Avenue, and Bristol Street and MacArthur Boulevard, near the interchange of Bristol Street and the San Diego (I-405) Freeway. The redevelopment of the existing site will establish a new gateway into Santa Ana that is consistent with the South Bristol Street Focus Area’s vision for the Project Site. • Goal HE-1: Livable and affordable neighborhoods with healthy and safe housing conditions, community services, well-maintained infrastructure, and public facilities that inspire neighborhood pride and ownership.
o Policy HE-1.3 Complete Neighborhoods. Improve neighborhood quality by locating or providing access to complementary services and public facilities, including the integration of community gardens and access to healthy food options in neighborhoods.
o Policy HE-1.4. Healthy Neighborhoods. Create and maintain parks and open spaces; plant trees, green parkways, and medians; support access to healthy food options; and maintain a continuous pattern of pathways that encourage an active and healthy lifestyle.
o Policy HE-1.10. Parking Management. Support innovative and creative strategies that proactively minimize parking impacts and deficiencies within residential neighborhoods, including parking management requirements, installation of parking lifts, and incentives for active transportation.
• Goal HE-2. Foster an inclusive community with a diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana’s residents and workforce of all household types, income levels, and age groups.
o Policy HE 2.3. Urban Villages. Create higher intensity, mixeduse urban villages and pedestrian-oriented experiences that access and support the office centers, commercial services, and cultural activities within District Centers and Urban
Neighborhood designated areas.
o Policy HE-2.4. Rental Housing. Facilitate the construction of rental housing for Santa Ana’s residents and workforce, with a commitment to provide rental housing for extremely low-, very low-, and low-income residents as well as moderate income Santa Ana workers.
o Policy HE-2.6. Housing Design. Require excellence in
architectural design through the use of materials and colors, City Council 25 – 20 10/15/2024
Ordinance No. NS-____

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building treatments, landscaping, open space, parking, and environmentally sensitive (“green”) building and design practices.
• Goal HE-4. Provide sufficient rental and ownership housing opportunities and supportive services for seniors, people with disabilities, families with children, and people experiencing homelessness.
o Policy HE-4.1. Senior Housing. Support development of affordable senior rental and ownership housing, readily accessible to support services; provide assistance for seniors to maintain and repair their homes to facilitate the maximum independent living.

The Project is consistent with these General Plan Housing Element goals and policies. The Project will provide high-quality diversity of rental housing for Santa Ana’s residents and workforce. Through the Project’s Development Agreement, the Project will provide inclusionary housing fees that will be used by the City to provide onsite affordable housing opportunities in the community. Through innovative use of land, the Project will provide for healthy communities with 13.1 acres of onsite open space, a full-service grocer, and underground parking, freeing up valuable acreage for the development of community-serving commercial, residential, and open space land uses.

Moreover, the SP and requested entitlements address General Plan consistency for the South Bristol Street Focus Area in the following manners:
• The District Center-High is a mixed-use designation identified in the General Plan as including “high density urban villages consisting of visually striking and dynamic buildings and spaces with a wide range and mix of residential, live-work, commercial, hotel, and employmentgenerating uses.” • Table LU-2 of the General Plan (Buildout) identifies an assumed housing growth of 5,272 units in the District; the proposed 3,750 falls within the assumed growth.
• Table LU-8 of the General Plan identifies the DC-5 area as allowing a maximum Floor Area Ratio of 5.0, or 125 dwelling units per acre and a maximum height of 25 stories. The General Plan allows the FAR to be calculated on a gross basis for an individual development Project. • The General Plan’s District Center designation would allow up to 8,733,780 square feet of mixed uses, inclusive of residential uses, based on the maximum FAR of 5.0 over the 41.13-acre (gross) site. As proposed, the Related Bristol will result in an FAR of 2.7, well within the maximums allowed in the General Plan. No General Plan Amendment is required nor proposed.

City Council 25 – 21 10/15/2024
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• The General Plan envisions “urban villages”, “an intense multistory presence” and “mixed use opportunities”. The Development Plan implements this vision with a range of building heights and configurations in two mixed-use Districts/Villages, with heights and intensities within the limits identified in the General Plan. • The General Plan requires fiscal neutrality (Policy LU 2.4). The Project results in positive fiscal impacts.
• The General Plan calls for community involvement (Policy LU 3.2).

Significant outreach has occurred as outlined in Specific Plan Section

2.5, Community Engagement.
• The General Plan encourages areas for community gathering and outdoor entertainment (Policy LU 2.3). The Specific Plan includes approximately 13 acres of open space, which includes public plaza areas and a central park, accessible to the public and allowing for outdoor entertainment.
• The Specific Plan area is not within an Environmental Justice area.

However, as designed, the provision of nearly one-third of the 41-acre site for publicly accessible open space with active and passive recreation opportunities is a means of addressing open space deficiencies prevalent in many portions of Santa Ana.

G. The City Council has weighed and balanced the General Plan’s policies and has determined that, based upon this balancing, the Project at 3600 Bristol Street and Amendment Application No. 2023-03, including the Related Bristol Specific Plan (SP No. 5) and the Zone Change, are consistent with the purpose of the General Plan.

H. The City Council also adopts as findings all facts presented in the Request for City Council Action dated September 17, 2024 and October 1, 2024 and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. For these reasons, and each of them, Amendment Application No. 2023-03 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity convenience and general welfare.

Section 2. The City prepared a Draft Supplemental Environmental Impact Report (“SEIR”) that analyzed the Project’s environmental impacts in accord with the California Environmental Quality Act (Public Resources Code, §§ 21000 et seq., “CEQA”), the regulations promulgated thereunder (14 Cal. Code of Regulations, §§ 15000 et seq., the “CEQA Guidelines”), and the City’s Local CEQA Guidelines. The Draft SEIR was made available for public review for 45 days between July 6, 2023 and August 21, 2023. The document was made available online at the City of Santa Ana website and available for review at City Hall and the City of Santa Ana Public Library in hard copy form. In response to comments received on the Draft SEIR, the City prepared a Final SEIR and released it to the public on August 1, 2024. The Final SEIR in the City Council Resolution approving the Final SEIR is incorporated herein by reference. The City Council Resolution recommends certification of the Final SEIR (SCH No.

City Council 25 – 22 10/15/2024
Ordinance No. NS-____

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2020029087), adoption of findings under CEQA, and adoption of the Mitigation Monitoring and Reporting Program and the Statement of Overriding Considerations, and among other things, properly assesses the environmental impact of the Project in accordance with CEQA. This Resolution incorporates by reference the environmental findings and analysis set forth in the Resolution for the Final SEIR (SCH No. 2020029087) as if fully set forth herein.

Section 3. The City Council of the City of Santa Ana, after conducting the public hearing, hereby approves the Amendment Application No. 2023-03, and specifically, approves and adopts the Related Bristol Specific Plan (SP No. 5), a true and correct copy of which is attached hereto as Exhibit A and incorporated herein by this reference. This approval is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: The Request for City Council Action dated September 17, 2024 and October 1, 2024, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference.

Section 4. The City Council of the City of Santa Ana, after conducting the public hearing, also hereby approves the Zone Change for the Project Site from General Commercial (C2) and Commercial Residential (CR) to Related Bristol Specific Plan (SP No. 5), as set forth in Amended Sectional District Map No. 35-5-10, a true and correct copy of which is attached hereto as Exhibit B and incorporated herein by this reference. This approval is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: The Request for City Council Action dated September 17, 2024 and October 1, 2024, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference.

Section 5. The documents and materials associated with this Ordinance that constitute the record of proceedings on which these findings are based are located at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, CA 92701. The City Clerk is the custodian of records for the record of proceedings.

Section 6. Pursuant to Government Code Section 66020, the Applicant may protest the imposition of fees, dedications, reservations, or other exactions imposed on this development Project by taking the necessary steps and following the procedures established by Sections 66020 through 66022 of the California Government Code.

Section 7. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively “Actions”), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or City Council 25 – 23 10/15/2024
Ordinance No. NS-____

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concerning the Project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve the legal counsel providing the City’s defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action.

Section 8. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this Ordinance and each section, subsection, sentence, clause, phrase, or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional.

ADOPTED this 1
st day of October, 2024.
_______________________
Valerie Amezcua
Mayor
APPROVED AS TO FORM:

SONIA R. CARVALHO
City Attorney
By:_______________________________
Laura A. Rossini
Chief Assistant City Attorney
AYES: Councilmembers: ________________________________________ NOES: Councilmembers: ________________________________________ ABSTAIN: Councilmembers: ________________________________________ NOT PRESENT: Councilmembers:________________________________________ City Council 25 – 24 10/15/2024
Ordinance No. NS-____

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CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall, City Clerk, do hereby attest to and certify the attached Ordinance No.

NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on October 1, 2024.

Date: ________________ _____________________
Jennifer L. Hall
City Clerk
City of Santa Ana
City Council 25 – 25 10/15/2024
Exhibit A – Link to Specific Plan Document
The Final Draft Related Bristol Specific Plan document is available:

Online on the City’s project webpage at: https://www.santa-ana.org/relatedcalifornia-bristol-specific-plan/ Physically at:

City Hall, Planning Counter
20 Civic Center Plaza
Santa Ana, CA 92701
or
Santa Ana Newhope* Library
122 N. Newhope Street
Santa Ana, CA 92703
Copies of the Related Bristol Final Supplemental Environmental Impact Report (SEIR) are also available for viewing online and in print at the same locations. *Please note that the Final Draft Related Bristol Specific Plan and the Draft SEIR were originally posted at the Santa Ana Main Library, but due to a temporary closure of the facility stemming from renovations, the Final SEIR and related materials are physically available at the Newhope Library City Council 25 – 26 10/15/2024
A1 GENERAL AGRICULTURAL CSM SOUTH MAIN STREET COMMERCIAL DIST. R2 TWO- FAMILY RESIDENCE - B PARKING MODIFICATION C1 COMMUNITY COMMERCIAL GC GOVERNMENT CENTER R3 MULTIPLE- FAMILY RESIDENCE - OZ OVERLAY ZONE C1- MD COMMUNITY COMMERCIAL - MUSEUM DIST. M1 LIGHT INDUSTRIAL R4 SUBURBAN APARTMENT C2 GENERAL COMMERCIAL M2 HEAVY INDUSTRIAL RE RESIDENTIAL ESTATE C4 PLANNED SHOPPING CENTER O OPEN SPACE SD SPECIFIC DEVELOPMENT - HD2 HEIGHT DISTRICT II C5 ARTERIAL COMMERCIAL P PROFESSIONAL SP SPECIFIC PLAN
CR COMMERCIAL RESIDENTIAL R1 SINGLE- FAMILY RESIDENCE OZ1 METRO EAST OVERLAY ZONE

PLANNED RESIDENTIAL

DEVELOPMENT - PRD
City of Santa Ana, California

ZONING DISTRICTS

ARTESIA ST

PACIFIC
AV

FOREST AV

WAKEHAM PL

JOANE WY

JUNIPER
ST

GREENVILLE ST

SHEFFIELD RD
ALTON
AV
AURORA
ST
ORION
AV
CURIE
AV
UP RR

CRAWFORD GN
SILVER
SPUR

SUMM ER WIN D
BAY
CREST

TWILIGHT BLACKHAWK DR

DEEREFIELD RD

MOORE AV

SEA CLIFF

RITA WY

DEEGAN DR

MANITOBA DR

MADDOCK ST

GRISET PL

DIAMOND ST

CENTER ST

TOWNSEND ST

DOUGLAS ST

LINDA WY

SALTA ST

WEST WIND

OCEAN CREST

RENE DR

JAGUAR WAY

SEA BREEZE

GARRY AV

REMBRANDT

PICASSO

RED FOX RD

MEADOWBROOK DR

CALLENS COM

PLAZA DR

ASPEN VILLAGE WY

SANTA FE VILLAGE DR

S BRISTOL ST

BEAR ST

W MACARTHUR BLVD

W ALTON AV

SUNFLOWER AV

RAITT ST
R1-PRD
R2-PRD
R2-PRD
R2-PRD
R2-PRD
R1-PRD
R1-PRD
R2-PRD
R1-PRD R1-PRD
R1-PRD
A1
A1 A1 A1 A1 A1 A1
A1
C1
C1
C1
C4
CR
M1
M1

O O O O O
R1
R1
R1
R1
R1
R1
R1
R1
R1
R1 R1
R1 R1
R1
R3
R4
R4
R4 R4
SD4
SD44
SD48
SD48
SD51
SD6
SD7
O
O
R1
O
SD5
C4
C2 C2
C2
CR
O
SP5
C2
N/A N/A 36-5-10
26-5-1025-5-1036-5-1026-5-10 26-5-10 34-5-10
N/A N/A34-5-10
Exhibit:

Print Date: 7/30/24
Sectional District Map: 35-5-10 I
B
City Council 25 – 27 10/15/2024
55394.00062\42643158.1
Ordinance No. NS-____

Page 1 of 5 ends

ORDINANCE NO. NS-____

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY

OF SANTA ANA APPROVING DEVELOPMENT
AGREEMENT NO. 2023-02 FOR A MIXED-USE

DEVELOPMENT, KNOWN AS THE RELATED BRISTOL
SPECIFIC PLAN PROJECT, AT 3600 BRISTOL STREET

BETWEEN THE CITY OF SANTA ANA AND GREENVILLE

RANCH LLC, BSG WEST BRISTOL LLC, AND MCG

BRISTOL WEST LLC

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS:

Section 1. The City Council of the City of Santa Ana hereby finds, determines, and declares as follows:

C. The City of Santa Ana (“City”) is authorized, pursuant to Government Code Sections 65864 through 65869.5, to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and owner in the development process.

D. Because of the logistics, magnitude of the expenditure and considerable lead time prerequisite to planning and developing the Project, Applicant has proposed to enter into a development agreement concerning the Project (“Development Agreement No. 2023-02”) to provide assurances that the Project can proceed without disruption caused by a change in the City's planning policies and requirements except as provided in the Development Agreement No. 2023-02, which assurance will thereby City Council 25 – 28 10/15/2024
55394.00062\42643158.1
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Page 2 of 5 ends

reduce the actual or perceived risk of planning for and proceeding with development of the Project.

E. On August 12, 2024, the Planning Commission of the City of Santa Ana held a duly-noticed public hearing on the proposed Development Agreement No. 2023-02, recommending City Council approval of Development Agreement No. 2023-02.

F. Entering into this Development Agreement No. 2023-02 would provide the City with extraordinary and significant benefits that are of regional significance, relate to existing deficiencies in public facilities, require the Property Owners to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process.

G. The Project and the use that the Property Owners propose in connection with the Project have been extensively reviewed and considered by the City Council, and such proposed development and use have been found to accommodate the City’s recommendations and suggestions in order to protect the public’s interest to enhance the desirability of such proposed development and use. The terms and conditions of this Development Agreement No. 2023-02 are fair, just and reasonable, and the City Council has concluded that the pursuit of the Project will serve the interests of the City.

H. Based on the entire record before the City Council and all written and oral evidence presented, the City Council finds the Development Agreement No. 2023-02 in the public’s interest and results in substantial community benefits because it meets and facilitates the fulfillment of many of the City’s adopted General Plan “Issues, Goals and Policies” for each individual element, as further documented in the Ordinance of the City Council approving Amendment Application No. 2023-03 to establish the Related Bristol Specific Plan (SP No. 5) and approve the Zone Change.

Page 3 of 5 ends

Monitoring and Reporting Program and the Statement of Overriding Considerations, and among other things, properly assesses the environmental impact of the Project in accordance with CEQA. This Resolution incorporates by reference the environmental findings and analysis set forth in the Resolution for the Final SEIR (SCH No. 2020029087) as if fully set forth herein.

Section 3. The City Council of the City of Santa Ana, after conducting the public hearing, hereby approves the Development Agreement No. 2023-02, a true and correct copy of which is attached hereto as Exhibit A and incorporated herein by this reference, and authorizes the City Manager and Clerk of the Council to execute it on behalf of the City with such non-substantive changes as may be authorized by the City Manager and City Attorney. The Clerk of the Council is hereby authorized and directed to cause this Development Agreement No. 2023-02 to be recorded with the County Recorder’s Office.

Section 4. This Ordinance shall not be effective unless and until the City Council Resolution for Final SEIR No. 2020029087, the Planning Commission Resolution for VTTM No. 2023-01, the City Council Ordinance for AA No. 2023-03, and the City Council Resolution to Overrule the Orange County/John Wayne Airport Land Use Commission’s determination of inconsistency are adopted and become effective. If said resolutions and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this Ordinance shall be null and void and have no further force and effect.

Section 5. This Ordinance shall not be effective unless and until the City receives a fully executed copy of the Development Agreement No. 2023-02, including the executed Joinder of the Fee Owners of the Property. If the fully executed copy of the Development Agreement No. 2023-02 is not received by the City Clerk within 30 days of the approval of this Ordinance by the City Council, then this Ordinance shall be null and void and have no further force and effect.

Section 6. The documents and materials associated with this Ordinance that constitute the record of proceedings on which these findings are based are located at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, CA 92701. The City Clerk is the custodian of records for the record of proceedings.

Section 7. Pursuant to Government Code Section 66020, the Applicant may protest the imposition of fees, dedications, reservations, or other exactions imposed on this development project by taking the necessary steps and following the procedures established by Sections 66020 through 66022 of the California Government Code.

Section 8. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such City Council 25 – 30 10/15/2024
55394.00062\42643158.1
Ordinance No. NS-____

Page 4 of 5 ends

other procedures), judgments, orders, and decisions (collectively “Actions”), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the Project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve the legal counsel providing the City’s defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action.

Section 9. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this Ordinance and each section, subsection, sentence, clause, phrase, or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional.

Section 10. This Ordinance shall be effective thirty days after its adoption provided the conditions precedent set forth above have been satisfied. The City Clerk shall certify the adoption of this Ordinance and shall cause the same to be posted as required by law. Pursuant to Government Code Section 65868.5, within 10 days following the entering into of the Development Agreement, as evidenced by full execution thereof, the City Clerk shall record with the Orange County Recorder a copy of the Development Agreement.

ADOPTED this 1
st day of October, 2024.
_______________________
Valerie Amezcua
Mayor
City Council 25 – 31 10/15/2024
55394.00062\42643158.1
Ordinance No. NS-____

Page 5 of 5 ends

APPROVED AS TO FORM:

City Attorney
_______________________________
Sonia R. Carvalho
City Attorney
AYES: Councilmembers: ________________________________________ NOES: Councilmembers: ________________________________________ ABSTAIN: Councilmembers: ________________________________________ NOT PRESENT: Councilmembers:________________________________________

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Jennifer L. Hall, City Clerk, do hereby attest to and certify the attached Ordinance No.

NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on October 1, 2024.

Date: ________________ ____________________________________ City Clerk
City of Santa Ana
for
City Council 25 – 32 10/15/2024
55394.00062\42643158.1
Exhibit A
Development Agreement No. 2023-02
City Council 25 – 33 10/15/2024
RECORDED AT REQUEST OF: )
)
AND WHEN RECORDED RETURN TO: )
City of Santa Ana )
20 Civic Center Plaza (M-30) )
Santa Ana, CA 92702 )
Attention: Clerk of the Council )
)
______________________________________________________________________________ Exempt from filing fees pursuant to Government Code §27383 DEVELOPMENT AGREEMENT NO. 2023-02

A DEVELOPMENT AGREEMENT BETWEEN

CITY OF SANTA ANA
and

RCR BRISTOL, LLC

A DELAWARE LIMITED LIABILITY COMPANY
City Council
Exhibit
25 –
4 34 10/15/2024

-1-
DEVELOPMENT AGREEMENT NO. 2023-02
This Development Agreement (“Agreement”) is entered into as of this ___ day of ___________, 2024 by and between the City of Santa Ana, California (“City”) on the one hand, and RCR BRISTOL, LLC, a Delaware limited liability company (“Owner” or “RCR”), on the other hand. City and Owner may be referred to in this Agreement individually as a “party” or collective as the “parties.”

RECITALS
A. City is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, pursuant to Section 65864, et seq. of the Government Code. RCR has an option to enter into a long-term ground lease to the Property, which ground lease constitutes an equitable interest in the Property.

B. This Agreement constitutes a current exercise of City’s police powers to provide predictability to RCR in the development approval process by vesting the permitted uses, density, intensity of use, timing and phasing of development, and applicable ordinances consistent with the Development Plan in exchange for RCR’s commitment to provide significant public benefits to City as set forth in Section 4 below.

C. RCR has requested that City enter into this Agreement and proceedings have been taken in accordance with applicable State law and the rules and regulations of the City in furtherance thereof.

D. The best interests of the citizens of the City of Santa Ana and the public health, safety and welfare will be served by entering into this Agreement.

E. The City Council hereby finds and determines that this Agreement is of major significance because it will provide significant economic benefit to the City through additional jobs created by the construction and operation of the Project, property and sales tax revenue to the City, infrastructure improvements, neighborhood revitalization, and general economic benefit.

F. The provision by RCR of the public benefits as set forth in Section 4 below allows the City to realize significant economic, recreational, open space, educational, social, and other public benefits to City. These public benefits will advance the interests and meet the needs of Santa Ana residents and visitors to a significantly greater extent than would development of the Property without this Agreement.

G. The physical effects, if any, of the Project and this Agreement have been analyzed pursuant to the California Environmental Quality Act as amended to date and as documented in the Final Environmental Impact Report entitled “Related Bristol Specific Plan Final Supplemental Environmental Impact Report” (State Clearinghouse House No. 2020029087 and City of Santa Ana DP No. 2022-31 (“Project FEIR”).

H. This Agreement and the Project are consistent with the Santa Ana General Plan.

I. All actions taken and approvals given by City have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters.

City Council
Exhibit
25 –
4 35 10/15/2024

-2-
J. Development of the Property in accordance with this Agreement will provide substantial benefits to City, as set forth in Section 4 below, and as stated Sections 1.4 and 2.1 of the Specific Plan. will further important policies and goals of City.

K. This Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements under Section 65864, et seq. of the Government Code are intended.

L. On August 29, 2023, the City Council held a public hearing and authorized the City’s Planning Division to draft findings and issue a determination overruling the County of Orange Airport Land Use Commission’s Determination of Inconsistency associated with the Project and to provide notice of same in accordance with Section 21676(b) of the Public Utilities Code to the County of Orange Airport Land Use Commission and the State of California Department of Transportation’s Division of Aeronautics.

M. On August 12, 2024 City’s Planning Commission held a public hearing on this Agreement, made findings and determinations with respect to this Agreement, and recommended to the City Council that the City Council approve this Agreement.

N. On September 17, 2024, the City Council held a public hearing introducing this Agreement and considered the Planning Commission’s recommendations and the testimony and information submitted by City staff, RCR, and members of the public. On ________, consistent with applicable provisions of State law and the rules and regulations of the City, the City Council adopted Ordinance No. ___ finding this Agreement consistent with the City’s General Plan and approving and adopting this Agreement.

COVENANTS
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, City and Owner hereby agree as follows:

1. DEFINITIONS AND EXHIBITS.

1.1. Definitions. The following terms when used in this Agreement (including in the recitals above) shall be defined as follows:

1.1.1. “Assigned Rights” has the meaning set forth in Section 2.5.1 hereof.

1.1.2. “Assignment and Assumption Agreement” has the meaning set forth in Section

2.5.1 hereof.

1.1.3. “Assumed Obligations” has the meaning set forth in Section 2.5.1 hereof.

1.1.4. “Agreement” means this Development Agreement.

1.1.5. “City” means the City of Santa Ana, a charter city and California municipal corporation.

City Council
Exhibit
25 –
4 36 10/15/2024

-3-

1.1.6. “City Attorney” means the City of Santa Ana City Attorney.

1.1.7. “City Council” means the duly elected city council of the City of Santa Ana.

1.1.8. “Development” means the improvement of the Property for the purposes of completing the structures, improvements, and facilities comprising the Project including, but not limited to: grading; construction of infrastructure and other public facilities; construction of buildings and structures; installation of landscaping consistent with this Agreement. “Development” does not include the maintenance, repair, reconstruction or redevelopment of any building, structure, improvement or facility after the construction and completion thereof.

1.1.9. “Development Impact Fee” means a monetary exaction other than a tax or special assessment, whether established for a broad class of projects by legislation of general applicability or imposed on a specific project on an ad hoc basis, that is charged by a local agency to the applicant in connection with approval of a development project for the purpose of defraying all or a portion of the cost of public facilities related to the development project, but does not include fees for processing applications for governmental regulatory actions or approvals.

1.1.10.“Development Plan” means the plan for development of the Property pursuant to the Project Approvals as set forth in Exhibit “C.”

1.1.11.“Development Project Review Approvals” refers to the administrative review of all projects meeting the requirements of Division 3 of Article V of Chapter 41 (Zoning) of the Santa Ana Municipal Code as may be required by the Project Approvals.

1.1.12.“Discretionary Action” or “Discretionary Approval” means an action that requires the exercise of judgment, deliberation, or discretion on the part of the City, including any board, agency, commission, or department and any officer or employee thereof, in the process of approving or disapproving Development of the Project, as distinguished from an activity that is defined herein as a Ministerial Permit or Ministerial Approval (i.e., Development Project Review Approvals).

1.1.13. “Effective Date” means the date the ordinance approving and authorizing this Agreement becomes effective.

1.1.14.“Executive Director” has the meaning set forth in Section 2.5.1 hereof.

1.1.15.“Existing Land Use Regulations” means the Land Use Regulations that are in effect on the Effective Date, pursuant to California Government Code Section 65866.

1.1.16. “Existing Project Approvals” means all Project Approvals approved or issued on or before the Effective Date.

1.1.17.“Fee Owners” shall collectively mean Greenville Ranch, LLC, BSG West Bristol, LLC, and MCG Bristol West, LLC, and their respective successors and assigns.

1.1.18.“Future Project Approvals” means Project Approvals for the Project that are adopted, approved, or issued after the Effective Date.

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1.1.19.“Ground Lease” means the long term ground lease to be entered into by and between the Fee Owners, as ground lessors, and Owner, as ground lessee.

1.1.20.“Land Use Regulations” means all ordinances, laws, resolutions, codes, rules, regulations, policies, requirements, guidelines, or other actions of City, including but not limited to the provisions set forth in the City’s General Plan, Municipal Code, that affect, govern, or apply to the Development of the Project and use of the Property in a manner consistent with this Agreement, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications applicable to the Development of the Property, subject to the terms of this Agreement, whether adopted by the City Council or the voters in an initiative. “Land Use Regulations” does not include any City ordinance, resolution, code, rule, regulation or official policy, governing:
(a) the conduct of businesses, professions, and occupations; (b) taxes (special or general) and assessments;
(c) the control and abatement of nuisances;
(d) the granting of encroachment permits and the conveyance of rights and interests that provide for the use or the entry upon public property; (e) the exercise of the power of eminent domain.

1.1.21.“Leasehold Estate” means the leasehold estate to be created under the Ground Lease.

1.1.22.“Owner” means RCR or, as to each Project Phase that is the subject of a Sub Ground Lease, the Sub Ground Lessee under such Sub Ground Lease, and their successors in interest to all or any part of the applicable leasehold estate.

1.1.23.“Ministerial Approval,” or “Ministerial Act” means the nondiscretionary permits, plans, inspections, certificates, documents and licenses required to be taken, issued, or approved by the City in order for Owner to develop the Project, including, without limitation, building permits, grading permits, Development Project Review Approvals, and other similar permits and approvals. Any approval or act that is not a Discretionary Approval is a Ministerial Approval.

1.1.24.“Mortgagee” means a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security-device lender, and their successors and assigns.

1.1.25.“Project” means the development of the Property, as more specifically described in Exhibit “A” and shown on Exhibit “B,” pursuant to the Project Approvals and the Development Plan, as such Development Plan may be further defined, enhanced, or modified pursuant to the provisions of this Agreement.

1.1.26.“Project Open Space” means the approximately 13.1 acres of publicly accessible open-space areas, as defined in the Specific Plan, to be ground leased and maintained by Owner.

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1.1.27.“Project Phase” shall mean a portion of the development of the Property as contemplated by the Project Approvals. To avoid confusion, a “Project Phase” may include one or more Development phases and shall not be limited to any single Specific Plan Phase and may consist of a portion of a Specific Plan Phase.

1.1.28.“Project Approvals” means all site-specific (meaning specifically applicable to the Project only and not generally applicable to some or all other properties within the City) plans, maps, permits, entitlements, approvals (including Development Project Review Approvals), and entitlements of every kind and nature that are sought or agreed to in writing by Owner in its sole and absolute discretion for Development of the Project and that are approved by the City. Project Approvals include, but are not limited to, general plan amendments, specific plan approvals or amendments, site plans, development project review approvals, tentative and final subdivision maps, design guidelines, variances, zoning designations, conditional use permits, grading, building, and other similar permits, the site-specific provisions of general plans, environmental assessments, including environmental impact reports and negative declarations. A list of the Project Approvals is set forth in Exhibit “C.”

1.1.29.“Property” means the real property described in Exhibit “A” and shown in Exhibit “B” to this Agreement. The Property is approximately 41.13 gross acres in size and is occupied by the Metro Town Square commercial development as of the Effective Date. It is composed of nine Assessor Parcel Numbers (APNs): 412-131-12, 412-131-13, 412-131-14, 412- 131-16, 412-131-17, 412-131-22, 412-131-24, 412-131-25 and 412-131-26.

1.1.30.“Public Benefit” refers to those benefits provided to the City and the community by Owner pursuant to Section 4 below.

1.1.31.“Reservation of Rights” means the rights and authority excepted from the assurances and rights provided to Owner under this Agreement and reserved to City under Section 3.3 of this Agreement.

1.1.32.“Specific Plan Phase” means any one of the three phases as shown on Figure 6-2 (Conceptual Phasing Plan) of the Related Bristol Specific Plan.

1.1.33.“Sub Ground Lease” shall mean a sub ground lease entered into by Owner with a third party pursuant to the terms of which Owner sub ground leases to such third party the portion of the Property referenced therein.

1.1.34.“Sub Ground Lessee” shall mean the lessee under any Sub Ground Lease.

1.1.35.“Sub Leasehold Estate” means the leasehold estate created under any Sub Ground Lease.

1.1.36.“Term” has the meaning ascribed thereto in Section 2.4.1 below.

1.2. Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement:

Exhibit “A” – Legal Description of the Property
Exhibit “B” – Map showing Property and its location
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Exhibit “C” – Development Plan and list of Project Approvals

2. GENERAL PROVISIONS.

2.1. Binding Effect of Agreement. The Property is hereby made subject to this Agreement.

Development of the Property is hereby authorized and shall be carried out in accordance with the terms of the Development Plan, the Project Approvals, and this Agreement. This Agreement shall be recorded against the Property, subject to the terms and conditions of the Joinder attached hereto, which shall be executed by the Fee Owners and shall also bind the fee title to the Property subject to the terms and conditions of the Joinder attached hereto.

2.2. Ownership of Property. Owner represents and covenants that it has an option to enter into the Ground Lease, which Ground Lease constitutes an equitable interest in the Property. The Property’s fee simple owners are the Fee Owners as defined in Section 1.1.18. Owner does not have a fee simple interest in the Property.

2.3. City Council Findings. The City Council finds that:

2.3.1. This Agreement is consistent with the City’s General Plan.

2.3.2. This Agreement ensures a desirable and functional community environment, provides effective and efficient development of public facilities, infrastructure, and services appropriate for the development of the Project, and enhances effective utilization of resources within the City.

2.3.3. This Agreement provides public benefits beyond those that are necessary to mitigate the development of the Project, as set forth in Section 4 below.

2.3.4. This Agreement strengthens the public planning process, encourages private participation in comprehensive planning, and reduces costs of development and government.

2.3.5. The best interests of the citizens of the City and the public health, safety, and welfare will be served by entering into this Agreement.

2.4. Term.

2.4.1. The initial term of this Agreement shall commence on the Effective Date and shall continue for a period of twenty (20) years thereafter (the “Initial Term”), unless modified or extended pursuant to the provisions of this Agreement. Together, the Initial Term and any extension under this Agreement shall constitute the “Term.” The Term, including all possible extensions, shall not exceed twenty-five-years unless this Agreement is amended to allow further extensions. Owner shall execute this Agreement which shall be recorded against the Property no later than ten (10) days following Owner’s receipt of the fully-executed, recordable Agreement from the City. If Owner fails to enter into the Ground Lease within one (1) year of the Effective Date then this Agreement shall be null and void and of no further force or effect and the parties shall record a “Termination Release” as set forth in Section 10.1 below. (a) Owner has represented to City that Fee Owners are aware and understand of all of the terms of this Agreement and have consented to recordation of this Agreement against the Property subject to the terms and conditions of the Joinder attached hereto. Fee Owner shall City Council
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execute the Joinder attached to this Agreement and the properly executed Joinder shall be provided to City no later than ten (10) days after approval of this Agreement by the City Council. (b) It is anticipated that Parties will sign the Development Agreement upon approval of the Agreement by the City Council. Owner and Fee Owner shall cause this Agreement to be timely recorded against the Property no later than ten (10) days following Owner’s receipt of the fully-executed, recordable Agreement from the City. (c) Failure of Owner to record this Agreement against the Property within ten (10) days following the receipt of the fully-executed, recordable Agreement from the City shall constitute an event of default by Owner under this Agreement.

2.4.2. The Initial Term of this Agreement shall be automatically extended by up to five (5) years if Owner achieves the following milestones: grading permits have been issued and construction has commenced on: (i) no less than 250,000 square feet of non-residential floor area (e.g., grocer, retail, restaurants); and (ii) a hotel, subject to financial feasibility. Owner shall remain eligible for the five (5) year extension if Owner determines that a hotel is financially infeasible and City, employing a commercial reasonableness standard, affirms same. Owner shall within 30 days reimburse City for the reasonable cost of the City’s review of the hotel financial feasibility study.

2.4.3. If Owner fails to satisfy the prerequisites to securing the automatic extension, the City Council may nonetheless elect, in its sole discretion, to grant one or more extensions if Owner provides the City with a plan that includes a Development timeline and specific Development milestones.

2.4.4. When the Term ends, Owner shall have no vested right under this Agreement, regardless of whether or not Owner has paid City any Development Impact Fee.

2.4.5. If any party other than Owner initiates litigation that challenges the Project, this Agreement (and/or the ordinance approving this Agreement), or any of the Existing Project Approvals, the Owner will have the right to toll commencement of the Term, except for the duty to record this Agreement within ten (10) days of receipt of the fully-executed, recordable Agreement from the City, and any obligations of Owner under this Agreement during the period of such litigation. The tolling shall commence upon receipt by the City of written notice from Owner invoking this right to tolling. The tolling shall terminate when the action, including any appeal, is finally resolved, whether by entry of a final, non-appealable judgment that upholds the Project and the Existing Project Approvals or voluntary or involuntary dismissal of the entire action (and the passage of time required to appeal an involuntary dismissal) by the moving party.

Owner shall similarly have the right to toll commencement of the Term, except for the duty to record this Agreement within ten (10) days of receipt of the fully-executed, recordable Agreement from the City, and any obligations of Owner under the Agreement in the event a referendum petition challenging the Project, the ordinance approving this Agreement, or any of the Project Approvals is submitted to the City Clerk. The tolling shall terminate if and when: (1) the City Clerk determines the referendum petition did not receive sufficient signatures to qualify for the ballot; or (2) the election results of the referendum uphold the Project and the Existing Project Approvals and are certified by the City Council. This Agreement shall be null and of no further force and effect in the event that the City Council rescinds the challenged action.

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2.5. Assignment.

2.5.1. Right to Sell, Transfer, Assign and Sub Ground Lease. Owner shall have the right, from time to time, to transfer all or portions of its interest in the Leasehold Estate and any Sub Leasehold Estate (including through the entering into of one or more Sub Ground Leases) (provided that no such partial transfer shall violate the Subdivision Map Act, Government Code Section 66410, et seq.) to any person, partnership, joint venture, firm, limited liability company, or corporation and, in connection therewith, to assign its rights under this Agreement, in whole or in part, to said person, partnership, joint venture, firm, limited liability company (collectively, the “Assigned Rights”); provided, however, that any such assignment of any rights and obligations under this Agreement shall include the assignment and assumption of the rights, duties and obligations arising under or from this Agreement that pertain to the Project Phase that is the subject of such transfer, and be made in compliance with the following conditions precedent:
(a) No transfer or assignment of any right or interest under this Agreement (in whole or in part) shall be made unless made together with the transfer of all or a part of the Leasehold Estate or Sub Leasehold Estate, as applicable, to which such rights or interests apply. (b) In connection with any such assignment of an Owner’s rights and obligations under this Agreement (in whole or in part), Owner shall notify City in writing at least sixty (60 days) in advance of any sale assignment and shall provide City with a draft assignment and assumption agreement (“Assignment and Assumption Agreement”), in a form reasonably satisfactory to City, to be entered into by Owner, such assignee, and the City, pursuant to the terms of which such assignee shall expressly and unconditionally assume those duties, obligations, agreements, covenants, and waivers of Owner under this Agreement that are applicable to the Project Phase that is the subject of the portion of the Leasehold Estate, or Sub Leasehold Estate, as applicable, being transferred, including, without limitation, the covenants not to sue and waivers contained in Sections 7.3.1 and 9.5.1 hereof (collectively, the “Assumed Obligations”). Notwithstanding the failure of any assignee to execute the Assignment and Assumption Agreement, as required by Section 2.5.1(b) above, the burdens of this Agreement (as they relate to the Project Phase that is the subject of the Leasehold Estate or Sub Leasehold Estate being transferred) shall be binding upon such transferee, but the benefits of this Agreement shall not inure to such transferee unless the Assignment and Assumption Agreement is executed. (c) The Executive Director for the Planning and Building Agency (the “Executive Director”) shall have the administrative authority to approve of the Assignment and Assumption Agreement and to determine whether Owner has complied with the above conditions, which approval and determination shall not be unreasonably withheld or conditioned.

The Executive Director shall use best efforts to approve of the Assignment and Assumption Agreement and to determine whether the Owner has complied with the above conditions within five (5) business days following receipt of Owner’s written request. The Executive Director’s failure to approve or disapprove the foregoing within thirty (30) days following the Executive Directors receipt of Owner’s written request shall constitute City’s approval of the same. (d) Owner shall include the following sentence in each assignment, transfer or other conveyance document: “The Parties agree and acknowledge that no building permits will be issued by the City for a particular Project Phase unless and until the Community Benefit City Council
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Payment has been made for the applicable Specific Plan Phase which the particular Project Phase is in.”

2.5.2. No Release of Transferring Owner. Notwithstanding any sale, transfer or assignment as provided in any Assignment and Assumption Agreement delivered in accordance with the provisions of Section 2.5.1 above, a transferring Owner shall continue to be obligated to comply with all of the terms and conditions set forth in this Agreement (and such transferring Owner shall not be released from any of such obligations) with respect to the transferred Leasehold Estate or Sub Leasehold Estate, or any transferred portion thereof, as applicable, and following any such transfer the transferring Owner and the transferee under the Assignment and Assumption Agreement shall be jointly and severally liable with respect to all of the obligations assumed by such transferee under such Assignment and Assumption Agreement.

2.6. Administrative Changes and Modifications.

2.6.1. Owner and City acknowledge that further planning and development of the Project may demonstrate that refinements and changes are appropriate with respect to the details and performance of the parties under this Agreement. The parties desire to retain a certain degree of flexibility with respect to the details of the Project development and with respect to those items covered in general terms under this Agreement, the Project Approvals, the Existing Land Use Regulations, and, once issued, any Future Project Approvals.

2.6.2. If and when the parties find that “Substantially Conforming Changes,” as herein defined, are necessary, desirable or appropriate, they may, unless otherwise required by law, effectuate such changes or adjustments through an administrative operating memorandum that is executed by Owner and the Executive Director of the City’s Planning and Building Agency or the Director’s designee. As used herein, a “Substantially Conforming Change” is a minor change, modification, or adjustment that is deemed to be in substantial conformance with the Development Plan at the City’s sole and absolute discretion. The following are excluded from the definition of “Substantially Conforming Changes”: (1) changes to the timing or amount of the Project’s Twenty-Two Million dollar ($22,000,000) Community Benefit Payment; (2) changes to the In-Lieu Fee; (3) changes to the Project Open Space; and (4) changes to the Timing of Development as set forth in Sections 3.5.1 and 3.5.2. A Substantially Conforming Change is not considered an amendment to this Agreement or to Development Plan and so does not require prior notice or hearing by the Planning Commission or City Council.

2.7. Amendment or Cancellation of Agreement. Except for Substantially Conforming Changes as defined by Section 2.6.2 above, this Agreement may be amended or modified from time to time only with the written consent of Owner and the City or their successors and assigns, and only upon approval of an amendment by the City Council after a public hearing in accordance with Government Code Section 65868. This provision shall not limit any remedy of City or Owner as provided by this Agreement. For avoidance of doubt, no modification of the Development Agreement pursuant to this Section 2.7 shall limit or impair the rights of Fee Owners under the attached Joinder without the consent of Fee Owners.

2.8. Termination. This Agreement shall be deemed terminated and of no further effect upon the occurrence of any of the following events:

2.8.1. Expiration of the stated Term of this Agreement as set forth in Section 2.4, including any extension(s).

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2.8.2. Entry of a final judgment by a court of competent jurisdiction setting aside, voiding, or annulling the adoption of the ordinance approving this Agreement and/or any Project Approvals as set forth in Exhibit C.

2.8.3. The adoption of a referendum measure overriding or repealing the ordinance approving this Agreement and/or any Project Approvals. In the event a referendum petition challenging the ordinance approving this Agreement and/or any Project Approvals is submitted to the City Clerk, Owner shall deposit with the City Ten Thousand Dollars ($10,000) (“Petition Deposit”) to cover the actual cost incurred by the City examining the petition and verifying signatures. Should the referendum qualify for the ballot, Owner may request, at or prior to the Council meeting at which the Council will take up the referendum issue, that the City Council repeal the ordinance and/or any Project Approvals rather than submitting it to the voters. If Owner does not request that the City Council repeal the ordinance and/or any Project Approvals and the City Council submits the referendum to the voters, Owner shall deposit Fifty Thousand Dollars ($50,000) (“Referendum Deposit”) with the City. City may use the Referendum Deposit to pay any and all costs associated with the said referendum measure (e.g., legal fees for outside counsel). Any funds remaining in the Petition Deposit may be put toward the Referendum Deposit at the Owner’s request. If at any time the Referendum Deposit account has Five Thousand Dollars ($5,000) or less remaining, Owner shall, within three (3) business days of receiving notice from the City, deposit with the City Twenty-Five Thousand Dollars ($25,000) as requested by the City to cover necessary costs and expenses associated with the referendum and holding the related election. Following certification of the election results, any funds remaining in the Petition Deposit or the Referendum Deposit account shall be returned to the Owner within thirty (30) days of certification of the election results. In the event Owner requests that the City Council repeal the ordinance and the City Council nonetheless determines to submit the ordinance to the voters, Owner shall have no financial responsibility for the costs associated with holding the election, including any obligation to make a Referendum Deposit.

2.8.4. Completion of the Project in accordance with the terms of this Agreement, which is hereby defined to be: (i) issuance by the City of all required occupancy permits and final approvals for occupancy for the Project’s 3,750 multi-family residential units, 350,000 square feet of commercial uses, 250 room hotel, and 200 senior living/continuum of care units; (ii) acceptance by City or applicable public agency of all required dedications in connection with same; and (iii) written notification by City to Owner that the Project is complete.

2.8.5. Termination of the Agreement as provided under this Agreement, including but not limited to Section 7.4 herein, shall not constitute termination of any other Project Approvals.

Upon the termination of this Agreement, no party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination or with respect to any default in the performance of the provisions of this Agreement that has occurred prior to such termination or with respect to any obligations that are specifically set forth as surviving this Agreement. Upon such termination, any Development Impact Fees paid by Owner to City on which construction has not yet begun shall be refunded to Owner by City.

2.9. Notices.

2.9.1. As used in this Agreement, “notice” includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder.

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2.9.2. All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below. All notices shall be addressed as follows:

If to City:

City Clerk
20 Civic Center Plaza, 8th Floor
PO Box 1988 M-30
Santa Ana, Ca 82702
Copies to:

City Manager
City Attorney
Executive Director of Planning and Building Agency
If to Owner:

Related California Residential, LLC
18201 Von Karman Avenue, Ste 900
Irvine, CA 92612
Attn: Steven S. Oh
E-mail: [email protected]
Copies to:

Sean Matsler, Esq.

Cox, Castle & Nicholson LLP
3121 Michelson Drive, Ste 200
Irvine, CA 92612
E-mail: [email protected]
If to Fee Owners:

Greenville Ranch, LLC
8856 Sutter Circle, Unit 526b
Huntington Beach, CA 92646
Attn: Alice Z. Callens
And
BSG West Bristol, LLC
c/o Eide Bailly LLP
1505 Madrona St. N., Ste 800
Twin Falls, ID 83301
Attn: Jeff Spackman
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And
MCG Bristol West, LLC
6618 Avenida Bizarro
La Jolla, CA 92037
Attn: David Cortney

2.9.3. Either party may, by written notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change.

2.9.4. Consistent with the Joinder attached hereto, Fee Owners shall receive notice of any default and have the right, but not obligation, to cure any default as permitted in Sections

9.1.2 and 9.1.3 below. Fee Owners and their lenders shall also be entitled to receive a Certificate of Compliance upon request as provided in Section 10.20.

3. DEVELOPMENT OF THE PROPERTY.

3.1. Rights to Develop. Subject to the terms of this Agreement, including the Reservation of Rights in Section 3.3 below, Owner shall have a vested right to develop the Property in accordance with, and to the extent of, this Agreement, and the Project Approvals, and the Development Plan for the duration of the Term. Owner may proceed with demolition permits prior to pulling building permits provided Owner has provided proof of financing for that portion of the Project that demolition permits are being sought for. From the commencement of demolition until issuance of the Certificate of Occupancy, Owner shall ensure that the Property is secured and that all construction walls are maintained in a good condition and repair with no graffiti.

3.1.1. Except as expressly provided otherwise herein, the Project shall remain subject to all Existing Land Use Regulations and Project Approvals for the Term. Except as otherwise provided in this Agreement, and notwithstanding the authority of the City to further revise the Land Use Regulations pursuant to Government Code Section 65866, the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, and provisions for reservation and dedication of land for public purposes shall be those set forth in the Existing Land Use Regulations and Project Approvals.

3.1.2. In accordance with Government Code Section 66452.6(a), any subdivision map approved which relates to all or a portion of the Property shall be extended for the greater of (i) the Term of this Agreement or (ii) expiration of the tentative map pursuant to Section 66452.6.

3.1.3. Owner shall comply with all mitigation measures required to be undertaken pursuant to any document prepared in compliance with the California Environmental Quality Act with respect to the Project.

3.1.4. Notwithstanding Section 3.1.1 above, Owner acknowledges and agrees that the Project requires additional Project Approvals (the Future Project Approvals identified in Section

1.1.19). These Future Project Approvals shall be consistent with the Existing Project Approvals and this Agreement as to the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, and provisions for reservation and dedication City Council
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of land for public purposes; however the Future Project Approvals may include additional conditions that are lawful and appropriate to the type of Project Approval.

3.2. Effect of Agreement on Land Use Regulations. Except as otherwise provided under the terms of this Agreement including the Reservation of Rights in Section 3.3 below, the rules, regulations and official policies governing, inter alia, permitted uses and Development of the Property, the density and intensity of use and of the Property, the maximum height and size of proposed buildings, and the design, improvement and construction standards and specifications applicable to development of the Property, shall be the Existing Land Use Regulations and Project Approvals. In connection with any subsequent Project Approvals and except as specifically provided otherwise herein, City may exercise its discretion as set forth in Section

3.3.2. 3.2.1. City shall reasonably strive to complete:
(a) its initial review of individual development projects within 30 days after the application is deemed complete,
(b) any second plan review within 15 days after submission, and (c) any third plan review within 10 days after submission.

3.2.2. Notwithstanding the foregoing, the City does not guarantee that the timelines above will be met, and failure to meet these timelines does not constitute a default.

3.2.3. To help ensure expedited review of its development approvals, Owner may elect to pay for City to use a contract planner. City agrees to retain a contract planner to expedite review, if Owner so elects.

3.3. Reservation of Rights.

3.3.1. Limitations, Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the following are not Existing Land Use Regulations, but shall apply to the development of the Property as they are in effect at the time of application for Development Project Review Approvals, provided such regulations and/or fees (as applicable) are not designed in a manner such that they are applicable only, to the Project and/or Property:
(a) Processing fees and charges of every kind and nature imposed by City to cover the actual costs to City of processing applications for Project Approvals or for monitoring compliance with any Project Approvals granted or issued. (b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure, provided that such procedural regulations do not conflict with the Project Approvals. (c) Regulations, policies, and rules governing engineering and construction standards and specifications applicable to public and private improvements, including, without limitation, all uniform codes adopted by the City and any local amendments to those codes adopted by the City, including, without limitation, the City’s Building Code, Plumbing Code, Mechanical Code, Electrical Code, and Grading Ordinance.

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(d) Regulations that are in material conflict with this Agreement but that are reasonably necessary to protect the residents of the Project or the immediate community from a condition perilous to their health or safety. To the maximum extent possible, any such regulations shall be applied and construed so as to provide Owner with the rights and assurances provided under this Agreement.
(e) Regulations that are not in material conflict with this Agreement or the Development Plan. For avoidance of doubt, any regulation, whether adopted by initiative or otherwise, limiting the rate or timing of development of the Property shall be deemed to materially conflict with the Development Plan and shall therefore not be applicable to the development of the Property.
(f) Regulations that are in material conflict with the Development Plan; provided Owner has given written consent to the application of such regulations to Development of the Property.
(g) Regulations that impose, levy, alter or amend fees, or charges relating to consumers or end users, including, without limitation, trash can placement, service charges and limitations on vehicle parking.
(h) Regulations of other public agencies, including Development Impact Fees adopted or imposed by such other public agencies, although collected by City.

3.3.2. Subsequent Project Approvals. This Agreement shall not prevent City from exercising its rights under Government Code Section 65866 when acting on subsequent Project Approvals provided that such City actions do not materially conflict with this Agreement, the Development Plan, the Existing Land Use Regulations, and/or the Project Approvals.

3.3.3. Modification or Suspension by State or Federal Law. In the event that State, County or Federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations; provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce.

3.3.4. Intent. The parties acknowledge and agree that City is restricted in its authority to limit certain aspects of its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to City all of its police power that cannot be or are not expressly so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to City all such power and authority that cannot be or is not by this Agreement’s express terms so restricted.

3.4. Regulation by Other Public Agencies. It is acknowledged by the parties that other public agencies not within the control of City may possess authority to regulate aspects of the development of the Property separately from or jointly with City and this Agreement does not limit the authority of such other public agencies.

3.5. Timing of Development. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal. 3d 465 (1984), that the failure of the parties in that City Council
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case to provide for the timing of development resulted in a later-adopted initiative restricting the timing of development to prevail over the parties’ agreement, it is the specific intent of the parties to provide for the timing of the Project in this Agreement. To do so, the parties acknowledge and provide that Owner shall have the right, but not the obligation, to complete the Project in such order, at such rate, at such times, and in as many development phases and sub-phases as Owner deems appropriate in its sole subjective business judgment, except for the following:

3.5.1. No building permits for residential units shall be issued in excess of 1,875 residential units unless and until Owner commences construction activities for at least 175,000 square feet of commercial development. Owner may construct commercial square footage beyond 175,000 square feet if and when such additional commercial development is supported by market conditions, as determined by Owner in its sole discretion. Owner understands that commercial development is a priority to the City and agrees to exercise its discretion in good faith.

3.5.2. No less than 35,000 square feet of commercial development in Phase 1 or Phase 2 (as shown on Specific Plan Figure 6-2) shall consist of a grocer.

3.6. Moratoria. Except as specifically set forth in this section, City agrees that to the extent permitted by law, no moratorium or other similar limitation (whether relating to the rate, timing, or sequencing of the development of the Project or any part thereof and whether or not enacted by local initiative or otherwise) affecting subdivision maps, grading or building permits, occupancy certificates, or other entitlements approved, issued, or granted within the City, after the Effective Date of this Agreement, shall apply to the Project. Owner acknowledges and agrees that the provisions hereof shall not preclude the application to the Project of a moratorium or other similar limitation (of the type described in the preceding sentence) enacted in order to protect an imminent threat to the public health or safety.

3.7. Development Agreement/Project Approvals. In the event of any inconsistency between any Existing Land Use Regulation and a Project Approval, the provisions of the Project Approval shall control. In the event of any inconsistency between any Existing Land Use Regulation or Project Approval and this Agreement, the provisions of this Agreement shall control.

4. PUBLIC AND COMMUNITY SAFETY BENEFITS.

4.1. Public Benefits. The Project is expected to bring significant fiscal benefits to the City.

The Project will also serve to implement the City’s General Plan vision for the Property, which has long been designated as a District Center where intense mixed-use development is encouraged. In addition, Owner has committed by this Agreement to contribute the public and community safety benefits, as provided below.

4.2. Community Benefits.

4.2.1. Santa Ana Police Department Substation: Prior to or concurrent with the construction completion of the Project’s Phase 1, as contemplated by the Development Approvals), Owner shall provide City, upon the City’s written request, with exclusive use of a 500 square foot space and 3 dedicated parking stalls within the Property for use by the Santa Ana Police Department as an administrative substation. This substation space and parking stalls will be owned by Owner but improved (tenant improvements), operated and maintained by the Santa Ana Police Department. The final location of the substation and its parking stalls are City Council
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envisioned to be located in one of the buildings along Plaza Drive or MacArthur in Phase 3 of the Project, as contemplated by the Development Approvals, but may be temporarily located anywhere on the Property, including potentially within existing commercial center. The substation and its parking stalls may be relocated within the Property subject to the mutual agreement of the parties. For the Term of the Agreement, Owner shall maintain private onsite security to monitor all areas of the Property.

4.2.2. Project Community Benefit Package: The Project will provide significant economic benefit to the City through additional jobs created by the construction and operation of the Project, property and sales tax revenue to the City, infrastructure improvements, neighborhood revitalization, and general economic benefit. In addition, Owner has agreed to provide the City with a Twenty-Two Million dollar ($22,000,000) payment (“Community Benefit Payment”), which Community Benefit Payment shall be allocated at the City’s sole discretion. The Community Benefit Payment shall be paid to City by Owner pursuant to the following schedule: (1) Eight Million dollars ($8,000,000) prior to or concurrent with the issuance of the first demolition permit in furtherance of the Project’s first Specific Plan Phase (“Community Benefit Payment No. 1”); (2) Six Million dollars ($6,000,000) prior to the issuance of the first building permit in furtherance of the Project’s second Specific Plan Phase (“Community Benefit Payment No. 2”); and (3) Eight Million dollars ($8,000,000) prior to the issuance of the first building permit in furtherance of any component of the Project’s third Specific Plan Phase except for building permits in furtherance of the Project Open Space (“Community Benefit Payment No. 3”). If the City has not received Community Benefit Payment No. 2 on or before the date that is 36 months and 1 day from the date of the Community Benefit Payment No. 1 payment, then Community Benefit Payment No. 2 shall accrue simple interest at a rate of five percent (5%) per annum until such time as it is paid to the City. Similarly, if the City has not received Community Benefit Payment No. 3 on or before the date that is 36 months and 1 day from the date of the Community Benefit Payment No. 2 payment, then Community Benefit Payment No. 3 shall accrue simple interest at a rate of five percent (5%) per annum until such time as it is paid to the City. Developer may commence construction of the Specific Plan Phases in any order. Notwithstanding the Specific Plan Phase order, Community Benefit Payment No. 1 shall be paid prior to or concurrent with the issuance of the first demolition permit in furtherance of any Specific Plan Phase; Community Benefit Payment No. 2 shall be paid prior to or concurrent with the issuance of the first building permit in furtherance of a different Specific Plan Phase; and Community Benefit Payment No. 3 shall be paid prior to or concurrent with the issuance of the first building permit in furtherance of the final Specific Plan Phase.

4.2.3. Business Retention and Local Vendors. Owner assumes the risk and shall be solely liable for any and all relocation benefits that are payable to any existing tenants in accordance with Government Code Sections 7260 et. seq. (See also Kong v. City of Hawaiian Gardens Redevelopment Agency (2002) 101 Cal.App.4th 1317). Owner shall defend and indemnity the City against any and all relocation claims.

4.2.4. Hotel Economic Benefits. The hotel(s) shall be operated under a recognized hotel flag or by a boutique hotel operator with a demonstrated track record of success operating similar hotels. Owner shall employ commercially reasonable efforts to secure a four-star hotel or above out of a five-star rating system as widely recognized and commonly used in the hospitality industry.

4.2.5. Project Open Space. In accordance with the Specific Plan, Owner shall construct, own, and maintain the Project Open Space.

City Council
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(a) Owner shall design the Project Open Space to promote biodiversity, extend thermal comfort, and to promote biophilic design, health, and wellness. (b) Owner shall provide a total minimum of 4 free on-site events per year for the general public (e.g., concerts or farmers markets) including programming on sustainability and wellness, subject to Force Majeure events, as follows: (a) a minimum of two (2) free events per year shall be provided commencing one year after the completion of the southern MixedUse/Village Core district as set forth in the Specific Plan; and (b) a minimum of two (2) free events per year shall be provided commencing one year after the completion of the northern Mixed-use/Residential district as set forth in the Specific Plan. Owner’s obligation under this Section shall terminate after 25 years after the commencement of the first free on-site event or upon termination of this Agreement whichever occurs later. (c) Owner shall record one or more open space easements against the Property for the benefit of the City concurrent with the recordation of the subdivision maps that implement a given Project Phase or Development phase, as contemplated by the Project Approvals.
(d) City shall provide Owner a credit against its park and open space fee obligations (e.g., Park Acquisition and Development Fee) for the hard and soft cost of all land, improvements, operation, and maintenance associated with the Project Open Space. In the event the Project Open Space is less than 13.1 acres, Owner must satisfy any required park and recreation fees or other obligations (including those specified in Chapter 35, Article IV of the Santa Ana Municipal Code) for the amount of the acreage shortfall as calculated by the City.

4.2.6. Construction Standards.
(a) Leadership in Energy and Environmental Design (LEED). The Project shall be constructed to a minimum LEED Silver standard, as established by the U.S. Green Building Council.
(b) Water Conservation. The Project shall include high-efficiency irrigation, native drought-tolerant plantings, low-flow plumbing fixtures, and Energy Star equipment and appliances.
(c) Electric Vehicle (“EV”) Parking. No less than 5% of all structured parking stalls in the Project shall be equipped with EV chargers. No less than 10% of all parking stalls located within the parking structures shall be EV ready with sufficient electrical infrastructure to enable the future installation of EV conduit and chargers. (d) Signage Program. Owner shall implement a signage program to promote mass transit, provide ride-share infrastructure & bike/e-mobility facilities. (e) Electrical Appliances: All individual residential units within the Project shall utilize electric or induction stoves, ovens, and clothing dryers. This obligation shall not apply to commercial, common area, hotel, or other non-residential uses. (f) Photovoltaic Panels: The Project shall incorporate photovoltaic panels on all residential components of the Project
City Council
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(g) Ecology & Wellness. Owner shall exercise commercially reasonable efforts to implement a single use plastic or non-biodegradable plastic use reduction program with retail tenants where feasible, with the exception of the grocer. (h) Carbon Sequestering. Owner shall exercise commercially reasonable efforts to incorporate carbon sequestering vegetation in the landscaping plans (i) Fitwell. Owner shall exercise commercially reasonable efforts to obtain Fitwell certification for the residential components of the Project. (j) Bike Lockers. With issuance of each building permit, Owner shall provide for and maintain and secure bike lockers or bike storage rooms on the Property. At least half of the lockers shall be made available for free to Project residents and employees.

4.2.7. Orange County Flood Control District Parcel: The Orange County Flood Control District owns an approximately 0.2 acre parcel (APN 412-131-27) adjacent to, and immediately northeast of, the Property (“OCFCD Parcel”). Owner shall make a reasonable and good faith effort to work cooperatively with City and the Orange County Flood Control District to improve and maintain the OCFCD Parcel.

5. HOUSING OPPORTUNITY ORDINANCE COMPLIANCE.

5.1. Owner Exemption. During the Term of this Agreement, as such Term may be extended, Consistent with Santa Ana Municipal Code Section 41-1903(a), Owner is exempt from Santa Ana Municipal Code Article XVIII.I inclusionary housing requirements (i.e., the Affordable Housing and Opportunity Ordinance) because Owner is entering into this Agreement. In lieu of compliance with Article XVIII.I, Owner commits to the In-Lieu Fee as set forth in Section 5.1.1, below, which may be paid at the time of building permit issuance for each market rate residential unit contemplated by a given building permit or in the aggregate, at Owner’s sole discretion. InLieu fees paid in excess of the requirements for a particular building permit may be accrued and used by Owner to satisfy future in lieu fee requirements. Upon expiration or termination of this Agreement, Owner shall be subject to Santa Ana Municipal Code Article XVIII.I for any unit that has not received a Certificate of Occupancy.

5.1.1. In-Lieu Fee. Upon timely payment of the Twenty-Two Million dollar ($22,000,000) Community Benefit Payment as provided in Section 4.2.2, Owner shall make an in-lieu fee payment at the time of building permit issuance for each market rate residential unit contemplated by the building permit equal to five dollars ($5.00) per habitable square foot of each market rate residential unit (excluding Senior Assisted Living Community units, identified in Section 4.1.3 of the Specific Plan as Congregate Housing, Assisted Living or Memory Care units). At Owner’s sole discretion, Owner may convert any Senior Assisted Living Community units to Independent Living units (as defined in Section 4.1.3 of the Specific Plan) and/or multifamily market rate units by paying the in-lieu housing fee in accordance with this Agreement.

6. REVIEW FOR COMPLIANCE.

6.1. Periodic Review.

City Council
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6.1.1. The City shall review this Agreement annually, on or before July 1, 2025, and annually thereafter until the expiration of this Agreement, in order to ascertain the compliance by Owner with the terms of this Agreement (“Annual Review”). Owner shall timely submit an Annual Monitoring Report, in a form acceptable to the City Manager on or before the first anniversary of the Effective Date and annually thereafter until the expiration of this Agreement.

If the Annual Review is not submitted within thirty (30) days after written notice from the City Manager, then Owner shall be in breach of this Agreement. The failure of the City to conduct the Annual Review shall not constitute a default by Owner. The Annual Monitoring Report shall be accompanied by an “Annual Review and Administration Fee” sufficient to defray the estimated costs of review and administration of the Agreement during the succeeding year. The amount of the Annual Review and Administration Fee” shall be set annually by resolution of the City Council.

6.1.2. The Annual Review shall include a progress report on the status of the implementation of the Project and the new tax revenue generated by the Project, including, but not limited to, the following:
(a) Development and construction progress of the following uses and Project components:
(i) Site development
(ii) Public infrastructure,
(iii) Project design features,
(iv) Community benefits,
(v) Plaza,
(vi) Hotel,
(vii) Residential,
(viii) Commercial,
(ix) Office
(x) Parking
(xi) Philanthropic activities (education, culture, arts) (b) Reporting for items listed in Section 6.1.2(a) shall be include a table substantially similar to the following:

An example of a compliance report for site development and can be applied to other above criteria and metrics.

Reporting Period: 2025 – 1st Report
Year 1 of 20 of Agreement
City Council
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Use Approved
SF/Units/Rooms
Total
Completed In
Period
Cumulative
Total
Completed
Remaining to
Be
Completed
Status & Look Ahead
Residential 3,750 100 200 3,550 On target with 300 to be completed in the next period
Hotel 250 250 250 0 Completed
Commercial
New
350,000 150,000 150,000 200,000 150k completed for Tenant X. 20-Year lease.

Negotiating with Tenant Y for a
15 year lease.
(c) Progress relative to economic projections of:
(i) Increases in property tax,
(ii) Property Tax In-Lieu of VLF received by the City,
(iii) Sales tax received from the Project,
(iv) Business tax received from the Project,
(v) Hotel Visitors Tax (HVT)
(vi) Utility User Tax received from the Project,
(d) Reporting for items listed in Section 6.1.2(c) shall be include a table, prepared by Owner with City’s cooperation, substantially similar to the following:

Reporting Period: 2024 – _____
Year 1 of 20 of Agreement
Revenue Total for Period Cumulative to
date
Percentage
increase over
2018 Base
Year
Status & Look Ahead
Property Tax
Property Tax
In-Lieu of
VLF
Sales Tax

TOT (HVT)
Business
Tax
Franchise
Tax
UUT
City Council
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6.2. Special Review. The City Council may order a special review of compliance with this Agreement at any time commencing one year following the issuance of the Project’s first building permit, but not more than once during any 12-month period. The City Manager, or his or her designee, shall conduct such special reviews.

6.3. Review Procedure.

6.3.1. During either an Annual Review or a special review, Owner shall be required to demonstrate good-faith compliance with the terms of this Agreement. The burden of proof on this issue shall be on Owner.

6.3.2. Upon completion of an Annual Review or a special review, the City Manager, or the City Manager’s designee, shall submit a receive and file report to the Planning Commission if he or she finds that Owner is in good-faith compliance with the terms of this Agreement. If the City Manager, or the City Manager’s designee, finds on the basis of reasonable evidence that Owner is not in good-faith compliance with the terms of this Agreement, he or she shall set the matter for hearing before the Planning Commission and shall submit a report setting forth said evidence concerning compliance by Owner with the terms of this Agreement and his or her recommended finding on that issue.

6.3.3. If the Planning Commission finds on the basis of substantial evidence that Owner is in good-faith compliance with the terms of this Agreement, it shall confirm same and formally conclude the review by resolution. If the Planning Commission finds and determines on the basis of substantial evidence that Owner has not complied in good faith with the terms and conditions of this Agreement:
(a) The Planning Commission shall provide written notice to Owner of such findings setting forth the nature of the problem and the actions, if any, required of Owner to cure such problem.
(b) If the problem can be cured and Owner fails to take such actions and cure such problem within sixty (60) days after of the effective date of the Planning Commission’s notice or, in the event that such problem cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such problem within such sixty (60) day period and to diligently proceed to complete such actions and cure such problem, then the Planning Commission may recommend to the City Council modification or termination of this Agreement.
(c) Owner may appeal a Planning Commission determination pursuant to this Section 6.3.3 pursuant to City’s rules for consideration of appeals in zoning matters then in effect. If a Planning Commission determination is appealed, any cure ordered by the Planning Commission shall be tolled until a decision is reached by the City Council on the appeal. Notice of default as provided under Section 7 of this Agreement shall be given to such Owner prior to or concurrent with proceedings under Section 6.4 and Section 6.5.

6.4. Proceedings Upon Modification or Termination. If, upon a finding under Section 6.3, City determines to proceed with modification or termination of this Agreement, City shall give City Council
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written notice to Owner of its intention so to do. The notice shall be given at least ten (10) calendar days prior to the scheduled hearing and shall contain:

6.4.1. The time and place of the hearing;

6.4.2. A statement as to whether or not City proposes to terminate or to modify this Agreement; and,

6.4.3. Such other information that the City considers necessary to inform Owner of the nature of the proceeding.

6.5. Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination, Owner shall be given an opportunity to be heard. Owner shall be required to demonstrate good-faith compliance with the terms and conditions of this Agreement.

The burden of proof on this issue shall be on Owner. If the City Council finds, based upon substantial evidence, that Owner has not complied in good faith with the terms or conditions of this Agreement, the City Council may terminate this Agreement or, in lieu of termination and with the consent of Owner, modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the City. The decision of the City Council shall be final.

6.6. Certificate of Agreement Compliance.

6.6.1. If, at the conclusion of a Periodic or Special Review, Owner is found to be in compliance with this Agreement, City shall, upon request by Owner, issue a Certificate of Agreement Compliance (“Certificate”) to Owner stating that after the most recent Periodic or Special Review and based upon the information known or made known to the City Manager and City Council that: (1) this Agreement remains in effect; and (2) Owner is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after a Periodic or Special Review and shall state the anticipated date of commencement of the next Periodic Review. Owner may record the Certificate with the County Recorder.

6.6.2. Whether or not the Certificate is relied upon by assignees or other transferees or Owner, City shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the City Manager or City Council.

6.7. Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City’s existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Development Agreement (although such conditions must comply with the Applicable Rules).

7. DEFAULT AND REMEDIES.

7.1. Remedies in General. It is acknowledged by the parties that City and Owner would not have entered into this Agreement if either party were to be liable in damages arising out of a breach or default under this Agreement and, therefore, each of the parties hereto hereby acknowledge and agree that the sole remedies that either party hereto may pursue and enforce against the other arising out of a default or breach under this Agreement by the other party (and City Council
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the expiration of all applicable notice and cure periods) shall be an action for specific performance or a termination of this Agreement by such non-defaulting party’s obligations under this Agreement (subject to the terms and provisions of Section 6.3.3), and each party hereto expressly waives any other remedy they might otherwise be entitled to pursue, at law or in equity, against the other, and each party hereto expressly waives any right to sue the other for damages or claim any damages.

7.2. Release.

7.2.1. Except for specific performance, Owner, for itself, its successors and assignees, hereby releases City, its officers, agents and employees, from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, because it entered into this Agreement or because of the terms of this Agreement. Owner hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS 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..” By initialing below, Owner hereby waives the provisions of Section 1542 in connection with the matters that are the subject of the foregoing waivers and releases. _______________
Owner’s Initials

7.2.2. Except for specific performance, City, for itself, its successors and assignees, hereby releases Owner, its officers, agents and employees, from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, because it entered into this Agreement or because of the terms of this Agreement. City hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS 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..” By initialing below, City hereby waives the provisions of Section 1542 in connection with the matters that are the subject of the foregoing waivers and releases. _______________
City’s Initials

7.3. Termination or Modification of Agreement for Default of an Owner. City may terminate or modify this Agreement for any failure of Owner to perform any material duty or obligation of City Council
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Owner under this Agreement, or to comply in good faith with the terms of this Agreement (hereinafter referred to as “default”); provided, however, City may terminate or modify this Agreement pursuant to this Section 7.4 only after providing written notice to Owner of default setting forth the nature of the default and the actions, if any, required by Owner to cure such default and, where the default can be cured Owner has failed to take such actions and cure such default within sixty (60) days after the effective date of such notice or, in the event that such default cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such sixty (60) day period and to diligently proceed to complete such actions and cure such default.

7.3.1. No Cross Default. Parties agree and acknowledges that, notwithstanding anything stated to the contrary in this Agreement: (a) the failure of RCR to comply with or satisfy any of RCR’s obligations under this Agreement shall not limit or impair a transferee’s rights and benefits under this Agreement with respect to its Assigned Rights (as they apply to the Project Phase owned by such transferee) under Section 2.5.1 of this Agreement and (b) the failure of any transferee to satisfy such transferee’s Assumed Obligations as provided for under Section 2.5.1 of this Agreement shall not, as to the Project Phase to which those Assumed Obligations apply, limit or impair any of the Assigned Rights of any other transferee as to the Project Phase owned by such other transferee.

7.4. Voluntary Termination of Agreement by RCR. In the event RCR determines, in its sole discretion, prior to issuance of the first demolition permit implementing the first Specific Plan Phase, that it no longer wishes to proceed with the Project pursuant to the terms of this Agreement, RCR may terminate this Agreement by providing the City with 30 days written notice. Notwithstanding this or other provisions herein, RCR’s indemnity and defense obligations shall survive such termination for the later of twelve (12) months or expiration of the statute of limitations on any and all potential causes of action against the City as set forth in Section 8 of this Agreement.

7.5. Notice and Cure Rights. Notwithstanding anything stated to the contrary in this Agreement, City shall have no right to terminate any of the rights of any Owner under this Agreement unless such Owner has failed to cure any default under this Agreement giving rise to any such termination right within the cure periods expressly provided for above in this Section 7.

8. LITIGATION

8.1. Third-Party Litigation Concerning Agreement. Owner shall defend, at its expense, including attorneys’ fees, indemnify, and hold harmless City, its agents, officers and employees from any claim, action or proceeding against City, its agents, officers, or employees to attack, set aside, void, or annul the approval of this Agreement, any document prepared for the Project in compliance with the California Environmental Quality Act, or the approval of any permit or entitlement granted pursuant to this Agreement for the Project. City shall promptly notify Owner of any claim, action, proceeding or determination included within this Section 8.1 no later than fourteen (14) business days and City’s receipt of service of process and City shall cooperate in the defense. If City fails to promptly notify Owner of any such claim, action, proceeding or determination as required by this Section, or if City fails to cooperate in the defense, Owner shall not thereafter be responsible to defend, indemnify, or hold harmless City as to that claim, action, proceeding, or determination. City may in its discretion participate in the defense.

8.2. Environmental Assurances. Owner shall indemnify and hold City, its officers, agents, and employees free and harmless from any liability, based or asserted, upon any act or omission of City Council
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Owner, its officers, agents, employees, subcontractors, predecessors in interest, successors, assigns and independent contractors for any violation of any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property, including, but not limited to, soil and groundwater conditions, and Owner shall defend, at its expense, including attorneys’ fees, City, its officers, agents and employees in any action based or asserted upon any such alleged act or omission. City may in its discretion participate in the defense.

8.3. Reservation of Rights. With respect to Section 8.1 and Section 8.2 herein, City reserves, the right to either (1) approve the attorney(s) that the indemnifying party selects, hires or otherwise engages to defend the indemnified party hereunder, which approval shall not be unreasonably withheld, conditioned, or delayed; or (2) conduct its own defense; provided, however, that the indemnifying party shall reimburse the indemnified party forthwith for any and all reasonable expenses incurred for such defense, including attorneys’ fees, upon billing and accounting therefor.

8.4. Challenge to Existing Land Use Approvals. By accepting the benefits of this Agreement, Owner, on behalf of itself and its successors in interest, hereby expressly agrees and covenants not to sue or otherwise challenge any land use approval affecting the Property and in effect as of the Effective Date. Such agreement and covenant includes, without limitation, the covenant against any direct suit by Owner or its successor in interest, or any participation, encouragement or involvement whatsoever that is adverse to City by Owner or its successor in interest, other than as part of required response to lawful orders of a court or other body of competent jurisdiction.

Owner hereby expressly waives, on behalf of itself and its successors in interest, any claim or challenge to any land use approval affecting the Property and in effect as of the Effective Date.

8.5. Survival. The provisions of Sections 8.1 and 8.2 shall survive the termination of this Agreement.

9. MORTGAGEE PROTECTION.

9.1. The parties hereto agree that this Agreement shall not prevent or limit Owner, in any manner, at Owner’s sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property. City acknowledges that the lenders providing such financing may require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with Owner and representatives of such lenders to negotiate in good faith any such request for interpretation or modification. City will not unreasonably withhold its consent to any such requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement. In furtherance of the foregoing, and notwithstanding anything stated to the contrary in this Agreement, any Mortgagee of the Property shall be entitled to the following rights and privileges:

9.1.1. Default under Agreement Does Not Impair Lien of any Mortgage. Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any mortgage on the Property, the Leasehold Estate, or any Sub Leasehold Estate made in good faith and for value, unless otherwise required by law.

9.1.2. Request for Notices of Default by Mortgagee. The Mortgagee of any mortgage or deed of trust encumbering the Property, the Leasehold Estate, or Sub Leasehold Estate, or any City Council
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part thereof, which Mortgagee, has submitted a request in writing to the City in the manner specified herein for giving notices, shall be entitled to receive written notification from City of any default by the applicable Owner in the performance of such Owner’s obligations under this Agreement.

9.1.3. If City timely receives a request from a Mortgagee requesting a copy of any notice of default given to Owner under the terms of this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to Owner. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such party under this Agreement.

9.1.4. Lender Protection Provisions.
(a) Notices to Mortgagees; Mortgagee’s Right to Cure.
(i) Notices to Mortgagees. City shall send to each Mortgagee which has provided City written notice of its name and address, in the manner provided by Section 9.1 above, a true, correct and complete copy of any written notice sent to Owner or any Sub Ground Lessee, as applicable, of a default by Owner or any Sub Ground Lessee under this Agreement at the same time as and whenever any such notice of default shall be given by City to Owner or any Sub Ground Lessee, addressed to such Mortgagee at the address last furnished to City by such Mortgagee. Owner and each Sub Ground Lessee, as applicable, irrevocably directs that City accept, and City agrees to accept, performance and compliance by any such Mortgagee of and with any term, covenant, agreement, provision, condition or limitation on Owner’s, or any Sub Ground Lessee’s, part to be kept, observed or performed hereunder with the same force and effect as though kept, observed or performed by Owner and/or any such Sub Ground Lessee, as applicable, provided that such performance and/or compliance is made in accordance with the provisions of Section

10.1.4 below.
(ii) Mortgagee’s Right to Cure. Notwithstanding anything stated to the contrary in this Agreement, this Agreement shall not be terminated as to any Project Phase because of a default or breach hereunder on the part of Owner or any Sub Ground Lessee until and unless:
(1) written notice of any such default or breach has been delivered to Mortgagee in accordance with the provisions of Section 10.3 above, (2) with respect to a default or breach that is curable solely by the payment of money, Mortgagee, Owner and any applicable Sub Ground Lessee have failed to cure such default or breach within thirty (30) days following the expiration of any of Owner’s and/or any Sub Ground Lessee’s, as applicable, notice and cure periods set forth herein, and (3) with respect to a default or breach that is not curable solely by the payment of money, Mortgagee, Owner and/or any applicable Sub Ground Lessee have failed to cure such default or breach within ninety (90) days following the expiration of any of Owner’s and/or any applicable Sub Ground Lessee’s notice and cure periods set forth herein or, if such default or breach is curable but cannot be cured within such time period, (i) Mortgagee has failed to notify City within such ninety (90) day time period that Mortgagee intends to cure such default or breach, (ii) Mortgagee fails to commence to cure such default or breach within such ninety (90) day period, or (iii) Mortgagee fails to diligently prosecute such cure to completion. It is expressly understood and agreed that no Mortgagee shall have any obligation City Council
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hereunder to cure or complete any cure of any breach or default by Owner or any applicable Sub Ground Lessee hereunder.
(b) Permitted Transfers to Mortgagee.
(i) Notwithstanding anything stated to the contrary in this Agreement, the following transfers shall be permitted and shall not require the approval or consent of City:
(1) A transfer of the Owner’s or any Sub Ground Lessee’s Leasehold Estate or Sub Leasehold Estate, as applicable (and the concurrent transfer of the Owner’s or any Sub Ground Lessee’s rights under this Agreement with respect to the Project Phase that is the subject of the Leasehold Estate or Sub Leasehold Estate provided the conditions in Section 2.5.1 hereof have been complied with as to such Project Phase), at a foreclosure sale under a Mortgage, whether pursuant to the power of sale contained therein or a judicial foreclosure decree, or by an assignment in lieu of foreclosure, or
(2) Any subsequent transfer by a Mortgagee (or its nominee or designee if the Mortgagee, or such nominee or designee, is the purchaser at such foreclosure sale or under such assignment in lieu of foreclosure) with respect to the Leasehold Estate or any Sub Leasehold Estate, and the concurrent transfer of the Owner’s or any Sub Ground Lessee’s rights under this Agreement with respect to the Project Phase that is the subject of the Leasehold Estate or Sub Leasehold Estate so transferred, provided that the conditions in Section 2.5.1 hereof have been complied with as to such Project Phase.
(ii) Any transferee arising from any transfer permitted above shall be liable to perform the obligations of Owner or any Sub Ground Lessee, as applicable, under this Agreement only so long as such transferee holds title to the Leasehold Estate or Sub Leasehold Estate, provided that upon any such conveyance of title, such transferee's transferee expressly assumes and agrees to perform all of the obligations of this Agreement first arising after the date of such conveyance to the extent applicable to the Project Phase to which such Leasehold Estate or applicable Sub Leasehold Estate applies.
(iii) Following the transfer, if any, described in Section 10.1.3(b)(i) above, all non-curable defaults existing under this Agreement prior to such transfer shall be deemed waived without further notice or action of any party.
(c) Rights of Mezzanine Lender. Any lender that makes a loan to Owner or to any Sub Ground Lessee, or to any entity holding an interest in Owner or any Sub Ground Lessee, direct or indirect, that is secured by a pledge of equity interests in Owner or any applicable Sub Ground Lessee, direct or indirect, shall be entitled to all of the rights and remedies under this Section 10.1.3 that are afforded to a Mortgagee under this Agreement, (i) provided that Owner or any applicable Sub Ground Lessee shall have provided to City written notice setting forth the name and address of any such lender, and (ii) except that such rights and remedies shall be subject and subordinate to the rights of any Mortgagee, and shall not impair any of the rights and remedies afforded any Mortgagee, hereunder.

9.1.5. Obligations of Mortgagee Under Agreement. Any Mortgagee who comes into possession of the Leasehold Estate, or a Sub Leasehold Estate, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Leasehold Estate or Sub Leasehold Estate as applicable, or part thereof, subject to the terms of City Council
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this Agreement. Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of an Owner’s obligations or other affirmative covenants of an Owner hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by an Owner is a condition precedent to the performance of a covenant by City, the performance thereof shall continue to be a condition precedent to City’s performance hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession shall be subject to the provisions of Section 2.5 of this Agreement.
(a) Any Mortgagee who comes into possession of the Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Property as applicable, or part thereof, subject to the terms of this Agreement. Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of an Owner’s obligations or other affirmative covenants of an Owner hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by an Owner is a condition precedent to the performance of a covenant by City, the performance thereof shall continue to be a condition precedent to City’s performance hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession shall be subject to the provisions of Section 2.5 of this Agreement.

9.1.6. Fee Owners’ Right to Encumber Property. Fee Owners shall have the right to encumber the fee title in the Property by any mortgage, deed of trust or other security device securing financing for the fee title in the Property to the extent permitted pursuant to the terms of (and subject to all the terms and conditions set forth in) the Ground Lease, and nothing in this Agreement shall impair such right. Any Mortgagee of the fee title in the Property shall have all the benefits of a Mortgagee provided in this Agreement, including the right to receive notice of default and the right, but not obligation, to cure any default as permitted hereunder.

Notwithstanding anything to the contrary in this Section 9.1, a Mortgagee of the fee title shall have no obligations under this Agreement except that upon any conveyance of fee title to such Mortgagee, the Mortgagee shall assume the express obligations of the Fee Owners under this Agreement.

10. MISCELLANEOUS PROVISIONS.

10.1. Recordation of Agreement. This Agreement and any amendment or cancellation thereof shall be recorded with the Orange County Recorder by the Clerk of the City Council against the Property within ten (10) days following Owner’s receipt of the fully-executed, recordable Agreement from the City. If the parties to this Agreement or their successors in interest amend or cancel this Agreement, or if the City terminates or modifies this Agreement as provided herein for failure of the Owner to comply in good faith with the terms and conditions of this Agreement, the City Clerk shall cause notice of such action recorded with the Orange County Recorder, and in connection with any termination of this Agreement, in such form or by such recordable instrument, that will allow a reputable title company to remove the Agreement as an exception to title of the Property (a “Termination Release”).

10.2. Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements that are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall City Council
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be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement.

10.3. Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the Public Benefits set forth in Section 4 of this Agreement, including the payment of the Development Impact Fees set forth therein, are essential elements of this Agreement and City would not have entered into this Agreement but for such provisions, and therefore in the event such provisions are determined to be invalid, void or unenforceable, this entire Agreement shall be null and void and of no force and effect whatsoever.

10.4. Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California, with venue in Orange County. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all parties having been represented by counsel in the negotiation and preparation hereof.

10.5. Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement.

10.6. Singular and Plural. As used herein, the singular of any word includes the plural.

10.7. Joint and Several Obligations. If at any time during the Term of this Agreement the Property is owned, in whole or in part, by more than one owner, all obligations of such owners under this Agreement shall be joint and several, and the default of any such owner shall be the default of all such owners. Notwithstanding the foregoing, no owner of a single lot that has been finally subdivided and sold to such owner as a member of the general public shall have any obligation under this Agreement except as expressly provided for herein.

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

10.9. Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party’s right to insist and demand strict compliance by the other party with the terms of this Agreement thereafter.

10.10. Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties and their successors and assigns, and no other person shall have any right of action based upon any provision of this Agreement.

10.11. Force Majeure. Neither party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by: (1) strikes, lockouts or labor disputes; (2) inability to obtain labor or materials or reasonable substitutes therefor (including as a result of freight embargos); (3) inclement weather which delays or precludes construction; (4) acts of God, including but not limited to earthquakes, or the public enemy or civil commotion; (5) condemnation, (6) fire or other casualty; (7) shortage of fuel, electricity or City Council
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natural gas; (8) action or nonaction of public utilities or of local, state or federal governments, affecting the work, including, but not limited to, any delays in the permitting process as a result of the action or inaction of such governmental authorities including government shutdown for a period of time of one (1) week or more; (9) criminal acts or acts of terrorism; or (10) pandemic or government imposed quarantine (11) other conditions similar to those enumerated above which are beyond the reasonable anticipation or control of such Party, or other causes beyond the Party’s reasonable control. If any such events shall occur, the term of this Agreement and the time for performance shall be extended for the duration of each such event , provided that the Term of this Agreement shall not be extended pursuant to this section for more than five (5) years.

10.12. Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the party benefited thereby of the covenants to be performed hereunder by such benefited party.

10.13. Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof; and (c) is binding upon each party and each successor in interest during ownership of the Property or any portion thereof.

10.14. Counterparts. This Agreement may be executed by the parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the parties had executed the same instrument.

10.15. Jurisdiction and Venue. Any action at law or in equity arising under this Agreement or brought by a party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Orange, State of California, and the parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court.

10.16. Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the development of the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between City and Owner is that of a government entity regulating the development of private property and the owner of such property.

10.17. Further Actions and Instruments. Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either party at any time, the other party shall promptly execute and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement.

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

City Council
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10.19. Agent for Service of Process. In the event any Owner is not a resident of the State of California or it is an association, partnership or joint venture without a member, partner or joint venturer resident of the State of California, or it is a foreign corporation, then in any such event, Owner shall file with the City Manager, upon its execution of this Agreement, a designation of a natural person residing in the State of California, giving his or her name, residence and business addresses, as its agent for the purpose of service of process in any court action arising out of or based upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall constitute valid service upon Owner. If for any reason service of such process upon such agent is not feasible, then in such event Owner may be personally served with such process and such service shall constitute valid service upon Owner. Owner is amenable to the process so served, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto.

10.20. Certificate of Compliance. At any time during the term of this Agreement, any lender or either Party may request either Party to this Agreement to confirm that (1) this Agreement is unmodified and in full force and effect (or if there have been modifications hereto, that this Agreement is in full force and effect as modified and stating the date and nature of such modifications); (2) to the best of such Party’s knowledge, no defaults exist under this Agreement or if defaults do exist, to describe the nature of such defaults; and (3) any other information reasonably requested. Each Party hereby agrees to provide a Certificate to such lender or other Party within thirty (30) days of receipt of the written request therefor.

10.21. Authority to Execute. The person or persons executing this Agreement on behalf of Owner warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind Owner to the performance of its obligations hereunder.
[Signatures on following pages]
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IN WITNESS WHEREOF, the parties hereto have executed this Development Agreement on the last day and year set forth below.

OWNER

RCR BRISTOL, LLC,
a Delaware limited liability company
By:_______________________
Name:

Title:

Dated: _______________
CITY
City OF SANTA ANA, a California municipal
corporation
By:_________________________________
Mayor
Dated: _______________
ATTEST:

By:_________________________________
City Clerk
Dated: _______________
APPROVED AS TO LEGAL FORM:

BEST BEST & KRIEGER LLP
By:____________________________________
City Attorney
Dated: _______________
City Council
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JOINDER
Unless expressly defined herein, all capitalized terms used herein shall have the meanings ascribed to such terms in the Development Agreement (the “Development Agreement”) to which this Joinder is attached.

The undersigned Fee Owners are hereby entering into this Joinder for the sole purpose of subjecting their fee title to the Property to the burden and effect of the Development Agreement and, upon the recording of the Development Agreement in the Official Records of Orange County, fee title to the Property shall be encumbered by all of the terms and conditions of the Development Agreement; provided, however, notwithstanding the foregoing, the City acknowledges and agrees that unless the Fee Owners hereafter execute an Assignment and Assumption Agreement in a form approved by Fee Owners and the City in the manner described in Section 2.5.1 of the Development Agreement (the “Approved Form”), the Fee Owners (including members, partners, officers, agents or representatives of Fee Owners) shall have no liability, rights or obligations under the Development Agreement except for such rights or obligations expressly set forth for the benefit or burden of Fee Owners under the Development Agreement. Unless and until an Assignment and Assumption Agreement, in the Approved Form, is executed by the Fee Owners and City, City shall have no recourse against the Fee Owners or the fee title to the Property. Fee Owners shall receive notice of default and have the right, but not obligation, to cure any default as permitted in Sections 9.1.2 and 9.1.3 of the Development Agreement. Fee Owners and their lenders shall be entitled to receive a Certificate of Compliance upon request as provided in Section 10.20 of the Development Agreement. In addition, in the event that the Ground Lease is terminated, Fee Owners shall thereafter have the right to terminate the Development Agreement upon written notice to City, in which event the City shall cause to record a Termination Release with the Orange County Recorder. For avoidance of doubt, no modification of the Development Agreement pursuant to Section 2.7 of the Development Agreement shall limit or impair the rights of Fee Owners under this Joinder without the consent of Fee Owners.

Greenville Ranch, LLC,
a California limited liability company
By: ___________________________
Alice Z. Callens, President
By: ___________________________
Louise A. Callens, Secretary/Treasurer
Executed as of __________________, 2024
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MCG Bristol West, LLC,
a California limited liability company
By: ___________________________
David W. Cortney, Manager
Executed as of __________________, 2024
BSG West Bristol, LLC,
a California limited liability company
By: ___________________________
Robert Bradley Gisler, Manager
By: ___________________________
Susan E. Gisler, Manager
Executed as of __________________, 2024
City Council
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EXHIBIT “A”
(Legal Description of the Property)
City Council
Exhibit
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EXHIBIT “B”
(Map of the Property)
City Council
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4 70 10/15/2024
EXHIBIT “C”
Development Plan and list of Project Approvals
Development Plans and entitlement applications as presented in the City Staff Report Dated September 17, 2024 are incorporated herein by reference. Project Approvals include, but may not be limited to the following entitlements:

1. The Final Supplemental Environmental Impact Report entitled “Related Bristol Specific Plan Final Environmental Impact Report” (State Clearinghouse House No. 2020029087 and City of Santa Ana Development Project No. 2022-31 (“Project FEIR”), which tiers off the GPU FEIR (SCH# 2020029087) that was certified by the City on April 19, 2022.

2. The “Related Bristol” Specific Plan, dated July 2024, adopted by the City Council on _____, 2024, by way of Ord. No. __.

3. The Vesting Tentative Tract Map, dated July 29, 2024, approved by the City Council on September 17, 2024, by way of Resolution No. __.

4. The Zoning Map Amendment dated _______2023, adopted by the City Council on _____, 2024, by way of Ord. No. __
084542\17991095v1
City Council
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Exhibit 3
Redlined Changes to the Specific Plan Document
City Council 25 – 72 10/15/2024
ISSUE:

Require Class IV bike path (protected) on
Bristol, MacArthur, and Sunflower (revise
Chapter 3.0 – Development Plan and
elsewhere in SP as needed)
City Council 25 – 73 10/15/2024

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3-17 | P a g e
R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4

3.3.5 Bristol Street Expanded Parkway
Existing Bristol Street includes a widened sidewalk and minimal curb-adjacent parkways.

There are two parkway improvement types based on location. The proposed expansion of this area would include a zone with a streetscape buffer and Class II or IV Bike Trail, and variable setback with planted areas, variable sidewalks, and street trees.

Bristol Street with Floating Bus Stop
City Council 25 – 74 10/15/2024

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R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4

3.4 Circulation and Mobility
Vehicular circulation is comprised of two components: peripheral public streets and internal private roadways. The Circulation Plan provides standards and guidelines that provide for the safe and efficient movement of people and vehicles into and through the Specific Plan area, addressing light trucks and passenger vehicles, heavy trucks, public transit, and non-vehicular circulation (pedestrians and bicycles). All on-site roadways are anticipated to be constructed by phase. A Traffic Circulation Analysis (TCA) was prepared by LLG, dated June 28, 2023, and will be adopted along with the Tentative Tract Map and with recommendations noted in the TCA made a condition of approval. This report outlines required improvements.

3.4.1 Vehicular Circulation
Regional Circulation
Interstate 405 (I-405) provides regional access to the Specific Plan area via Bristol Street.

This north-south-oriented regional freeway provides regional access to Los Angeles and San Diego. State Route 55 provides additional regional access to the Specific Plan area via MacArthur Boulevard. SR 55 provides access to northern Orange County and the Inland Empire.

Local Circulation (Periphery)
The circulation components of the plan include the following (see Figure 3-7, Circulation Plan and Figures 3-9 through 3-17, Cross Sections).

A. South Bristol Street (Public)
Bristol Street forms the Specific Plan area’s eastern edge. Bristol Street is a paved, six lane public roadway with raised landscaped medians. It is classified as a Major Arterial in the Santa Ana General Plan, defined as a street with six travel lanes and a center median with a 120-140-foot right-of-way, 104-124-foot paved width and 14-foot median. Presently there are pedestrian sidewalks, streetlights, bulb-outs for public transit stops, and Class II bike lanes in both directions in the vicinity of the Specific Plan area. The intersections with Sunflower, Callens Common, and MacArthur Boulevard are signalized. Three bus stops are present along the frontage of the Specific Plan area, one of which includes a shelter.

Improvements for Bristol Street public right-of-way include the following:
 Widened parkway, street trees, and planted setback areas  New curb cuts for ingress/egress to/from Bristol Street  Right-of-way dedication and vacation for removal of deceleration lanes, and bikeway and bus stop improvements
 Median modifications
 Driveway deviation for truck access
 Signalization of the driveway between Callens Commons and Sunflower, and  Installation of a Class II or IV bike lane per the City mobility element.

City Council 25 – 75 10/15/2024

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3-19 | P a g e
R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4 B. West MacArthur Boulevard (Public)
West MacArthur Boulevard forms the Specific Plan area’s northern edge. MacArthur Boulevard is a paved, six lane roadway with both raised landscaped medians and striped medians. It is classified as a Major Arterial in the Santa Ana General Plan, defined as a street with six travel lanes and a center median with a 104-118-foot right-of-way, 88-102- foot paved width and 14-foot median.

Presently, there are pedestrian sidewalks, streetlights, and public transit stops (no pullouts). One bus stop is present along the frontage of the Specific Plan area. The intersections at Bristol Street and Plaza Drive are signalized.

Improvements for MacArthur Boulevard include the following:
 Addition of an intersection for a new north/south local neighborhood street (Bristol Paseo)
 Curb cut at the intersection of the residential shared street  Right-of-way dedication and vacation for removal of a deceleration lane and bikeway and bus stop improvements
 Installation of a Class II or IV bike lane per the City mobility element  Construction of new landscaped median between Plaza Drive and Bristol Street  Planted setback areas and street trees
C. Plaza Drive (Public)
Plaza Drive is a paved, four lane roadway with raised landscaped medians designated as a Local Street in the City of Santa Ana General Plan, defined as a street with two travel lanes serving residences and businesses. Typically, these streets include pedestrian sidewalks and on-street parking. Presently there are sidewalks, streetlights, curb, and gutters along the roadway in both directions. Speed Limit is 25 mph. No on-street street parking is allowed. Plaza Drive provides access to the Project site and nearby multi-family land uses. The intersections of Sunflower Avenue and MacArthur Boulevard are signalized, and the intersection with Callens Common is stop controlled.

Improvements for Plaza Drive on the Specific Plan frontage include the following:
 New curb cuts for ingress/egress
 Signalization of Callens Commons and Plaza Drive
 Planted setback areas, new sidewalks, and street trees D. Sunflower Avenue (Public)
Sunflower Avenue is a paved, six lane roadway that has a jurisdictional boundary near the centerline, with Santa Ana on the north, and Costa Mesa on the south. The roadway includes raised landscaped medians on the City of Costa Mesa portion of the roadway.

The street is designated as a Major Arterial in the Costa Mesa General Plan, defined as a City Council 25 – 76 10/15/2024

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R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4 six-lane divided (raised or painted median) roadway, with a 120-foot right of way, 104- foot curb-to-curb, 4-foot median and 8-foot sidewalk.

Presently, westbound lanes include three travel lanes, one public transit stop (no dedicated pull-outs), pedestrian sidewalks, streetlights, and mature landscaping.

Eastbound lanes include three travel lanes with streetlights. No sidewalk or transit facilities are located along eastbound lanes. Both directions contain a left turn pocket lane for access to South Coast Plaza or Metro Town Center. One bus stop and shelter is present along the frontage of the Specific Plan area. The intersections with Bristol Street and Plaza Drive are signalized.

Improvements for Sunflower Avenue include the following:
 Potential median modification and/or signalization of the proposed Bristol Paseo driveway, subject to improvements/realignment of South Coast Plaza driveway  Right-of-way dedication and vacation for removal of deceleration lanes and bikeway and bus stop improvements
 Installation of a Class II or IV bike lane per the City mobility element E. Callens Common (Private)
Callens Common roughly bisects the Specific Plan area designated as a Local Street in the City of Santa Ana General Plan, defined as a street with two travel lanes serving residences and businesses. Typically, these streets include pedestrian sidewalks and onstreet parking. Presently, Callens Common is a paved four-lane road with no medians. Its intersection with Bristol is signalized. There are presently no pedestrian sidewalks, streetlights, or transit stops. This roadway primarily serves as an internal access road within the Metro Town Square. No on-street parking is allowed.

Improvements for Callens Common include the following:
 Expanded parkway improvements with street trees and improved sidewalk conditions
 Greenlink pedestrian crossing
 Reduction of travel lanes to a two-lane street between Plaza Drive and the Bristol Paseo to allow for on-street parking
 Drop-off and loading areas
 Addition of a six- to eight-foot wide sidewalk on both sides of the roadway  Signalization of Callens Commons and Plaza Drive

3.4.2 Local Circulation (Internal)
The planned circulation internal to the Specific Plan area is designed to be highly pedestrian oriented and utilizes several roadway typologies. All internal roadways will be constructed as private roadways. Realignment or elimination of secondary entryways and reconfiguration of portions of the internal circulation system may occur as part of individual development projects.

City Council 25 – 77 10/15/2024

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R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4 Bristol Street Existing Condition
Residential Shared Roadways. Designed to create a
sense of community and prioritize pedestrians,
these private roadways provide access to
residential uses on site and connect residents to the
Village Center and primary streets. Narrow lanes
will promote slower traffic, on-street parking will be
short-term, and these roadways may incorporate
flexible design elements to support potential shortterm closure for neighborhood events.

See Figure 3-6, Roadway Typologies below for location for these private roadways.

C. Programmable Roadways
Several of the private roadways within the Specific Plan area, Bristol Paseo (the primary north/south roadway), the looped road ringing Bristol Green and Bristol Plaza areas, and the Shared Roadways will be “Programmable”. These roadways, or portions thereof, will be designed with technologies such as retractable hydraulic bollards to enable them to be closed off for special pedestrian events such as farmers’ markets, seasonal festivals, music events, etc. As such, these roadways have been included as part of common open space acreage within the Specific Plan.

3.4.3 Pedestrian and Bicycle Mobility
Pedestrian mobility is currently provided via existing sidewalks located along MacArthur Boulevard, Bristol Street, Sunflower Avenue and Plaza Drive. Crosswalks are provided at all signalized intersections adjacent to the Project site and will also be provided at potential traffic signals on Bristol Street and Plaza Drive. The Project plans to reconstruct this pedestrian infrastructure.

Bicycle mobility is currently provided via Class II bike lanes located along Bristol Street.

Proposed Bristol Street improvements
include potentially upgrading the
southbound bike lane to a Class IV bike
lane, which includes a planted buffer
separation between vehicular and bicycle
circulation (refer to cross sections). Bicycle
racks will be provided in conjunction with
commercial, office, and residential
Implementing Projects. Proposed
MacArthur Boulevard and Sunflower
Avenue improvements also include
potential construction of a Class IV
protected bike lane. A Class II lane is also
an acceptable option for both roadways.

City Council 25 – 78 10/15/2024

3.0 | DEVELOPMENT PLAN
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R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4 Figure 3-9 Road Section Key Map

NOTE WAS REMOVED
City Council 25 – 79 10/15/2024

5.0 | DESIGN GUIDELINES
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Note: on the following cross sections, on-street bike lanes are shown as Class IV for illustration. Bike lanes in final plans may consist of Class II or Class IV lanes with no Specific Plan amendment required.

City Council 25 – 80 10/15/2024
ISSUE
Require private security officers to be on site 24 hours per day, 7 days per week, and to routinely patrol the site (revise Section 4.1.6(A)).

City Council 25 – 81 10/15/2024

4.0 | DEVELOPMENT REGULATIONS
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4.1.6 Performance Standards
A. Security
Residential units shall be designed to ensure the security of residents through the provision of secured entrances and exits that are separate from the non-residential uses and are directly accessible to parking areas. Non-residential and residential uses shall not have common entrance hallways or common balconies. These separations shall be shown on the development plan and the separations shall be permanently maintained.

To enhance onsite security, private security officers will be onsite 24 hours a day, seven days a week, and shall routinely patrol the Specific Plan area in all residential, nonresidential, and open space areas, including vacant and under-construction portions.

The private security officers will be funded at the developer and owners’ full expense.

B. Noise
Residential portions of the project shall comply with the City’s Noise Ordinance, which may include design to limit the interior noise caused by the commercial and parking portions of the project or arterial roadway adjacency, to a maximum of forty-five (45) db in any habitable room with windows closed, to meet City noise standards. Proper design may include, but shall not be limited to, building orientation, sound-rated windows, wall and ceiling insulation, and orientation and insulation of vents. Where it is necessary that windows be closed in order to achieve the required level, means shall be provided for ventilation/cooling to provide a habitable environment.

C. Maintenance
All properties within the Specific Plan area shall be kept and maintained in a clean, neat, orderly, operable and usable condition. This requirement applies to buildings, paving, fences, walls, landscaping, water, earth and any other structure or feature on the site.

D. Refuse Collection
 Bins for recycling and any other refuse mandated by the State of California shall be provided for all uses in trash enclosures.
 Outdoor refuse collection areas shall be visually screened from adjacent streets, roadways, plazas, freeways and adjacent property through use of an opaque screen (wall or fence).
 Where feasible, areas to handle refuse shall be integrated into parking structures.

Such areas shall be enclosed with a durable material, with doors. As appropriate, chutes shall be provided to allow refuse from upper floors to be collected.  Restaurants shall recycle organics in accordance with State law and City Ordinance.

4.2 Permitted Uses by District
This section identifies the permitted, conditional, temporary uses within the Specific Plan area. The Conceptual Land Use Plan identified in Figure 3-2, Conceptual Land Use provides a visual representation of the desired location of various potential uses for evaluation by the City during review of development proposals. Permitted uses are those uses set forth in Table 4-1. Accessory Uses as defined herein are also permitted. Land uses City Council 25 – 82 10/15/2024
ISSUE
Require a CUP for alcohol sales, both on-
(restaurants) and off- (stores) site sales (revise
Chapter 4.0 – Development Regulations, Table 4-1).

City Council 25 – 83 10/15/2024

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TABLE 4-1

PERMITTED USES

USE TYPE MU/RES
NORTH

MU/VILLAGE
CORE
NOTES
Continuum of Care P2 P Including senior living
(inclusive of independent
living, assisted living,
memory care).

Day Care/Child Care P P Per SAMC
Commercial Uses
Drive through lanes X X
Commercial/retail P P Including but not limited
to indoor and outdoor
sales, department stores,
service commercial such
as appliance stores,
bakeries, bookstores,
food/grocery stores (retail
market), pet stores etc.

Commercial Recreation CUP P
Hospitality P3 P Including executive suites,
guest suites, long-term/
extended stay, with
commercial, day spa, and
food/ alcohol service
incidental to the hotel use.

Rooftop amenities,
including dining, are
permitted.4
Office uses. Professional, administrative,
and business offices providing personal
and professional services
P P Including architects/
engineers, and similar
uses.

Medical office P P Including surgical centers,
urgent care, dentists,
optometrists and similar
Service Uses
Alcohol sales for on-site or off-site
consumption;
--Associated with bona fide food
service/restaurant
--Off-site or Bar (public premises)
LUCCUP
CUP
LUCCUP
CUP
Public premises is as
defined by ABC License
type 42 or 48.
22 Senior continuum of care uses in the Northern District are only permitted in Blocks 3, 7, 9, and 10. 3 Hotel uses in the Northern District are limited to blocks with Bristol or Callens Common frontage only, with the exception of Block 8.
4 Where a rooftop amenity requires a restroom to be provided, the restroom may exceed the maximum height.

City Council 25 – 84 10/15/2024
ISSUE
Increase residential bicycle parking from minimum 4 spaces per building to minimum 10 locker spaces in each multifamily building, which may be in garages, and for other use types to have bicycle parking either on primary frontage or in open space areas (revise Chapter 4.0 – Development Regulations, Section 4.4(J)).

City Council 25 – 85 10/15/2024

4.0 | DEVELOPMENT REGULATIONS
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R e l a t e d B r i s t o l S p e c i f i c P l a n D r a f t A d o p t e d J u l y O c t o b e r 2 0 2 4
technologies and management strategies if parking demand begins to near or exceed supply.

D. In the event that parking characteristics evolve due to new technologies or changes in parking demand, modified parking standards may be proposed based upon a parking demand analysis and/or actual field studies/parking surveys of similar facilities, to be reviewed and approved by the City’s Executive Director of Planning and Building as part of Development Project Review (DPR) review. See the parking study and preliminary parking management plan in Appendix C of this document.

E. New technologies such as parking lifts or automated parking are permitted, subject to review as part of Development Project Review (DPR) and shall not require an amendment to the Specific Plan.

F. In a mixed-use building where ancillary service or small-scale food service commercial uses are a small component of the project (less than or equal to 2,000 square feet), the commercial component does not require parking. Commercial uses in excess of 2,000 square feet shall be parked per the ratios in Table 4-4, Parking Standards.

G. Because of ongoing changes to the code and technologies, Electric Vehicle (EV) charging stations shall be governed by Title 24 requirements at the time of permit issuance rather than a specified standard in this Specific Plan.

H. Accessible parking and loading requirements shall be governed by SAMC Section 41-1306 or State law. The required amount of accessible parking must be maintained during construction activities which displace existing spaces.

I. Motorcycle parking to be provided per the requirements of Section 41 of the SAMC.

J. Bicycle shall be provided based on use type and shall be located on the primary frontage of each building or in common open spaces. Bike lockers, where provided, may also be located within parking structures. a. Residential Uses: a minimum of four 10 bicycle locker spaces per multifamily residential building (which may be located within garages).s b. Retail/Commercial: bicycle spaces at a rate of 5% of the required parking, to be located either on the primary frontage or in open space areas.

K. Tandem parking, defined as two parking spaces arranged one behind the other, is permitted for all uses where the parking is provided, subject to a parking management plan or valet parking program.

L. Parking stall dimensions and operations/maintenance shall be as provided in the SAMC except as provided below.
 Standard Stalls: 8.5’ x 18’
City Council 25 – 86 10/15/2024
ISSUE
Specify that “iconic” architecture is required for all
new buildings. Modify Chapter 5.0 – Design
Guidelines, Section 5.6.1 to state “New development
within the planning area will shall be defined by
innovative, creative, highquality iconic architecture,
no matter the architectural style.”
City Council 25 – 87 10/15/2024

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 The site entry driveway location should be coordinated with existing or planned median openings when possible. Driveways should also line up with driveways on the opposite side of the public roadway when accessible through a median opening.
 Internal streets should efficiently facilitate movement of vehicles from external streets to parking structures and lots.
 To ensure visibility for vehicles entering and existing the site, unobstructed site lines at corners and mid-block should be provided. Visual obstructions at entrances and exits are prohibited within a 15 ft. diagonal cut-off (triangular area). The location of above grade utilities within these areas should be avoided where possible.
 Elements such as striping, differentiation of paving materials (i.e. cobbles, bricks), bulb outs, and other traffic calming measures should be implemented where feasible.
 Site circulation should allow for and facilitate emergency access to the site and all buildings.
 Loading zones may be provided on-street or within the buildings.  On-street loading zones may be shared between adjacent buildings.

5.6 Architecture and Building Design

5.6.1 Architectural Character
New development within the planning area will shall be defined by innovative, creative, high-quality, iconic architecture, no matter the architectural style. Architectural components and details are the most visible components of a project and are often what creates a lasting first impression for visitors. New development should not be constrained to duplicating existing on-site architectural styles as aesthetic qualities, trends, and materials are constantly updating and changing. However, buildings and structures in the Specific Plan area must be unified through consistency in massing, articulation, building styles, and architectural themes. Improvements to the public realm, such as landscaping, hardscaping and pavement, street lighting, and street furniture, will be of a consistent style within the Specific Plan area, further unifying the architectural character of buildings and structures.

Development within the Specific Plan area should ensure that the appearance of on-site structures do not become dated and the area remains an example of high-quality architecture within Santa Ana.
 Buildings should emphasize a clear architectural style, properly articulated and detailed for that style.
 Architectural elements should serve to activate on-site open space components to create a cohesive space.

City Council 25 – 88 10/15/2024
ISSUE
Require screening (“shall” instead of “may”) on any blank garage or building walls, for architectural enhancement (revise Chapter 5.0 – Design Guidelines, Section 5.7.2(A)).

City Council 25 – 89 10/15/2024

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 Design of exterior elevations may be unique in style, character, and architectural elements. Proposed architectural elements should not be in stark contrast to those of adjacent structures.
 Creative exterior design solutions are encouraged to constrain visibility of cars within structured parking from the public realm. This may include open-air or screening approaches, such as exterior-colored panels or supergraphics attached to the surface of the structure. Large, permanent banners and temporary wraps are prohibited.
 The use of a trellis, green screen, mural, dynamic building texture, or other buffering element is encouragedshall be used where blank walls occur on the parking structure.
 All appurtenances (i.e., transformers, ventilation shafts, etc.) shall be screened from public view.
 Activities such as shops, offices, or other commercial space should be incorporated along the ground level of the parking structure, where appropriate.

B. Interior
 Parking structures should utilize modern technology to increase ease of use and wayfinding, including methods such as colored stall markers and signs displaying the number of spaces available per floor.
 Parking structures and lots for commercial and hotel uses shall incorporate smart parking technology, including wayfinding signage, indicators for spaces available, and other means to make maximum use of parking areas.  Stairwells should be designed to match the architectural style of the overall structure or designed as architectural features. Creative methods of blending stairwells, whether internal or external to the building, are encouraged provided signage clearly indicates the location of stairwells.
 Interior walls and ceilings should be painted a light color to improve illumination.  Interiors shall provide illumination.
 Internal pedestrian circulation should be designed to minimize conflict areas between pedestrians and automobiles and provide open view corridors for pedestrians.

C. Landscaping and Amenities
 Landscaping, including large dense trees, should be used to visually screen parking structures when adjacent to roadways and pedestrian walkways where landscaped areas exist to adequately accommodate the plant material.  Landscaping and amenity spaces may be placed on top of a parking structure or integrated into the structure using creative methods provided they are physically separated from parking areas for safety.

City Council 25 – 90 10/15/2024
ISSUE
Specify the approved truck hauling route, per staff
recommendations to be in Chapter 6.0 – Implementation.

City Council 25 – 91 10/15/2024

6.0 | ADMINISTRATION AND IMPLEMENTATION
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R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4 allows a conversion program while keeping traffic generation, and thus roadway sizing, stable.

An application for land use conversion will be reviewed by the Planning Commission subsequent to the related Development Project Review (DPR) application and subject to substantial conformance with relevant development standards.

TABLE 6-2

LAND USE EQUIVALENCY

6.2.9 Truck Routes During Construction
A. Travel Restrictions: Trucks can only use truck routes designated in the General Plan Mobility Element that are located directly along the project site to travel to and away from the site. A truck route for each of the implementing projects within the three major construction phases of the project as identified in the Specific Plan shall be submitted for review and final approval by the Executive Director of the Public Works Agency. In reviewing and approving the final truck route, the Director shall prioritize minimizing noise impacts to nearby residential uses existing as of the adoption date of this Specific Plan and the safety of the traveling public.

B. Direct Path Requirement: Trucks must take the shortest and most direct route to and away from the site to nearest freeway on- and off-ramps.

Residential
(DU)
Senior
Living
(DU/Beds)
Hotel
(Rooms)
Office
(1000 SF)
Retail
(1000 SF)
Residential
(DU) -- 1.746 0.568 0.419 0.123
Senior Living
(DU/Beds) 0.573 -- 0.325 0.240 0.070
Hotel
(Rooms) 1.760 3.073 -- 0.737 0.216
Office
(1000 SF) 2.388 4.169 1.357 -- 0.293
Retail
(1000 SF) 8.152 14.235 4.632 3.414 --
Residential
(DU)
Senior
Living
(DU/Beds)
Hotel
(Rooms)
Office
(1000 SF)
Retail
(1000 SF)
Residential
(DU) 100 -- 174.615 56.821 41.882 12.267
Senior Living
(DU/Beds) 100 57.269 -- 32.541 23.985 7.025
Hotel
(Rooms) 100 175.991 307.308 -- 73.708 21.589
Office
(1000 SF) 100 238.767 416.923 135.670 -- 29.289
Retail
(1000 SF) 100 815.198 1423.462 463.204 341.421 --
From These
Land Use
Types:

Land Use
(Unit)
Quantity to
Convert From
Land Use Equivalencies
TABLE 6-2 LAND USE EQUIVALENCY
Land Use
(Unit)
Equivalency Ratios to Convert to these Land Use Types
City Council 25 – 92 10/15/2024

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R e l a t e d B r i s t o l S p e c i f i c P l a n A d o p t e d O c t o b e r 2 0 2 4 C. Residential Proximity Limits: Trucks are prohibited from using those routes to travel to and away from the site if there are residential uses existing as of the adoption date of this Specific Plan that are fronting the street or are located within 300 feet of the street.

D. Noise Restrictions: All noise sources associated with construction and truck hauling activities shall not take place between the hours of 8:00 p.m. and 7:00 a.m. on weekdays, including Saturday, or any time on Sunday or a federal holiday.

E. Site Posting & Notification Requirements: Applicant shall notify in writing to all contractors requiring compliance with the above restrictions and shall post the name and 24-hour contact phone number for reporting of issues consistent with the requirements of Section 6.2.10(5) of the Specific Plan. An advance notice providing the 24-hour contact information for this site shall be mailed to all tenants and property owner within a 1,000-foot radius at least 30 days prior to the start of each of the three major construction phases of the project as identified in the Specific Plan.

6.2.96.2.10 Maintenance and Ownership
Maintenance of private parking area aisles, parking area circulation, and common landscape areas will be the responsibility of a commercial or business association (or other private mechanism) to be formed within the Specific Plan area. Detailed Covenants, Conditions and Restrictions (CC&Rs) and/or Reciprocal Easement Agreements (REAs) will outline maintenance areas and establish obligations for ongoing maintenance and operations. The private maintenance association(s) shall be responsible for private driveways, parking, open space areas, programming within open space areas, common area signage, landscaping, irrigation, common areas, on-site domestic water, sanitary sewers, storm drains, water quality features (BMPs), and other responsibilities as necessary. Generally, facilities dedicated to public agencies will be maintained by that agency, while private facilities will be maintained by property owners or a maintenance district. Table 6-3, Financing, Ownership, and Maintenance outlines the anticipated program.

6.2.106.2.11 Vacant Lots, Construction, and Ongoing Maintenance All portions of the Specific Plan area are subject to the following operational standards:

1. Any portions of the Specific Plan area under active construction, including demolition, grading and excavation, and above-ground building activities, shall be maintained in a visually attractive manner with the following criteria, including:
a. Fencing. The owner, beneficiary or trustee shall cause to be installed a minimum six foot (6') high chain-link fence adjacent to the property boundaries, or other alternative fencing acceptable to the chief building official or code enforcement manager that is adequate to protect the public health, and welfare, unless the city officials determine that the installation of such fencing will be detrimental to the public safety and welfare.

City Council 25 – 93 10/15/2024
Resolution No. 2024-XXX

Page 1 of 8 ends

Santa Ana City CouncilOctober 15, 2024

Santa Ana City Council
October 15, 2024